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Interim Results

27th Aug 2008 07:00

RNS Number : 0726C
Petrofac Limited
27 August 2008
 



 

 

PETROFAC LIMITED

INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2008

Petrofac Limited (Petrofac, the group or the Company), a leading international provider of facilities solutions to the oil & gas production and processing industry, today announces its interim results for the six months ended 30 June 2008.

FINANCIAL HIGHLIGHTS

Revenue up 49% to US$1,576 million (2007: US$1,057 million)

EBITDA(1) up 31% to US$179.2 million (2007: US$137.3 million)

Net profit(2) up 57% to US$121.2 million (2007: US$77.2 million)

- Engineering & Construction net profit of US$99.2 million, up 81%

Operations Services net profit of US$12.1 million, up 10%

Energy Developments net profit of US$16.3 million, up 3%

First half order intake(3) of US$1.7 billion (2007: US$0.6 billion) with backlog(4) of US$4.8 billion at 30 June 2008 (31 December 2007: US$4.4 billion)

Earnings per share (diluted) up 57% to 35.13 cents (2007: 22.36 cents)

Interim dividend up 53% to 7.50 cents (4.09 pence(5)) per share (2007: 4.90 cents)

  

Commenting on the results, Ayman Asfari, Petrofac's group chief executive, said:

"Following continued excellent operational performance, I avery pleased to be able to report that Petrofac has continued to perform strongly in the first half of 2008.

Notwithstanding recent reductions in forecast short-term global economic growth prospects, the broad environment in which the group operates remains underpinned by long-term factors and demand for our services continues to be very strong. We expect to see significant investment in new and replacement production capacity by our customers, particularly in our core markets.

Our bidding pipeline, particularly in the Engineering & Construction division, remains healthy. We are currently bidding on several major projects with a combined value in excess of US$10 billion, which are scheduled to be awarded in the coming months and we are anticipating that our year end backlog will show good year-on-year growth. Our bidding pipeline for next year is looking even healthier. 

With continued strong demand for our services and a positive outlook for new project awards, ware confident that the group is well positioned to deliver 2008 results towards the top end of market expectations* and strong growth over the medium-term."

The current market expectations for Petrofac's net profit for the year ending 31 December 2008, referred to earlier in this announcement, are based on forecasts provided to Petrofac by 13 equity analysts. The range of those forecasts is from US$228.0 million to US$262.0 million.

  Notes

(1) EBITDA means earnings before interest, tax, depreciation and amortisation and is calculated as profit from continuing operations before tax and net finance costs adjusted to add back charges for depreciation, amortisation and impairment.
 
(2) Net profit for the period attributable to Petrofac Limited shareholders.
 
(3) Order intake comprises new contracts awarded, growth in scope of existing contracts and the rolling increment attributable to contracts which extend beyond five years. Order intake is not an audited measure.
 
(4) Backlog consists of the estimated revenue attributable to the uncompleted portion of lump-sum engineering, procurement and construction contracts and variation orders plus, with regard to engineering services and facilities management contracts, the estimated revenue attributable to the lesser of the remaining term of the contract and, in the case of life-of-field facilities management contracts, five years. The group uses this key performance indicator as a measure of the visibility of future earnings. Backlog is not an audited measure.
 
(5) The group reports its financial results in US dollars and, accordingly, will declare any dividends in US dollars together with a Sterling equivalent. Unless shareholders have made valid elections to the contrary, they will receive any dividends payable in Sterling. Conversion of the 2008 interim dividend from US dollars into Sterling is based upon an exchange rate of US$1.8335:£1, being the Bank of England Sterling spot rate as at midday on 26 August 2008.

 

Ends

  For further information, please contact:

Petrofac Limited +44 (0) 20 7811 4900

Ayman Asfari, Group Chief Executive

Keith Roberts, Chief Financial Officer

Jonathan Low, Head of Investor Relations

Bell Pottinger Corporate & Financial +44 (0) 20 7861 3232

Charles Cook

Olly Scott

Notes to Editors

Petrofac

Petrofac is a leading international provider of facilities solutions to the oil & gas production and processing industry, with a diverse customer portfolio including many of the world's leading integrated, independent and national oil & gas companies. Petrofac is quoted on the London Stock Exchange (symbol: PFC) and is a constituent of the FTSE 100 Index.

Through its three divisions, Engineering & Construction, Operations Services and Energy Developments, Petrofac designs and builds oil & gas facilities; operates, maintains or manages facilities and trains personnel; and, where return criteria are met and service revenue synergies identified, co-invests with clients and partners. Petrofac's range of services allows it to help meet its customers' needs across the life cycle of oil & gas assets.

With more than 10,000 employees, Petrofac operates out of four strategically located international centres, in Aberdeen, Sharjah, Woking and Mumbai and a further 20 offices worldwide. The predominant focus of Petrofac's business is on the UK Continental Shelf (UKCS), Africa, the Middle East, the Commonwealth of Independent States (CIS) and the Asia Pacific region.

For additional information, please refer to the Petrofac website at www.petrofac.com.

 

The attached is an extract from the group's interim condensed consolidated financial statements for the six months ended 30 June 2008.

Results 

We are pleased to report that the group performed well during the first half of 2008, with strong growth in revenue and net profit, the award of new contracts and extensions to existing contracts and significant progress made in developing the group's oil & gas investments.

In the six months ended 30 June 2008, revenue increased by 49.1% to US$1,576.2 million (2007: US$1,057.1 million) and net profit increased by 57.0% to US$121.2 million (2007: US$77.2 million). EBITDA increased by 30.6% to US$179.2 million (2007: US$137.3 million).

The tax charge for the six months ended 30 June 2008 of US$39.6 million (2007: US$40.0 million), based on the anticipated divisional effective tax rates for the year ending 31 December 2008, represents an effective tax rate for the period of 24.6% (2007: 34.1%). The principal reason for the decrease in the group's effective tax rate is the reduction in the expected tax rate for the Engineering & Construction division (to 17.9%; compared to 27.0% in the corresponding period in 2007) due to a higher proportion of the division's profits being earned in lower tax jurisdictions.

Net interest receivable for the period increased marginally to US$3.1 million (2007: US$2.8 million) due principally to higher average cash balances.

Net cash (US$ million)

30 June 2008

30 June 2007

31 December 2007

Interest-bearing loans and borrowings (A)

104.5

127.2

110.1

Cash and short term deposits (B)

565.2

518.3

581.6

Net cash (C = B - A)

460.7

391.1

471.5

The net cash generated from operations during the period was US$168.4 million (2007: US$146.1 million), representing 94.0% of EBITDA (2007: 106.4%). The group's net cash decreased marginally to US$460.7 million over the six months to 30 June 2008 (31 December 2007: US$471.5 million) as a result of operating profits generated, less cash outflows in relation to: investing activities, including the completion of the group's new purpose-built office in Sharjah, UAE, and development expenditure in relation to the Energy Developments division's Don area assets and the Chergui gas concession; financing activities, in particular, payment of the 2007 final dividend and the purchase of company shares for the purpose of making employee share scheme awards; substantial net taxes paid; and, a marginal increase in working capital utilisation. Interest-bearing loans and borrowings at 30 June 2008 were marginally lower at US$104.5 million (31 December 2007: US$110.1 million).

