Cooper Energy Limited: and Its Controlled Entities
Cooper Energy Limited: and Its Controlled Entities
Cooper Energy Limited: and Its Controlled Entities
FINANCIAL REPORT
Page DIRECTORS STATUTORY REPORT CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF FINANCIAL POSITION CONSOLIDATED STATEMENT OF CHANGES IN EQUITY CONSOLDIATED STATEMENT OF CASH FLOWS NOTES TO FINANCIAL STATEMENTS 1. 2. 3. 4. 5. 6. 7. 8. 9. CORPORATE INFORMATION SUMMARY SIGNIFICANT ACCOUNTING POLICIES SEGMENT REPORTING REVENUES AND EXPENSES INCOME TAX EARNINGS PER SHARE CASH AND CASH EQUIVALENTS TRADE AND OTHER RECEIVABLES (current) PREPAYMENTS
3 17 18 19 20 21 21 21 37 39 40 42 43 44 44 44 45 45 45 46 48 51 51 53 58 59 60 60 61 62 64 65
10. OIL PROPERTIES (non-current) 11. EXPLORATION AND EVALUATION (non-current) 12. TRADE AND OTHER PAYABLES (current) 13. PROVISIONS (non-current) 14. CONTRIBUTED EQUITY AND RESERVES 15. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES 16. COMMITMENTS AND CONTINGENCIES 17. INTEREST IN JOINT VENTURE ASSETS 18. RELATED PARTIES 19. SHARE BASED PAYMENTS 20. AUDITORS REMUNERATION 21. PARENT ENTITY INFORMATION 22. EVENTS AFTER FINANCIAL REPORTING DATE DIRECTORS DECLARATION INDEPENDENT AUDIT REPORT AUDITORS INDEPENDENCE DECLARATION CORPORATE DIRECTORY
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
The Directors present their report together with the consolidated financial report of the Group, being Cooper Energy Limited (the parent entity) and its controlled entities, for the financial year ended 30 June 2010, and the independent auditors report thereon. 1. DIRECTORS
The directors of the parent entity at any time during or since the end of the financial year are: Name, qualifications and independent status Mr Laurence J. SHERVINGTON LLB, SA FIN, MAICD CHAIRMAN IINDEPENDENT NON-EXECUTIVE DIRECTOR Experience, special responsibilities and other directorships Extensive commercial and corporate law experience. Mr Shervington is a practicing solicitor. Member of the Corporate Governance; Remuneration and Nomination and Audit Committees. Director since October 2003 and appointed Chairman in November 2004 Extensive management and engineering experience in the oil and gas exploration and production industry in Australia and overseas. Director and Managing Director since March 2004. Extensive management and financial experience and a founding Director. Non-executive Chairman of Ausquest Limited and Director since October 2003. Director since March 2001 and Chairman until November 2004. Extensive petroleum geological experience and consultant to the industry. Member of the Corporate Governance and Remuneration and Nomination and Audit Committees. Director since January 2002. Extensive accounting and consulting career. Chairman of the Audit Committee and Member of the Remuneration and Nomination and the Corporate Governance Committees Director since September 2007.
Age 67
Mr Michael T. SCOTT BSc (Honours), MEng (Petroleum Engineering), MAICD, SPE MANAGING DIRECTOR Mr Gregory G. HANCOCK BA (Econs), BEd (Honours), F FIN EXECUTIVE DIRECTOR
48
59
Mr Christopher R. PORTER B.Sc (Honours), M.Sc, INDEPENDENT NON-EXECUTIVE DIRECTOR Mr Stephen H. ABBOTT FCPA INDEPENDENT NON-EXECUTIVE DIRECTOR
69
65
2.
