33% increase in Production and doubles Cash Flow to $148 million
CALGARY, March 20, 2012 /CNW/ - Bankers Petroleum Ltd. ("Bankers" or the
"Company") (TSX: BNK, AIM: BNK) is pleased to provide its 2011
Financial Results and Outlook for 2012.
In 2011, Bankers accomplished several key achievements including record
production, reserves, net income and cash flow. The Company also
invested $243 million, making it the largest annual capital expenditure
in Albania.
Results at a Glance (US$000, except as noted) |
|
|
|
|
|
| 2011 |
| 2010 |
| Change (%) |
Oil revenue
| 339,918 |
| 170,376 |
| 100 |
Net operating income
| 169,653 |
| 81,103 |
| 109 |
Net income
| 35,996 |
| 10,525 |
| 242 |
Funds generated from operations
| 147,940 |
| 70,871 |
| 109 |
Capital expenditures
| 242,754 |
| 119,717 |
| 103 |
|
|
|
|
|
|
Average production (bopd)
| 12,784 |
| 9,597 |
| 33 |
Average price ($/barrel)
| 72.84 |
| 48.64 |
| 50 |
Netback ($/barrel)
| 36.36 |
| 23.15 |
| 57 |
|
|
|
|
|
|
|
December 31
|
|
|
| 2011 |
| 2010 |
|
|
Cash and deposits
| 54,013 |
| 108,119 |
|
|
Working capital
| 80,282 |
| 130,920 |
|
|
Total assets
| 661,216 |
| 465,598 |
|
|
Long-term debt
| 46,692 |
| 21,815 |
|
|
Shareholders' equity
| 412,679 |
| 346,267 |
|
|
Highlights of the key achievements in 2011 include:
-
Oil sales averaged 12,784 barrels of oil per day (bopd), an increase of
33% compared to 2010, as a result of the Company's ongoing horizontal
drilling program and continuation of well reactivations.
-
The original-oil-in-place (OOIP) resource assessment in Albania
increased by 3% to 8.0 billion barrels from 7.8 billion barrels.
Reserves increased on a proved basis by 43% from 120.2 million barrels
in 2010 to 172.4 million barrels in 2011 and by 12% on a proved plus
probable basis from 237.6 million barrels in 2010 to 267.1 million
barrels in 2011. Additionally, the Company's independent reserves
engineers assigned contingent and prospective resource oil estimates of
1.0 billion and 614 million barrels, respectively. The corresponding
net present value (NPV) after tax (discounted at 10%) of the proved
plus probable reserves remained consistent at $2.0 billion from 2010 to
2011.
-
Capital expenditures were $242.8 million, a 103% increase from 2010 of
$119.7 million. During the year, Bankers contracted a fourth and fifth
drilling rig. The Company drilled 84 wells during 2011, including 76
horizontal production wells, two vertical delineation wells, two cyclic
steam horizontal wells and four water disposal wells. In 2010, a total
of 55 wells were drilled.
-
New export market agreements for 2012 have been completed representing
an overall export average price of 72% of the Dated Brent oil
benchmark. ARMO, the Albanian refinery, also agreed to purchase
Patos-Marinza crude in 2012 for an average price of 66% of Brent, which
approximates the same netback value as the export market due to lower
transport costs and having no port fees. The 2012 pricing agreements
represent an average 7% increase over the 2011 Patos-Marinza oil price.
-
Construction of phase one of the crude oil sales pipeline, which
connects the Patos-Marinza oilfield to the Fier Hub facility was
completed. Operations commenced in the first quarter of 2012. Social
and environmental impact assessments for the second phase of the
pipeline, from the Fier Hub to the export terminal at Vlore, are
underway.
-
With the ongoing reactivation and recompletion program expanding on the
north side of the river, as well as the expected expansion of the
drilling towards the north, the Company has constructed and completed a
bridge crossing the Seman River to enable more efficient access for
drilling and servicing equipment as well as fluid transportation.
-
The Company has completed expansions of the central treatment facility
(CTF) and increased the CTF capacity to 25,000 bopd.
-
During 2011, Bankers continued with its environmental initiatives and
completed the pilot remediation project in Sector 3. The project
targeted the clean-up of old infrastructure and removal of legacy oil
spills testing mechanical waste separation, thermal desorption, and
bio-remediation technologies. Larger scale clean-up processes are
scheduled for implementation in 2012.
-
Block "F" contains several seismically defined structural and
stratigraphic amplitude anomalies prospective for oil and natural gas.
The first exploration location has been selected and land access is
underway along with environmental permitting to commence surface lease
construction. The well is expected to be spud in April 2012.
-
Bankers proceeded with the thermal pilot program during 2011, drilling
two horizontal wells and a vertical well, along with installation of
the steam generator. Steam injection commenced in December, 2011.
-
The Company continues to maintain a strong financial position at
December 31, 2011 with cash of $54.0 million and working capital of
$80.3 million. Cash and working capital for December 31, 2010 was
$108.1 million and $130.9 million, respectively.
Operational Update
First quarter 2012 year-to-date average production is 14,160 bopd. The
Company has focused on expanding the water disposal capacity in the
Patos-Marinza oilfield during the quarter with drilling of four water
disposal wells. Three of the four wells have finished drilling and
surface facilities installation, and are being brought on injection;
the fourth well will be brought on prior to the end of the quarter.
All four wells are expected to operate at full capacity in the second
quarter and will enable the Company to gradually bring currently
shut-in wells related to water disposal capacity, on production over
the next few weeks. Bankers intends to issue the first quarter 2012
operational update on April 10, 2012.
Outlook
The Company's capital program in 2012 will be $215 million, fully funded
from projected cash flow based on an average $90 Brent oil price. The
work program and budget includes the following:
-
Drilling of 100 horizontal and vertical wells and completion of 60 well
reactivations and workovers at the Patos-Marinza oilfield.
-
Continuing the water disposal capacity expansion with additional water
disposal drills and water control initiative with over 200 well
isolations.
-
Continuing the thermal pilot operations and drilling additional core
wells for assessing future thermal development plans.
-
Initiating social and environmental impact assessments, land permitting
and material orders for the 35 kilometer second phase of the 70,000
bopd capacity pipeline from the Fier Hub to the Vlore export terminal
with construction beginning in 2013.
-
Expanding waterflood activities at the Kuçova oilfield with 5 injector
conversions and 13 production reactivation wells.
-
Drilling of 2 exploration wells on Block "F".
-
Continuing with the environmental stewardship and social initiatives in
our area of operations.
For additional information, please see a copy, with updated financial
data only, of the Company's March corporate presentation on www.bankerspetroleum.com
---------
Caution Regarding Forward-looking Information
Information in this news release respecting matters such as the expected
future production levels from wells, future prices and netback, work
plans, anticipated total oil recovery of the Patos Marinza and Kuçova
oilfields constitute forward-looking information. Statements containing
forward-looking information express, as at the date of this news
release, the Company's plans, estimates, forecasts, projections,
expectations, or beliefs as to future events or results and are
believed to be reasonable based on information currently available to
the Company.
Exploration for oil is a speculative business that involves a high
degree of risk. The Company's expectations for its Albanian operations
and plans are subject to a number of risks in addition to those
inherent in oil production operations, including: that Brent oil prices
could fall resulting in reduced returns and a change in the economics
of the project; availability of financing; delays associated with
equipment procurement, equipment failure and the lack of suitably
qualified personnel; the inherent uncertainty in the estimation of
reserves; exports from Albania being disrupted due to unplanned
disruptions; and changes in the political or economic environment.
Production and netback forecasts are based on a number of assumptions
including that the rate and cost of well takeovers, well reactivations
and well recompletions of the past will continue and success rates will
be similar to those rates experienced for previous well
recompletions/reactivations/development; that further wells taken over
and recompleted will produce at rates similar to the average rate of
production achieved from wells recompletions/reactivations/development
in the past; continued availability of the necessary equipment,
personnel and financial resources to sustain the Company's planned work
program; continued political and economic stability in Albania;
approval of the Addendum to the Plan of Development; the existence of
reserves as expected; the continued release by Albpetrol of areas and
wells pursuant to the Plan of Development and Addendum; the absence of
unplanned disruptions; the ability of the Company to successfully drill
new wells and bring production to market; and general risks inherent in
oil and gas operations.
Contingent resources disclosed herein represent those quantities of
petroleum estimated, as of a given date, to be potentially recoverable
from known accumulations, using established technology or technology
under development, but which are not currently considered to be
commercially recoverable due to one or more contingencies. Prospective
resources disclosed herein represent those quantities of petroleum
estimated, as of a given date, to be potentially recoverable from
undiscovered accumulations, by application of future development
projects.
Forward-looking statements and information are based on assumptions that
financing, equipment and personnel will be available when required and
on reasonable terms, none of which are assured and are subject to a
number of other risks and uncertainties described under "Risk Factors"
in the Company's Annual Information Form and Management's Discussion
and Analysis, which are available on SEDAR under the Company's profile
at www.sedar.com.
There can be no assurance that forward-looking statements will prove to
be accurate. Actual results and future events could differ materially
from those anticipated in such statements. Readers should not place
undue reliance on forward-looking information and forward looking
statements.
Review by Qualified Person
This release was reviewed by Suneel Gupta, Executive Vice President and
COO of Bankers Petroleum Ltd., who is a "qualified person" under the
rules and policies of AIM in his role with the Company and due to his
training as a professional petroleum engineer (member of APEGGA) with
over 20 years experience in domestic and international oil and gas
operations.
About Bankers Petroleum Ltd.
Bankers Petroleum Ltd. is a Canadian-based oil and gas exploration and
production company focused on developing large oil and gas reserves. In
Albania, Bankers operates and has the full rights to develop the
Patos-Marinza heavy oilfield and has a 100% interest in the Kuçova
oilfield, and a 100% interest in Exploration Block F. Bankers' shares
are traded on the Toronto Stock Exchange and the AIM Market in London,
England under the stock symbol BNK.
MANAGEMENT'S DISCUSSION AND ANALYSIS
The following is management's discussion and analysis (MD&A) of Bankers
Petroleum Ltd.'s (Bankers or the Company) operating and financial
results for the year ended December 31, 2011, compared to the preceding
year, as well as information and expectations concerning the Company's
outlook based on currently available information. The MD&A should be
read in conjunction with the audited consolidated financial statements
for the years ended December 31, 2011 and 2010, together with the notes
related thereto. Additional information relating to Bankers, including
its Annual Information Form (AIF), is on SEDAR at www.sedar.com and on the Company's website at www.bankerspetroleum.com.
All dollar values are expressed in US dollars, unless otherwise
indicated, and the financial results are prepared in accordance with
International Financial Reporting Standards (IFRS). The adoption of
IFRS has not had an impact on the Company's operations or strategic
decisions. The Company reports its heavy oil production in barrels.
This MD&A is prepared as of March 16, 2012.
CHANGE IN ACCOUNTING POLICIES
On January 1, 2011, the Company adopted IFRS for financial reporting
purposes, using a transition date of January 1, 2010. The financial
statements for the year ended December 31, 2011, including the required
comparative information, have been prepared in accordance with IFRS 1
"First-Time Adoption of IFRS", as issued by the International
Accounting Standards Board (IASB). Previously, the Company prepared
its annual consolidated financial statements in accordance with
Canadian generally accepted accounting principles (GAAP).
Further information on the IFRS impacts is provided in the Critical
Accounting Policies and Estimates section of this MD&A, including
reconciliations between previous GAAP and IFRS financial position and
comprehensive income.
Non-GAAP Measures
Certain measures in this document do not have any standardized meanings
as prescribed by IFRS or previous GAAP and, therefore, are considered
non-GAAP measures. Netback per barrel and its components are
calculated by dividing revenue, royalties, operating and sales and
transportation expenses by the gross sales volume during the year.
Netback per barrel is a non-GAAP measure and it is commonly used by oil
and gas companies to illustrate the unit contribution of each barrel
produced.
Net operating income is similarly a non-GAAP measure that represents
revenue net of royalties, operating and sales and transportation
expenses. The Company believes that net operating income is a useful
supplemental measure to analyze operating performance and provides an
indication of the results generated by the Company's principal business
activities prior to the consideration of other income and expenses.
Adjusted earnings is similarly a non-GAAP measure that represents net
income before gain (loss) on financial commodity contracts.
Funds generated from operations is also a non-GAAP measure and includes
all cash from operating activities and are calculated before change in
non-cash working capital. Reconciliation to IFRS and GAAP measures is
as follows:
|
|
|
|
|
|
|
($000s) |
|
|
| 2011 |
|
2010
|
Cash provided by operating activities
|
|
|
| 132,197 |
|
49,157
|
Change in non-cash working capital
|
|
|
| 15,743 |
|
21,714
|
Funds generated from operations
|
|
|
| 147,940 |
|
70,871
|
|
|
|
|
|
|
|
CAUTION REGARDING FORWARD-LOOKING INFORMATION
This MD&A offers our assessment of the Company's future plans and
operations as of March 16, 2012 and contains forward-looking
information. Such information is generally identified by the use of
words such as "anticipate", "continue", "estimate", "expect", "may",
"will", "project", "should", "believe" and similar expressions are
intended to identify forward-looking statements. Statements relating
to "reserves" or "resources" are also forward-looking statements, as
they involve the implied assessment, based on certain estimates and
assumptions that the resources and reserves described can be profitably
produced in the future. All such statements involve known and unknown
risks, uncertainties and other factors that may cause actual results or
events to differ materially from those anticipated in such
forward-looking statements. Management believes the expectations
reflected in those forward-looking statements are reasonable but no
assurance can be given that these expectations will prove to be correct
and such forward-looking statements included in this MD&A should not be
unduly relied upon. These statements speak only as of the date hereof.
In particular, this MD&A contains forward-looking statements pertaining
to the following:
-
performance characteristics of the Company's oil and natural gas
properties;
-
crude oil production estimates and targets;
-
the size of the oil and natural gas reserves;
-
capital expenditure programs and estimates;
-
projections of market prices and costs;
-
supply and demand for oil and natural gas;
-
expectations regarding the ability to raise capital and to continually
add to reserves through acquisitions and development; and
-
treatment under governmental regulatory regimes and tax laws.
These forward-looking statements are based on a number of assumptions,
including but not limited to: those set out herein and in the
Company's Form 51-101F1 Statement of Reserves Data and Other Oil and Gas Information (NI 51-101 Report), availability of funds for capital expenditures, a
consistent success rate for well recompletions and drilling at
Patos-Marinza oilfield, increasing production as contemplated by the
Plan of Development (PoD), stable costs, availability of equipment and
personnel when required, continuing favourable relations with Albanian
governmental agencies and continuing strong demand for oil and natural
gas.
Actual results could differ materially from those anticipated in these
forward-looking statements as a result of the risks and uncertainties
set forth below:
-
volatility in market prices for oil and natural gas;
-
risks inherent in oil and gas operations;
-
uncertainties associated with estimating oil and natural gas reserves;
-
competition for, among other things, capital, acquisitions of reserves,
undeveloped lands and skilled personnel;
-
the Company's ability to hold existing leases through drilling or lease
extensions;
-
incorrect assessments of the value of acquisitions;
-
geological, technical, drilling and processing problems;
-
fluctuations in foreign exchange or interest rates and stock market
volatility;
-
rising costs of labour and equipment;
-
changes in income tax laws or changes in tax laws and incentive programs
relating to the oil and gas industry.
The Company, from time to time, updates its forward-looking information
based on the events and circumstances that occurred during the period
and has adjusted its capital expenditure program accordingly to ensure
that capital expenditures are funded by cash provided by operations,
cash on hand and its available credit.
Readers are cautioned that the foregoing lists of factors are not
exhaustive. The forward-looking statements contained in this MD&A are
expressly qualified by this cautionary statement.
BUSINESS PROFILE
Bankers is a Canadian-based oil exploration and production company
focused on maximizing the value of its heavy oil assets in Albania. The
Company is targeting growth in production and reserves through
application of new and proven technologies by an experienced technical
team. The Company generates all of the oil revenue from its operations
in Albania, which is located northwest of Greece in South Eastern
Europe.
In Albania, Bankers operates and has the full rights to develop the
Patos-Marinza and Kuçova oilfields pursuant to License Agreements with
the Albanian National Agency for Natural Resources (AKBN) and Petroleum
Agreements with Albpetrol Sh.A (Albpetrol), the state owned oil and gas
corporation. The development and production phases became effective in
March 2006 and March 2011, respectively, each having a 25 year term
with an option to extend at the Company's election for further five
year increments. The Patos-Marinza oilfield is the largest onshore
oilfield in continental Europe, holding approximately 7.7 billion
barrels of original-oil-in-place (OOIP). The Company also has
exclusive rights to exploration Block "F" (adjacent to the
Patos-Marinza oilfield), a 185,000 acre oil and gas prone exploration
field.
OVERVIEW & SELECTED ANNUAL INFORMATION |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($000s, except as noted) |
|
|
| Year ended December 31 |
Results at a Glance |
|
|
| 2011 |
|
2010
|
|
2009(1) |
Financial |
|
|
|
|
|
|
|
|
|
Oil revenue
|
|
|
| 339,918 |
|
170,376
|
|
86,614
|
|
Net operating income
|
|
|
| 169,653 |
|
81,103
|
|
31,496
|
|
Net income (loss)
|
|
|
| 35,996 |
|
10,525
|
|
(150)
|
|
Per share - basic ($)
|
|
|
| 0.146 |
|
0.044
|
|
(0.001)
|
|
|
- diluted ($)
|
|
|
| 0.141 |
|
0.043
|
|
(0.001)
|
|
Funds generated from operations |
|
|
| 147,940 |
|
70,871
|
|
25,422
|
|
Per share - basic ($)
|
|
|
| 0.599 |
|
0.299
|
|
0.123
|
|
Additions to property, plant and equipment
|
|
|
| 242,754 |
|
119,717
|
|
38,324
|
Operating |
|
|
|
|
|
|
|
|
|
Average sales (bopd)
|
|
|
| 12,784 |
|
9,597
|
|
6,438
|
|
Average price ($/barrel)
|
|
|
| 72.84 |
|
48.64
|
|
36.86
|
|
Netback ($/barrel)
|
|
|
| 36.36 |
|
23.15
|
|
13.40
|
|
Average Brent oil price ($/barrel)
|
|
|
| 111.26 |
|
79.50
|
|
61.67
|
|
|
|
|
|
|
|
|
|
|
|
|
| December 31 |
|
|
|
| 2011 |
|
2010
|
|
2009(1) |
Cash and deposits
|
|
|
| 54,013 |
|
108,119
|
|
68,270
|
Working capital
|
|
|
| 80,282 |
|
130,920
|
|
75,414
|
Total assets
|
|
|
| 661,216 |
|
465,598
|
|
306,055
|
Long-term debt
|
|
|
| 46,692 |
|
21,815
|
|
23,446
|
Shareholders' equity
|
|
|
| 412,679 |
|
346,267
|
|
214,777
|
(1) | 2009 comparative figures are prepared in accordance with Canadian GAAP. |
Bankers increased its oil revenue, net operating income and funds
generated from operations during the year through its continued success
with the horizontal drilling program and ongoing well reactivations.
The average oil sales price received by the Company during the year was
$72.84/bbl, a 50% increase from $48.64/bbl in 2010. The higher
average oil price during 2011 resulted in a 57% increase in the average
netback from $23.15/bbl in 2010 to $36.36/bbl in 2011. On average, the
oil price received by the Company in 2011 represented approximately 65%
of the Brent oil price, an improvement from 61% of Brent in 2010. Oil
exports represented 80% of the total revenue during the year, compared
to 85% in 2010, with the balance supplying the domestic Albanian
refineries.
In 2011, capital expenditures were $242.8 million compared to $119.7
million in 2010 and $38.3 million in 2009, an increase of 103% and 533%
respectively.
Shareholders' equity increased to $412.7 million in 2011 from $346.3
million in 2010 and $214.8 million in 2009. The increase in
shareholders' equity in 2011 was mainly due to higher net income during
the year of $36.0 million.
Highlights
Bankers accomplished several key achievements during 2011:
-
Oil sales averaged 12,784 barrels of oil per day (bopd), an increase of
33% compared to 2010 as a result of the Company's ongoing horizontal
drilling program and continuation of well reactivations.
-
The OOIP resource assessment in Albania increased by 3% to 8.0 billion
barrels from 7.8 billion barrels. Reserves increased on a proved basis
by 43% from 120.2 million barrels in 2010 to 172.4 million barrels in
2011 and by 12% on a proved plus probable basis from 237.6 million
barrels in 2010 to 267.1 million barrels in 2011. Additionally, the
Company's independent reserves engineers assigned contingent and
prospective resource oil estimates of 1.0 billion and 614 million
barrels, respectively. The corresponding net present value (NPV) after
tax (discounted at 10%) of the proved plus probable reserves remained
consistent at $2.0 billion from 2010 to 2011.
-
Capital expenditures were $242.8 million, a 103% increase from 2010 of
$119.7 million. During the year, Bankers contracted a fourth and fifth
drilling rig. The Company drilled 84 wells during 2011, including 76
horizontal production wells, two vertical delineation wells, two cyclic
steam horizontal wells and four water disposal wells. In 2010, a total
of 55 wells were drilled.
-
New export market agreements for 2012 have been completed representing
an overall export average price of 72% of the Dated Brent oil
benchmark. ARMO, the Albanian refinery, also agreed to purchase
Patos-Marinza crude in 2012 for an average price of 66% of Brent, which
approximates the same netback value as the export market due to lower
transport costs and having no port fees. The 2012 pricing agreements
represent an average 7% increase over the 2011 Patos-Marinza oil price.
-
Construction of phase one of the crude oil sales pipeline, which
connects the Patos-Marinza oilfield to the Fier Hub facility was
completed. Operations commenced in the first quarter of 2012. Social
and environmental impact assessments for the second phase of the
pipeline, from the Fier Hub to the export terminal at Vlore, are
underway.