Diluted earnings per share for the six months ended 30 June 2008 increased by 57.1% to 35.13 cents per share (2007: 22.36 cents per share) reflecting the group's improved profitability.

During the first six months of 2008, order intake across the group was US$1.7 billion (2007: US$0.6 billion). At 30 June 2008, the group's combined backlog for the Engineering & Construction and Operations Services divisions was US$4.8 billion (31 December 2007: US$4.4 billion).

The group has approximately 10,100 employees, compared to around 9,600 at 31 December 2007. The Engineering & Construction division has grown to approximately 4,100 employees (December 2007: 3,800), with an additional 150 people recruited in India during the period, particularly in the Chennai office, which opened in April 2007 and which now has more than 300 employees. The Operations Services division has grown to approximately 5,600 employees (December 2007: 5,500).

Dividend

The Board has declared an interim dividend of 7.5cents per share (2007: 4.90 cents), an increase of 53.1%, which will be paid on 24 October 2008 to eligible shareholders on the register at 26 September 2008. Shareholders who have not elected to receive dividends in US dollars will receive a Sterling equivalent of 4.09 pence per share. The Board will set the total dividends payable for the year in the light of full year earnings to 31 December 2008 and expects to distribute approximately 30% of full year post tax profits by way of dividend.

Segmental review

We present below an update on each of the group's three operating divisions:

US$ million

Revenue

Operating profit1

Net profit

EBITDA

For the six months ended 30 June

2008

2007

2008

2007

2008

2007

2008

2007

Engineering & Construction

1,036.4

569.6

112.8

67.6

99.2

54.7

120.3

74.9

Operations Services

470.0

427.7

18.0

16.8

12.1

11.0

21.0

19.7

Energy Developments

77.7

68.9

29.6

31.8

16.3

15.8

40.8

44.6

Consolidation & elimination

(7.9)

(9.1)

(2.7)

(1.7)

(6.4)

(4.3)

(2.9)

(1.9)

Total

1,576.2

1,057.1

157.7

114.5

121.2

77.2

179.2

137.3

Growth/margin analysis %

Revenue growth

Operating margin

Net margin

EBITDA margin

For the six months ended 30 June

2008

2007

2008

2007

2008

2007

2008

2007

Engineering & Construction

81.9

(1.6)

10.9

11.9

9.6

9.6

11.6

13.1

Operations Services

9.9

31.5

3.8

3.9

2.6

2.6

4.5

4.6

Energy Developments

12.8

198.1

38.0

46.2

21.0

22.9

52.5

64.7

Group

49.1

14.0

10.0

10.8

7.7

7.3

11.4

13.0

1 Profit from operations before tax and finance costs.

2 Attributable to Petrofac Limited shareholders.

Engineering & Construction

The Engineering & Construction division delivered good operational performance and strong growth during the period and was successful in securing over US$1 billion of new contract awards.

The division made good progress on its current portfolio of contracts, including mobilisation activities and early engineering work on the In Salah gas compression project in Algeria and the two gas plant projects in Syria, which were awarded during the period. The first of these projects, awarded in March 2008, is a US$454 million lump-sum EPC contract to build the Jihar gas treatment plant for the Hayan Petroleum Company (a joint venture between the state-owned Syrian Petroleum Company and INA Industrija Nafte d.d.-Naftaplin of Croatia) and is scheduled to be delivered in the first quarter of 2011; the second project, awarded in April 2008, is a US$556 million (including variation orders received during the period) lump-sum EPC contract to build the Ebla gas treatment plant for Petro-Canada and is expected to be delivered before the end of 2010. The Energy Developments division is evaluating taking a 10 per cent equity interest in this development. During the period, the division secured US$115 million of follow-on work with AGIP KCO on the Kashagan development in Kazakhstan.

During the period, the division entered into an agreement to establish a joint venture company in Indonesia  with IKPT, an Indonesian engineering and construction company with experience in executing liquefied natural gas (LNG) projects. The joint venture will provide project management, engineering, procurement and construction management services for oil, gas and petrochemical projects outside Indonesia. The joint venture's first major bid was for a contract to build the Gassi Touil LNG plant in AlgeriaWhile the Petrofac / IKPT joint venture was initially confirmed as the lowest bidder, it was ultimately unsuccessful in securing the project

In early August 2008, the division announced that it had entered an agreement with Khalda Petroleum Company (a joint venture between Apache Corporation and the state-owned Egyptian General Petroleum Corporation) to provide engineering and procurement services for an additional gas train (train 5) at the Salam gas plant, which should convert to a lump-sum EPC contract during the second half of the year. The division is currently building trains 3 and 4 under a lump-sum EPC contract.

The division's bidding pipeline remains healthy, with the division currently bidding on several major projects in its core markets, with a combined value in excess of US$10 billion. 

Engineering & Construction's revenue increased by 81.9% to US$1,036.4 million (2007: US$569.6 million) compared to the corresponding period in 2007, reflecting the growth in the scale of the business. Net profit increased by 81.3% to US$99.2 million (2007: US$54.7 million), representing a net margin of 9.6% (2007: 9.6%). When bidding contracts of equivalent risk which are located in countries with different tax regimes the Engineering & Construction division targets a broadly similar profit margin net of local taxes. Consequently, when a higher proportion of the division's profits are being generated in lower tax rate jurisdictions (as is expected in 2008), all other things being equal, EBITDA margins and the divisional effective tax rate are lower, but net margins are unaffected.

The division's backlog increased to US$2.7 billion at 30 June 2008 (31 December 2007: US$2.5 billion) reflecting new awards and agreed variation orders during the period.

Operations Services

The Operations Services division has continued to strengthen its capability. Petrofac Training has continued to expand the international delivery of its training services during the period, including the opening of a new technical training centre on Sakhalin Island and a health and safety and major emergency management training centre in Houston. In June 2008, Training secured a contract, for a minimum of three years, to manage the Chemical Process Technology Centre (CPTC) in Singapore. The CPTC is a world-class training centre, owned by the Economic Development Board of Singapore,  with facilities which include a full-scale hydrocarbon processing plant and specialist equipment laboratories, which will facilitate operations and maintenance training, including start-up, shutdown and emergency response exercises. Elsewhere, the Dubai Petroleum Training Centre (DPTC), a joint venture with Dubai Petroleum, will be formally opened at the end of August 2008 and courses have recently commenced. The DPTC is fully equipped to meet the safety and technical training needs of the energy sector throughout the Middle East and will support a full calendar of courses. The Training business now manages 15 training facilities in 7 countries.

In June 2008, Facilities Management was awarded the duty holder contract to provide turnkey operations services on the Northern Producer, the floating production facility to be used to develop the Petrofac Energy Developments-operated Don fields in the UK North Sea. The contract is estimated to be worth approximately US$30 million per annum. Facilities Management also secured a two-year extension of its duty holder contracts with Venture Production, effective from November 2008, and with BHP Billiton for the Irish Sea Pioneer, to the end of 2009. In the UAE, a mechanical services workshop has been established in the Jebel Ali Free Zone and the possibility of opening further workshops in the region is being reviewed. The Brownfield engineering business secured a number of new awards, including follow-on work with Venture Production in the Greater Kittiwake area, and internationally in Abu DhabiQatar and Tunisia

In July 2008, the division completed the acquisition of Eclipse Petroleum Technology Limited (Eclipse), a production engineering specialist, for an initial consideration of £7 million (US$14 million). Further consideration in cash and shares will be determined by the level of future profitability of Eclipse, which could increase the total consideration up to a maximum of £16 million (US$32 million). Eclipse was founded in 1999 and has approximately 50 employees operating from five offices worldwide: AberdeenLondonStavangerHouston and Dubai. Its life-of-field services include: field development, production modelling and optimisation, well life cycle risk management and petroleum engineering functional consulting, which complements the well construction and well management services provided by SPD Group, which was acquired in January 2007.