COMPANY SECRETARY
Mr Ian E. Gregory, 55, BBus, FCIS, FFIN, MAICD, was appointed to the position of Company Secretary in December 2005. Mr Gregory has acted as Company Secretary for the past 26 years for various listed and unlisted companies and currently consults on secretarial matters to a number of listed companies. 3. DIRECTORS MEETINGS
The number of directors meetings (including meetings of committees of directors) and number of meetings attended by each of the directors of the parent entity during the financial year are: Remuneration Corporate and Nomination Governance Audit Committee Committee Committee Director Board Meetings Meetings Meetings Meetings A B A B A B A B Mr L.J. Shervington 8 8 4 4 5 5 2 2 Mr M.T. Scott 8 8 Mr G.G. Hancock 8 8 Mr C.R. Porter 8 8 3 3 5 5 2 2 Mr S.H. Abbott 8 8 4 4 5 5 2 2 A = Number of meetings attended. B = Number of meetings held during the time the director held office, or was a member of the committee, during the year
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Cooper Energy Limited support the principles of corporate governance. 5. REMUNERATION REPORT (Audited)
This Remuneration Report outlines the director and executive remuneration arrangements of the parent entity and the group in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report, Key Management Personnel (KMP) of the group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the parent entity and the group, directly or indirectly, including any director (whether executive or otherwise) of the parent entity and includes the five highest paid executives in the Group and the parent. For the purposes of this report, the term executive encompasses the Executive Directors and Senior Employees of the parent and the group. The following were key management personnel of the Group at any time during the reporting period and unless otherwise indicated were key management personnel for the entire period. Non-Executive Directors Mr L.J. Shervington (Chairman) Mr C.R. Porter Mr S.H. Abbott Senior Employees Mr C.D. Todd (Exploration Manager) Mr T.J. Magee (Chief Geologist) Mr J.A. Baillie (Chief Financial Officer) Principles of remuneration The Group recognises that its performance is dependent on the quality of its directors and senior employees. To prosper, the Group must attract, motivate and retain highly skilled directors and senior employees. Remuneration packages include a mix of fixed and variable compensation with performance based incentives. Remuneration and Nomination Committee The Remuneration and Nomination Committee is responsible for determining and reviewing the remuneration for non-executive directors, the executive directors and senior employees. The Remuneration and Nomination Committee assesses the appropriateness of the nature and amount of remuneration of directors and senior employees on an annual basis by reference to relevant employment market conditions. The overall objective is to ensure shareholders benefit from the retention of a high quality Board and executive team. The Committee may take advice from independent consultancy sources to ensure remuneration accords with market practice. Remuneration structure In accordance with best practice corporate governance, the structure of the non-executive directors, executive directors and other key management personnel remuneration is separate and distinct. Non-Executive Directors remuneration Objective The Board seeks to set aggregate remuneration at a level that provides the Group with the ability to attract and retain directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders. Mr D. Gillies (New Venture Manager) Mr A. Craig (Chief Geophysicist) Executive Directors Mr M.T. Scott (Managing Director) Mr G.G. Hancock
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
Structure of Non-Executive Directors fees The Constitution and the ASX Listing Rules specify that the aggregate remuneration of non executive directors for attending to their duties as directors shall be determined from time to time by a general meeting. An amount not exceeding the amount determined is then divided between the non executive directors as agreed. The latest determination was at the parent entitys Annual General Meeting held on 28 November 2006, when shareholders approved an aggregate remuneration of up to $325,000 per year. The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst directors is reviewed annually. The Board considers advice from external consultants as well as the fees paid to non-executive directors of comparable companies when undertaking the annual review process. In addition, the directors may undertake, with the approval of the other directors, consultancy services to the Group from time to time. The remuneration of directors for the period ending 30 June 2010 is detailed in Table 1 of this report. Executive Directors remuneration Objective The Group aims to attract executive directors with a level and mix of remuneration, so as to: reward them for Group and individual performance; align their interests with those of shareholders; link rewards with the strategic goals and performance of the Group; and ensure total remuneration is competitive by industry standards. Structure of the Executive Directors remuneration package The remuneration packages of the Executive Directors consist of the following elements: Fixed remuneration. Performance based remuneration consisting of an at risk short term incentive (STI) cash incentive payment, paid annually at the discretion of the Board, linked to Group and individual performance; and which are described in more detail below. Fixed Remuneration of the Executive Directors - Salaries Fixed remuneration comprises base salary and superannuation contributions. It is determined by the scope of each directors role, level of knowledge, skill and experience along with their individual performance. Fixed remuneration is reviewed annually by the Remuneration