-
With the ongoing reactivation and recompletion program expanding on the
north side of the river, as well as the expected expansion of the
drilling towards the north, the Company has constructed and completed a
bridge crossing the Seman River to enable more efficient access for
drilling and servicing equipment as well as fluid transportation.
-
The Company has completed expansions of the central treatment facility
(CTF) and increased the CTF capacity to 25,000 bopd.
-
During 2011, Bankers continued with its environmental initiatives and
completed the pilot remediation project in Sector 3. The project
targeted the clean-up of old infrastructure and removal of legacy oil
spills testing mechanical waste separation, thermal desorption, and
bio-remediation technologies. Larger scale clean-up processes are
scheduled for implementation in 2012.
-
Water injection commenced in Kuçova during 2011 with one injector and
two producers. The Company intends to expand the waterflood project in
2012.
-
Bankers proceeded with the thermal pilot program during 2011, drilling
two horizontal wells and a vertical well, along with installation of
the steam generator. Steam injection commenced in December 2011.
-
In February 2011, the Company entered into financial commodity put
contracts representing 4,000 bopd at a floor price of $80/bbl for the
period January 1, 2012 to December 31, 2012.
-
Block "F" contains several seismically defined structural and amplitude
anomalies prospective for oil and natural gas. The first Block "F"
exploration location has been selected and land access is underway
along with environmental permitting to commence surface lease
construction. The first well is expected to be spud in the first
quarter of 2012. During the year, the Company provided a $5.0 million
bank guarantee for certain capital projects in Block "F".
-
The Company continues to maintain a strong financial position at
December 31, 2011 with cash of $54.0 million and working capital of
$80.3 million. Cash and working capital for December 31, 2010 was
$108.1 million and $130.9 million, respectively.
GROWTH STRATEGY
Bankers' strategy is focused on petroleum assets that have long-life
reserves with production growth potential. Employing its knowledge base
and technical expertise, the Company is working to optimize its
existing assets from the application of primary, secondary and enhanced
oil recovery (EOR) extraction technologies, creating long-term value
for shareholders. This will be accomplished through the attainment of
its main objectives: increasing production, reserves, funds generated
from operations and net asset value.
Bankers' strategic priorities are to:
-
Increase reserves and production;
-
Maintain a strong balance sheet by controlling debt and managing capital
expenditures;
-
Control costs through efficient management of operations;
-
Pursue new and proven technology applications to improve operations and
assist exploration endeavours;
-
Expand infrastructure (pipelines, storage, treating capacity) to
increase production capacity in a cost-effective manner;
-
Explore undeveloped acreage to identify and create development
opportunities;
-
Maintain a strong focus on employee, contractor and community health and
safety; and
-
Manage environmental and social performance to minimize negative
ecological impacts and ensure continued stakeholder support.
In pursuing the long-term growth strategy, Bankers is primarily focused
on accessing the heavy oil upside from its Albanian assets, which
includes the effective implementation of the Patos-Marinza development
plan as well as applying EOR and secondary extraction techniques to
increase the field's recoverable reserves.
In addition, the Company's strategy involves identifying and acquiring
other potential petroleum opportunities in Albania to increase overall
value. The area contains several seismically defined structures and
amplitude anomalies prospective for oil and natural gas.
Throughout the year, Bankers focused on achieving its priorities and
implementing its capital programs in Albania. The Company funded its
capital programs using funds generated from operations and existing
cash. Strategic allocation of the work program and budget is
designated to provide additional recoverable reserves at the
Patos-Marinza and Kuçova oilfields and still achieve an appropriate
growth in production.
Key Performance Indicators
Key performance indicators relate to those factors that Bankers can
directly affect, and are indicators of the Company's ability to provide
long-term value to its shareholders, which include optimizing the cost
of operations over time, improving exploration and development and
increasing operational performance through technology and best
practices. Key measurements include operating costs, production volumes
and safety performance. These key performance indicators are
continuously reviewed and monitored.
In addition, strengthening relationships with employees, governments,
communities and other stakeholders are important aspects of the
business for Bankers. The effective management of these relationships
allows the Company to tap into new growth opportunities and efficiently
develop operations for the future.
CAPABILITY TO DELIVER RESULTS
Activity in the oil industry is subject to a range of external factors
that are difficult to actively manage, including commodity prices,
resource demand, regulator and environmental regulations and climate
conditions. Bankers gives significant consideration to these factors
and backs-up its strategy by employing and positioning necessary
resources to deliver on its goals and commitment to increase value for
shareholders. The Company focuses its capital on opportunities that
provide the potential for the best returns. Comprehensive insurance
policies are in place to help safeguard its assets, operations and
employees. Relationships with stakeholders and key partners are
carefully cultivated to assist in the Company's future development and
growth. The experiences of management and its technical team ensure
that the Company can fulfill its commitment to deliver maximum value to
its shareholders.
INDUSTRY & ECONOMIC FACTORS
Commodity price and foreign exchange benchmarks for the past two years
are as follows:
|
|
|
|
|
|
| 2011 |
|
2010
|
Brent oil average price ($/barrel)
|
| 111.26 |
|
79.50
|
US/ Canadian dollar year-end exchange rate
|
| 1.0170 |
|
0.9946
|
US/ Canadian dollar average exchange rate
|
| 0.9891 |
|
1.0299
|
|
|
|
|
|
World crude oil demand strengthened during the course of 2011 and the
average Brent oil price improved by 40% from $79.50/bbl in the previous
year to $111.26/bbl in 2011.
In 2011, 80% of the Company's crude oil sales went to international
markets. The remainder was sold to ARMO, an independent petroleum
refinery in Albania. Both the domestic and international sales prices
are based on the Dated Brent oil price benchmark.
On February 28, 2011, the Company entered into financial commodity put
contracts representing 4,000 bopd at a floor price of $80/bbl for the
period January 1, 2012 to December 31, 2012.
On an average basis, the Canadian dollar strengthened by 4% in 2011. The
fluctuations in the foreign exchange currencies impacted cash and some
short-term investments that are denominated in Canadian dollars.
Significant Developments in 2011
Bankers accomplished several key achievements in 2011 in response to
improvements in the commodity market. These events included expansion
of the horizontal drilling program by activating a fourth and fifth
drilling rig; construction of the first phase of the crude oil sales
pipeline; construction of the Seman River bridge; construction of the
third and fourth oil treating trains at the central treating
facilities; continued environmental initiatives including completion of
pilot area legacy pollution clean-up and technology trials;
commencement of thermal operations at the southern Patos Cyclic Steam
Pilot; commencement of water injection and production in Kuçova and the
overall growth of capital programs.
The Company drilled 84 wells during 2011, including 76 horizontal
production wells, two vertical delineation wells, two cyclic steam
horizontal wells and four water disposal wells.
The Company provided a $5.0 million bank guarantee for certain capital
projects in Block "F". The first Block "F" exploration location has
been selected and surface lease construction is underway with expected
spud of the well in April 2012.
QUARTERLY SUMMARY
Below is a summary of Bankers' performance over the last eight quarters.
|
| 2011 |
($000s, except as noted) |
First Quarter
|
Second Quarter
|
Third Quarter
|
Fourth Quarter
| Year |
|
|
$/bbl
|
|
$/bbl
|
|
$/bbl
|
|
$/bbl
|
| $/bbl |
Average sales (bopd)
|
11,894
|
12,152
|
13,667
|
13,399
| 12,784 |
Oil revenue
|
72,736
|
67.95
|
85,184
|
77.03
|
93,650
|
74.48
|
88,348
|
71.67
| 339,918 | 72.84 |
Royalties
|
13,755
|
12.85
|
13,062
|
11.81
|
18,457
|
14.68
|
18,667
|
15.14
| 63,941 | 13.70 |
Operating expenses
|
11,597
|
10.83
|
14,637
|
13.24
|
17,328
|
13.78
|
17,302
|
14.04
| 60,864 | 13.04 |
Sales and transportation
|
7,550
|
7.05
|
10,241
|
9.26
|
12,967
|
10.31
|
14,702
|
11.93
| 45,460 | 9.74 |
Net operating income
|
39,834
|
37.22
|
47,244
|
42.72
|
44,898
|
35.71
|
37,677
|
30.56
| 169,653 | 36.36 |
|
|
|
|
|
|
|
|
|
|
|
|
2010
|
($000s, except as noted) |
First Quarter
|
Second Quarter
|
Third Quarter
|
Fourth Quarter
|
Year
|
|
|
$/bbl
|
|
$/bbl
|
|
$/bbl
|
|
$/bbl
|
|
$/bbl
|
Average sales (bopd)
|
8,282
|
9,830
|
9,826
|
10,424
|
9,597
|
Oil revenue
|
35,149
|
47.16
|
42,147
|
47.12
|
42,135
|
46.61
|
50,945
|
53.12
|
170,376
|
48.64
|
Royalties
|
7,190
|
9.65
|
8,367
|
9.35
|
8,284
|
9.16
|
9,841
|
10.26
|
33,682
|
9.62
|
Operating expenses
|
7,925
|
10.63
|
8,892
|
9.94
|
9,401
|
10.40
|
10,526
|
10.98
|
36,744
|
10.49
|
Sales and transportation
|
4,395
|
5.90
|
4,535
|
5.07
|
4,804
|
5.31
|
5,113
|
5.33
|
18,847
|
5.38
|
Net operating income
|
15,639
|
20.98
|
20,353
|
22.76
|
19,646
|
21.74
|
25,465
|
26.55
|
81,103
|
23.15
|
|
|
| 2011 |
($000s, except as noted) |
First Quarter
|
Second Quarter
|
Third Quarter
|
Fourth Quarter
| Year |
Financial |
|
|
|
|
|
Funds generated from operations
|
29,948
|
43,220
|
42,099
|
32,673
| 147,940 |
Net income
|
11,219
|
10,800
|
13,696
|
281
| 35,996 |
Adjusted earnings(1) |
12,620
|
11,415
|
8,698
|
6,167
| 38,900 |
Basic earnings per share ($)
|
0.046
|
0.044
|
0.055
|
0.001
| 0.146 |
General and administrative
|
2,858
|
3,580
|
3,536
|
3,799
| 13,773 |
Total assets
|
522,476
|
565,340
|
612,348
|
661,216
| 661,216 |
Capital expenditures
|
51,930
|
69,388
|
65,147
|
56,289
| 242,754 |
Bank loans
|
20,416
|
33,769
|
40,348
|
70,372
| 70,372 |
|
|
|
|
|
|
|
2010
|
($000s, except as noted) |
First Quarter
|
Second Quarter
|
Third Quarter
|
Fourth Quarter
|
Year
|
Financial |
|
|
|
|
|
Funds generated from operations
|
13,289
|
18,254
|
16,036
|
23,292
|
70,871
|
Net income (loss)
|
(363)
|
3,300
|
2,958
|
4,630
|
10,525
|
Basic earnings (loss) per share ($)
|
(0.002)
|
0.014
|
0.012
|
0.019
|
0.044
|
General and administrative
|
2,456
|
2,327
|
2,462
|
3,305
|
10,550
|
Total assets
|
329,036
|
337,007
|
442,345
|
465,598
|
465,598
|
Capital expenditures
|
26,170
|
28,724
|
27,456
|
37,367
|
119,717
|
Bank loans
|
26,418
|
27,330
|
23,887
|
25,829
|
25,829
|
|
|
|
|
|
|
(1) Represents net income before gain (loss) on financial commodity
contracts.
DISCUSSION OF OPERATING RESULTS
Sales, Revenue and Netback
|
|
|
| 2011 |
|
|
|
2010
|
|
|
|
%
|
Average sales (bopd)
|
|
|
| 12,784 |
|
|
|
9,597
|
|
|
|
33
|
Oil revenue ($000s)
|
|
|
| 339,918 |
|
|
|
170,376
|
|
|
|
100
|
Netback ($/barrel) |
|
|
|
|
|
|
|
|
|
|
|
|
Average price
|
|
|
| 72.84 |
|
|
|
48.64
|
|
|
|
50
|
Royalties
|
|
|
| 13.70 |
|
|
|
9.62
|
|
|
|
43
|
Operating expenses
|
|
|
| 13.04 |
|
|
|
10.49
|
|
|
|
24
|
Sales and transportation
|
|
|
| 9.74 |
|
|
|
5.38
|
|
|
|
81
|
Netback
|
|
|
| 36.36 |
|
|
|
23.15
|
|
|
|
57
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average sales for 2011 were 12,784 bopd, an increase of 33% from 9,597
bopd for 2010. The increase in sales was due to expansion of the
drilling program, continued well reactivation program and well
recompletion program focused on bringing high productivity wells on
stream.
At the end of December 2011, the Company had approximately 280 active
producing wells as compared to 250 wells at the end of 2010. This does
not include all the productive wells as several are down at any point
in time for normal operational servicing, such as pump changes,
cleanouts, and stimulation. In addition, several infrastructure
projects were being completed at the end of the year limiting the
maximum active well count. The Company total well inventory including
wells taken-over from Albpetrol as well as new drills increased from
826 at the end of 2010 to 1,296 at December 31, 2011. The majority of
the additional wells were taken over in the northern region of the
field to access areas north of the river and to consolidate our
operational areas rather than for production purposes.
The Company received an average $72.84/bbl (65% of Brent) for the year,
an increase of 50% from $48.64/bbl (61% of Brent) for the preceding
year. This increase was largely due to the increase in commodity
prices during 2011. The average Brent oil price for 2011 was
$111.26/bbl, a 40% improvement as compared to $79.50/bbl in 2010. Oil
revenue increased by 100% to $339.9 million in 2011 compared to $170.4
million in 2010 due to higher realized oil prices and increased sales.
The Company's sales averaged 13,399 bopd during the fourth quarter of
2011 compared to 13,667 bopd during the preceding quarter and 10,424
bopd during the fourth quarter of 2010. The December 31, 2011 crude oil
inventory level increased during the fourth quarter by 40,000 barrels
to 241,000 barrels, as a result of storage requirements associated with
additional tanks. Fourth quarter sales were slightly lower than the
previous quarter due to limitations on water disposal capability. The
Company's produced water handling capacity is expected to increase in
the second quarter of 2012 as a result of four new water disposal wells
drilled in the first quarter of 2012. Total revenues for the fourth
quarter of 2011 was $88.3 million compared to $93.7 million in the
third quarter of 2011 and $50.9 million during the same period in
2010. Bankers received an average sales price of $71.67/bbl during the
fourth quarter of 2011 compared to $74.48/bbl during the preceding
quarter and $53.12/bbl during the same period in 2010. The Company
exported 93% of its crude oil during the fourth quarter of 2011
compared to 80% during the preceding quarter and the same period in
2010.
The netback during the fourth quarter of 2011 was $30.56/bbl (43% of the
average price) compared to $35.71/bbl (48% of the average price) for
the preceding quarter and $26.55/bbl (50% of the average price) for the
fourth quarter of 2010.
Royalties
Royalties in Albania are calculated pursuant to the Petroleum Agreement
with Albpetrol and consist of a royalty based on Albpetrol's
pre-existing production (PEP), a 1% gross overriding royalty (ORR) on
new production and a 10% royalty tax (RT) on net production. Overall
royalties for the year represented 19% of oil revenue, slightly reduced
from 20% for 2010. As a percent of revenue, the various royalty
components currently represent 8% from PEP, 1% for the ORR and 10% for
the RT. Fluctuations in royalty on a per barrel basis are mainly due
to changes in the underlying oil prices.
In the fourth quarter of 2011, royalties were $15.14/bbl (21% of
revenue) compared to $14.68/bbl (20% of revenue) during the preceding
quarter and $10.26/bbl (19% of revenue) for the same period in 2010.
Operating Expenses
Operating expenses for the year increased by 24% from $10.49/bbl in 2010
to $13.04/bbl in 2011. On a percentage of revenue basis, operating
costs represented 18% of the revenue for the year, compared to 22% for
the preceding year. The improvement from 2010, as a percentage of
revenue, was due to increased sales levels and the significant increase
in commodity prices. On a per active well basis, the energy costs were
higher as a result of increased diesel, propane, and electricity costs
as well as higher well servicing and down-hole equipment costs with a
greater frequency of well interventions required for pump changes,
clean outs, and stimulation. The personnel costs also increased with
the addition of operations staff for the higher pace of development and
larger number of active wells operating. Of the total operating
expenses incurred during 2011, $5.11/bbl (39%) related to fixed costs
and $7.93/bbl (61%) related to variable costs, consistent with 40% and
60% for 2010.
Operating expenses during the fourth quarter of 2011 were $14.04/bbl
(20% of revenue) compared to $13.78/bbl (19% of revenue) during the
third quarter and $10.98/bbl (21% of revenue) during the same period in
2010. The moderate increase in operating expenses, as a percentage of
revenue, compared to the preceding quarter was a result of increased
well servicing costs during the fourth quarter. The decrease from the
fourth quarter of 2010 as a percentage of revenue was due to the higher
sales volumes and commodity prices, while the per well costs in the
fourth quarter of 2011 were higher than the same quarter in 2010 with
the higher frequency of well servicing associated with normal
optimization of the wells.
Sales and Transportation
Sales and transportation (S&T) costs were $9.74/bbl during 2011, an
increase from $5.38/bbl in the previous year mainly due to the increase
in blending costs driven by higher diluent consumption and pricing.
S&T expenses during the fourth quarter were $11.93/bbl compared to
$10.31/bbl during the preceding quarter and $5.33/bbl in the fourth
quarter of 2010. The increase in S&T costs compared to the previous
quarter and same period in 2010 was mainly due to the increased blend
ratio of diluent in the sales oil and the higher export sales. The
export sales were 93% of total sales for the fourth quarter, 80% for
both the preceding quarter and for the same period in 2010. Blending
costs were $7.97/bbl for the fourth quarter of 2011, compared to
$7.32/bbl for the third quarter of 2011, and $2.80/bbl for the same
period in 2010. The additional diluent was required to improve the
treating and mobility of the sales oil with the development of heavier
oil from the wells drilled during the year. Trucking costs were
$2.13/bbl in the fourth quarter of 2011, compared to $1.98/bbl in the
third quarter of 2011 and $1.93/bbl in the fourth quarter of 2010.
Port fees for the fourth quarter of 2011 were $1.83/bbl, an increase
from $1.01/bbl in the preceding quarter and $0.60/bbl for the same
period in 2010.
General and Administrative Expenses
General and administrative expenses (G&A) for the year were $13.8
million ($2.95/bbl), compared to $10.6 million ($3.01/bbl) in 2010. The
increase in G&A from 2010 was mainly due to additional personnel,
increases in professional fees and the strong Canadian dollar versus US
dollar.
During the year, the Company capitalized $14.8 million of G&A and
share-based payments compared to $7.8 million for the preceding year.
These expenses were directly related to acquisition, exploration and
development activities in Albania.
Non-cash share-based payments pertaining to stock options granted to
officers, directors, employees and service providers were $24.5 million
(2010 - $14.5 million). Of this amount, $11.0 million (2010 - $7.9
million) was charged to earnings and $13.5 million (2010 - $6.6
million) was capitalized.
G&A expenses for the fourth quarter of 2011 were $3.8 million compared
to $3.5 million in the preceding quarter and $3.3 million for the same
period in 2010. The increase from the fourth quarter of 2010 was
mainly due to additional personnel costs and professional fees.
Depletion and Depreciation
Depletion and depreciation (D&D) expenses for the year were $40.4
million ($8.47/bbl) compared to $22.5 million ($6.29/bbl) for 2010.
D&D expenses correspond to the respective production levels and the
impact of capital expenditures relative to the depletable basis. The
increase in D&D expenses reflects higher production in Albania and an
increase in depletable assets, inclusive of higher future capital
requirements. The Company's independent reserve evaluation, prepared in
accordance with the National Instrument NI 51-101, assessed proved and
probable gross reserves of 267.1 million barrels at December 31, 2011,
an increase of 12% from 237.6 million barrels at December 31, 2010.
D&D costs for the quarter ended December 31, 2011 were $13.4 million
($10.50/bbl), compared to $9.6 million ($7.88/bbl) for the preceding
quarter and $7.5 million ($7.56/bbl) for the same period in 2010. The
increase in D&D reflects the higher depletion base as a result of
increased future development costs combined with the increase in
production during the quarter. The depletable base at December 31,
2011 includes a provision of $1.9 billion for expected future capital
programs, compared to $1.0 billion at September 30, 2011 and $1.2
billion at December 31, 2010. D&D represented 12% of total revenue for
the year ended December 31, 2011, slightly lower than 13% for 2010.
The reduction, as a percentage of revenue, was mainly due to the
increase in reserve base, increase in production and commodity price.
Income Taxes
As of December 31, 2011, the Company recorded a $123.0 million deferred
income tax liability, compared to $63.6 million at the end of 2010, in
relation to the Company's Albanian assets and liabilities. Deferred
income tax expense for 2011 was $59.3 million compared to $24.7 million
for the preceding year. The increase in deferred income taxes from
2010 was mainly due to the increase in net income incurred in 2011 and
non-deductible costs, including share-based payments of the Albanian
segment. For 2011, deferred income tax expense was 62% of income before
income tax compared to 70% for 2010. This reduction was mainly due to
higher income of the Albanian segment.
On a quarterly basis, the Company recorded deferred income tax expense
of $10.6 million compared to $20.4 million for the preceding quarter
and $7.3 million for the same period in 2010. The change in the
deferred income tax expense was mainly due to the fluctuations in net
income of the Albanian segment.
At December 31, 2011, $235.2 million remains to be recovered in the cost
recovery pool representing Bankers cumulative capital investment in
Albania of approximately $577.4 million, as compared to $152.6 million
in the cost recovery pool at December 31, 2010.
The cost recovery pool represents deductions for income tax purposes in
Albania at a 50% income tax rate. Bankers is presently not required to
pay cash taxes in any jurisdiction. In Canada, the benefit of
non-capital losses of approximately $33.8 million as of December 31,
2011 has not been recognized in the financial statements.