This acquisition further broadens the division's capability, which now extends from management of surface facilities and well operations, to the ability to deliver solutions to enhance and improve production

Reported revenue for the period increased by 9.9% to US$470.0 million (2007: US$427.7 million) and revenue excluding 'pass-through' revenue1 increased by 6.9% to US$355.7 million (2007: US$332.8 million). Growth in the division was driven principally by international expansion, with non-UKCS revenues now accounting for 24 per cent (2007: 16 per cent) of the division's revenues, including a full period contribution from the Dubai Petroleum service operator contract (which commenced in April 2007) and overseas growth in Brownfield engineering, SPD Group and Training. 

 

[1] Pass-through revenue refers to the revenue recognised from low or zero margin third-party procurement services provided to customers.

 

 The division's net profit increased by 9.6% to US$12.1 million (2007: US$11.0 million), representing a net margin on revenue excluding pass-through revenue of 3.4% (2007: 3.3%). The underlying net margin, adjusted to eliminate charges relating to the amortisation of acquisition intangibles and finance charges from the unwinding of the discount on deferred consideration was 3.8% (2007: 3.8%). Net margins in the first half of the year are typically lower than those expected in the second half of the year due to the timing of the recognition of incentive income, which is usually based on performance over a calendar year. The division expects to achieve a net margin over the full year which will demonstrate progress towards its target of 5.0% net margin on revenue excluding pass-through revenue (2007 full year actual: 4.2%).

The division's backlog ended the period higher at US$2.1 billion (31 December 2007: US$1.9 billion).

Energy Developments 

Developed assets

The division's operational assets (Cendor, Ohanet and the Kyrgyz Petroleum Company (KPC) refinery) continued to perform well during the period.

The Cendor field, in Block PM304, offshore Peninsular Malaysia, produced an average of 14,800 barrels per day (bpd) of oil over the period (2007: 14,400 bpd) and achieved production uptime of over 99 per cent. New production and injector wells were completed earlier in the year, which, together with further development wells due to be drilled in the second half of the year, are expected to broadly maintain current levels of production into 2009. As operator (with a 30% interest), the division, along with its partners (Petronas, PetroVietnam and Kuwait Foreign Petroleum Exploration Company (KUFPEC)) is assessing the second phase of development of Block PM304. A successful appraisal well has recently been drilled and a field development plan to develop additional reserves is expected to be submitted for approval during the second half of the year.

The Ohanet development in Algeria, in which the division has a 10% share of a Risk Service Contract (alongside BHP Billiton, Japan Ohanet Oil & Gas Co and Woodside Energy) with Sonatrach, continues to perform in line with expectations. The 10,000 bpd capacity KPC refinery (in which the division has a 50% share) performed ahead of expectations during the period, with improved access to feedstock and increased export demand.

In Tunisia, the Chergui gas plant (in which the division has a 45% operating interest) achieved first gas in June 2008, 15 months after first access to the site. Following completion of the export pipeline, commercial export of gas commenced in early August 2008. The division is currently undertaking seismic work to assess possible further development of the Chergui field.

Assets under development

In the UKCS, field development programme (FDP) approval was received from the Department of Business Enterprise and Regulatory Reform for the Don Southwest (Petrofac interest 60%) and West Don (Petrofac interest 28%) fields in May 2008. Petrofac Energy Developments, as operator, and on behalf of its co-venturers, is managing the development of the fields, which are expected to produce first oil in the first half of 2009. In January 2008, the division announced that it had signed an agreement with Sea Production Limited, a wholly owned subsidiary of Northern Offshore Limited, for the provision of the Northern Producer floating production facility. The modifications to the topsides of the Northern Producer and the development of the subsea infrastructure are progressing well and the John Shaw semi-submersible drilling rig commenced a seven well drilling programme in August 2008. There is further development potential in the Greater Don area, with the division having interests in a number of surrounding areas, including a 50% interest, alongside Valiant Petroleum (Valiant), in the Prospero prospect in Blocks 211/18c and 211/17. Valiant is managing the drilling of an appraisal well, which commenced in August 2008.

As announced in April 2008, the division is evaluating taking a 10 per cent interest in the Ebla development in Syria (where the Engineering & Construction division has an EPC contract to build the gas processing plant). The evaluation is likely to be completed during the second half of the year, after review of further well data. 

Despite the first half of 2007 benefiting from the initial period of cost recovery on Cendor, the division's revenue increased 12.8% to US$77.7 million for the six months to 30 June 2008 (2007: US$68.9 million) compared to the corresponding period in the prior year, reflecting higher production levels and realised oil prices from Cendor2 during the period. The division continues to hedge a substantial proportion of its expected profit oil using a series of zero premium oil price collar contracts, which currently range from a floor of US$85 per barrel to a capped price of US$118 per barrel. Net profit for the period increased to US$16.3 million (2007: US$15.8 million) with the increase partly driven by the improvement in performance of the KPC refinery.

[2] Under the terms of the production sharing agreement, the group receives approximately 30% of the upside in the oil price above an RPI index-linked base price, which is currently around US$37 per barrel.

 

Key risks and uncertainties

The key risks and uncertainties for the remaining six months of the year are as described on pages 24 and 25 of the group's Annual report and accounts 2007.

Outlook

The broad environment in which the group operates remains robust and underpinned by long-term factors. Notwithstanding recent reductions in forecast short-term global economic growth prospects, global demand for oil & gas is expected to grow substantially over the medium to long-term and with limited spare capacity in existing oil & gas production facilities, we expect to see significant investment in new and replacement production capacity by our clients, particularly in our core markets. Consequently, we expect demand for the group's services to remain strong. 

With the current level and duration of backlog, the Engineering & Construction division has good visibility of revenue. With a healthy bidding pipeline for 2008 and favourable operating environment, we expect to achieve strong growth for the current year and beyond, with net profit margins being broadly maintained at recent levels.

Growth in the Operations Services division is less leveraged to the current operating environment, as the division has a number of long-term (some life-of-field) contracts. Near-term growth prospects continue to be predominantly in international markets, particularly in Brownfield engineering and Training, and, following recent acquisitions, through the provision of solutions to enhance and improve production.

As noted above, our principal investment business, Energy Developments, continues to progress its portfolio of assets under development, with first oil on the Don Southwest and West Don fields being a key near-term target scheduled for the first half of 2009. The division is reviewing a number of upstream and infrastructure opportunities and expects to conclude its due diligence of the Ebla development during the second half of 2008.

Overall, we are very pleased with the group's achievements in the first half of the year, which include entry to the FTSE 100 index, less than three years since listing on the London Stock Exchange in October 2005. This is a notable achievement and a testament to the collective efforts of everyone working for the group. We are confident that this success will continue and that 2008 will be another year of strong growth.