and Nomination Committee. The process consists of a review of Group, and individual performance, relevant comparative remuneration in the market and, where appropriate, external advice on policies and practices. Short Term Incentive Plan (STIP) of the Executive Directors In December 2009 the Remuneration and Nomination Committee introduced an Executive Short Term Incentive Plan (STIP) to be applied for the twelve month period commencing on the 1 July 2009. The Board invited executive directors to participate in the STIP for the 1 July 2009 to 30 June 2010 period. The STIP is an at-risk cash based incentive measuring and rewarding performance over a twelve month period coinciding with the Groups fiscal year. STIP performance is assessed at the discretion of the Board in the September quarter and paid in September. The incentive payment is based on a percentage of fixed remuneration. The percentage of fixed remuneration that participants may earn under the STIP for the current reporting period is set out in following table: Key Performance Indicators (KPIs) and Weightings Quantitative Qualitative (Absolute Scale) (Relative Scale) 2P Reserves Annual OpportStaff GoverFunding Target Production unities Morale nance (MMbbls) (bbls) 50% 10% 30% 2.5% 2.5% 2.5% 1.5 350,000 1 1 1 1 2.0 368,000 4 4 4 4 4.0 500,000 10 10 10 10 10.0 1,000,000 20 20 20 20
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
The quantitative KPIs for the reporting period are based on the levels of 2P Reserves at the end of the reporting period and the volumes of annual production. The quantitative KPIs account for 60% of the STIP. The qualitative KPIs are based on the level of opportunities that the Group pursues, staff morale, governance, funding and external relationships. The qualitative KPIs which account for 40% of the STIP. The KPIs are considered by the Board to represent the key variables that underpin the future health and external market valuation of the parent entity. The Reserves and Production categories drive the immediate value of the Group, the Opportunities category drives the future value of the Group and the other qualitative measures ensure the ongoing healthy administration of the Group. Weightings are reflective of the variables impact on value and growth. The KPIs are set by the Remuneration and Nomination Committee at the beginning of each twelve month period. These may vary from year to year and from participant to participant in order to reflect the financial and operational goals of the Group and the contribution of the individual participants to those goals. The Remuneration and Nomination Committee have set KPI goals at threshold, target, stretch and super stretch levels. Any KPI results that fall between the award levels are awarded proportionally between the levels that lie immediately above and below the result. The maximum STIP that can be paid is set at the Super Stretch award level. The threshold objectives must be achieved in any individual KPI before a participant is entitled to any payment for that KPI. The Remuneration and Nomination Committee will assess the extent to which KPIs were met for the period and any remuneration that is earned pursuant to the STIP is accrued for in the financial statements for the current financial year recognising that it will be actually paid to the executives in the following financial year. The STIP amounts awarded to the executive directors for the twelve month period to 30 June 2010 are set out in Table 1. Senior Employees remuneration Objective The Group aims to attract senior employees with a level and mix of remuneration, so as to: reward them for Group and individual performance; align their interests with those of shareholders; link rewards with the strategic goals and performance of the Group; and ensure total remuneration is competitive by industry standards. Structure of the Senior Employees remuneration package The remuneration packages of the Senior Employees consist of the following elements: Fixed remuneration; Variable remuneration. Fixed Remuneration of Senior Employees salary Fixed remuneration comprises base salary and superannuation contributions. It is determined by the scope of each senior employees role, level of knowledge, skill and experience along with their individual performance. Fixed remuneration is reviewed annually by the Remuneration and Nomination Committee. The process consists of a review of Group, and individual performance, relevant comparative remuneration in the market and, where appropriate, external advice on policies and practices. Variable Remuneration of Senior Employees The Board and the Remuneration and Nomination Committee may consider the provision of variable remuneration in the form of short term cash bonuses and/or long term share options. There are no contractual obligations and awards are at the discretion of the Board and Remuneration Committee. Short term cash bonus and long term incentives may be considered on the basis of increase in the Groups value brought about by recoverable hydrocarbon additions or outstanding performance.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
Long term option incentives have historically been used as an incentive and to align executive directors and staff to the long term growth aspirations of the Group. To this end the Group adopted the Employee and Share and Option Plan on 9 January 2002. This plan provides a mechanism whereby the Remuneration and Nomination Committee may issue options to nominated eligible employees and executive directors the award of options to executive directors requiring Shareholders approval. The Group does not have a policy which prohibits executives from entering into arrangements to protect the value of their unvested share options. Group Performance The graph below shows the performance of the Group (as measured by the Groups Market Capitalisation and Share Price) for the past seven years.