Net Income and Funds Generated from Operations
The Company recorded net income of $36.0 million ($0.146 per share)
during the year ended December 31, 2011 and $10.5 million ($0.044 per
share) for the year ended December 31, 2010.
The Company realized net income of $0.3 million for the fourth quarter
of 2011 compared to $13.7 million in the preceding quarter and $4.6
million for the same period in 2010. The reduction of net income for
the fourth quarter of 2011 was primarily due to an unrealized loss of
$5.9 million on financial commodity contracts compared to an unrealized
gain of $5.0 million in the preceding quarter, along with higher
depletion charges associated with increased future development costs.
Funds generated from operations were $147.9 million for the year ended
December 31, 2011, an increase of 109% compared to $70.9 million in
2010. The increase in funds generated from operations was mainly due
to higher sales and commodity prices during the year.
Funds generated from operations were $32.7 million for the fourth
quarter of 2011 compared to $42.1 million in the previous quarter and
$23.3 million for the same period in 2010.
OIL RESERVES
Annually, the Company obtains independent reserves evaluations of its
Albanian properties by RPS Energy Canada Ltd. (Patos-Marinza oilfield)
and by DeGolyer and MacNaughton Canada Ltd. (Kuçova oilfield). At
December 31, 2011, reserves increased on a total proved (1P) and total
proved plus probable (2P) basis and remained consistent on a total
proved, probable and possible (3P) basis. Changes within each reserve
basis are shown below. The 2011 finding and development costs for the
Albanian properties represented $11.50/bbl on a 1P basis, $8.48/bbl on
a 2P basis and $6.18/bbl on a 3P basis.
Gross Oil Reserves- Using Forecast Prices (MMbbls)
|
|
|
|
|
|
|
|
| 2011 |
|
|
2010
|
%
|
|
Patos-
Marinza
|
Kuçova
|
Total
Albania
|
|
|
Total Albania
|
Proved
|
|
|
|
|
|
|
|
|
Developed Producing
|
25.8
|
-
|
25.8
|
|
|
17.3
|
49
|
|
Developed Non-Producing
|
-
|
-
|
-
|
|
|
-
|
-
|
|
Undeveloped
|
143.4
|
3.2
|
146.6
|
|
|
102.9
|
42
|
Total Proved | 169.2 | 3.2 | 172.4 |
|
| 120.2 | 43 |
Probable
|
87.1
|
7.6
|
94.7
|
|
|
117.4
|
(19)
|
Total Proved Plus Probable | 256.3 | 10.8 | 267.1 |
|
| 237.6 | 12 |
Possible
|
138.9
|
20.3
|
159.2
|
|
|
189.0
|
(16)
|
Total Proved, Probable & Possible | 395.2 | 31.1 | 426.3 |
|
| 426.6 | - |
|
|
|
|
|
|
|
|
Net Present Value at 10% - After Tax Using Forecast Prices ($millions)
|
|
|
|
|
|
|
| 2011 |
|
2010
|
%
|
|
Patos-
Marinza
|
Kuçova
|
Total
Albania
|
|
Total Albania
|
Proved
|
|
|
|
|
|
|
|
Developed Producing
|
347
|
-
|
347
|
|
220
|
58
|
|
Developed Non-Producing
|
-
|
-
|
-
|
|
-
|
-
|
|
Undeveloped
|
647
|
22
|
669
|
|
729
|
(8)
|
Total Proved | 994 | 22 | 1,016 |
| 949 | 7 |
Probable
|
854
|
103
|
957
|
|
1,019
|
(6)
|
Total Proved Plus Probable | 1,848 | 125 | 1,973 |
| 1,968 | - |
Possible
|
1,377
|
344
|
1,721
|
|
1,584
|
9
|
Total Proved, Probable & Possible | 3,225 | 469 | 3,694 |
| 3,552 | 4 |
|
|
|
|
|
|
|
In the Patos-Marinza oilfield, the OOIP at the end of 2011 increased 3%
to 7.7 billion barrels from 7.5 billion at the end of 2010.
Additionally, the Company's independent reserves engineers assigned
contingent and prospective resource oil estimates of 1.0 billion and
614 million barrels, respectively. This assessment is based on primary
horizontal and secondary water-flood developments as well as thermal
development technologies being applied to areas of the Patos-Marinza
field.
The reserves growth in the Patos-Marinza field is primarily attributable
to continued implementation of horizontal drilling, expansion of field
development to enhance recovery and the upgrade of 3P into 2P reserves
and 2P into 1P reserves, based on extended periods of actual well and
reservoir performance. Significant additional reserves resulted from
horizontal drilling in new areas of the field where no reserves had
been booked in previous years, which resulted in a direct migration of
contingent resource into proved and possible reserves. All of
Patos-Marinza's 2011 reserves estimates are from primary recovery
methods.
The Company acquired the Kuçova asset in 2008 and the OOIP resource
estimate is 297 million barrels. This property is currently in early
stage development with no Company production from the Kuçova oilfield
in 2011. The water-flood pilot started in 2011 with one injector and
two producers with plans to expand the program in 2012. Bankers
expects to continue activity in this area in 2012 utilizing a variety
of extraction techniques that will lead to creation of a development
plan.
The Company acquired the Block "F" asset in 2010. There are currently
no oil or gas resource bookings for Block "F" in 2011. A thorough
review of the available seismic lines including reprocessing of the
lines was conducted in 2011 and exploration prospect drilling on
structural and stratigraphic anomalies is planned for 2012.
CAPITAL EXPENDITURES |
|
|
|
|
|
|
|
|
|
|
|
|
|
($000s) |
|
|
| 2011 |
|
2010
|
Drilling programs
|
|
|
| 110,230 |
|
69,572
|
Well re-activations
|
|
|
| 25,564 |
|
8,439
|
Work-over program
|
|
|
| 12,208 |
|
11,175
|
Base program
|
|
|
|
|
|
|
|
Facility/infrastructure
|
|
|
| 12,651 |
|
5,438
|
|
Environmental stewardship
|
|
|
| 8,652 |
|
789
|
|
Water control/disposal
|
|
|
| 16,466 |
|
6,475
|
|
Pipeline/sales infrastructure
|
|
|
| 12,792 |
|
4,387
|
|
Other base capital
|
|
|
| 7,886 |
|
2,564
|
Evaluation area
|
|
|
| - |
|
7,983
|
Thermal project
|
|
|
| 11,770 |
|
327
|
Kuçova oilfield
|
|
|
| 1,697 |
|
63
|
Block "F"
|
|
|
| 1,454 |
|
-
|
Oilfield equipment
|
|
|
| 20,190 |
|
2,345
|
Corporate and other
|
|
|
| 1,194 |
|
160
|
|
|
|
| 242,754 |
|
119,717
|
|
|
|
|
|
|
|
Capital expenditures for the year were $242.8 million, compared to
$119.7 million in the preceding year, an increase of 103%. This
increase was mainly due to the expansion of the Company's capital
programs in drilling, reactivation, thermal project and other base
projects, including the sales pipeline construction, facility
infrastructure expansion and environmental stewardship programs in the
Patos-Marinza oilfield. During the year, Bankers spent $110.2 million
on the drilling program, which consisted of 76 horizontal production
wells and 2 vertical delineation wells, compared to $69.6 million in
2010 (50 horizontal wells and 2 vertical wells). Bankers spent $25.6
million on well reactivations compared to $8.4 million in the previous
year. The increase in well-reactivation costs was a result of
additional wells attempted for reactivation during the year compared to
the previous year. A total of 384 wells were taken over from Albpetrol
in 2011, compared to 199 in 2010. These wells are primarily for
contiguous area consolidation purposes, but several wells were also
available for production reactivation.
During 2011, Bankers invested $11.8 million on the thermal project
compared to $327,000 in the previous year. Two cyclic steam horizontal
wells were drilled during the year and thermal operations commenced at
the southern Patos Cyclic Steam Pilot in late 2011. Base program
expenditures increased 197% during the year due to the increase in
facility infrastructure, environmental stewardship, pipeline and sale
infrastructure and water control/disposal initiatives (four water
disposal wells were drilled during the year).
Included in property, plant and equipment as of December 31, 2011 are
oilfield equipment of $37.7 million for utilization in future drilling,
reactivation and infrastructure programs in the Patos-Marinza oilfield,
as compared to $17.5 million at December 31, 2010.
During the fourth quarter of 2011, Bankers incurred $56.3 million in
capital expenditures; $36.8 million on drilling operations, $3.7
million on well reactivations and $15.6 million related to the base
program. The balance of the expenditures was incurred on the work-over
program, thermal project and other miscellaneous expenses and
capitalized G&A. By comparison, in the fourth quarter of 2010, the
Company incurred $37.4 million in capital expenditures; $23.4 million
on drilling operations, $3.1 million on well reactivations and $5.9
million on the base program, with the balance of the expenditures
incurred on the evaluation area and other miscellaneous expenses and
capitalized G&A.
LIQUIDITY AND CAPITAL RESOURCES
At December 31, 2011, Bankers had working capital of $80.3 million
(including cash and cash equivalents totalling $54.0 million) and
long-term bank loans of $57.2 million. At December 31, 2010, the
Company had working capital of $130.9 million and long-term bank loans
of $21.8 million.
Bankers has credit facilities totalling $132.1 million, of which $70.4
million was utilized at December 31, 2011. The majority of the credit
facilities represent a reserve-based long-term financing of $110.0
million from the International Finance Corporation and European Bank
for Reconstruction and Development, of which $56.0 million was drawn.
The $22.1 million Raiffeisen facility includes a revolving operating
loan of $20.0 million and term loan of $2.1 million, of which $14.4
million was drawn. Repayment of $4.0 million was made on the term loans
during the year.
The Company's approach to managing liquidity is to ensure a balance
between capital expenditure requirements and funds generated from
operations, available credit facilities and working capital.
There were approximately 247.7 million shares outstanding as at December
31, 2011 and 252.9 million shares outstanding as at March 16, 2012. In
addition, the Company had approximately 20.3 million stock options and
approximately 4.7 million outstanding warrants at December 31, 2011.
Subsequent to 2011 year-end, approximately 3.8 million stock options
were granted, approximately 0.5 million stock options were exercised
and approximately 4.7 million warrants were exercised, generating
proceeds of approximately $1.0 million and $11.1 million, respectively.
All remaining warrants expired on March 1, 2012. On March 16, 2012,
Bankers has approximately 24 million stock options and nil warrants
outstanding.
Directors and officers of the Company represent approximately 7 percent
ownership in the Company, on a fully diluted basis, as of December 31,
2011 and approximately 8 percent as of March 16, 2012. The strong
ownership position of the directors and officers creates an alignment
with shareholders and a team that is dedicated to activities that
support future value creation.
Financial Commodity Contracts
Bankers' financial results are influenced by fluctuations in commodity
prices, which include price differentials. As a means of managing this
commodity price volatility and its impact on cash flows, the Company
entered into various financial hedging agreements during the first
quarter of 2011. The Company purchased put contracts representing
4,000 bopd at $80/bbl of Dated Brent for 2012, for $6.6 million.
Unsettled derivative financial contracts are recorded at the date of
the financial statements based on the fair value of the contracts.
Changes in fair value result from volatility in forward curves of
commodity prices and changes in the balance of unsettled contracts
between periods. The fluctuations in fair values are recognized as
unrealized gain and loss on financial commodity contracts. As of
December 31, 2011, the fair value of these contracts was $3.7 million.
Plan of Development
Bankers has no capital expenditure commitment for the Patos-Marinza
oilfield under the Petroleum Agreement. Bankers annually submits a
work program to AKBN which includes the nature and the amount of
capital expenditures to be incurred during that year. Significant
deviations in this annual program from the Plan of Development will be
subject to AKBN approval. The Petroleum Agreement provides that
disagreements between the parties will be referred to an independent
expert whose decision will be binding. The Company has the right to
relinquish a portion or all of the contract area. If only a portion of
the contract area is relinquished then the Company will continue to
conduct petroleum operations on the portion it retains and the future
capital expenditures will be adjusted accordingly.
Commitments
The Company has long-term lease commitments for office premises in
Canada and Albania. The minimum lease payments are as follows:
($000s) |
|
|
Albania
|
|
|
Canada
|
|
|
Total
|
2012
|
|
|
550
|
|
|
507
|
|
|
1,057
|
2013
|
|
|
350
|
|
|
507
|
|
|
857
|
2014
|
|
|
346
|
|
|
42
|
|
|
388
|
2015
|
|
|
346
|
|
|
-
|
|
|
346
|
2016
|
|
|
346
|
|
|
-
|
|
|
346
|
2017 and after
|
|
|
1,210
|
|
|
-
|
|
|
1,210
|
|
|
|
3,148
|
|
|
1,056
|
|
|
4,204
|
|
|
|
|
|
|
|
|
|
|
The Company has an operating loan, revolving loan and two term loans
outstanding with three international banks, totalling $70.4 million.
The operating loan matures on March 31, 2012 and subsequent to December
31, 2011, the operating loan has been approved for renewal for an
additional two years. The revolving loan declines to $16.5 million on
October 15, 2013, $8.3 million on October 14, 2014 with final repayment
due on October 15, 2015. The 2009 term loan is repayable in equal
monthly instalments of $74,100 ending on April 30, 2014 and the
environmental term loan is repayable commencing April 2013 in bi-annual
instalments pro-rata to the amounts drawn. Of the amount outstanding,
$13.2 million is classified as current and $57.2 million as long-term.
Principal repayments of these loans are as follows:
($000s) |
|
|
|
|
|
|
|
2012
|
|
|
|
|
|
|
13,187
|
2013
|
|
|
|
|
|
|
35,589
|
2014
|
|
|
|
|
|
|
9,746
|
2015
|
|
|
|
|
|
|
9,450
|
2016
|
|
|
|
|
|
|
1,200
|
2017
|
|
|
|
|
|
|
1,200
|
|
|
|
|
|
|
|
70,372
|
|
|
|
|
|
|
|
|
Quarterly Variability
Fluctuations in quarterly results are due to a number of factors, some
of which are not within the Company's control such as seasonality and
commodity prices.
-
Seasonality of winter operating conditions combined with the timing of
transfer of wells from Albpetrol results in production increases that
are typically higher in the second and third quarters. As new wells
come on stream, there is a build-up period in production, higher sand
production and higher well servicing costs, which is typical for heavy
oil wells in the first year of production. In addition, production
levels can be affected by water disposal constraints, mechanical
wellbore and isolation failures, increased water production coming from
shallower and deeper zones, and a shortage of rig work-over capacity
and specialised well servicing equipment.
-
The increase in royalties is related to higher oil prices and the
greater number of wells being taken over from Albpetrol, which results
in higher pre-existing production.
-
Fluctuations of operating expenses is part of a continuing trend that
results from operating efficiencies gained through greater experience
in field operations and economies of scale as the proportionate share
of fixed operating expenses declines with production increases.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
IFRS First Time Adoption
These consolidated financial statements have been prepared in accordance
with IFRS. These are the Company's first IFRS consolidated annual
financial statements and IFRS 1 "First-time Adoption of IFRS" has been
applied.
An explanation of how the transition to IFRS has affected the reported
financial position, financial performance and cash flows of the Company
is provided in note 23 to the consolidated financial statements. This
note includes reconciliations of equity and total comprehensive income
for comparative periods reported under previous GAAP to those reported
for those periods under IFRS. The Company's IFRS accounting policies
are referred to in note 3 to the consolidated financial statements.
Accounting Policy Changes
The following discussion explains the significant difference between the
Company's previous GAAP accounting policies and those applied by the
Company under IFRS. IFRS policies have been retrospectively and
consistently applied except where specific IFRS 1 optional and
mandatory exemptions permitted an alternative treatment upon transition
to IFRS for first-time adopters.
(a)
|
|
IFRS 1 election for full cost oil and gas entities
|
|
|
|
|
|
On transition to IFRS on January 1, 2010, Bankers used certain
exemptions allowed under IFRS 1 "First Time Adoption of IFRS".
|
|
|
|
|
|
IFRS 1 allows an entity that used full cost accounting under its
previous GAAP to elect, at the time of adoption to IFRS, to measure oil
and gas assets in the development and production phases by allocating
the amount determined under the entity's previous GAAP for those assets
to the underlying assets pro rata using reserve volumes or reserve
values as of that date. Bankers used reserve values as at January 1,
2010 to allocate the cost of development and production assets to cash
generating units.
|
|
|
|
|
|
As Bankers elected the oil and gas assets IFRS 1 exemption, the asset
retirement obligation (ARO) exemption available to full cost entities
was also elected. This exemption allows for the re-measurement of ARO
on IFRS transition with the offset to retained earnings.
|
|
|
|
|
|
Bankers has elected the IFRS 1 optional exemption that allows an entity
to use the IFRS rules for business combinations on a prospective basis
rather than re-stating all business combinations. In respect of
acquisitions prior to January 1, 2010, any goodwill represents the
amount recognized under Canadian GAAP.
|
|
|
|
|
|
Bankers has elected the IFRS 1 exemption that allows the Company an
exemption on IFRS 2 "Share-Based Payments" to equity instruments which
vested and settled before the Company's transition date to IFRS.
|
|
|
|
|
|
Bankers has elected the IFRS 1 exemption that allows the Company an
exemption on IAS 21 "The Effects of Change in Foreign Exchange Rates".
The cumulative translation differences for all foreign operations are
deemed to be zero at the date of transition to IFRS. Any retrospective
translation differences are recognized in opening retained earnings.
|
|
|
|
|
|
The use of the IFRS 1 election for full cost oil and gas entities did
not have a material impact on the statement of financial position at
January 1, 2010.
|
|
|
|
|
|
Pre-exploration and evaluation expenditures of $0.1 million have been
written off with a corresponding change to deficit at January 1, 2010.
|
|
|
|
(b)
|
|
Decommissioning obligation
|
|
|
|
|
|
Under Canadian GAAP, ARO were discounted at a credit-adjusted risk-free
rate of 10%. Under IFRS, the estimated cash flow to abandon and
remediate the wells and facilities has been risk adjusted therefore the
provision is discounted at a risk-free rate in effect at the end of
each reporting period. The change in the decommissioning obligation
each period as a result of changes in the discount rate will result in
an offsetting charge to PP&E. Upon transition to IFRS, the impact of
this change was a $0.9 million increase in the decommissioning
obligation with a corresponding increase to the deficit on the
statement of financial position.
|
|
|
|
|
|
As a result of the change in discount rate, the decommissioning
obligation accretion expense decreased by $0.1 million during the year
ended December 31, 2010, due to the lower discount rate.
|
|
|
|
|
|
Under IFRS a separate line item is required in the statement of
comprehensive income for finance costs. The items under previous GAAP
that were reclassified to finance expense were interest and bank
charges, net foreign exchange loss, accretion of decommissioning
obligation and amortization of deferred financing costs.
|
|
|
|
(c)
|
|
Share-based payments
|
|
|
|
|
|
Under Canadian GAAP, the Company recognized an expense related to their
share-based payments on a graded method of expense and did not
incorporate a forfeiture rate at the grant date. Under IFRS, the
Company is required to recognize the expense over the individual
vesting periods for the graded vesting of awards and estimate a
forfeiture rate at the date of grant and update it throughout the
vesting period. The impact on transition was a decrease in contributed
surplus of $0.4 million with the offset recorded against deficit.
|
|
|
|
|
|
For the year ended December 31, 2010, incorporation of a forfeiture rate
resulted in a decrease to share-based payments of $0.2 million.
|
|
|
|
(d)
|
|
Depletion policy
|
|
|
|
|
|
Upon transition to IFRS, the Company adopted a policy of depleting its
oil properties on a unit of production basis over proved plus probable
reserves. The depletion policy under Canadian GAAP was based on units
of production over proved reserves. In addition, depletion was
calculated on the Albanian consolidated cost centre under Canadian
GAAP. IFRS requires depletion and depreciation to be calculated based
on individual components, separately. Accordingly, under IFRS, major
workover expenditures have been depreciated on a straight-line basis
over an estimated useful life of 5 years, whereas under Canadian GAAP,
these expenditures were depleted with the oil properties on a
unit-of-production basis over total proved reserves.
|
|
|
|
|
|
There was no impact of this difference on adoption of IFRS at January 1,
2010 as a result of the IFRS 1 election as discussed above.
|
|
|
|
|
|
For the year ended December 31, 2010, depletion and depreciation was
reduced by $4.6 million with a corresponding change to PP&E.
|
|
|
|
(e)
|
|
Capitalized costs
|
|
|
|
|
|
Under IFRS, employee costs included in general and administrative
charges and share-based payments are capitalized to the extent they are
directly attributable to PP&E and E&E. The Company has adjusted its
capitalization policy to comply with IFRS. For the year ended December
31, 2010, $2.3 million of such costs are expensed under IFRS that were
previously capitalized under previous Canadian GAAP.
|
|
|
|
(f)
|
|
Foreign currency translations
|
|
|
|
|
|
IFRS requires that the functional currency of each entity in a
consolidated group be determined separately based on the currency of
the primary economic environment in which the entity operates. A list
of primary and secondary indicators is used under IFRS in this
determination and these differ in content and emphasis to a certain
degree from those factors under Canadian GAAP. The parent company
operated with US dollar as functional currency under Canadian GAAP.
The Company re-assessed the determination of the functional currency
for the parent company and determined the Canadian dollar as the
functional currency for this entity under IFRS. The impact of the
change in functional currency was an adjustment to deferred financing
costs, property, plant and equipment and retained earnings. The
adjustment to retained earnings at the date of transition was $1.3
million (using the optional IFRS 1 exemption discussed earlier). For
the year ended December 31, 2010, the currency translation adjustment
was other comprehensive income of $6.1 million.
|
|
|
|
(g)
|
|
Deferred income taxes
|
|
|
|
|
|
The adjustment to deferred income taxes on transition relates to the
opening adjustment to the decommissioning obligation and
pre-exploration and evaluation costs. The deferred income tax impact
of the opening adjustment was a reduction in deferred tax liability of
$0.5 million with the corresponding change recorded in deficit.
|
|
|
|
|
|
Under IFRS, the acquisition of an asset other than in a business
combination does not give rise to any deferred income taxes based on
the initial recognition exemption. Under Canadian GAAP, any related
deferred income taxes were added to the cost of the asset.