Rodney Chase Ayman Asfari

Chairman Group Chief Executive

INTERIM CONDENSED CONSOLIDATED INCOME STATEMENT

For the six months ended 30 June 2008

6 months ended

6 months ended

Year 

ended

30 June

30 June

31 December

2008

2007

2007

Unaudited

Unaudited

Audited

Notes

US$'000

US$'000

US$'000

Revenue

4

1,576,154

1,057,109

2,440,251

Cost of sales

5

(1,318,633)

(868,464)

(2,029,772)

Gross profit 

257,521

188,645

410,479

Selling, general and administration expenses

(101,395)

(75,025)

(165,308)

Other income

2,027

1,492

3,951

Other expenses

(439)

(637)

(621)

Profit from operations before tax

and finance income/(costs)

157,714

114,475

248,501

Finance costs

(4,251)

(4,948)

(8,527)

Finance income

7,354

7,738

18,259

Profit before tax

160,817

117,265

258,233

Income tax expense

6

(39,577)

(40,035)

(69,517)

Profit for the period

121,240

77,230

188,716

Attributable to:

Petrofac Limited shareholders

121,240

77,230

188,716

Earnings per share (US cents)

7

- Basic

35.64

22.53

55.14

- Diluted

35.13

22.36

54.61

The attached notes 1 to 18 form part of these interim condensed consolidated financial statements.

INTERIM CONDENSED CONSOLIDATED BALANCE SHEET

At 30 June 2008

30 June

30 June

31 December

2008

2007

2007

Unaudited

Unaudited

Audited

Notes

US$'000

US$'000

US$'000

ASSETS

Non-current assets

Property, plant and equipment

9

317,570

176,288

256,237

Goodwill

10

71,882

72,397

71,743

Intangible assets

11

9,527

21,582

9,010

Available-for-sale financial assets

1,337

1,619

1,586

Derivative financial instruments

12

277

439

1,775

Other financial assets

1,531

22

23

Deferred income tax assets

15,563

1,747

11,472

417,687

274,094

351,846

Current assets

Inventories

2,244

2,035

2,256

Work in progress

206,893

321,240

270,181

Trade and other receivables 

657,407

442,813

509,025

Due from related parties

17

3,408

3,422

3,147

Derivative financial instruments

12

26,052

10,098

27,298

Other financial assets

2,472

2,789

2,702

Cash and short-term deposits

13

565,206

518,261

581,552

1,463,682

1,300,658

1,396,161

TOTAL ASSETS

1,881,369

1,574,752

1,748,007

EQUITY AND LIABILITIES

Equity attributable to Petrofac Limited shareholders

Share capital

8,636

8,636

8,636

Share premium

68,203

68,203

68,203

Capital redemption reserve

10,881

10,881

10,881

Treasury shares

(44,049)

(19,715)

(29,842)

Other reserves

15

51,064

30,832

50,467

Retained earnings

459,526

282,720

377,450

554,261

381,557

485,795

Minority interests

209

209

209

TOTAL EQUITY

554,470

381,766

486,004

Non-current liabilities

Interest-bearing loans and borrowings

76,513

92,074

81,640

Provisions

23,104

15,837

19,046

Other financial liabilities

14,395

20,438

13,870

Deferred income tax liabilities

37,590

28,126

34,137

151,602

156,475

148,693

Current liabilities

Trade and other payables

413,585

426,963

408,017

Due to related parties

17

578

50

744

Interest-bearing loans and borrowings

27,956

35,148

28,455

Derivative financial instruments

12

7,250

-

52

Other financial liabilities

1,005

1,884

812

Income tax payable

43,232

30,278

47,577

Billings in excess of cost and estimated earnings

145,592

186,152

208,105

Accrued contract expenses

536,099

356,036

419,548

1,175,297

1,036,511

1,113,310

TOTAL LIABILITIES

1,326,899

1,192,986

1,262,003

TOTAL EQUITY AND LIABILITIES

1,881,369

1,574,752

1,748,007

The attached notes 1 to 18 form part of these interim condensed consolidated financial statements.

INTERIM CONDENSED CONSOLIDATED CASH FLOW STATEMENT

For the six months ended 30 June 2008

6 months ended

6 months ended

Year 

ended

30 June

30 June

31 December

2008

2007

2007

Unaudited

Unaudited

Audited

Notes

US$'000

US$'000

US$'000

OPERATING ACTIVITIES

Profit before tax

160,817

117,265

258,233

Adjustments for:

 Depreciation, amortisation and impairment

21,523

22,792

52,758

 Share-based payments

14

4,331

1,820

5,412

 Difference between other long-term employment benefits 

paid and amounts recognised in the income statement

4,324

3,025

5,852

 Net finance income 

(3,103)

(2,790)

(9,732)

 Gain on disposal of property, plant and equipment

(71)

(8,541)

(8,834)

 Gain on disposal of held for sale assets

-

-

(243)

 Other non-cash items, net

(1,193)

619

1,756

Operating profit before working capital changes

186,628

134,190

305,202

 Trade and other receivables

(148,382)

(106,800)

(171,360)

 Work in progress

63,288

46,629

97,688

 Due from related parties

(261)

4,303

4,578

 Inventories

12

(92)

(313)

 Current financial assets

(133)

(427)

(395)

 Trade and other payables

15,171

83,152

64,044

 Billings in excess of cost and estimated earnings

(62,513)

61,162

83,115

 Accrued contract expenses

116,551

(75,967)

(12,455)

 Due to related parties

(166)

(132)

562

170,195

146,018

370,666

Other non-current items, net

(1,821)

87

133

Cash generated from operations

168,374

146,105

370,799

Interest paid

(3,191)

(3,629)

(7,004)

Income taxes paid, net

(44,566)

(16,538)

(32,417)

Net cash flows from operating activities

120,617

125,938

331,378

INVESTING ACTIVITIES

Purchase of property, plant and equipment

9

(82,117)

(56,604)

(117,157)

Acquisition of subsidiaries, net of cash acquired

-

(3,137)

(4,902)

Payment of deferred consideration on acquisition

-

-

(64)

Purchase of intangible oil & gas assets

11

(1,400)

(1,776)

(48,604)

Proceeds from disposal of property, plant and equipment

184

11,205

12,166

Proceeds from disposal of available-for-sale financial assets

137

-

-

Net foreign exchange differences

(564)

2,023

829

Interest received

7,702

7,863

18,562

Net cash flows used in investing activities

(76,058)

(40,426)

(139,170)

The attached notes 1 to 18 form part of these interim condensed consolidated financial statements.

INTERIM CONDENSED CONSOLIDATED CASH FLOW STATEMENT 

For the six months ended 30 June 2008 (continued)

6 months ended

6 months ended

Year

 ended

30 June

30 June

31 December

2008

2007

2007

Unaudited

Unaudited

Audited

Notes

US$'000

US$'000

US$'000

FINANCING ACTIVITIES

Repayment of interest-bearing loans and borrowings

(3,713)

(1,157)

(2,767)

Shareholders' loan note transactions, net

-

173

216

Treasury shares purchased

14

(16,969)

(11,571)

(21,698)

Equity dividends paid

(38,015)

(22,374)

(39,479)

Net cash flows used in financing activities

(58,697)

(34,929)

(63,728)

NET (DECREASE) / INCREASE IN CASH AND CASH

EQUIVALENTS

(14,138)

50,583

128,480

Cash and cash equivalents at 1 January

565,886

437,406

437,406

CASH AND CASH EQUIVALENTS AT PERIOD END 

13

551,748

487,989

565,886

The attached notes 1 to 18 form part of these interim condensed consolidated financial statements.

INTERIM CONDENSED CONSOLIDATION STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2008

Attributable to shareholders of Petrofac Limited

Issued

Capital

share

Share

redemption

Treasury

Other 

Retained

Minority

Total

capital

premium

reserve

shares

reserves

(note 15)

earnings

Total

interests

equity

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$' 000

US$' 000

US$' 000

For the six months ended 30 June 2008

Balance at 1 January 2008

8,636

68,203

10,881

(29,842)

50,467

377,450

485,795

209

486,004

Foreign currency translation

-

-

-

-

(512)

-

(512)

-

(512)

-

Net gain on maturity of cash flow hedges

recognised in income statement

-

-

-

-

(23,460)

-

(23,460)

-

(23,460)

Net changes in fair value of derivatives

-

-

-

-

13,509

-

13,509

-

13,509

Net changes in fair value of available-for-

sale financial assets

-

-

-

-

(112)

-

(112)

-

(112)

Total income and expenses for the period

recognised in equity

-

-

-

-

(10,575)

-

(10,575)

-

(10,575)

Net profit for the period

-

-

-

-

-

121,240

121,240

-

121,240

Total income and expenses for the period

-

-

-

-

(10,575)

121,240

110,665

-

110,665

Share-based payments charge (note 14)

-

-

-

-

4,331

-

4,331

-

4,331

Shares vested during the period (note 15)

-

-

-

2,762

(2,762)

-

-

-

-

Treasury shares purchased (note 14)

-

-

-

(16,969)

-

-

(16,969)

-

(16,969)

Transfer to reserve for share-based 

payments (note 15)

-

-

-

-

9,603

-

9,603

-

9,603

Dividends (note 8)

-

-

-

-

-

(39,164)

(39,164)

-

(39,164)

Balance at 30 June 2008 (unaudited)

8,636

68,203

10,881

(44,049)

51,064

459,526

554,261

209

554,470

The attached notes 1 to 18 form part of these interim condensed consolidated financial statements.

INTERIM CONDENSED CONSOLIDATION STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2008 (continued)

Attributable to shareholders of Petrofac Limited

Issued

Capital

share

Share

redemption

Treasury

Other 

Retained

Minority

Total

capital

premium

reserve

shares

reserves

(note 15)

earnings

Total

interests

equity

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$' 000

US$' 000

US$' 000

For the six months ended 30 June 2007

Balance at 1 January 2007

8,629

66,210

10,881

(8,144)

19,611

227,508

324,695

209

324,904

Foreign currency translation

-

-

-

-

2,288

-

2,288

-

2,288

Net gain on maturity of cash flow hedges

recognised in income statement

-

-

-

-

(5,607)

-

(5,607)

-

(5,607)

Net changes in fair value of derivatives

-

-

-

-

6,736

-

6,736

-

6,736

Net changes in fair value of available-for-sale financial assets

-

-

-

-

(121)

-

(121)

-

(121)

Total income and expenses for the period

recognised in equity

-

-

-

-

3,296

-

3,296

-

3,296

Net profit for the period

-

-

-

-

-

77,230

77,230

-

77,230

Total income and expenses for the period

-

-

-

-

3,296

77,230

80,526

-

80,526

Share-based payments charge (note 14)

-

-

-

-

1,820

-

1,820

-

1,820

Shares issued on acquisition 

7

1,993

-

-

-

-

2,000

-

2,000

Treasury shares

-

-

-

(11,571)

-

-

(11,571)

-

(11,571)

Transfer to reserve for share-based 

payments (note 15)

-

-

-

-

6,105

-

6,105

-

6,105

Dividends (note 8)

-

-

-

-

-

(22,018)

(22,018)

-

(22,018)

Balance at 30 June 2007 (unaudited)

8,636

68,203

10,881

(19,715)

30,832

282,720

381,557

209

381,766

For the year ended 31 December 2007

Balance at 1 January 2007

8,629

66,210

10,881

(8,144)

19,611

227,508

324,695

209

324,904

Foreign currency translation

-

-

-

-

(72)

-

(72)

-

(72)

Net gain on maturity of cash flow hedges

recognised in income statement

-

-

-

-

(22,183)

-

(22,183)

-

(22,183)

Net changes in fair value of derivatives

-

-

-

-

41,734

-

41,734

-

41,734

Net changes in fair value of available-for-sale financial assets

-

-

-

-

(140)

-

(140)

-

(140)

Total income and expenses for the year

recognised in equity

-

-

-

-

19,339

-

19,339

-

19,339

Net profit for the year

-

-

-

-

-

188,716

188,716

-

188,716

Total income and expenses for the year

-

-

-

-

19,339

188,716

208,055

-

208,055

Share-based payments charge

-

-

-

-

5,412

-

5,412

-

5,412

Shares issued on acquisition

7

1,993

-

-

-

-

2,000

-

2,000

Treasury shares 

-

-

-

(21,698)

-

-

(21,698)

-

(21,698)

Transfer to reserve for share-based 

 payments (note 15)

-

-

-

-

6,105

-

6,105

-

6,105

Dividends (note 8)

-

-

-

-

-

(38,774)

(38,774)

-

(38,774)

Balance at 31 December 2007 (audited)

8,636

68,203

10,881

(29,842)

50,467

377,450

485,795

209

486,004

The attached notes 1 to 18 form part of these interim condensed consolidated financial statements.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 

For the six months ended 30 June 2008

1 CORPORATE INFORMATION

Petrofac Limited is a limited liability company registered in Jersey under the Companies (Jersey) Law 1991 and is the holding company for the international group of Petrofac subsidiaries (together "the group"). The group's principal activities are the provision of facilities solutions to the oil & gas production and processing industry and appraisal, development and operation of oil & gas production and refining projects.  The interim condensed consolidated financial statements of the group for the six months ended 30 June 2008 were authorised for issue in accordance with a resolution of the Board of Directors on 26 August 2008.

2 BASIS OF PREPARATION AND ACCOUNTING POLICIES

Basis of preparation

The interim condensed consolidated financial statements have been prepared on a historical cost basis, except for derivative financial instruments and available-for-sale financial assets that have been measured at fair value. The presentation currency of the interim condensed consolidated financial statements is United States dollars (US$) and all values in the interim condensed consolidated financial statements are rounded to the nearest thousand (US$'000) except where otherwise stated. Certain comparative information has been reclassified to conform to current period presentation and prior period earnings per share numbers have been revised to be consistent with the current period presentation.

Statement of compliance

The interim condensed consolidated financial statements of Petrofac Limited and all its subsidiaries for the six months ended 30 June 2008 have been prepared in accordance with IAS 34 'Interim Financial Statements' and applicable requirements of Jersey law.  They do not include all of the information and disclosures required in the annual financial statements and should be read in conjunction with the consolidated financial statements of the group as at and for the year ended 31 December 2007.

Accounting policies

The accounting policies and methods of computation adopted in the preparation of these interim condensed consolidated financial statements are consistent with those followed in the preparation of the group's financial statements for the year ended 31 December 2007except as noted below.