Accordingly, deferred income taxes recorded on capitalized share-based
payments under Canadian GAAP have been adjusted by approximately $6.6
million for the year ended December 31, 2010.
|
|
|
|
|
|
For the year ended December 31, 2010, deferred income tax expense
increased by $1.2 million as a result of all related reconciling items
between Canadian GAAP and IFRS presentation.
|
Use of Estimates and Judgments
The preparation of financial statements in conformity with IFRS requires
management to make judgments, estimates and assumptions that affect the
application of accounting policies and the reported amounts of assets,
liabilities, revenues and expenses. Actual results may differ from
these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognized in the year in which
the estimates are revised and in any future years affected. Significant
estimates and judgments made by management in the preparation of these
consolidated financial statements are as follows:
Amounts recorded for decommissioning obligation and the related
accretion expense requires the use of estimates with respect to the
inflation and discount rates used and the amount and timing for
decommissioning expenditures. Other provisions are recognized in the
period when it becomes probable that there will be a future cash
outflow.
The estimated fair value of derivative financial instruments resulting
in financial assets and liabilities, by their very nature is subject to
estimation, due to the use of future oil and natural gas prices and the
volatility in these prices.
Share-based payments are subject to the estimations of what the ultimate
payout will be using pricing models such as the Black-Scholes option
pricing model, which is based on significant assumptions such as
volatility, dividend yield, forfeiture rate and expected term.
Tax interpretations, regulations and legislation in the various
jurisdictions in which the Company operates are subject to change. As
such, income taxes are subject to measurement uncertainty. Deferred
income tax assets are assessed by management at the end of the
reporting period to determine the likelihood that they will be realized
from future taxable earnings.
The amounts recorded for depreciation and depletion of oil and natural
gas properties are based on estimates of proved and probable reserves
and future capital costs. The ceiling test is based on estimates of
proved and probable reserves, production rates, future commodity
prices, future costs and other relevant assumptions.
Reconciliations from Canadian GAAP to IFRS
The following tables provide a summary reconciliation of Bankers'
Statement of Financial Position at January 1, 2010 and December 31,
2010 from GAAP to IFRS:
|
|
|
|
|
|
|
|
|
| January 1,2010 |
($000s) |
|
|
|
|
|
|
|
|
| Canadian GAAP |
|
|
Effect of transition to IFRS |
|
|
IFRS |
Current assets
|
|
|
|
|
|
|
|
|
|
$
|
99,558
|
|
|
$
|
-
|
|
|
$
| 99,558 |
Non-current assets
|
|
|
|
|
|
|
|
|
|
|
205,262
|
|
|
|
1,235
|
|
|
| 206,497 |
Total assets |
|
|
|
|
|
|
|
|
|
$
|
304,820
|
|
|
$
|
1,235
|
|
|
$
| 306,055 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
$
|
24,144
|
|
|
$
|
-
|
|
|
$
| 24,144 |
Non-current liabilities
|
|
|
|
|
|
|
|
|
|
|
66,716
|
|
|
|
418
|
|
|
| 67,134 |
Shareholders' equity
|
|
|
|
|
|
|
|
|
|
|
213,960
|
|
|
|
817
|
|
|
| 214,777 |
Total liabilities and shareholders' equity |
|
|
|
|
|
|
|
|
|
$
|
304,820
|
|
|
$
|
1,235
|
|
|
$
| 306,055 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| December31, 2010 |
($000s) |
|
|
|
|
|
|
|
|
| Canadian GAAP |
|
| Effect of transition to IFRS |
|
| IFRS |
Current assets
|
|
|
|
|
|
|
|
|
|
$
|
158,175
|
|
|
$
|
-
|
|
|
$
| 158,175 |
Non-current assets
|
|
|
|
|
|
|
|
|
|
|
309,239
|
|
|
|
(1,816)
|
|
|
| 307,423 |
Total assets |
|
|
|
|
|
|
|
|
|
$
|
467,414
|
|
|
$
|
(1,816)
|
|
|
$
| 465,598 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
$
|
27,255
|
|
|
$
|
-
|
|
|
$
| 27,255 |
Non-current liabilities
|
|
|
|
|
|
|
|
|
|
|
96,852
|
|
|
|
(4,776)
|
|
|
| 92,076 |
Shareholders' equity
|
|
|
|
|
|
|
|
|
|
|
343,307
|
|
|
|
2,960
|
|
|
| 346,267 |
Total liabilities and shareholders' equity |
|
|
|
|
|
|
|
|
|
$
|
467,414
|
|
|
$
|
(1,816)
|
|
|
$
| 465,598 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table summarizes the statement of comprehensive income for
the year ended December 31, 2010:
|
|
|
|
|
|
|
| ForYear Ended December 31, 2010 |
($000s) |
|
|
|
|
|
|
|
|
| Canadian GAAP |
|
| Effect of transition to IFRS |
|
| IFRS |
Total Revenue
|
|
|
|
|
|
|
|
|
|
$
|
137,426
|
|
|
$
|
(732)
|
|
|
$
| 136,694 |
Total Expenses
|
|
|
|
|
|
|
|
|
|
|
99,618
|
|
|
|
(277)
|
|
|
| 99,341 |
Income before financing items and income tax |
|
|
|
|
|
|
|
|
|
|
37,808
|
|
|
|
(455)
|
|
|
| 37,353 |
Financing items
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
(2,080)
|
|
|
| (2,080) |
Income before income taxes |
|
|
|
|
|
|
|
|
|
|
37,808
|
|
|
|
(2,535)
|
|
|
| 35,273 |
Income taxes
|
|
|
|
|
|
|
|
|
|
|
(23,543)
|
|
|
|
(1,205)
|
|
|
| (24,748) |
Net income for the year |
|
|
|
|
|
|
|
|
|
|
14,265
|
|
|
|
(3,740)
|
|
|
| 10,525 |
Other comprehensive income |
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
6,094
|
|
|
| 6,094 |
Comprehensive income for the year |
|
|
|
|
|
|
|
|
|
$
|
14,265
|
|
|
$
|
2,354
|
|
|
$
| 16,619 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NEW ACCOUNTING STANDARDS TO BE ADOPTED
In May 2011, the IASB issued four new standards and two amendments. Five
of these items related to consolidation, while the remaining one
addresses fair value measurement. All of the new standards are
effective for annual periods beginning on or after January 1, 2013.
Early adoption is permitted.
IFRS 10 "Consolidated Financial Statements" introduces a new
principle-based definition of control, applicable to all investees to
determine the scope of consolidation. The standard provides the
framework for consolidated financial statements and their preparation
based on the principle of control.
IFRS 11 "Joint Arrangements" replaces IAS 31 "Interests in Joint
Ventures". IFRS 11 divides joint arrangements into two types, each
having its own accounting model. A "joint operation" continues to be
accounted for using proportionate consolidation, where a "joint
venture" must be accounted for using equity accounting. This differs
from IAS 31, where there was the choice to use proportionate
consolidation or equity accounting for joint ventures. A "joint
operation" is defined as the joint operators having rights to the
assets, and obligations for the liabilities, relating to the
arrangement. In a "joint venture", the joint ventures' have rights to
the net assets of the arrangement, typically through their investment
in a separate joint venture entity.
IFRS 12 "Disclosure of Interests in Other Entities" is a new standard,
which combines all of the disclosure requirements for subsidiaries,
associates and joint arrangements, as well as unconsolidated structured
entities.
IFRS 13 "Fair Value Measurement" is a new standard meant to clarify the
definition of fair value, provide guidance on measuring fair value and
improve disclosure requirements related to fair value measurement.
IAS 28 "Investments in Associates and Joint Ventures" has been amended
as a result of the issuance of IFRS 11 and the withdrawal of IAS 31.
The amended standard sets out the requirements for the application of
the equity method when accounting for interest in joint ventures, in
addition to interests in associates.
IAS 27 "Separate Financial Statements" has been amended to focus solely
on accounting and disclosure requirements when an entity presents
separate financial statements that are not consolidated financial
statements.
In November 2009, the IASB published IFRS 9 "Financial Instruments",
which covers the classification and measurement of financial assets as
part of its project to replace IAS 39 "Financial Instruments:
Recognition and Measurement." In October 2010, the requirements for
classifying and measuring financial liabilities were added to IFRS 9.
Under this guidance, entities have the option to recognize financial
liabilities at fair value through earnings. If this option is elected,
entities would be required to reverse the portion of the fair value
change due to a company's own credit risk out of earnings and recognize
the change in other comprehensive income. IFRS 9 is effective for the
Company on January 1, 2015. Early adoption is permitted and the
standard is required to be applied retrospectively.
The Company is currently evaluating the impact of adopting all of the
newly issued and amended standards.
INTERNAL CONTROLS
The Company's President and Chief Executive Officer (CEO) and Executive
Vice President, Finance and Chief Financial Officer (CFO) have
designed, or caused to be designed under their supervision, disclosure
controls and procedures (DC&P) and internal controls over financial
reporting (ICOFR) as defined in National Instrument 52-109
certification of Disclosure in Issuer's Annual and Interim Filings in
order to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of the financial statements for
external purposes in accordance with IFRS.
The DC&P have been designed to provide reasonable assurance that
material information relating to Bankers is made known to the CEO and
CFO by others and that information required to be disclosed by the
Company in its annual filings, interim filings or other reports filed
or submitted by Bankers under securities legislation is recorded,
processed, summarized and reported within the time periods specified in
securities legislation. The Company's CEO and CFO have concluded, based
on their evaluation as of December 31, 2011 that the Company's
disclosure controls and procedures are effective to provide reasonable
assurance that material information related to the issuer, is made
known to them by others within the Company.
The CEO and CFO are required to cause the Company to disclose any change
in the Company's ICOFR that occurred during the most recent interim
period that has materially affected, or is reasonably likely to
materially affect, the Company's ICOFR. No changes in ICOFR were
identified during such period that have materially affected or are
reasonably likely to materially affect, the Company's ICOFR. There were
no changes to ICOFR as a result of the transition to IFRS.
It should be noted, a control system, including the Company's DC&P and
ICOFR, no matter how well conceived or operated, can provide only
reasonable, not absolute, assurance that the objective of the control
system will be met and it should not be expected that DC&P and ICOFR
will prevent all errors or fraud.
OUTLOOK
The Company's capital program in 2012 will be $215 million, fully funded
from projected cash flow based on an average $90 Brent oil price. The
work program and budget will include the following:
-
Drilling of 100 horizontal and vertical wells and completion of 60 well
reactivations and workovers at the Patos-Marinza oilfield.
-
Continuing the water disposal capacity expansion with additional water
disposal drills and water control initiative with over 200 well
isolations.
-
Continuing the thermal pilot operations and drilling additional core
wells for assessing future thermal development plans.
-
Initiating social and environmental impact assessments, land permitting
and material orders for the 35 kilometer second phase of the 70,000
bopd capacity pipeline from the Fier Hub to the Vlore export terminal
with construction beginning in 2013.
-
Expanding waterflood activities at the Kuçova oilfield with 5 injector
conversions and 13 production reactivation wells.
-
Drilling of 2 exploration wells on Block "F".
-
Continuing with the environmental stewardship and social initiatives in
our area of operations.
BANKERS PETROLEUM LTD. |
CONSOLIDATED STATEMENTSOF COMPREHENSIVE INCOME |
FOR THE YEARS ENDED DECEMBER 31 |
(Expressed in thousands of US dollars, except per share amounts) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
|
|
|
|
2011 |
|
|
2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 339,918 |
|
|
$
|
170,376
|
Royalties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (63,941) |
|
|
|
(33,682)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 275,977 |
|
|
|
136,694
|
Unrealized loss on financial commodity contracts
|
|
|
|
|
|
|
|
|
|
|
5(d)
|
|
|
|
|
| (2,904) |
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 273,073 |
|
|
|
136,694
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 60,864 |
|
|
|
36,744
|
Sales and transportation expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 45,460 |
|
|
|
18,847
|
General and administrative expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 13,773 |
|
|
|
10,550
|
Depletion and depreciation
|
|
|
|
|
|
|
|
|
|
|
10
|
|
|
|
|
| 40,367 |
|
|
|
22,511
|
Share-based payments
|
|
|
|
|
|
|
|
|
|
|
17
|
|
|
|
|
| 11,041 |
|
|
|
7,900
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 171,505 |
|
|
|
96,552
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 101,568 |
|
|
|
40,142
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net finance expense
|
|
|
|
|
|
|
|
|
|
|
7
|
|
|
|
|
| 6,223 |
|
|
|
4,869
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 95,345 |
|
|
|
35,273
|
Deferred income tax expense
|
|
|
|
|
|
|
|
|
|
|
9
|
|
|
|
|
| (59,349) |
|
|
|
(24,748)
|
Net income for the year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 35,996 |
|
|
|
10,525
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation adjustment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 315 |
|
|
|
6,094
|
Comprehensive income for the year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 36,311 |
|
|
$
|
16,619
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share |
|
|
|
|
|
|
|
|
|
|
14
|
|
|
|
| $ | 0.146 |
|
|
$
|
0.044
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share |
|
|
|
|
|
|
|
|
|
|
14
|
|
|
|
| $ | 0.141 |
|
|
$
|
0.043
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes are an integral part of these consolidated financial
statements.
APPROVED BY THE BOARD
"Robert Cross" Director "Eric Brown" Director
BANKERS PETROLEUM LTD. |
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION |
(Expressed in thousands of US dollars) |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
|
|
|
|
| December 31 2011 |
|
|
|
December 31
2010
|
|
|
|
January 1
2010
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
12
|
|
|
|
| $ | 49,013 |
|
|
$
|
106,619
|
|
|
$
|
59,495
|
|
Short-term investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| - |
|
|
|
-
|
|
|
|
7,275
|
|
Restricted cash
|
|
|
|
|
|
|
|
|
|
|
|
21
|
|
|
|
|
| 5,000 |
|
|
|
1,500
|
|
|
|
1,500
|
|
Accounts receivable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 56,006 |
|
|
|
29,233
|
|
|
|
23,358
|
|
Inventory
|
|
|
|
|
|
|
|
|
|
|
|
20
|
|
|
|
|
| 14,412 |
|
|
|
4,199
|
|
|
|
2,031
|
|
Deposits and prepaid expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 17,463 |
|
|
|
16,624
|
|
|
|
5,899
|
|
Financial commodity contracts
|
|
|
|
|
|
|
|
|
|
|
|
5(d)
|
|
|
|
|
| 3,684 |
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 145,578 |
|
|
|
158,175
|
|
|
|
99,558
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note receivable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| - |
|
|
|
-
|
|
|
|
2,749
|
|
Deferred financing costs
|
|
|
|
|
|
|
|
|
|
|
|
11
|
|
|
|
|
| - |
|
|
|
13,980
|
|
|
|
15,824
|
|
Property, plant and equipment
|
|
|
|
|
|
|
|
|
|
|
|
10
|
|
|
|
|
| 515,638 |
|
|
|
293,443
|
|
|
|
187,924
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 661,216 |
|
|
$
|
465,598
|
|
|
$
|
306,055
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 52,109 |
|
|
$
|
23,241
|
|
|
$
|
19,505
|
|
Current portion of long-term debt
|
|
|
|
|
|
|
|
|
|
|
|
16
|
|
|
|
|
| 13,187 |
|
|
|
4,014
|
|
|
|
4,639
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 65,296 |
|
|
|
27,255
|
|
|
|
24,144
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
|
|
|
|
|
|
|
|
16
|
|
|
|
|
| 46,692 |
|
|
|
21,815
|
|
|
|
23,446
|
|
Decommissioning obligation
|
|
|
|
|
|
|
|
|
|
|
|
19
|
|
|
|
|
| 13,561 |
|
|
|
6,622
|
|
|
|
4,796
|
|
Deferred tax liabilities
|
|
|
|
|
|
|
|
|
|
|
|
9
|
|
|
|
|
| 122,988 |
|
|
|
63,639
|
|
|
|
38,892
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 248,537 |
|
|
|
119,331
|
|
|
|
91,278
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS' EQUITY |
Share capital
|
|
|
|
|
|
|
|
|
|
|
|
13
|
|
|
|
|
| 318,021 |
|
|
|
309,379
|
|
|
|
206,058
|
Warrants
|
|
|
|
|
|
|
|
|
|
|
|
15
|
|
|
|
|
| 1,540 |
|
|
|
1,597
|
|
|
|
1,739
|
Contributed surplus
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 49,651 |
|
|
|
28,135
|
|
|
|
16,443
|
Accumulated other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 6,409 |
|
|
|
6,094
|
|
|
|
-
|
Retained earnings (deficit)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 37,058 |
|
|
|
1,062
|
|
|
|
(9,463)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 412,679 |
|
|
|
346,267
|
|
|
|
214,777
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 661,216 |
|
|
$
|
465,598
|
|
|
$
|
306,055
|
Commitments (Note 22)
The notes are an integral part of these consolidated financial
statements.
BANKERS PETROLEUM LTD. |
CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31 |
(Expressed in thousands of US dollars) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
|
|
|
|
2011 |
|
|
2010
|
Cash provided by (used in): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 35,996 |
|
|
$
|
10,525
|
|
Depletion and depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 40,367 |
|
|
|
22,511
|
|
Amortization of deferred financing costs
|
|
|
|
|
|
|
|
|
|
|
11
|
|
|
|
|
| 734 |
|
|
|
2,789
|
|
Accretion of long-term debt
|
|
|
|
|
|
|
|
|
|
|
11
|
|
|
|
|
| 2,555 |
|
|
|
-
|
|
Accretion of decommissioning obligation
|
|
|
|
|
|
|
|
|
|
|
19
|
|
|
|
|
| 460 |
|
|
|
302
|
|
Unrealized foreign exchange loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 1,122 |
|
|
|
2,096
|
|
Deferred income tax expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 59,349 |
|
|
|
24,748
|
|
Share-based payments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 11,041 |
|
|
|
7,900
|
|
Unrealized loss on financial commodity contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 2,904 |
|
|
|
-
|
|
Cash premiums paid for financial commodity contracts
|
|
|
|
|
|
|
|
|
|
|
5(d)
|
|
|
|
|
| (6,588) |
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 147,940 |
|
|
|
70,871
|
|
Change in non-cash working capital
|
|
|
|
|
|
|
|
|
|
|
8
|
|
|
|
|
| (15,743) |
|
|
|
(21,714)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 132,197 |
|
|
|
49,157
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions to property, plant and equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (242,754) |
|
|
|
(119,717)
|
|
Restricted cash
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (3,500) |
|
|
|
-
|
|
Change in non-cash working capital
|
|
|
|
|
|
|
|
|
|
|
8
|
|
|
|
|
| 6,786 |
|
|
|
6,682
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (239,468) |
|
|
|
(113,035)
|
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of shares for cash
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 5,783 |
|
|
|
104,720
|
|
Financing costs
|
|
|
|
|
|
|
|
|
|
|
11
|
|
|
|
|
| (30) |
|
|
|
(211)
|
|
Increase (decrease) in long-term debt
|
|
|
|
|
|
|
|
|
|
|
16
|
|
|
|
|
| 44,543 |
|
|
|
(2,256)
|
|
Share issue costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (167) |
|
|
|
(4,333)
|
|
Note receivable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| - |
|
|
|
2,749
|
|
Short-term investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| - |
|
|
|
7,275
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 50,129 |
|
|
|
107,944
|
Foreign exchange gain (loss) on cash and cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (464) |
|
|
|
3,058
|
Increase (decrease) in cash and cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (57,606) |
|
|
|
47,124
|
Cash and cash equivalents, beginning of year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 106,619 |
|
|
|
59,495
|
Cash and cash equivalents, end of year |
|
|
|
|
|
|
|
|
|
|
12
|
|
|
|
| $ | 49,013 |
|
|
$
|
106,619
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 2,362 |
|
|
$
|
2,581
|
Interest received |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 574 |
|
|
$
|
787
|
The notes are an integral part of these consolidated financial
statements.