The group has adopted new and revised Standards and Interpretations issued by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC) of the IASB that are relevant to its operations and effective for accounting periods beginning on or after 1 January 2008.  The principal effects of the adoption of these new and amended standardand interpretations are discussed below:

IFRIC 11 IFRS 2 Group and Treasury Share Transactions

This interpretation clarifies that where any arrangement is made whereby an employee is granted rights to an entity's equity instrument; it is to be accounted for as an equity-settled scheme. This treatment would also hold true where the entity buys the instruments from an existing shareholder or any other party to provide the equity instruments to the employee. The adoption of this interpretation did not affect the group's operating results or financial position for the period ended 30 June 2008. 

IFRIC 14 IAS 19 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction

This interpretation provides guidance on how to assess the limit on the amount of surplus in a defined benefit scheme that can be recognised as an asset under IAS 19 Employee BenefitsThe adoption of this interpretation did not affect the group's operating results or financial position for the period ended 30 June 2008 as the group does not have any defined benefit scheme for its employees.

3 SEGMENT INFORMATION

The group's primary continuing operations are organised on a worldwide basis into three business segments: Engineering & Construction, Operations Services and Energy Developments The following tables present revenue and profit information relating to the group's primary business segments for the six months ended 30 June 2008six months ended 30 June 2007 and the year ended 31 December 2007.  Included within the consolidation and eliminations columns are certain balances, which due to their nature, are not allocated to segments.

Engineering

Consolidation

&

Operations

Energy

Corporate

adjustments 

Construction

Services

Developments

& others

eliminations

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Six months ended 30 June 2008 (unaudited)

Revenue

External sales

1,034,143

464,323

77,688

-

-

1,576,154

Inter-segment sales

2,231

5,698

-

-

(7,929)

-

Total revenue

1,036,374

470,021

77,688

-

(7,929)

1,576,154

Segment results

112,834

18,034

29,562

(159)

(454)

159,817

Unallocated corporate costs

-

-

-

(2,103)

-

(2,103)

Profit / (loss) before tax and

finance income / (costs)

112,834

18,034

29,562

(2,262)

(454)

157,714

Finance costs

(262)

(1,785)

(32)

(4,675)

2,503

(4,251)

Finance income

8,198

436

117

2,722

(4,119)

7,354

Profit / (loss) before 

income tax

120,770

16,685

29,647

(4,215)

(2,070)

160,817

Income tax (expense)

(21,618)

(4,582)

(13,312)

(65)

-

(39,577)

Profit / (loss) for the year

99,152

12,103

16,335

(4,280)

(2,070)

121,240

Other segment information

Depreciation

7,481

2,071

11,274

226

(413)

20,639

Amortisation

-

884

-

-

-

884

Other long-term employment benefits

3,854

914

93

27

-

4,888

Share-based payments

2,120

1,053

496

662

-

4,331

3 SEGMENT INFORMATION (continued)

Engineering

Consolidation

&

Operations

Energy

Corporate

adjustments 

Construction

Services

Developments

& others

eliminations

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Six months ended 30 June 2007 (unaudited)

Revenue

External sales

567,030

421,175

68,904

-

-

1,057,109

Inter-segment sales

2,607

6,487

-

-

(9,094)

-

Total revenue

569,637

427,662

68,904

-

(9,094)

1,057,109

Segment results

67,584

16,782

31,821

12

(70)

116,129

Unallocated corporate costs

-

-

-

(1,654)

-

(1,654)

Profit / (loss) before tax and

finance income / (costs)

67,584

16,782

31,821

(1,642)

(70)

114,475

Finance costs

(442)

(2,205)

(367)

(4,549)

2,615

(4,948)

Finance income

7,750

608

121

1,934

(2,675)

7,738

Profit / (loss) before 

income tax

74,892

15,185

31,575

(4,257)

(130)

117,265

Income tax (expense)/income

(20,188)

(4,139)

(15,815)

105

2

(40,035)

Profit / (loss) for the period

54,704

11,046

15,760

(4,152)

(128)

77,230

Other segment information

Depreciation

7,294

1,966

12,765

125

(325)

21,825

Amortisation

-

967

-

-

-

967

Other long-term employment benefits

2,685

626

44

16

-

3,371

Share-based payments

885

441

195

299

-

1,820

Engineering

Consolidation

&

Operations

Energy

Corporate

adjustments 

Construction

Services

Developments

& others

eliminations

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

For the year ended 

31 December 2007 (audited)

Revenue

External sales

1,409,817

897,602

132,832

-

-

2,440,251

Inter-segment sales

5,131

13,372

-

-

(18,503)

-

Total revenue

1,414,948

910,974

132,832

-

(18,503)

2,440,251

Segment results

158,197

44,891

51,637

(236)

51

254,540

Unallocated corporate costs

-

-

-

(6,039)

-

(6,039)

Profit / (loss) before tax and

finance income / (costs)

158,197

44,891

51,637

(6,275)

51

248,501

Finance costs

(662)

(4,384)

(205)

(8,572)

5,296

(8,527)

Finance income

18,013

1,247

331

3,857

(5,189)

18,259

Profit / (loss) before 

income tax

175,548

41,754

51,763

(10,990)

158

258,233

Income tax (expense)/income

(38,454)

(12,857)

(18,375)

169

-

(69,517)

Profit / (loss) for the year

137,094

28,897

33,388

(10,821)

158

188,716

Other segment information

Depreciation

15,654

4,567

22,476

449

(845)

42,301

Amortisation

-

1,771

-

-

-

1,771

Impairment

-

-

8,686

-

-

8,686

Other long-term employment benefits

5,075

1,492

7

31

-

6,605

Share-based payments

2,667

1,382

589

774

-

5,412

4 REVENUES

6 months ended

6 months ended

Year 

ended

30 June 2008

30 June 2007

31 December 2007

Unaudited

Unaudited

Audited

US$'000

US$'000

US$'000

Rendering of services

1,518,338

1,007,030

2,346,431

Sale of crude oil

52,182

46,014

85,592

Sale of processed hydrocarbons

5,634

4,065

8,228

1,576,154

1,057,109

2,440,251

Included in revenues from rendering of services are Operations Services revenues of a "pass-through" nature with zero or low margins amounting to US$114,371,000 (six months ended 30 June 2007: US$94,836,000; year ended 31 December 2007: US$227,048,000).

5 COST OF SALES

Included in cost of sales for the six months ended 30 June 2008 is US$ nil (six months ended 30 June 2007: US$8,296,000; year ended 31 December 2007: US$8,590,000profit on disposal of fixed assets used to undertake various engineering and construction contracts.

6 INCOME TAX

Income tax expense is recognised based on management's best estimate of each division's annual income tax rate expected for the full financial year. 

The major components of the income tax expense are as follows:

6 months ended

6 months ended

Year 

ended

30 June

30 June

31 December 

2008

2007

2007

Unaudited

Unaudited

Audited

US$'000

US$'000

US$'000

Current income tax

Current income tax charge

40,445

36,163

69,208

Deferred income tax

Relating to origination and reversal of temporary differences

(868)

3,872

309

39,577

40,035

69,517

The group's effective tax rate for the six months is 24.6% (six months ended 30 June 2007: 34.1%; year ended 31 December 2007: 26.9%). The reduction in the effective tax rate from the previous year is due to lower taxed income in the Engineering & Construction division.

7 EARNINGS PER SHARE 

Basic earnings per share amounts are calculated by dividing the net profit for the period attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary shareholders, after adjusting for any dilutive effect, by the weighted average number of ordinary shares outstanding during the period, adjusted for the effects of ordinary shares granted under the employee share award schemes which are held in trust.

7 EARNINGS PER SHARE (continued)

The following reflects the income and share data used in calculating basic and diluted earnings per share:

6 months ended

6 months ended

Year 

ended

30 June 2008

30 June 2007

31 December 2007

Unaudited

Unaudited

Audited

US$'000

US$'000

US$'000

Net profit attributable to ordinary shareholders for basic and diluted earnings per share

121,240

77,230

188,716

6 months ended

6 months ended

Year 

ended

30 June 2008

30 June 2007

31 December 2007

Unaudited

Unaudited

Audited

'000

'000

'000

Weighted average number of ordinary shares for basic 

earnings per share

340,176

342,701

342,246

Weighted average number of ordinary shares granted under share-based payment schemes

4,952

2,707

3,313

Adjusted weighted average number of ordinary shares for diluted earnings per share

345,128

345,408

345,559

8 DIVIDENDS PAID AND PROPOSED

6 months ended

6 months ended

Year 

ended

30 June 2008

30 June 2007

31 December 2007

Unaudited

Unaudited

Audited

US$'000

US$'000

US$'000

Declared and paid during the period

Equity dividends on ordinary shares:

Final dividend for 2006: 6.43 cents per share

-

22,018

22,018

  Interim dividend 20074.90 cents per share

-

-

16,756

Final dividend for 2007: 11.50 cents per share

39,164

-

-

39,164

22,018

38,774

The Company proposes an interim dividend of 7.5cents per share which was approved by the Board on 26 August 2008 for payment on 24 October 2008.

9 PROPERTY, PLANT AND EQUIPMENT

During the period, the group incurred capital expenditure of US$33,842,000 (30 June 2007: US$ nil) on the development of its Don area assets, US$15,916,000 (30 June 2007US$6,979,000) on the construction of new office building in Sharjah UAE, US$7,249,000 on the acquisition of additional land in Sharjah for further new office development and US$13,674,000 (30 June 2007: US$34,893,000) relating to the Chergui gas concession in Tunisia.

10 GOODWILL

The increase in the goodwill balance in the current period represents exchange differences of US$139,000.

11 INTANGIBLE ASSETS

Movements in intangible assets comprise additions to intangible oil & gas assets of US$1,400,000 representing further appraisal drilling costs in respect of the group's interest in Permit NT/P68 Australia.

12 DERIVATIVE FINANCIAL INSTRUMENTS 

The movement during the period is due to changes in the fair value of derivative financial instruments which the group uses to hedge its risk against foreign currency exposure on sales, purchases and borrowings that are entered into in a currency other than US dollars and oil price revenue fluctuations.

On 20 March 2008, the group entered into a zero premium oil price collar to hedge its exposure to fluctuations in oil prices which mature on a monthly basis from 1 April 2008 to 31 December 2008. The collar hedges 135,000 barrels of oil production with a floor price of US$95.00 per barrel and a capped price of US$118.30 per barrel.

During the period the group entered into foreign exchange forward contracts designated as cash flow hedges for the sales of Euro 50,000,000 (equivalent US$76,750,000) and purchases of Sterling 17,562,000 (equivalent US$34,109,000).

13 CASH AND CASH EQUIVALENTS

For the purposes of the interim condensed consolidated cash flow statement, cash and cash equivalents comprise the following:

6 months ended

6 months ended

Year 

ended

30 June 2008

30 June 2007

31 December 2007

Unaudited

Unaudited

Audited

US$'000

US$'000

US$'000

Cash at bank and in hand

103,234

143,588

106,454

Short-term deposits

461,972

374,673

475,098

Cash and short term deposits

565,206

518,261

581,552

Bank overdrafts

(13,458)

(30,272)

(15,666)

551,748

487,989

565,886

14 SHARE-BASED PAYMENTS

During the period, the Company acquired 1,554,194 of its own shares at a cost of US$16,969,000 for the purpose of making awards under the group's employee share schemes and these shares have been classified in the balance sheet as treasury shares within equity.

The following shows the movements in the number of shares held under the three group employee share schemes:

Deferred Bonus Share Plan*

Performance Share Plan

Restricted Share Plan

Number

Number

Number

Outstanding at 1 January 2008

2,558,711

864,181

394,216

Granted during the period

1,777,080

456,240

78,331

Vested during the period

(326,170)

-

(5,180)

Forfeited during the period

(5,896)

-

-

Outstanding at 30 June 2008

4,003,725

1,320,421

467,367

* Includes invested and matching shares.

The fair value of the equity-settled awards granted during the period ended 30 June 2008 in respect of the Deferred Bonus Share Plan were estimated based on the quoted closing market price of 522p per Company share at the date of grant with an assumed vesting rate of 93% per annum over the vesting period of the plan.

The fair value of the non-market based equity-settled awards granted during the period ended 30 June 2008 representing 50% of the total Performance Share Plan award were estimated based on the quoted closing market price of 522p per Company share at the date of grant with an assumed vesting rate of 100% per annum over the three year vesting period of the plan. The remaining 50% of these awards which are market performance based were fair valued by an independent valuer at 287p per share using a Monte Carlo simulation model taking into account the terms and conditions of the plan rules and using the following assumptions at the date of grant:

Expected share price volatility (based on median of comparator group's three year volatilities)

32.0%

Share price correlation with comparator group 

22.0%

Risk-free interest rate 

3.8%

Expected life of share award

3 years

The fair value of the equity-settled awards granted at various dates during the period ended 30 June 2008 in respect of the Restricted Share Plan were based on an average market price of 608p with an assumed vesting rate of 100% per annum over the vesting period of the plan.

The group has recognised an expense in the income statement for the period to 30 June 2008 relating to employee share-based incentives of US$4,331,000 (30 June 2007US$1,820,000) which has been transferred to the reserve for share-based payments along with US$9,603,000 of the remaining bonus liability accrued for the year ended 31 December 2007 (30 June 2007US$6,105,000) which has been voluntarily elected or mandatorily obliged to be settled in shares granted during the period.