BANKERS PETROLEUM LTD. |
CONSOLIDATED STATEMENT OFCHANGES IN EQUITY |
(Expressed in thousands of US dollars, except number of common shares) |
|
|
|
|
|
|
Note
|
|
|
Number of
common
shares
|
|
|
Share capital
|
|
|
Warrants
|
|
|
Contributed
surplus
|
|
|
Accumulated
other
comprehensive
income
|
|
|
Retained
earnings
(deficit)
|
|
|
Total |
Balance at January 1, 2010
|
|
|
|
|
|
|
|
|
228,272,165
|
|
|
$
|
206,058
|
|
|
$
|
1,739
|
|
|
$
|
16,443
|
|
|
$
|
-
|
|
|
$
|
(9,463)
|
|
| $ | 214,777 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of common shares
|
|
|
|
|
|
13
|
|
|
12,903,228
|
|
|
|
96,153
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
| 96,153 |
Share issue costs
|
|
|
|
|
|
13
|
|
|
-
|
|
|
|
(4,333)
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
| (4,333) |
Share-based payments
|
|
|
|
|
|
17
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
14,484
|
|
|
|
-
|
|
|
|
-
|
|
|
| 14,484 |
Options exercised
|
|
|
|
|
|
|
|
|
2,342,330
|
|
|
|
8,120
|
|
|
|
-
|
|
|
|
(2,792)
|
|
|
|
-
|
|
|
|
-
|
|
|
| 5,328 |
Warrants exercised
|
|
|
|
|
|
|
|
|
1,277,267
|
|
|
|
3,381
|
|
|
|
(142)
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
| 3,239 |
Net income for the year
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
10,525
|
|
|
| 10,525 |
Currency translation adjustment
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,094
|
|
|
|
-
|
|
|
| 6,094 |
Balance at December 31, 2010
|
|
|
|
|
|
|
|
|
244,794,990
|
|
|
|
309,379
|
|
|
|
1,597
|
|
|
|
28,135
|
|
|
|
6,094
|
|
|
|
1,062
|
|
|
| 346,267 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based payments
|
|
|
|
|
|
17
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
24,485
|
|
|
|
-
|
|
|
|
-
|
|
|
| 24,485 |
Options exercised
|
|
|
|
|
|
|
|
|
2,728,446
|
|
|
|
8,348
|
|
|
|
-
|
|
|
|
(2,969)
|
|
|
|
-
|
|
|
|
-
|
|
|
| 5,379 |
Warrants exercised
|
|
|
|
|
|
|
|
|
174,333
|
|
|
|
461
|
|
|
|
(57)
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
| 404 |
Share issue costs
|
|
|
|
|
|
|
|
|
-
|
|
|
|
(167)
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
| (167) |
Net income for the year
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
35,996
|
|
|
| 35,996 |
Currency translation adjustment
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
315
|
|
|
|
-
|
|
|
| 315 |
Balance at December 31, 2011
|
|
|
|
|
|
|
|
|
247,697,769
|
|
|
$
|
318,021
|
|
|
$
|
1,540
|
|
|
$
|
49,651
|
|
|
$
|
6,409
|
|
|
$
|
37,058
|
|
| $ | 412,679
|
The notes are an integral part of these consolidated financial
statements.
1. REPORTING ENTITY
Bankers Petroleum Ltd. (Company) is incorporated and domiciled in Canada
and is engaged in the exploration for and development and production of
oil in Albania. The Company is listed on the Toronto Stock Exchange and
the Alternative Investment Market of the London Stock Exchange under
the symbol BNK.
The consolidated financial statements include the accounts of the
Company and its wholly-owned operating subsidiaries (Group) - Bankers
Petroleum Albania Ltd. (BPAL), Bankers Petroleum International Limited
(BPIL) and Sherwood International Petroleum Ltd (Sherwood). BPAL and
Sherwood are incorporated in the Cayman Islands and BPIL is
incorporated in Jersey.
The Group operates in Albanian oilfields pursuant to Petroleum
Agreements with Albpetrol Sh.A (Albpetrol), the state owned oil
company, under Albpetrol's existing license with the Albanian National
Agency for Natural Resources (AKBN). The Patos-Marinza and Kuçova
agreements became effective in March 2006 and September 2007,
respectively, and have a 25 year term with extension options at the
Company's election for further five year increments, subject to
government and regulatory approvals.
2. BASIS OF PREPARATION
(a) Statement of compliance
These consolidated financial statements have been prepared in accordance
with International Financial Reporting Standards (IFRS) and are the
Company's first IFRS consolidated annual financial statements. IFRS 1
"First-time Adoption of IFRS" has been applied.
An explanation of how the transition to IFRS has affected the reported
financial position, financial performance and cash flows of the Company
is provided in note 23. This note includes reconciliations of equity
and total comprehensive income for comparative periods and of equity at
the date of transition reported under previous Canadian generally
accepted accounting principles (GAAP) to those reported for those
periods under IFRS.
The consolidated financial statements were authorized for issue by the
Board of Directors on March 16, 2012.
(b) Basis of presentation and measurement
The consolidated financial statements have been prepared on the
historical cost basis except for derivative financial instruments and
held-for-trading financial assets measured at fair value with changes
in fair value recorded in profit or loss. The methods used to measure
fair values are discussed in note 4.
(c) Functional and presentation currency
Items included in the financial statements of each of the Group's
entities are measured using the currency of the primary economic
environment in which the entity operates (functional currency). The
functional currency of the parent entity is Canadian dollars. These
consolidated financial statements are presented in United States (US)
dollars (presentation currency), which is the functional currency of
the Company's operating subsidiaries.
Unless where otherwise noted, the consolidated financial statements are
presented in thousands of US dollars.
(d) Use of estimates and judgments
The preparation of the consolidated financial statements in conformity
with IFRS requires management to make estimates and use judgment
regarding the reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities as at the date of the
consolidated financial statements and the reported amounts of revenues
and expenses during the year. By their nature, estimates are subject
to measurement uncertainty and changes in such estimates in future
periods could require a material change in the financial statements.
Accordingly, actual results may differ from the estimated amounts as
future confirming events occur. Significant estimates and judgments
made by management in the preparation of these consolidated financial
statements are as follows:
Recoverability of asset carrying values
The recoverability of development and production asset carrying values
are assessed at a cash generating unit (CGU) level. Determination of
what constitutes a CGU is subject to management judgments. The asset
composition of a CGU can directly impact the recoverability of the
assets included therein. The key estimates used in the determination of
cash flows from oil reserves include the following:
(i)
|
|
|
|
Reserves - Assumptions that are valid at the time of reserve estimation
may change significantly when new information becomes available.
Changes in forward price estimates, production costs or recovery rates
may change the economic status of reserves and may ultimately result in
reserves being restated.
|
|
|
|
|
|
(ii)
|
|
|
|
Oil prices - Forward price estimates are used in the cash flow model.
Commodity prices can fluctuate for a variety of reasons including
supply and demand fundamentals, inventory levels, exchanges rates,
weather, and economic and geopolitical factors.
|
|
|
|
|
|
(iii)
|
|
|
|
Discount rate - The discount rate used to calculate the net present
value of cash flows is based on estimates of an approximate industry
peer group weighted average cost of capital. Changes in the general
economic environment could result in significant changes to this
estimate.
|
Depletion and depreciation
Amounts recorded for depletion and depreciation and amounts used for
impairment calculations are based on estimates of total proved and
probable petroleum and natural gas reserves and future development
capital. By their nature, the estimates of reserves, including the
estimates of future prices, costs and future cash flows, are subject to
measurement uncertainty. Accordingly, the impact to the consolidated
financial statements in future periods could be material.
Decommissioning obligation
Amounts recorded for decommissioning obligation and the related
accretion expense require the use of estimates with respect to the
amount and timing of decommissioning expenditures. Actual costs and
cash outflows can differ from estimates because of changes in laws and
regulations, public expectations, market conditions, discovery and
analysis of site conditions and changes in technology. Other provisions
are recognized in the period when it becomes probable that there will
be a future cash outflow.
Financial instruments
The estimated fair value of derivative financial instruments resulting
in financial assets and liabilities, by their very nature are subject
to measurement uncertainty.
Share-based payments
Compensation costs recognized for share-based payment plans are subject
to the estimation of what the ultimate payout will be using pricing
models such as the Black-Scholes option pricing model which is based on
significant assumptions such as volatility, dividend yield and expected
term of options and warrants. Several compensation plans are also
performance based and are subject to management's judgment as to
whether or not performance criteria will be met.
Deferred taxes
Tax interpretations, regulations and legislation in the various
jurisdictions in which the Company operates are subject to change. As
such income taxes are subject to measurement uncertainty. Deferred
income tax assets are assessed by management at the end of the
reporting period to determine the likelihood that they will be realized
from future taxable earnings.
3. SIGNIFICANT ACCOUNTING POLICIES
The accounting policies set out below have been applied consistently to
all periods presented in these consolidated financial statements, and
have been applied consistently by the Group.
(a) Basis of consolidation
(i)
|
|
|
|
Subsidiaries
|
|
|
|
|
Subsidiaries are entities controlled by the Company. Control exists
when the Company has the power to govern the financial and operating
policies of an entity so as to obtain benefits from its activities. In
assessing control, potential voting rights that currently are
exercisable are taken into account. The financial statements of
subsidiaries are included in the consolidated financial statements from
the date that control commences until the date that control ceases.
|
|
|
|
|
|
(ii)
|
|
|
|
Transactions eliminated on consolidation
|
|
|
|
|
Intercompany balances and transactions, and any unrealized income and
expenses arising from intercompany transactions, are eliminated in
preparing the consolidated financial statements.
|
(b) Foreign currency transactions
The functional currency for each entity is the currency of the primary
economic environment in which it operates. The functional currency of
the Albanian segment is the US dollar. Foreign currency denominated
transactions and balances for this segment are translated to US dollars
as follows:
(i)
|
|
|
|
Monetary assets and liabilities are translated at the rates prevailing
at each reporting date;
|
|
|
|
|
|
(ii)
|
|
|
|
Non-monetary assets and liabilities are translated to the functional
currency at the historical exchange rate;
|
|
|
|
|
|
(iii)
|
|
|
|
Income and expenses for the period are translated at the average
exchange rate for the period; and
|
|
|
|
|
|
(iv)
|
|
|
|
Gains and losses arising from foreign currency translation are
recognized in net income.
|
The results and financial position of the Canadian segment has a
Canadian dollar functional currency, which is different from the
presentation currency. The Company translates foreign currency
denominated transactions and balances related to the Canadian segment
into the presentation currency as follows:
(i)
|
|
|
|
Assets and liabilities are translated at the closing rate at each
reporting date;
|
|
|
|
|
|
(ii)
|
|
|
|
Income and expenses are translated at exchange rates at the dates of the
transactions; and
|
|
|
|
|
|
(iii)
|
|
|
|
All resulting exchange differences are recognized in other comprehensive
income.
|
(c) Financial instruments
(i)
|
|
|
|
Non-derivative financial instruments
|
|
|
|
|
Non-derivative financial instruments are comprised of accounts
receivable, note receivable, restricted cash, cash and cash
equivalents, short-term investments, long-term debt and accounts
payable and accrued liabilities. Non-derivative financial instruments
are recognized initially at fair value plus, for instruments not at
fair value, through profit or loss, net of directly attributable
transaction costs.
|
|
|
|
|
Subsequent measurement of all financial assets and liabilities except
those held-for-trading and available-for-sale are measured at amortized
cost determined using the effective interest rate method.
Held-for-trading financial assets are measured at fair value with
changes in fair value recognized in earnings. Available-for-sale
financial assets are measured at fair value with changes in fair value
recognized in comprehensive income and reclassified to earnings when
impaired.
|
|
|
|
|
Cash and cash equivalents and short-term investments are
held-for-trading investments and the fair values approximate their
carrying value due to their short-term nature. Cash and cash
equivalents include cash and highly liquid investments with original
maturities of three months or less. Accounts receivable is classified
as loans and receivables and the fair value approximates their carrying
value due to the short-term nature of these instruments. The note
receivable is classified as other financial assets and its fair value
approximates the carrying value as it bears interest at market rates.
Accounts payable and accrued liabilities are classified as other
financial liabilities and the fair value approximates their carrying
value due to the short-term nature of these instruments. Long-term
debt is classified as other financial liabilities and their fair value
approximates carrying value as they bear interest at market rates.
|
|
|
|
|
|
(ii)
|
|
|
|
Derivative financial instruments
|
|
|
|
|
The Company has entered into certain financial derivative contracts in
order to manage the exposure to market risks from fluctuations in
commodity prices. The derivative financial instruments are initiated
within the guidelines of the Company's risk management policy and are
not used for trading or speculative purposes. The Company has not
designated its financial derivative contracts as effective accounting
hedges, and thus has not applied hedge accounting, even though the
Company considers all commodity contracts to be economic hedges.
Derivative financial instruments are initially recognized at their fair
value on the date the derivative contract is entered into and are
subsequently re-measured at their fair value at each reporting period
with unrealized gains and losses resulting from changes in the fair
value recognized in profit and loss and realized gains and losses
recorded when the instrument is settled. Transaction costs are
recognized in profit or loss when incurred.
|
|
|
|
|
Embedded derivatives are separated from the host contract and accounted
for separately if the economic characteristics and risks of the host
contract and the embedded derivative are not closely related, a
separate instrument with the same terms as the embedded derivative
would meet the definition of a derivative, and the combined instrument
is not measured at fair value through profit and loss. Changes in the
fair value of separable embedded derivatives are recognized immediately
in profit or loss.
|
|
|
|
|
|
(iii)
|
|
|
|
Share capital
|
|
|
|
|
Common shares are classified as equity. Incremental costs directly
attributable to the issue of common shares and share options are
recognized as a deduction from equity.
|
(d) Property, plant and equipment (PP&E) and intangible exploration
assets
(i)
|
|
|
|
Recognition and measurement
|
|
|
|
| Exploration and evaluation expenditures |
|
|
|
|
Pre-license costs are recognized in the statement of comprehensive
income as incurred.
|
|
|
|
|
Exploration and evaluation (E&E) costs, including the costs of acquiring
licenses and directly attributable general and administrative costs,
initially are capitalized as either tangible or intangible E&E assets
according to the nature of the assets acquired. The costs are
accumulated in cost centers by well, field or exploration area pending
determination of technical feasibility and commercial viability.
|
|
|
|
|
E&E assets are assessed for impairment if (i) sufficient data exists to
determine technical feasibility and commercial viability, and (ii)
facts and circumstances suggest that the carrying amount exceeds the
recoverable amount. For purposes of impairment testing, E&E assets are
assessed at the exploration area level.
|
|
|
|
|
The technical feasibility and commercial viability of extracting a
mineral resource is considered to be determinable when proved and/or
probable reserves are determined to exist. A review of each
exploration license or field is carried out, at least annually, to
ascertain whether proved and/or probable reserves have been
discovered. Upon determination of proved and/or probable reserves, E&E
assets attributable to those reserves are first tested for impairment
and then reclassified from E&E assets to a separate category within
property, plant and equipment referred to as oil and natural gas
interests.
|
|
|
|
| Development and production costs |
|
|
|
|
Items of PP&E, which include oil and gas development and production
assets, are measured at cost less accumulated depletion and
depreciation and accumulated impairment losses. Development and
production assets are grouped into CGU's for impairment testing. The
Company has grouped its development and production assets into the
following CGU's: the Patos-Marinza and Kuçova oilfields.
|
|
|
|
|
When significant parts of an item of PP&E have different useful lives,
they are accounted for as separate items (major components).
|
|
|
|
|
Gains and losses on disposal of an item of PP&E are determined by
comparing the net proceeds from disposal with the carrying amount of
PP&E and are recognized in the statement of comprehensive income.
|
|
|
|
|
|
(ii)
|
|
|
|
Subsequent costs
|
|
|
|
|
Costs incurred subsequent to the determination of technical feasibility
and commercial viability and the costs of replacing parts of PP&E are
recognized as oil and natural gas interests only when they increase the
future economic benefits embodied in the specific asset to which they
relate. All other expenditures are recognized in profit or loss as
incurred. Such capitalized oil and natural gas interests generally
represent costs incurred in developing proved and/or probable reserves
and bringing on or enhancing production from such reserves, and are
accumulated on a field or geotechnical area basis. The carrying amount
of any replaced or sold component is derecognized. The costs of the
day-to-day servicing of property, plant and equipment are recognized in
profit or loss as incurred.
|
|
|
|
|
|
(iii)
|
|
|
|
Depletion and depreciation
|
|
|
|
|
The net carrying value of development or production assets is depleted
using the unit-of-production method by reference to the ratio of
production in the year to the related proved and probable reserves,
taking into account estimated future development costs necessary to
bring those reserves into production. These estimates are reviewed by
independent reservoir engineers at least annually.
|
|
|
|
|
Proved and probable reserves are estimated using independent reservoir
engineer reports and represent the estimated quantities of crude oil,
natural gas and natural gas liquids which geological, geophysical and
engineering data demonstrate with a specified degree of certainty to be
recoverable in future years from known reservoirs and which are
considered commercially producible.
|
|
|
|
|
For other assets, depreciation is recognized in profit or loss on either
a straight-line or declining balance method over the estimated useful
lives of each part of an item of PP&E. Land is not depreciated.
|
|
|
|
|
Workover costs are depreciated on a straight-line basis over 5 years.
|
|
|
|
|
Equipment, furniture and fixtures are depreciated on the declining
balance method at rates of 20% to 30%.
|
|
|
|
|
Depreciation methods, useful lives and residual values are reviewed at
each reporting date.
|
|
|
|
|
|
(e) Inventory
Inventory is comprised of crude oil, diluent, diesel and other stocks,
and is valued at the lower of average cost of production and net
realizable value (estimated selling price in the ordinary course of
business, less the costs of completion and costs necessary to make the
sale).
(f) Impairment
(i)
|
|
|
|
Financial assets
|
|
|
|
|
A financial asset is assessed at each reporting date to determine
whether there is any objective evidence of impairment. A financial
asset is considered to be impaired if objective evidence indicates that
one or more events have had a negative effect on the estimated future
cash flows of that asset.
|
|
|
|
|
An impairment loss in respect of a financial asset measured at amortized
cost is calculated as the difference between its carrying amount and
the present value of the estimated future cash flows discounted at the
original effective interest rate.
|
|
|
|
|
Material financial assets are tested for impairment on an individual
basis. The remaining financial assets are assessed collectively in
groups that share similar credit risk characteristics.
|
|
|
|
|
All impairment losses are recognized in profit or loss.
|
|
|
|
|
An impairment loss is reversed if the reversal can be related
objectively to an event occurring after the impairment loss was
recognized. For financial assets measured at amortized cost, the
reversal is recognized in profit or loss.
|
|
|
|
|
|
(ii)
|
|
|
|
Non-financial assets
|
|
|
|
|
The carrying amounts of the Company's non-financial assets, other than
E&E assets and deferred tax assets, are reviewed at each reporting date
to determine whether there is any indication of impairment. If any such
indication exists, then the asset's recoverable amount is estimated.
E&E assets are assessed for impairment when they are reclassified to
PP&E, and also if facts and circumstances suggest that the carrying
amount exceeds the recoverable amount.
|
|
|
|
|
For the purpose of impairment testing, assets are grouped together into
CGU's. The recoverable amount of an asset or a CGU is the greater of
its value in use and its fair value less costs to sell.
|
|
|
|
|
Fair value, less cost to sell, is determined as the amount that would be
obtained from the sale of a CGU in an arm's length transaction between
knowledgeable and willing parties. The fair value, less cost to sell
oil and gas assets is generally determined as the net present value of
the estimated future cash flows expected to arise from the continued
use of the CGU, including any expansion prospects, and its eventual
disposal, using assumptions that an independent market participant may
take into account. These cash flows are discounted by an appropriate
discount rate which would be applied by a market participant to arrive
at a net present value of the CGU.
|
|
|
|
|
Value in use is determined as the net present value of the estimated
future cash flows expected to arise from the continued use of the asset
in its present form and its eventual disposal. Value in use is
determined by applying assumptions specific to the Company's continued
use and can only take into account approved future development costs.
Estimates of future cash flows used in the evaluation of impairment of
assets are made using management's forecasts of commodity prices and
expected production volumes. The latter takes into account assessments
of field reservoir performance and includes expectations about proved
and unproved volumes, which are risk-weighted utilizing geological,
production, recovery and economic projections.
|
|
|
|
|
E&E assets are assessed at the exploration area level when they are
assessed for impairment, both at the time of any triggering facts and
circumstances as well as upon their eventual reclassification to
producing assets.
|
|
|
|
|
An impairment loss is recognized in profit or loss if the carrying
amount of an asset or its CGU exceeds its estimated recoverable amount.
Impairment losses recognized in respect of CGU's are allocated to
reduce the carrying amounts of the other assets in the unit (group of
units) on a pro rata basis.
|
|
|
|
|
An impairment loss in respect of other assets recognized in prior years
is assessed at each reporting date for any indications that the loss
has decreased or no longer exists. An impairment loss is reversed if
there has been a change in the estimates used to determine the
recoverable amount. An impairment loss is reversed only to the extent
that the asset's carrying amount does not exceed the carrying amount
that would have been determined, net of depletion and depreciation, if
no impairment loss had been recognized.
|
(g) Share-based payments
The grant date fair value of warrants awarded to employees, directors
and service providers is measured using the Black-Scholes option
pricing model. The grant date fair value of options awarded to
employees, directors and service providers is measured using the
Black-Scholes option pricing model and recognized in the statement of
comprehensive income, with a corresponding increase in contributed
surplus over the vesting period. A forfeiture rate is estimated on the
grant date and is adjusted to reflect the actual number of options that
vest. Upon exercise of the option, consideration received, together
with the amount previously recognized in contributed surplus, is
recorded as an increase to share capital.
(h) Decommissioning obligation
A provision is recognized if, as a result of a past event, the Company
has a present legal or constructive obligation that can be estimated
reliably, and it is probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are determined by
discounting the expected future cash flows at a pre-tax risk-free rate
that reflects current market assessments of the time value of money and
the risks specific to the liability. Provisions are not recognized for
future operating losses.
The Company's activities give rise to dismantling, decommissioning and
site remediation activities when retiring tangible long-life assets
such as producing well sites and facilities. Provision is made for the
estimated cost of site restoration and capitalized in the relevant
asset category.
Decommissioning obligation is measured at the present value of
management's best estimate of expenditures required to settle the
present obligation at the balance sheet date. Subsequent to the initial
measurement, the obligation is adjusted at the end of each period to
reflect the passage of time and changes in the estimated future cash
flows underlying the obligation. The increase in the provision due to
the passage of time is recognized as accretion within finance expenses
whereas increases/decreases due to changes in the estimated future cash
flows are capitalized. Such capitalized costs for resource properties
are amortized as part of depletion and depreciation using the
unit-of-production method. Actual costs incurred upon settlement of the
decommissioning obligation are charged against the provision to the
extent the provision was established.
(i) Revenue
Revenue from the sale of the Company's oil is recorded when the
significant risks and rewards of ownership of the product is
transferred to the buyer which is usually when legal title passes to
the external party. This is generally at the time the product is
shipped (export sales) or delivered to the refinery (domestic sales).
(j) Finance income and expense
Finance expense comprises interest and bank charges, accretion of
decommissioning obligation, amortization of deferred financing costs,
accretion of long-term debt and any impairment losses recognized on
financial assets.
Interest income is recognized as it accrues in profit or loss, using the
effective interest method.
Foreign currency gains and losses, reported under finance income and
expense, are reported on a net basis.
(k) Income tax
Income tax expense comprises current and deferred tax. Income tax
expense is recognized in profit or loss except to the extent that it
relates to items recognized directly in equity.
Current tax is the expected tax payable on the taxable income for the
year, using tax rates enacted or substantively enacted at the reporting
date, and any adjustment to tax payable in respect of previous years.
Deferred tax is recognized on the temporary differences between the
carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for taxation purposes. Deferred tax is
not recognized on the initial recognition of assets or liabilities in a
transaction that is not a business combination. In addition, deferred
tax is not recognized for taxable temporary differences arising on the
initial recognition of goodwill. Deferred tax is measured at the tax
rates that are expected to be applied to temporary differences when
they reverse, based on the laws that have been enacted or substantively
enacted by the reporting date. Deferred tax assets and liabilities are
offset if there is a legally enforceable right to offset, and they
relate to income taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they intend to settle
current tax liabilities and assets on a net basis or their tax assets
and liabilities will be realized simultaneously.
A deferred tax asset is recognized to the extent that it is probable
that future taxable profits will be available against which the
temporary difference can be utilized. Deferred tax assets are reviewed
at each reporting date and are reduced to the extent that it is no
longer probable that the related tax benefit will be realized.
(l) Earnings per share
Basic earnings per share is calculated by dividing the net earnings or
loss attributable to common shareholders of the Company by the weighted
average number of common shares outstanding during the period. Diluted
earnings per share is determined by adjusting the net earnings or loss
attributable to common shareholders and the weighted average number of
common shares outstanding for the effects of dilutive instruments such
as options and warrants granted. The dilutive effect on earnings per
share is recognized on the use of the proceeds that could be obtained
upon exercise of options, warrants and similar instruments. It is
assumed that the proceeds would be used to purchase common shares at
the average market price during the period.
(m) New standards not yet adopted
In May 2011, the IASB issued four new standards and two amendments. Five
of these items related to consolidation, while the remaining one
addresses fair value measurement. All of the new standards are
effective for annual periods beginning on or after January 1, 2013.
Early adoption is permitted.
IFRS 10 "Consolidated Financial Statements" introduces a new
principle-based definition of control, applicable to all investees to
determine the scope of consolidation. The standard provides the
framework for consolidated financial statements and their preparation
based on the principle of control.
IFRS 11 "Joint Arrangements" replaces IAS 31 "Interests in Joint
Ventures". IFRS 11 divides joint arrangements into two types, each
having its own accounting model. A "joint operation" continues to be
accounted for using proportionate consolidation, where a "joint
venture" must be accounted for using equity accounting. This differs
from IAS 31, where there was the choice to use proportionate
consolidation or equity accounting for joint ventures. A "joint
operation" is defined as the joint operators having rights to the
assets, and obligations for the liabilities, relating to the
arrangement. In a "joint venture", the joint ventures partners have
rights to the net assets of the arrangement, typically through their
investment in a separate joint venture entity.
IFRS 12 "Disclosure of Interests in Other Entities" is a new standard,
which combines all of the disclosure requirements for subsidiaries,
associates and joint arrangements, as well as unconsolidated structured
entities.
IFRS 13 "Fair Value Measurement" is a new standard meant to clarify the
definition of fair value, provide guidance on measuring fair value and
improve disclosure requirements related to fair value measurement.
IAS 28 "Investments in Associates and Joint Ventures" has been amended
as a result of the issuance of IFRS 11 and the withdrawal of IAS 31.
The amended standard sets out the requirements for the application of
the equity method when accounting for interest in joint ventures, in
addition to interests in associates.
IAS 27 "Separate Financial Statements" has been amended to focus solely
on accounting and disclosure requirements when an entity presents
separate financial statements that are not consolidated financial
statements.
In November 2009, the IASB published IFRS 9 "Financial Instruments",
which covers the classification and measurement of financial assets as
part of its project to replace IAS 39 "Financial Instruments:
Recognition and Measurement." In October 2010, the requirements for
classifying and measuring financial liabilities were added to IFRS 9.
Under this guidance, entities have the option to recognize financial
liabilities at fair value through earnings. If this option is elected,
entities would be required to reverse the portion of the fair value
change due to a company's own credit risk out of earnings and recognize
the change in other comprehensive income. IFRS 9 is effective for the
Company on January 1, 2015. Early adoption is permitted and the
standard is required to be applied retrospectively.
The Company is currently evaluating the impact of adopting all of the
newly issued and amended standards.
4. DETERMINATION OF FAIR VALUES
A number of the Company's accounting policies and disclosures require
the determination of fair value, for both financial and non-financial
assets and liabilities. Fair values have been determined for
measurement and/or disclosure purposes based on the following methods.
When applicable, further information about the assumptions made in
determining fair values is disclosed in the notes specific to that
asset or liability.
(a) Property, plant and equipment (PP&E)
The fair value of PP&E and exploration and evaluation (E&E) assets
recognized in a business combination, is based on market values. The
market value of PP&E and E&E assets is the estimated amount for which
the assets could be exchanged on the acquisition date between a willing
buyer and a willing seller in an arm's length transaction after proper
marketing wherein the parties had each acted knowledgeably, prudently
and without compulsion. The market value of oil and natural gas
interests (included in PP&E) and intangible exploration assets is
estimated with reference to the discounted cash flows expected to be
derived from oil and natural gas production based on externally
prepared reserve reports. The risk-adjusted discount rate is specific
to the asset with reference to general market conditions.
(b) Cash and cash equivalents, restricted cash, short-term investments,
accounts receivable, accounts payables and accrued liabilities and
long-term debt.
The fair value of cash and cash equivalents, restricted cash, short-term
investments, accounts receivable and accounts payable and accrued
liabilities is estimated as the present value of future cash flows,
discounted at the market rate of interest at the reporting date. At
December 31, 2011 and 2010, the fair value of these balances
approximated their carrying value due to their short term to maturity,
or in the case of long-term debt, the fair value approximates its
carrying value as it bears interest at floating rates.
(c) Derivatives
The fair value of financial commodity contracts is determined by
discounting the difference between the contracted prices and published
forward price curves as at the balance sheet date, using the remaining
contracted oil and natural gas volumes and a risk-free interest rate
(based on published government rates).
(d) Stock options and warrants
The fair value of employee stock options and warrants is measured using
a Black-Scholes option pricing model. Measurement inputs include share
price on measurement date, exercise price of the instrument, expected
volatility (based on weighted average historic volatility adjusted for
changes expected due to publicly available information), weighted
average expected life of the instruments (based on historical
experience and general option and warrant holder behavior), expected
dividends, expected forfeiture rate and the risk-free interest rate
(based on government bonds).
(e) Financial assets and liabilities
The following tables provide fair value measurement information for
financial assets and liabilities as of December 31, 2011 and 2010. The
carrying value of cash and cash equivalents, restricted cash,
short-term investments, accounts receivable, accounts payable and
accrued liabilities and long-term debt included in the consolidated
statement of financial position approximate fair value due to the short
term nature of those instruments or the indexed rate of interest on the
long-term debt. These assets and liabilities are not included in the
following tables:
|
|
|
|
|
|
|
|
|
|
|
|
Fair value measurements using
|
December 31, 2011 ($000s) |
|
|
|
|
|
|
Carrying
amount
|
|
|
|
Fair
value
|
|
|
|
Quoted
prices in
active
markets
(level 1)
|
|
|
|
Significant
other
observable
inputs
(level 2)
|
|
|
|
Significant
unobservable
inputs
(level 3)
|
Financial assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of financial
commodity contracts
|
|
|
|
|
|
$
|
3,684
|
|
|
$
|
3,684
|
|
|
$
|
-
|
|
|
$
|
3,684
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value measurements using
|
December 31, 2010 ($000s) |
|
|
|
|
|
|
Carrying
amount
|
|
|
|
Fair
value
|
|
|
|
Quoted
prices in
active
markets
(level 1)
|
|
|
|
Significant
other
observable
inputs
(level 2)
|
|
|
|
Significant
unobservable
inputs
(level 3)
|
Financial assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of financial
commodity contracts
|
|
|
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1 fair value measurements are based on unadjusted quoted market
prices. Cash and cash equivalents have been classified as level 1.
Level 2 fair value measurements are based on valuation models and
techniques where the significant inputs are derived from quoted
indices.
Level 3 fair value measurements are those with inputs for the asset or
liability that are not based on observable market data.
5. FINANCIAL RISK MANAGEMENT
(a) Overview
The Company's activities expose it to a variety of financial risks that
arise as a result of its exploration, development, production, and
financing activities such as:
-
credit risk;
-
liquidity risk; and
-
market risk.
This note presents information about the Company's exposure to each of
the above risks, the Company's objectives, policies and processes for
measuring and managing risk, and the Company's management of capital.
Further quantitative disclosures are included throughout these
consolidated financial statements.
The Board of Directors oversees managements' establishment and execution
of the Company's risk management framework. Management has implemented
and monitors compliance with risk management policies. The Company's
risk management policies are established to identify and analyze the
risks faced by the Company, to set appropriate risk limits and
controls, and to monitor risks and adherence to market conditions and
the Company's activities.
(b) Credit risk
Credit risk is the risk of financial loss to the Company if a customer
or counterparty to a financial instrument fails to meet its contractual
obligations, and arises principally from the Company's receivables from
petroleum refineries relating to accounts receivable.
In Canada, no amounts are considered past due or impaired.
The carrying amount of accounts receivable represents the maximum credit
exposure. As of December 31, 2011 and 2010, the Company does not have
an allowance for doubtful accounts and did not provide for any doubtful
accounts nor was it required to write-off any receivables.
As at December 31, 2011, the Company's receivables consisted of $55.8
million (2010 - $29.0 million) of receivables from petroleum refineries
and $0.2 million (2010 - $0.2 million) of other trade receivables, as
summarized below:
2011 ($000s) |
|
|
|
|
|
Current
|
|
|
30-60 days
|
|
|
61- 90 days
|
|
|
Over 90 days
|
|
|
Total
|
Albania
|
|
|
|
|
|
$
|
28,697
|
|
|
$
|
1,287
|
|
|
$
|
5,076
|
|
|
$
|
20,767
|
|
|
$
|
55,827
|
Canada
|
|
|
|
|
|
|
179
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
179
|
|
|
|
|
|
|
$
|
28,876
|
|
|
$
|
1,287
|
|
|
$
|
5,076
|
|
|
$
|
20,767
|
|
|
$
|
56,006
|
2010 ($000s) |
|
|
|
|
|
Current
|
|
|
30-60 days
|
|
|
61- 90 days
|
|
|
Over 90 days
|
|
|
Total
|
Albania
|
|
|
|
|
|
$
|
25,590
|
|
|
$
|
3,019
|
|
|
$
|
408
|
|
|
$
|
-
|
|
|
$
|
29,017
|
Canada
|
|
|
|
|
|
|
216
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
216
|
|
|
|
|
|
|
$
|
25,806
|
|
|
$
|
3,019
|
|
|
$
|
408
|
|
|
$
|
-
|
|
|
$
|
29,233
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In Albania, the Company considers any amounts greater than 60 days as
past due. The accounts receivable, included in the table, past due or
not past due are not impaired. They are from counterparties with whom
the Company has a history of collection and the Company considers the
accounts receivable collectible. Domestic receivables are due by the
end of the month following production and export receivables are
collected within 30 days from the date of shipment. The Company's
policy to mitigate credit risk associated with these balances is to
establish marketing relationships with a variety of purchasers. Of the
total receivables of $55.8 million (2010 - $29.0 million) in Albania,
approximately $28.2 million (2010 - $9.2 million) is due from one
domestic customer of which $25.8 million (2010 - $0.4 million) is past
due. The customer has confirmed the outstanding amount and the Company
has finalized a repayment plan.
In Canada, no amounts are considered past due or impaired.
The Company manages the credit exposure related to cash and cash
equivalents and short-term investments by selecting counter parties
based on credit ratings and monitors all investments to ensure a stable
return, avoiding complex investment vehicles with higher risk such as
asset backed commercial paper.
(c) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its
financial obligations as they fall due. The Company's approach to
managing liquidity is to ensure, as far as possible, that it will
always have sufficient liquidity to meet its liabilities when due,
under both normal and stressed conditions, without incurring
unacceptable losses or risking damage to the Company's reputation.
Typically the Company ensures that it has sufficient cash on demand to
meet expected operational expenses for a minimum period of 30 days,
including the servicing of financial obligations; this excludes the
potential impact of extreme circumstances that cannot reasonably be
predicted, such as natural disasters. To achieve this objective, the
Company prepares annual capital expenditure budgets, which are
regularly monitored and modified as considered necessary. Further, the
Company utilizes authorizations for expenditures on both operated and
non-operated projects to further manage capital expenditures. To
facilitate the capital expenditure program, the Company has credit
facilities with three international banks, as disclosed in note 16.
The Company also attempts to match its payment cycle with collection of
petroleum revenues. The Company maintains a close working relationship
with the banks that provide its credit facilities.
The contractual maturities of financial liabilities, at December 31,
2011, are as follows:
($000s) |
|
| Carrying Amount |
|
|
2012
|
|
|
2013
|
|
|
2014
|
|
|
2015
and after
|
Accounts payable and accrued liabilities
|
| $ | 52,109 |
|
$
|
52,109
|
|
$
|
-
|
|
$
|
-
|
|
$
|
-
|
Operating loan
|
|
| 12,298 |
|
|
12,298
|
|
|
-
|
|
|
-
|
|
|
-
|
Term loans
|
|
| 8,074 |
|
|
889
|
|
|
2,089
|
|
|
1,496
|
|
|
3,600
|
Revolving loans
|
|
| 50,000 |
|
|
-
|
|
|
33,500
|
|
|
8,250
|
|
|
8,250
|
|
| $ | 122,481 |
|
$
|
65,296
|
|
$
|
35,589
|
|
$
|
9,746
|
|
$
|
11,850
|
(d) Market risk
Market risk is the risk that changes in market prices, such as foreign
exchange rates, interest rates and commodity prices, will affect the
Company's income or the value of the financial instruments. The
objective of market risk management is to manage and control market
risk exposures within acceptable parameters, while optimizing the
return.
Foreign currency exchange rate risk
Foreign currency exchange rate risk is the risk that the fair value of
future cash flows will fluctuate as a result of changes in foreign
exchange rates. As at December 31, 2011, a 10% change in the foreign
exchange rate of the Canadian dollar (CAD) against the US dollar (USD),
with all other variables held constant, would affect after tax net
income for the year by $1.1 million (2010 - $6.9 million). The
sensitivity is lower in 2011 as compared to 2010 because of a decrease
in Canadian dollar cash and cash equivalents outstanding. The average
exchange rate during the year was 1 USD equals CAD$0.99 (2010 - 1 USD:
CAD$1.03) and the exchange rate at December 31, 2011 was 1 USD equals
CAD$1.02 (2010 - 1 USD: CAD$0.99).
As at December 31, 2011, a 10% change in the foreign exchange rate of
the Albanian Lek against the USD, with all other variables held
constant, would affect after tax net income for the year by $3.9
million (2010 - $1.8 million). The sensitivity is higher in 2011 as
compared to 2010 due to the increase in Albania Lek accounts payable
and accrued liabilities. The average exchange rate during the year was
1 USD equals 0.01 Lek (2010 - 1 USD: 0.01 Lek) and the exchange rate at
December 31, 2011 was 1 USD equals 0.01 Lek (2010 - 1 USD: 0.01 Lek).
The Company had no forward foreign exchange rate contracts in place as
at or during the years ended December 31, 2011 and 2010.
The following financial instruments were denominated in CAD and Albanian
Lek:
|
| 2011 |
|
2010
|
(000s) |
|
CAD
|
|
Lek
|
| USD |
|
CAD
|
|
Lek
|
|
USD
|
Cash and cash equivalents
|
|
13,137
|
|
1,052
|
| 12,927 |
|
69,729
|
|
694
|
|
70,115
|
Accounts receivable
|
|
181
|
|
-
|
| 178 |
|
215
|
|
-
|
|
216
|
Accounts payable and accrued liabilities
|
|
(1,861)
|
|
(3,899,416)
|
| (38,824) |
|
(1,504)
|
|
(1,822,324)
|
|
(19,262)
|
|
|
11,457
|
|
(3,898,364)
|
| (25,719) |
|
68,440
|
|
(1,821,630)
|
|
51,069
|
Interest rate risk
Interest rate risk is the risk that future cash flows will fluctuate as
a result of changes in market interest rates. The Company is exposed to
interest rate fluctuations on its operating, term and revolving loans
which bear a floating rate of interest. As at December 31, 2011, a 10%
change in the interest rate, with all other variables held constant,
would affect after tax net income for the year by $0.3 million (2010 -
$0.2 million), based on the average debt balance outstanding during the
year. The sensitivity in 2011 is higher as compared to 2010 mainly due
to the increase in revolving loans outstanding.
The Company has not entered into any mitigating interest rate hedges or
swaps.
Commodity price risk
Commodity price risk is the risk that the fair value or future cash
flows will fluctuate as a result of changes in commodity prices.
Commodity prices for oil are impacted by not only the relationship
between the Canadian and US dollar but also world economic events that
dictate the levels of supply and demand.
It is the Company's policy to economically hedge some oil sales through
the use of various financial derivative forward sale contracts. The
Company does not apply hedge accounting for these contracts. The
Company's production is usually sold using "spot" or near term
contracts, with prices fixed at the time of transfer of custody or on
the basis of a monthly average market price.
The Company's primary revenues are from oil sales in Albania, priced on
a quality differential basis, to the Brent oil price. As at December
31, 2011, a $1 per barrel change in the Brent oil price, with all other
variables held constant, would affect after tax net income for the year
by $1.2 million (2010 - $0.9 million).
At December 31, 2011, the Company had outstanding financial commodity
put contracts representing 4,000 barrels of oil per day at a floor
price of $80 per barrel for the period January 1, 2012 to December 31,
2012.
The estimated fair value of the financial oil contracts has been
determined for the amounts the Company would receive or pay to
terminate the oil contracts at year-end. The Company paid a $6.6
million premium to enter into these financial oil contracts on February
28, 2011. At December 31, 2011, the estimated fair value of the
financial commodity contracts is $3.7 million (2010 - nil), resulting
in an unrealized loss of $2.9 million for the year ended December 31,
2011 (2010 - nil).
(e) Capital management
The Company's policy is to maintain a strong capital base so as to
maintain investor, creditor and market confidence and to sustain future
development of the business. The Company manages its capital structure
and makes adjustments to it in the light of changes in economic
conditions and the risk characteristics of the underlying oil assets.
The Company considers its capital structure to include shareholders'
equity, long-term debt and working capital. In order to maintain or
adjust the capital structure, the Company may issue shares and adjust
its capital spending to manage current and projected debt levels.
The Company monitors capital based on the ratio of debt to funds from
operations. This ratio is calculated as net debt (outstanding
long-term debt less working capital before current portion of long-term
debt) divided by funds from operations (cash provided by operating
activities before changes in non-cash working capital). The Company's
strategy is to maintain a ratio of no more than 1.5 to 1. This ratio
may increase at certain times as a result of acquisitions. In order to
monitor this ratio, the Company prepares annual capital expenditure
budgets, which are updated as necessary depending on varying factors
including current and forecast prices, successful capital deployment
and general industry conditions. The annual and updated budgets are
approved by the Board of Directors.
As at December 31, 2011, the ratio of debt to funds from operations was
a surplus of 0.16 (2010 - surplus of 1.54). The lower surplus was due
to the reduction in net debt from a surplus of $109.1 million to a
surplus of $23.1 million and an increase in funds from operations from
$70.9 million to $147.9 million.
There were no changes in the Company's approach to capital management
during the year.
The Company's share capital is not subject to external restrictions;
however, the long-term debt facility is based on certain covenants, all
of which were met as at December 31, 2011 and 2010. The Company has
not paid or declared any dividends since the date of incorporation, nor
are any contemplated in the foreseeable future.
6. KEY MANAGEMENT PERSONNEL COMPENSATION
Key management personnel compensation includes all compensation paid to
executive management and members of the Board of Directors and is
comprised of the following:
($000s) |
|
|
|
|
| 2011 |
|
|
|
2010
|
Salaries and wages
|
|
|
|
| $ | 2,605 |
|
|
$
|
1,799
|
Short-term employee benefits
|
|
|
|
|
| 1,199 |
|
|
|
861
|
Termination benefits
|
|
|
|
|
| 404 |
|
|
|
-
|
Share-based payments*
|
|
|
|
|
| 12,820 |
|
|
|
9,792
|
|
|
|
|
| $ | 17,028 |
|
|
$
|
12,452
|
|
|
|
|
|
|
|
|
|
|
|
* Represents the amortization of share-based payments associated with
options granted to key management personnel as recorded in the
financial statements.