15 OTHER RESERVES

Net unrealised 

gains/(losses) 

Net unrealised

on available-for-

(losses)/

Foreign

Reserve for

sale financial

gains on

currency

share-based 

assets

derivatives

translation

payments

Total

US$'000

US$'000

US$'000

US$'000

US$'000

Balance at 1 January 2008

598

28,891

4,817

16,161

50,467

Foreign currency translation

-

-

(512)

-

(512)

Net gains on maturity of cash flow

hedges recognised in income statement

-

(23,460)

-

-

(23,460)

Net changes in fair value of derivatives

-

13,509

-

-

13,509

Net changes in fair value of available-for-sale

financial assets

(112)

-

-

-

(112)

Share-based payments charge

-

-

-

4,331

4,331

Transfer during the period

-

-

-

9,603

9,603

Shares vested during the period

-

-

-

(2,762)

(2,762)

Balance at 30 June 2008 (unaudited)

486

18,940

4,305

27,333

51,064

Balance at 1 January 2007

738

9,340

4,889

4,644

19,611

Foreign currency translation

-

-

2,288

-

2,288

Net gains on maturity of cash flow

hedges recognised in income statement

-

(5,607)

-

-

(5,607)

Net changes in fair value of derivatives

-

6,736

-

-

6,736

Net changes in fair value of available-for-sale

financial assets

(121)

-

-

-

(121)

Share-based payments charge

-

-

-

1,820

1,820

Transfer during the period

-

-

-

6,105

6,105

Balance at 30 June 2007 (unaudited)

617

10,469

7,177

12,569

30,832

Balance at 1 January 2007

738

9,340

4,889

4,644

19,611

Foreign currency translation

-

-

(72)

-

(72)

Net gains on maturity of cash flow

hedges recognised in income statement

-

(22,183)

-

-

(22,183)

Net changes in fair value of derivatives

-

41,734

-

-

41,734

Net changes in fair value of available-for-sale

financial assets

(140)

-

-

-

(140)

Share-based payments charge

-

-

-

5,412

5,412

Transfer during the year

-

-

-

6,105

6,105

Balance at 31 December 2007 (audited)

598

28,891

4,817

16,161

50,467

16 CAPITAL COMMITMENTS

At 30 June 2008 the group had capital commitments of US$142,547,000 (31 December 2007: US$29,630,000; 30 June 2007: US$33,323,000).

Included in the above are commitments relating to the development of the Don area assets of US$119,797,000 (31 December 2007nil; 30 June 2007nil), additional appraisal and development well costs on PM304 of US$15,582,000 (31 December 2007nil; 30 June 2007nil) and for the construction of a new office building in Sharjah, United Arab Emirates amounting to US$1,637,000 (31 December 2007: US$10,260,000; 30 June 2007: US$19,609,000).

17 RELATED PARTY TRANSACTIONS

The following table provides the total amount of transactions which have been entered into with related parties:

Sales 

Purchases

Amounts

Amounts

to

from

owed

owed

related

related

by related

to related

parties

parties

parties

parties

US$'000

US$'000

US$'000

US$'000

Joint ventures 

Six months ended 30 June 2008 (unaudited)

2,768

104

3,408

410

Six months ended 30 June 2007 (unaudited)

2,343

233

3,422

50

Year ended 31 December 2007 (audited)

180

507

3,147

625

Other directors' 

Six months ended 30 June 2008 (unaudited)

-

522

-

168

interests

Six months ended 30 June 2007 (unaudited)

-

254

-

-

Year ended 31 December 2007 (audited)

-

614

-

119

All sales to and purchases from joint ventures are made at normal market prices and the pricing policies and terms of these transactions are approved by the group's management.

All related party balances at 30 June 2008 will be settled in cash.

Purchases in respect of other directors' interests of US$522,000 represent the market rate based costs of chartering the services of an aeroplane used for the transport of senior management and directors of the Company on company business, which is owned by an offshore trust of which the Chief Executive of the Company is one of the beneficiaries. 

Compensation of key management personnel 

6 months ended

6 months ended

Year

 ended

30 June 2008

30 June 2007

31 December 2007

Unaudited

Unaudited

Audited

US$'000

US$'000

US$'000

Short-term employee benefits

1,627

1,233

5,063

Other long-term employment benefits 

33

22

43

Share-based payments

690

395

906

Fees paid to non-executive directors

305

255

546

2,655

1,905

6,558

18 EVENTS AFTER THE BALANCE SHEET DATE

On 25 July 2008, the group acquired 100% interest in the share capital of Eclipse Petroleum Technology Limited, a specialist production engineering company, for an initial consideration of Sterling 7,000,000 (equivalent US$13,915,000), comprised of Sterling 6,000,000 (equivalent US$11,927,000) in cash and Sterling 1,000,000 (equivalent US$1,988,000) to be satisfied with 158,177 ordinary shares vesting in two years' time. Further, consideration in cash and shares will be determined by the level of future profitability and in no event will exceed an additional amount of Sterling 9,000,000 (equivalent US$17,890,000).

The group is currently reviewing the assets and liabilities acquired as a result of this business combination. It is considered impracticable to disclose further information in respect of these assets and liabilities as this transaction occurred shortly before the publication of these financial statements.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors confirm that, to the best of their knowledge, the condensed set of financial statements on pages 7 to 21 has been prepared in accordance with IAS 34 'Interim Financial Reporting', and that the interim management report on pages 1 to 6 includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8.

The directors of Petrofac Limited are listed in the Petrofac Annual Report and Accounts 2007.

By the order of the Board

Ayman Asfari Keith Roberts

Chief Executive Officer Chief Financial Officer

26 August 2008 26 August 2008

INDEPENDENT REVIEW REPORT TO PETROFAC LIMITED

Introduction 

We have been engaged by the Company to review the Interim condensed consolidated financial statements for the six months ended 30 June 2008 which comprises the Interim condensed consolidated income statement, the Interim condensed consolidated balance sheet, the Interim condensed consolidated cash flow statement, the Interim condensed consolidated statement of changes in equity and the related explanatory notes. We have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements. 

This report is made solely to the Company in accordance with guidance contained in ISRE 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.

Directors' Responsibilities 

The interim report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority. 

As disclosed in note 2, the annual consolidated financial statements of Petrofac Limited are prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board. The Condensed Consolidated Financial Statements included in this interim report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting"

Our Responsibility 

Our responsibility is to express to the Company a conclusion on the interim condensed consolidated financial statements in the interim report based on our review. 

Scope of Review 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 

Conclusion 

Based on our review, nothing has come to our attention that causes us to believe that the Interim condensed consolidated financial statements in the interim report for the six months ended 30 June 2008 is not prepared, in all material respects, in accordance with International Accounting Standard 34 and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

Ernst & Young LLP

London

26 August 2008

SHAREHOLDER INFORMATION

Petrofac shares are traded on the London Stock Exchange using code 'PFC.L'.

Registrar

Company Secretary and registered office

Capita Registrars (Jersey) Limited

Ogier Corporate Services (Jersey) Limited

12 Castle Street

Whiteley Chambers

St Helier

Don Street

Jersey JE2 3RT

St Helier

Jersey JE4 9WG

UK Transfer Agent

Capita Registrars

The Registry

34 Beckenham Road

Beckenham

Kent BR3 4TU

Legal Advisers to the Company

As to English Law

As to Jersey Law

Norton Rose LLP

Ogier

3 More London Place

Whiteley Chambers

London SE1 2AQ

Don Street

St Helier

Jersey JE4 9WG

Joint Brokers

Credit Suisse

Lehman Brothers

1 Cabot Square

25 Bank Street

London E14 4QJ

London E14 5LE

Auditors

Corporate and Financial PR

Ernst & Young LLP

Bell Pottinger Corporate & Financial

1 More London Place

6th Floor Holborn Gate

London SE1 2AF

330 High Holborn

London WC1V 7QD

Financial calendar

26 September 2008

Interim dividend record date

24 October 2008

Interim dividend payment

31 December 2008

2008 financiayear end

March 2009

2008 full year results announcement

Dates correct at time of print, but subject to change.

The group's investor relations website can be found through www.petrofac.com.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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