7. FINANCE INCOME AND EXPENSE
($000s) |
| 2011 |
|
2010
|
Finance income |
|
|
|
|
|
Interest income
| $ | 640 |
$
|
732
|
|
Net foreign exchange gain
|
| - |
|
71
|
| $ | 640 |
$
|
803
|
Finance expense |
|
|
|
|
|
Interest and bank charges
| $ | 2,656 |
$
|
2,581
|
|
Net foreign exchange loss
|
| 458 |
|
-
|
|
Amortization of deferred financing costs (note 11)
|
| 734 |
|
2,789
|
|
Accretion of long-term debt (note 11)
|
| 2,555 |
|
-
|
|
Accretion of decommissioning obligation (note 19)
|
| 460 |
|
302
|
| $ | 6,863 |
$
|
5,672
|
|
|
|
|
|
Net finance expense | $ | 6,223 |
$
|
4,869
|
8. SUPPLEMENTAL INFORMATION
a) Changes in non-cash working capital
($000s) |
|
|
| 2011 |
|
2010
|
Operating activities |
|
|
|
|
|
|
Change in current assets
|
|
|
|
|
|
|
|
Accounts receivable
|
|
| $ | (26,773) |
$
|
(5,875)
|
|
Inventory
|
|
|
| (10,213) |
|
(2,168)
|
|
Deposits and prepaid expenses
|
|
|
| (839) |
|
(10,725)
|
Change in current liabilities
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
|
| 22,082 |
|
(2,946)
|
|
|
| $ | (15,743) |
$
|
(21,714)
|
Investing activities |
|
|
|
|
|
|
Change in current liabilities
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
| $ | 6,786 |
$
|
6,682
|
|
|
|
|
|
|
|
|
b) Income statement presentation
The Company's consolidated statement of comprehensive income is prepared
primarily by nature of expense, with the exception of employee
compensation costs, which are included in both operating and general
and administrative expenses.
The following table details the amount of total employee compensation
costs included in operating and general and administrative expenses in
the consolidated statements of comprehensive income.
($000s) |
| 2011 |
|
2010
|
Operating expenses
| $ | 4,624 |
$
|
3,442
|
General and administrative expenses
|
| 5,575 |
|
3,406
|
Total employee compensation costs
| $ | 10,199 |
$
|
6,849
|
|
|
|
|
|
9. INCOME TAX EXPENSE
Deferred income tax expense relates to the Albanian operations and
results from the following:
($000s) |
| 2011 |
|
2010
|
Net book value of property, plant and equipment
| $ | 494,738 |
$
|
286,499
|
Decommissioning obligation
|
| (13,561) |
|
(6,622)
|
Cost recovery pool
|
| (235,201) |
|
(152,599)
|
Timing difference
| $ | 245,976 |
$
|
127,278
|
Deferred tax liability at 50%
| $ | 122,988 |
$
|
63,639
|
|
|
|
|
|
The Company's deferred tax liabilities result from the temporary
differences between the carrying values and tax values of its Albanian
assets and liabilities.
The cost recovery pool represents deductions for income taxes in
Albania. Under the terms of the Petroleum Agreements in Albania, profit
will be taxed at a rate of 50%.
The provision for income taxes reported differs from the amounts
computed by applying the cumulative Canadian federal and provincial
income tax rates to the income before tax provision due to the
following:
($000s) |
|
|
|
|
| 2011 |
|
2010
|
Income before income taxes
|
|
|
|
| $ | 95,345 |
$
|
35,273
|
Statutory tax rate
|
|
|
|
|
| 26.5% |
|
28.0%
|
|
|
|
|
|
| 25,266 |
|
9,876
|
Difference in tax rates between Albania and Canada
|
|
| 27,929 |
|
11,215
|
Permanent differences
|
|
|
|
|
| 4,709 |
|
(632)
|
Unrecognized deferred tax assets
|
|
| 1,287 |
|
3,451
|
Other
|
|
| 158 |
|
838
|
Deferred income tax expense
|
|
|
|
| $ | 59,349 |
$
|
24,748
|
The statutory tax rate was 26.5% in 2011 (2010 - 28.0%). The decrease
from 2010 to 2011 was due to a reduction in the 2011 Canadian corporate
tax rates as part of a series of corporate tax rate reductions
previously enacted by the Canadian federal government in 2007.
The significant components of the Company's deductible temporary
differences associated with the unrecognized deferred tax asset are as
follows:
($000s) |
| 2011 |
|
2010
|
Non-capital loss (expiring in 2015-2031)
| $ | 33,763 |
$
|
27,389
|
Capital loss
|
| 25,994 |
|
29,749
|
Financial commodity contracts
|
| 2,904 |
|
-
|
Share issue costs
|
| 1,573 |
|
3,529
|
Property, plant and equipment - Canada
|
| 942 |
|
713
|
| $ | 65,176 |
$
|
61,380
|
The Company has temporary differences associated with its investments in
its foreign subsidiaries and branches. As at December 31, 2011, the
Company has no deferred tax liabilities in respect of these temporary
differences.
10. PROPERTY, PLANT AND EQUIPMENT (PP&E)
($000s) |
|
Petroleum
Interests
|
|
Equipment,
Furniture
and Fixtures
|
| Total |
Cost or deemed cost |
|
|
|
|
|
|
Balance at January 1, 2010
|
$
|
185,778
|
$
|
3,882
| $ | 189,660 |
|
Exchange differences
|
|
192
|
|
44
|
| 236 |
|
Additions
|
|
126,063
|
|
1,761
|
| 127,824 |
Balance at December 31, 2010
|
|
312,033
|
|
5,687
|
| 317,720 |
|
Exchange differences
|
|
(84)
|
|
(52)
|
| (136) |
|
Additions
|
|
258,582
|
|
4,095
|
| 262,677 |
Balance at December 31, 2011
|
$
|
570,531
|
$
|
9,730
| $ | 580,261 |
Accumulated depletion and depreciation |
|
|
|
|
|
|
|
|
|
|
Balance at January 1, 2010
|
$
|
-
|
$
|
|
|
|
|
|
1,736
| $ |
| 1,736 |
|
Exchange differences
|
|
-
|
|
|
|
|
|
|
30
|
|
| 30 |
|
Depletion and depreciation
|
|
-
|
|
|
|
|
|
|
566
|
|
| 22,511 |
Balance at December 31, 2010
|
|
21,945
|
|
|
|
|
|
|
2,332
|
|
| 24,277 |
|
Exchange differences
|
|
-
|
|
|
|
|
|
|
(21)
|
|
| (21) |
|
Depletion and depreciation
|
|
39,420
|
|
|
|
|
|
|
947
|
|
| 40,367 |
Balance at December 31, 2011
|
$
|
61,365
|
$
|
|
|
|
|
|
3,258
| $ |
| 64,623 |
($000s) |
|
|
|
|
|
|
|
|
|
Petroleum
Interests
|
|
Equipment,
Furniture
and Fixtures
|
| Total |
Net book value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2010
|
|
|
|
|
|
|
|
|
$
|
185,778
|
$
|
2,146
| $ | 187,924 |
|
At December 31, 2010
|
|
|
|
|
|
|
|
|
$
|
290,088
|
$
|
3,355
| $ | 293,443 |
|
At December 31, 2011
|
|
|
|
|
|
|
|
|
$
|
509,166
|
$
|
6,472
| $ | 515,638 |
The depletion expense calculation for the year ended December 31, 2011
included $1.9 billion (2010 - $1.2 billion) for estimated future
development costs associated with proved and probable reserves in
Albania.
The Company capitalized general and administrative expenses and
share-based payments of $14.8 million during the year ended December
31, 2011 (2010 - $7.8 million) that were directly related to
exploration and development activities in Albania.
Included in PP&E as of December 31, 2011 are oilfield equipment of $37.7
million (2010 - $17.5 million) for utilization in future drilling,
reactivation and infrastructure programs in the Patos-Marinza oilfield.
For the year ended December 31, 2011, costs associated with the Kuçova
oilfield of approximately $5.4 million were not depleted as production
has not commenced.
For the years ended December 31, 2011 and 2010, there were no
impairments on petroleum interests.
(a) Security
At December 31 2011 and 2010, all of the assets of BPAL are pledged as
security for the credit facilities (see note 16).
(b) The Company reached an agreement with Albpetrol, to accelerate the
takeover of production and royalty payments thereon for all remaining
Albpetrol active well production and also expansion of the project area
and development plan to include all of the contract area of the
Patos-Marinza oilfield concession. The agreement was signed on March
31, 2011, however is subject to government and regulatory approvals.
Upon receipt of the required approvals, the Company will pay $34
million to Albpetrol under the terms of the agreement. The Company
will become the sole operator and Albpetrol will cease to conduct all
petroleum operations in the Patos-Marinza oilfield and contract area.
11. DEFERRED FINANCING COSTS
($000s) |
|
|
|
|
| Total |
Cost |
|
|
|
|
|
|
Balance at January 1, 2010
|
|
|
|
| $ | 17,709 |
|
Exchange differences
|
|
|
|
|
| 933 |
|
Additions
|
|
|
|
|
| 211 |
Balance at December 31, 2010
|
|
|
|
|
| 18,853 |
|
Exchange differences
|
|
|
|
|
| (418) |
|
Additions
|
|
|
|
|
| 30 |
|
Transfer to long-term debt (note 16)
|
|
|
|
|
| (18,465) |
Balance at December 31, 2011
|
|
|
|
| $ | - |
Accumulated amortization |
|
|
|
|
|
|
|
|
Balance at January 1, 2010
|
|
|
|
|
|
| $ | 1,885 |
|
Exchange differences
|
|
|
|
|
|
|
| 199 |
|
Amortization
|
|
|
|
|
|
|
| 2,789 |
Balance at December 31, 2010
|
|
|
|
|
|
|
| 4,873 |
|
Exchange differences
|
|
|
|
|
|
|
| (190) |
|
Amortization
|
|
|
|
|
|
|
| 734 |
|
Accretion
|
|
|
|
|
|
|
| 2,555 |
|
Transfer to long-term debt (note 16)
|
|
|
|
|
|
|
| (7,972) |
Balance at December 31, 2011
|
|
|
|
|
|
| $ | - |
($000s) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total |
Carrying amounts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At January 1, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 15,824 |
|
At December 31, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 13,980 |
|
At December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| $ | - |
Deferred financing costs pertaining to the Company's revolving loans
were amortized over the life of the facilities. These costs were
netted against the corresponding long-term debt when the debt was
drawn. The debt is being accreted up to its face value using the
effective interest rate method.
12. CASH AND CASH EQUIVALENTS
($000s) |
| 2011 |
|
2010
|
Cash
| $ | 8,633 |
$
|
862
|
Fixed income investments
|
| 40,380 |
|
105,757
|
| $ | 49,013 |
$
|
106,619
|
13. SHARE CAPITAL
At December 31, 2011 and December 31, 2010, the Company was authorized
to issue an unlimited number of common shares with no par value.
On July 15, 2010, the Company completed a prospectus offering with a
syndicate of underwriters and issued an aggregate of 12,903,228 common
shares at a price of CAD$7.75 per common share on a bought deal basis,
resulting in gross proceeds of $96.2 million. Commissions and share
issue costs were $4.3 million.
14. EARNINGS PER SHARE
The following table summarizes the calculation of basic and diluted
weighted average number of common shares:
|
|
|
|
|
|
|
|
| 2011 |
|
2010
|
Weighted-average number of common shares outstanding - basic
| 247,148,449 |
|
236,726,203
|
|
Dilutive effect of stock options
|
|
|
|
| 5,176,657 |
|
6,975,414
|
|
Dilutive effect of warrants
|
|
|
|
| 3,002,497 |
|
3,294,975
|
Weighted-average number of common shares outstanding - diluted
| 255,327,603 |
|
246,996,592
|
The average market price of the Company's shares for purposes of
calculating the dilutive effect of share options was based on quoted
market prices for the year that the options were outstanding. Excluded
from diluted earnings per share is the effect of 6,904,999 options for
the year ended December 31, 2011 (480,000 options for 2010), as their
effect is anti-dilutive.
15. WARRANTS
A summary of the changes in warrants is presented below:
|
Number of
Warrants
|
|
|
|
Weighted Average Exercise
Price (CAD$)
|
Outstanding, January 1, 2010
|
6,140,333
|
|
|
|
|
|
|
$
|
2.42
|
|
|
|
Transferred to share capital on exercise
|
(1,277,267)
|
|
|
|
|
|
|
|
2.63
|
|
|
Outstanding, December 31, 2010
|
4,863,066
|
|
|
|
|
|
|
|
2.37
|
|
|
|
Transferred to share capital on exercise
|
(174,333)
|
|
|
|
|
|
|
|
2.37
|
|
|
Outstanding, December 31, 2011
|
4,688,733
|
|
|
|
|
|
|
$
|
2.37
|
|
|
The following table summarizes the outstanding and exercisable warrants
at December 31, 2011:
Expiry Date
|
|
|
|
|
|
|
|
|
|
Number of Warrants
Outstanding and Exercisable
|
|
|
Weighted Average Exercise
Price (CAD$)
|
March 1, 2012
|
|
|
|
|
|
|
|
|
|
4,688,733
|
|
|
2.37
|
Subsequent to December 31, 2011, 4,672,991 warrants were exercised,
resulting in proceeds of $11.1 million. All remaining warrants expired
at March 1, 2012.
16. LONG-TERM DEBT
As at December 31, 2011 the Company had credit facilities with three
international banks, including Raiffeisen Bank, the European Bank for
Reconstruction and Development (EBRD) and the International Finance
Corporation (IFC), as summarized below:
($000s) |
|
Facility
Amount
|
|
Outstanding Amount
|
|
|
|
| 2011 |
|
2010
|
Raiffeisen Bank
|
|
|
|
|
|
|
|
Operating loan (a)
|
$
|
20,000
| $ | 12,298 |
$
|
19,741
|
|
Term loan - 2006 (b)
|
|
-
|
| - |
|
3,125
|
|
Term loan - 2009 (c)
|
|
2,074
|
| 2,074 |
|
2,963
|
EBRD and IFC*
|
|
|
|
|
|
|
|
Environmental term loan (d)
|
|
10,000
|
| 6,000 |
|
-
|
|
Revolving loan - Tranche 1 (e)
|
|
50,000
|
| 50,000 |
|
-
|
|
Revolving loan - Tranche 2 (e)
|
|
50,000
|
| - |
|
-
|
|
|
132,074
|
| 70,372 |
|
25,829
|
EBRD and IFC*
|
|
|
|
|
|
|
|
Transfer from deferred financing costs (note 11)
|
|
-
|
| (10,493) |
|
-
|
|
$
|
132,074
| $ | 59,879 |
$
|
25,829
|
* all facilities are equally funded
These facilities are secured by all of the assets of BPAL, assignment of
proceeds from the Albanian domestic and export crude oil sales
contracts, a pledge of the common shares of BPAL and a guarantee by the
Company. The credit facilities are subject to certain covenants
requiring the maintenance of certain financial ratios, all of which
were met as at December 31, 2011 and 2010.
(a) Operating loan
The operating loan consists of a one year facility, bearing interest at
a rate relative to the bank's refinancing rate plus 3.5% and matures on
March 31, 2012. As at December 31, 2011, the entire operating loan has
been classified as current. Subsequent to December 31, 2011, the
operating loan has been approved for renewal for an additional two
years.
(b) Term loan - 2006
This term loan bears interest at the bank's refinancing rate plus 4.5%.
As at December 31, 2011, the entire term loan was repaid.
(c) Term loan - 2009
This term loan bears interest at the bank's refinancing rate plus 4.65%
and is repayable in equal monthly installments of $74,100 ending on
April 30, 2014. As at December 31, 2011, the entire facility was
utilized. Of the amount outstanding, $0.9 million is classified as
current and $1.2 million as long-term. Principal repayments of the term
loan over the next three years are:
($000s) |
|
|
|
|
|
|
|
|
|
|
2012
|
|
|
|
|
|
|
|
|
$
|
889
|
2013
|
|
|
|
|
|
|
|
|
|
889
|
2014
|
|
|
|
|
|
|
|
|
|
296
|
|
|
|
|
|
|
|
|
|
$
|
2,074
|
(d) Environmental term loan
The $10.0 million term loan, funded equally by IFC and EBRD, is
available for environmental and social programs pertinent to the
Company's activities in Albania. The interest rate is based on the
London Inter-Bank Offer Rate (LIBOR) plus 4.5%. A standby fee of 0.5%
is charged on the unutilized portion. At December 31, 2011, $6.0
million of the facility was drawn. Principal repayments commence in
April 2013 in bi-annual installments of $0.5 million, or pro-rata to
the amounts drawn, to both IFC and EBRD, with maturity on October 15,
2017.
(e) Revolving loans
The revolving loans, funded equally by EBRD and IFC, consist of two
$50.0 million tranches, of which Tranche I is fully-utilized by the
Company. Tranche II becomes available subject to mutual agreement
among the Company, IFC and EBRD, when production exceeds 10,000 barrels
of oil per day and the Brent oil price exceeds $62 per barrel for
twenty consecutive trading days. The interest rate is based on LIBOR
plus a margin of 4.5% and is reduced to LIBOR plus a margin of 4.0% if
the Brent oil price exceeds $90 per barrel for sixty consecutive
trading dates. A standby fee of 2.0% is charged on any unutilized
Tranche I portion and Tranche II portion, when it becomes available.
At December 31, 2011, Tranche I has been drawn down by $50.0 million of
which the entire amount is classified as long-term. For each of
Tranche I and Tranche II, the amounts decline to $16.5 million on
October 15, 2013, $8.3 million on October 14, 2014 with final repayment
due on October 15, 2015. Principal repayments of the revolving loans
over the next four years are:
($000s) |
|
|
|
|
|
|
2012
|
|
|
|
|
$
|
-
|
2013
|
|
|
|
|
|
33,500
|
2014
|
|
|
|
|
|
8,250
|
2015
|
|
|
|
|
|
8,250
|
|
|
|
|
|
$
|
50,000
|
17. SHARE-BASED PAYMENTS
The Company has established a "rolling" stock option plan. The number of
shares reserved for issuance may not exceed 10% of the total number of
issued and outstanding shares and, to any one optionee, may not exceed
5% of the issued and outstanding shares on a yearly basis or 2% if the
optionee is engaged in investor relations activities or is a
consultant. The exercise price of each option shall not be less than
the market price of the Company's stock at the date of grant. Under the
terms of the stock option plan, the exercise of stock options will be
settled by the issuance of shares of the Company.
Options issued vest one-third immediately (after three to six months
following the date of the grant for new employees), one-third after one
year following the date of the grant, and one-third after two years
following the grant date. Options issued expire five years following
the date of the grant.
A summary of the changes in stock options is presented below:
|
|
Number of Options
|
Weighted Average
Exercise Price (CAD$)
|
Outstanding, January 1, 2010
|
12,830,002
|
|
$
|
2.39
|
|
Granted
|
|
4,140,000
|
|
6.71
|
|
Exercised
|
|
(2,342,330)
|
|
2.35
|
|
Forfeited
|
|
(113,168)
|
|
4.57
|
Outstanding, December 31, 2010
|
14,514,504
|
|
3.61
|
|
Granted
|
|
8,757,500
|
|
7.34
|
|
Exercised
|
|
(2,728,446)
|
|
1.93
|
|
Forfeited
|
|
(288,335)
|
|
8.97
|
Outstanding, December 31, 2011
|
20,255,223
|
|
$
|
5.37
|
Exercisable, December 31, 2011
|
13,181,853
|
|
$
|
4.41
|
The range of exercise prices of the outstanding options is a follows:
Range of Exercise Price
(CAD$)
|
Number of
Options
|
|
Weighted Average
Exercise Price (CAD$)
|
Weighted Average Remaining
Contractual Life (years)
|
|
1.01 - 2.00
|
4,746,889
|
$
|
1.64
|
1.89
|
|
2.01 - 3.00
|
563,334
|
|
2.37
|
1.09
|
|
3.01 - 4.00
|
245,000
|
|
3.59
|
4.11
|
|
4.01 - 5.00
|
4,460,000
|
|
4.64
|
3.14
|
|
5.01 - 8.00
|
4,203,334
|
|
6.31
|
3.23
|
|
8.01 - 10.00
|
6,036,666
|
|
8.55
|
4.03
|
|
20,255,223
|
$
|
5.37
|
3.09
|
The weighted average share price at the dates of exercise for stock
options exercised during the year ended December 31, 2011 was CAD$8.38
(2010 - CAD$7.29).
Using the fair value method for share-based payments, the Company
calculated share-based payments for the year ended December 31, 2011 as
$24.5 million (2010 - $14.5 million) for the stock options granted to
officers, directors, employees and service providers. Of these amounts,
$11.0 million (2010 - $7.9 million) was charged to earnings and $13.5
million (2010 - $6.6 million) was capitalized.
The weighted average fair market value per option granted during the
years ended December 31, 2011 and 2010 and the weighted average
assumptions used in the Black-Scholes option pricing model in their
determination were as follows:
|
|
|
|
|
|
|
|
| 2011 |
|
2010
|
Fair value per option (CAD$)
|
|
|
|
| 3.19 |
|
3.96
|
Risk-free interest rate (%)
|
|
|
|
| 2.29 |
|
2.66
|
Forfeiture rate (%)
|
|
|
|
| 5 |
|
5
|
Volatility (%)
|
|
|
|
| 46 |
|
70
|
Expected life (years)
|
|
|
|
| 5 |
|
5
|
18. SEGMENTED INFORMATION
The Company defines its reportable segments based on geographic
locations.
Year ended December 31, 2011($000s) |
|
Albania
|
|
Canada
|
| Total |
|
|
|
|
|
|
|
|
|
Revenues
|
$
|
339,918
|
$
|
-
| $ | 339,918 |
|
Royalties
|
|
(63,941)
|
|
-
|
| (63,941) |
|
|
|
275,977
|
|
-
|
| 275,977 |
|
Unrealized loss on financial commodity contracts
|
|
-
|
|
(2,904)
|
| (2,904) |
|
|
|
275,977
|
|
(2,904)
|
| 273,073 |
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
60,864
|
|
-
|
| 60,864 |
|
Sales and transportation expenses
|
|
45,460
|
|
-
|
| 45,460 |
|
General and administrative expenses
|
|
7,792
|
|
5,981
|
| 13,773 |
|
Depletion and depreciation
|
|
40,116
|
|
251
|
| 40,367 |
|
Share-based payments
|
|
4,529
|
|
6,512
|
| 11,041 |
|
|
|
158,761
|
|
12,744
|
| 171,505 |
|
|
|
117,216
|
|
(15,648)
|
| 101,568 |
|
|
|
|
|
|
|
|
|
Net finance expense
|
|
1,943
|
|
4,280
|
| 6,223 |
|
|
|
|
|
|
|
|
|
Income (loss) before income tax
|
|
115,273
|
|
(19,928)
|
| 95,345 |
|
Deferred income tax expense
|
|
(59,349)
|
|
-
|
| (59,349) |
|
Net income (loss) for the year
|
|
55,924
|
|
(19,928)
|
| 35,996 |
|
|
|
|
|
|
|
|
|
Other comprehensive income
|
|
|
|
|
|
|
|
|
Currency translation adjustment
|
|
-
|
|
315
|
| 315 |
|
Comprehensive income (loss) for the year
|
$
|
55,924
|
$
|
(19,613)
| $ | 36,311 |
|
|
|
|
|
|
|
|
|
Assets, December 31, 2011
|
$
|
614,830
|
$
|
46,386
| $ | 661,216 |
|
Liabilities, December 31, 2011
|
$
|
200,360
|
$
|
47,944
| $ | 248,304 |
|
Additions to PP&E
|
$
|
241,902
|
$
|
852
| $ | 242,754 |
Year ended December 31, 2010($000s)
|
Albania
|
Canada
|
|
Total
|
|
|
|
|
|
|
|
|
|
Revenues
|
$
|
170,376
|
$
|
-
|
$
|
170,376
|
|
Royalties
|
|
(33,682)
|
|
-
|
|
(33,682)
|
|
|
|
136,694
|
|
-
|
|
136,694
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
36,744
|
|
-
|
|
36,744
|
|
Sales and transportation expenses
|
|
18,847
|
|
-
|
|
18,847
|
|
General and administrative expenses
|
|
6,020
|
|
4,530
|
|
10,550
|
|
Depletion and depreciation
|
|
22,352
|
|
159
|
|
22,511
|
|
Share-based payments
|
|
2,247
|
|
5,653
|
|
7,900
|
|
|
|
86,210
|
|
10,342
|
|
96,552
|
|
|
|
50,484
|
|
(10,342)
|
|
40,142
|
|
|
|
|
|
|
|
|
|
Net finance expense
|
|
1,536
|
|
3,333
|
|
4,869
|
|
|
|
|
|
|
|
|
|
Income (loss) before income tax
|
|
48,948
|
|
(13,675)
|
|
35,273
|
|
Deferred income tax expense
|
|
(24,748)
|
|
-
|
|
(24,748)
|
|
Net income (loss) for the year
|
|
24,200
|
|
(13,675)
|
|
10,525
|
|
|
|
|
|
|
|
|
|
Other comprehensive income
|
|
|
|
|
|
|
|
|
Currency translation adjustment
|
|
-
|
|
6,094
|
|
6,094
|
|
Comprehensive income (loss) for the year
|
$
|
24,200
|
$
|
(7,581)
|
$
|
16,619
|
|
|
|
|
|
|
|
|
|
Assets, December 31, 2010
|
$
|
356,132
|
$
|
109,466
|
$
|
465,598
|
|
Liabilities, December 31, 2010
|
$
|
117,548
|
$
|
1,783
|
$
|
119,331
|
|
Additions to PP&E
|
$
|
119,557
|
$
|
160
|
$
|
119,717
|
|
|
|
|
|
|
|
|
Revenues by geographical region are as follows:
($000s) |
|
|
| 2011 |
|
2010
|
Albania- domestic
|
|
| $ | 68,235 |
$
|
23,942
|
Albania- export
|
|
|
| 271,683 |
|
146,434
|
|
|
| $ | 339,918 |
$
|
170,376
|
|
|
|
|
|
|
|
For the year ended December 31, 2011, revenues of $336.0 million (2010 -
$167.3 million), were derived from six customers (2010 - five
customers) who individually amounted to over 10% or more of the
Company's revenues.
19. DECOMMISSIONING OBLIGATION
($000s) |
| 2011 |
|
2010
|
Balance, beginning of year
| $ | 6,622 |
$
|
4,796
|
|
Incurred
|
| 3,854 |
|
1,994
|
|
Revisions
|
| 2,625 |
|
(470)
|
|
Accretion
|
| 460 |
|
302
|
Balance, end of year
| $ | 13,561 |
$
|
6,622
|
|
|
|
|
|
The Company's decommissioning obligation results from its ownership
interest in oil assets including well sites and gathering systems. The
total decommissioning obligation is estimated based on the Company's
net ownership interest in all wells and facilities, estimated costs to
reclaim and abandon these wells and facilities and the estimated timing
of the costs to be incurred in future years. In Albania, the Company
estimated the total undiscounted amount required to settle the
decommissioning obligation at December 31, 2011 is $58.5 million (2010
- $30.9 million). This obligation will be settled at the end of the
Company's 25 year license of which 19 years are remaining. The
liability has been discounted using a risk-free interest rate of 8%
(2010 - 8%) as at December 31, 2011.
20. INVENTORY
($000s) |
|
| 2011 |
|
2010
|
Crude oil
|
|
| $ | 8,081 |
$
|
3,050
|
Diluent
|
|
|
| 4,320 |
|
711
|
Diesel and other
|
|
|
| 2,011 |
|
438
|
|
|
| $ | 14,412 |
$
|
4,199
|
|
|
|
|
|
|
|
Inventory is comprised of crude oil, diluent, diesel and other stocks,
and is valued at the lower of average cost of production and net
realizable value.
21. RESTRICTED CASH
The Company has secured a $5.0 million (2010 - nil) bank guarantee for
certain capital projects in Block "F". As at December 31, 2011, the
Company has incurred $1.5 million towards these projects. The Company
has also secured nil (2010 - $1.5 million) for certain capital projects
in the Kuçova oilfield. As at December 31, 2011, the full amount had
been incurred.
22. COMMITMENTS
The Company leases office premises, of which the minimum lease payments
are payable as follows:
($000s) |
|
Albania
|
|
Canada
|
|
Total
|
2012
|
$
|
550
|
$
|
507
|
$
|
1,057
|
2013
|
|
350
|
|
507
|
|
857
|
2014
|
|
346
|
|
42
|
|
388
|
2015
|
|
346
|
|
-
|
|
346
|
2016
|
|
346
|
|
-
|
|
346
|
2017 and after
|
|
1,210
|
|
-
|
|
1,210
|
|
$
|
3,148
|
$
|
1,056
|
$
|
4,204
|
|
|
|
|
|
|
|
The Company has debt repayment commitments as disclosed in note 16.
23. RECONCILIATION FROM CANADIAN GAAP TO IFRS
The Company's accounting policies under IFRS differ from those followed
under Canadian GAAP. These accounting policies have been applied for
the year ended December 31, 2011, as well as to the opening statement
of financial position on the transition date, January 1, 2010, and for
the year ended December 31, 2010.
The adjustments arising from the application of IFRS to amounts on the
statement of financial position on the transition date and on
transactions prior to that date, were recognized as an adjustment to
the Company's opening deficit on the statement of financial position
when appropriate.
On transition to IFRS on January 1, 2010, Bankers used certain
exemptions allowed under IFRS 1 "First Time Adoption of IFRS".
IFRS 1 allows an entity that used full cost accounting under its
previous GAAP to elect, at the time of adoption to IFRS, to measure oil
and gas assets in the development and production phases by allocating
the amount determined under the entity's previous GAAP for those assets
to the underlying assets pro rata using reserve volumes or reserve
values as of that date. Bankers used reserve values as at January 1,
2010 to allocate the cost of development and production assets to
CGU's.
As Bankers elected the oil and gas assets IFRS 1 exemption, the asset
retirement obligation (ARO) exemption available to full cost entities
was also elected. This exemption allows for the re-measurement of ARO
on IFRS transition with the offset to retained earnings.
Bankers has elected the IFRS 1 optional exemption that allows an entity
to use the IFRS rules for business combinations on a prospective basis
rather than re-stating all business combinations. In respect of
acquisitions prior to January 1, 2010, any goodwill represents the
amount recognized under Canadian GAAP.
Bankers has elected the IFRS 1 exemption that allows the Company an
exemption on IFRS 2 "Share-Based Payments" to equity instruments which
vested and settled before the Company's transition date to IFRS.
Bankers has elected the IFRS 1 exemption that allows the Company an
exemption on IAS 21 "The Effects of Change in Foreign Exchange Rates".
The cumulative translation differences for all foreign operations are
deemed to be zero at the date of transition to IFRS. Any retrospective
translation differences are recognized in opening retained earnings.
Reconciliation of the statement of financial position from Canadian GAAP
to IFRS as at the date of IFRS transition - January 1, 2010
($000s) |
|
|
Note
|
| Canadian GAAP |
| Effect of transition to IFRS |
| IFRS |
|
ASSETS |
Current assets |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
59,495
|
$
|
-
|
$
| 59,495 |
|
Short-term investments
|
|
|
|
7,275
|
|
-
|
| 7,275 |
|
Restricted cash
|
|
|
|
1,500
|
|
-
|
| 1,500 |
|
Accounts receivable
|
|
|
|
23,358
|
|
-
|
| 23,358 |
|
Inventory
|
|
|
|
2,031
|
|
-
|
| 2,031 |
|
Deposits and prepaid expenses
|
|
|
|
5,899
|
|
-
|
| 5,899 |
|
|
|
|
99,558
|
|
-
|
| 99,558 |
Non-current assets |
|
|
|
|
|
|
|
|
|
Note receivable
|
|
|
|
2,749
|
|
-
|
| 2,749 |
|
Deferred financing costs
|
|
f
|
|
14,383
|
|
1,441
|
| 15,824 |
|
Property, plant and equipment
|
|
a,f
|
|
188,130
|
|
(206)
|
| 187,924 |
|
|
|
$
|
304,820
|
$
|
1,235
|
$
| 306,055 |
|
LIABILITIES |
Current liabilities |
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
|
|
$
|
19,505
|
$
|
-
|
$
| 19,505 |
|
Current portion of long-term debt
|
|
|
|
4,639
|
|
-
|
| 4,639 |
|
|
|
|
24,144
|
|
-
|
| 24,144 |
Non-current liabilities |
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
23,446
|
|
-
|
| 23,446 |
|
Decommissioning obligation
|
|
b
|
|
3,856
|
|
940
|
| 4,796 |
|
Deferred tax liabilities
|
|
g
|
|
39,414
|
|
(522)
|
| 38,892 |
|
|
|
|
90,860
|
|
418
|
| 91,278 |
|
SHAREHOLDERS' EQUITY |
Share capital
|
|
|
|
206,058
|
|
-
|
| 206,058 |
Warrants
|
|
|
|
1,739
|
|
-
|
| 1,739 |
Contributed surplus
|
|
c
|
|
16,812
|
|
(369)
|
| 16,443 |
Deficit
|
|
|
|
(10,649)
|
|
1,186
|
| (9,463) |
|
|
|
|
213,960
|
|
817
|
| 214,777 |
|
|
|
$
|
304,820
|
$
|
1,235
|
$
| 306,055 |
|
|
|
|
|
|
|
|
|
Reconciliation of the statement of financial position from Canadian GAAP
to IFRS as at the end of the last reporting year under Canadian GAAP -
December 31, 2010
($000s) |
|
Note
|
| Canadian GAAP |
| Effect of transition to IFRS |
| IFRS |
|
ASSETS |
Current assets |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
106,619
|
$
|
-
| $ | 106,619 |
|
Restricted cash
|
|
|
|
1,500
|
|
-
|
| 1,500 |
|
Accounts receivable
|
|
|
|
29,233
|
|
-
|
| 29,233 |
|
Inventory
|
|
|
|
4,199
|
|
-
|
| 4,199 |
|
Deposits and prepaid expenses
|
|
|
|
16,624
|
|
-
|
| 16,624 |
|
|
|
|
|
158,175
|
|
-
|
| 158,175 |
Non-current assets |
|
|
|
|
|
|
|
|
|
Deferred financing costs
|
|
f
|
|
11,805
|
|
2,175
|
| 13,980 |
|
Property, plant and equipment
|
|
b,d,e,f,g
|
|
297,434
|
|
(3,991)
|
| 293,443 |
|
|
|
|
$
|
467,414
|
$
|
(1,816)
| $ | 465,598 |
|
LIABILITIES |
Current liabilities |
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
|
$
|
23,241
|
$
|
-
| $ | 23,241 |
|
Current portion of long-term debt
|
|
|
|
4,014
|
|
-
|
| 4,014 |
|
|
|
|
27,255
|
|
-
|
| 27,255 |
Non-current liabilities |
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
21,815
|
|
-
|
| 21,815 |
|
Decommissioning obligation
|
|
b
|
|
5,496
|
|
1,126
|
| 6,622 |
|
Deferred tax liabilities
|
|
g
|
|
69,541
|
|
(5,902)
|
| 63,639 |
|
|
|
|
124,107
|
|
(4,776)
|
| 119,331 |
SHAREHOLDERS' EQUITY |
Share capital
|
|
|
|
309,379
|
|
-
|
| 309,379 |
Warrants
|
|
|
|
1,597
|
|
-
|
| 1,597 |
Contributed surplus
|
|
c
|
|
28,715
|
|
(580)
|
| 28,135 |
Accumulated other comprehensive income
|
|
f
|
|
-
|
|
6,094
|
| 6,094 |
Retained earnings (deficit)
|
|
|
|
3,616
|
|
(2,554)
|
| 1,062 |
|
|
|
|
343,307
|
|
2,960
|
| 346,267 |
|
|
|
$
|
467,414
|
$
|
(1,816)
| $ | 465,598 |
|
|
|
|
|
|
|
|
|
Reconciliation of the statement of comprehensive income for the year
ended December 31, 2010
($000s)
|
|
|
Note
|
| Canadian GAAP |
| Effect of transition to IFRS |
| IFRS |
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
$
|
170,376
|
$
|
-
| $ | 170,376 |
Royalties
|
|
|
|
|
(33,682)
|
|
-
|
| (33,682) |
|
|
|
|
|
136,694
|
|
-
|
| 136,694 |
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
36,744
|
|
-
|
| 36,744 |
Sales and transportation expenses
|
|
|
|
|
18,847
|
|
-
|
| 18,847 |
General and administrative expenses
|
|
|
e
|
|
8,255
|
|
2,295
|
| 10,550 |
Depletion and depreciation
|
|
|
d,f
|
|
27,091
|
|
(4,580)
|
| 22,511 |
Share-based payments
|
|
|
c
|
|
8,111
|
|
(211)
|
| 7,900 |
|
|
|
|
|
99,048
|
|
(2,496)
|
| 96,552 |
|
|
|
|
|
|
|
|
|
|
Finance income
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
|
|
732
|
|
-
|
| 732 |
|
Foreign exchange gain
|
|
|
f
|
|
5,225
|
|
(5,154)
|
| 71 |
|
|
|
|
|
5,957
|
|
(5,154)
|
| 803 |
Finance expense
|
|
|
|
|
|
|
|
|
|
|
Interest and bank charges
|
|
|
|
|
1,160
|
|
-
|
| 1,160 |
|
Amortization of deferred financing costs
|
|
|
|
|
2,789
|
|
-
|
| 2,789 |
|
Interest on long-term debt
|
|
|
|
|
1,421
|
|
-
|
| 1,421 |
|
Accretion
|
|
|
b
|
|
425
|
|
(123)
|
| 302 |
|
|
|
|
|
5,795
|
|
(123)
|
| 5,672 |
Net finance income (expense)
|
|
|
|
|
162
|
|
(5,031)
|
| (4,869) |
|
|
|
|
|
|
|
|
|
|
Income before income tax |
|
|
|
|
37,808
|
|
(2,535)
|
| 35,273 |
Deferred income tax expense
|
|
|
g
|
|
(23,543)
|
|
(1,205)
|
| (24,748) |
Net income for the year |
|
|
|
|
14,265
|
|
(3,740)
|
| 10,525 |
|
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
|
Currency translation adjustment
|
|
|
f
|
|
-
|
|
6,094
|
| 6,094 |
Comprehensive income for the year |
|
|
|
$
|
14,265
|
$
|
2,354
|
$ | 16,619 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the reconciliations
The reconciling items between Canadian GAAP and IFRS presentation have
no significant effect on the cash flows generated. Therefore, a
reconciliation of cash flows has not been presented above.
(a) IFRS 1 election for full cost oil and gas entities
The use of the IFRS 1 election for full cost oil and gas entities did
not have a material impact on the statement of financial position at
January 1, 2010.
Pre-exploration and evaluation expenditures of $0.1 million have been
written off with a corresponding change to deficit at January 1, 2010.
(b) Decommissioning obligation
Under Canadian GAAP, ARO were discounted at a credit-adjusted risk-free
rate of 10%. Under IFRS, the estimated cash flow to abandon and
remediate the wells and facilities has been risk adjusted therefore the
provision is discounted at a risk-free rate in effect at the end of
each reporting period. The change in the decommissioning obligation
each period as a result of changes in the discount rate will result in
an offsetting charge to PP&E. Upon transition to IFRS, the impact of
this change was a $0.9 million increase in the decommissioning
obligation with a corresponding increase to the deficit on the
statement of financial position.
As a result of the change in discount rate, the decommissioning
obligation accretion expense decreased by $0.1 million during the year
ended December 31, 2010, due to the lower discount rate.
Under IFRS a separate line item is required in the statement of
comprehensive income for finance costs. The items under previous GAAP
that were reclassified to finance expense were interest and bank
charges, net foreign exchange loss, accretion of decommissioning
obligation and amortization of deferred financing costs.
(c) Share-based payments
Under Canadian GAAP, the Company recognized an expense related to their
share-based payments on a graded method of expense and did not
incorporate a forfeiture rate at the grant date. Under IFRS, the
Company is required to recognize the expense over the individual
vesting periods for the graded vesting of awards and estimate a
forfeiture rate at the date of grant and update it throughout the
vesting period. The impact on transition was a decrease in contributed
surplus of $0.4 million with the offset recorded against deficit.
For the year ended December 31, 2010, incorporation of a forfeiture rate
resulted in a decrease to share-based payments of $0.2 million.
(d) Depletion policy
Upon transition to IFRS, the Company adopted a policy of depleting its
oil properties on a unit of production basis over proved plus probable
reserves. The depletion policy under Canadian GAAP was based on units
of production over proved reserves. In addition, depletion was
calculated on the Albanian consolidated cost centre under Canadian
GAAP. IFRS requires depletion and depreciation to be calculated based
on individual components, separately. Accordingly, under IFRS, major
workover expenditures have been depreciated on a straight-line basis
over an estimated useful life of 5 years, whereas under Canadian GAAP,
these expenditures were depleted with the oil properties on a
unit-of-production basis over total proved reserves.
There was no impact of this difference on adoption of IFRS at January 1,
2010 as a result of the IFRS 1 election as discussed above.
For the year ended December 31, 2010, depletion and depreciation was
reduced by $4.6 million with a corresponding change to PP&E.
(e) Capitalized costs
Under IFRS, employee costs included in general and administrative
charges and share-based payments are capitalized to the extent they are
directly attributable to PP&E and E&E. The Company has adjusted its
capitalization policy to comply with IFRS. For the year ended December
31, 2010, $2.3 million of such costs are expensed under IFRS that were
previously capitalized under previous Canadian GAAP.
(f) Foreign currency translation
IFRS requires that the functional currency of each entity in a
consolidated group be determined separately based on the currency of
the primary economic environment in which the entity operates. A list
of primary and secondary indicators is used under IFRS in this
determination and these differ in content and emphasis to a certain
degree from those factors under Canadian GAAP. The parent company
operated with US dollar as functional currency under Canadian GAAP.
The Company re-assessed the determination of the functional currency
for the parent company and determined the Canadian dollar as the
functional currency for this entity under IFRS. The impact of the
change in functional currency was an adjustment to deferred financing
costs, property, plant and equipment and retained earnings. The
adjustment to retained earnings at the date of transition was $1.3
million (using the optional IFRS 1 exemption discussed earlier). For
the year ended December 31, 2010, the currency translation adjustment
was other comprehensive income of $6.1 million.
(g) Deferred income taxes
The adjustment to deferred income taxes on transition relates to the
opening adjustment to the decommissioning obligation and
pre-exploration and evaluation costs. The deferred income tax impact
of the opening adjustment was a reduction in deferred tax liability of
$0.5 million with the corresponding change recorded in deficit.
Under IFRS, the acquisition of an asset other than in a business
combination does not give rise to any deferred income taxes based on
the initial recognition exemption. Under Canadian GAAP, any related
deferred income taxes were added to the cost of the asset.
Accordingly, deferred income taxes recorded on capitalized share-based
payments under Canadian GAAP have been adjusted by approximately $6.6
million for the year ended December 31, 2010.
For the year ended December 31, 2010, deferred income tax expense
increased by $1.2 million as a result of all related reconciling items
between Canadian GAAP and IFRS presentation.
<p> Abby Badwi, President and Chief Executive Officer, (403) 513-2694<br/> Doug Urch, Executive VP, Finance and Chief Financial Officer, (403) 513-2691<br/> Mark Hodgson, VP, Business Development, (403) 513-2695<br/> <br/> Email: <a href="mailto:investorrelations@bankerspetroleum.com">investorrelations@bankerspetroleum.com</a><br/> Website: <a href="http://www.bankerspetroleum.com">www.bankerspetroleum.com</a> </p> <p> <b><i>AIM NOMAD: </i></b><br/> Canaccord Genuity Limited<br/> Henry Fitzgerald-O'Connor<br/> +44 20 7050 6500 </p> <p> <b><i>AIM JOINT BROKERS:</i></b><br/> <br/> Canaccord Genuity Limited<br/> Ryan Gaffney/ Henry Fitzgerald-O'Connor<br/> +44 20 7050 6500 </p> <p> Macquarie Capital Advisors<br/> Ben Colegrave/Paul Connolly<br/> +44 20 3037 5639<br/> <br/> </p>