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0.70 0.60
75
0.50 0.40
50
25
0.00
Share Price
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
0.80
Employment contracts (continued) Bonuses A bonus of $345,300 was awarded and paid to executive directors and staff on the 10 September 2010 for the discovery of additional hydrocarbons in the Cooper Basin during the during the twelve month period ending 30 June 2009. There was no forfeiture of cash bonuses. The bonus was determined and distributed at the discretion of the Board. A bonus of $145,089 was awarded to the executive directors for the twelve month period ending the 30 June 2010 based upon the Short Term Incentive Plan for the executive directors. This bonus has not been paid to the executive directors at the date of this report. Remuneration Details of the nature and amount of each major element of remuneration of each director of the Group and each of the five named senior employees who receive the highest remuneration and other key management personnel are: Table 1 Directors remuneration for the year ended 30 June 2010 Post Employment Superannuation $ Sharebased payment
Salary & Fees $ Directors Mr L.J. Shervington Chairman Mr M.T. Scott Managing Director Mr G.G. Hancock Mr C.R. Porter Mr S.H. Abbott 85,000 510,539 240,539 65,000 65,000 966,078
Options $
Total $
a) Mr Scotts proportion of remuneration that is performance related is 40.2% while the value of options as a proportion of remuneration is 15.6% b) Mr Hancocks proportion of remuneration that is performance related is 35.6% while the value of options as a proportion of remuneration is 20.8% c) Part of Mr Scotts cash bonus, $118,430 was a proportionate share of a cash bonus that was awarded to all staff on the 10 September 2009. The balance of cash bonus of $97,656 is to be paid in accordance the STIP for the year to 30 June 2010. d) Part of Mr Hancocks cash bonus, $11,070 was a proportionate share of a cash bonus that was awarded to all staff on the 10 September 2009. The balance of cash bonus of $47,433 is to be paid in accordance the STIP for the year to 30 June 2010. e) Mr Hancock provides services to the parent entity three days per week via employment as an executive director and a marketing consultancy agreement. f) The share based payment for each of Mr Scott and Mr Hancock represents the proportionate share of the value of vesting options that were awarded in December 2007 and May 2009. The basis for computing the value of these options is set out in Note 19 of the Annual Financial Statements.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
Table 1 Directors remuneration (continued) for the year ended 30 June 2009 Post Employment NonMonetary Benefits $ Superannuation $ Sharebased payment
Short-term benefits Salary & Fees $ Directors Mr L.J. Shervington Chairman Mr M.T. Scott Managing Director Mr G.G. Hancock Mr C.R. Porter Mr S.H. Abbott 85,000 486,596 218,255 65,000 65,000 919,851 50,520 50,520 -
Cash Bonus $
Options $
Total $
a) Mr Scotts proportion of remuneration that is performance related is 42.5% while the value of options as a proportion of remuneration is 36.6% b) Mr Hancocks proportion of remuneration that is performance related is 44.2% while the value of options as a proportion of remuneration is 44.2% c) Mr Scotts cash bonus was a proportionate share of a cash bonus that was awarded to all staff on the 11 August 2008. d) Mr Hancock provides services to the parent entity three days per week via employment as an executive director and a marketing consultancy agreement. e) The share based payment for each of Mr Scott and Mr Hancock represents the proportionate share of the vesting value of options that were awarded in January 2005, December 2007 and May 2009. The basis for computing the value of these options is set out in Note 19 of the Annual Financial Statements.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
Table 2 Executives and Senior Employees remuneration for the year ended 30 June 2010 Post Employment Superannuation $ Sharebased payment
Short-term benefits Salary & Fees $ Executives and senior employees Mr C.D Todd Exploration Manager Mr T.J. Magee Chief Geologist Mr. A. N. Craig Chief Geophysicist Mr D Gillies New Venture Manager Mr J.A. Baillie Chief Financial Officer 410,539 330,539 278,872 330,494 220,539 1,570,983 88,290 77,830 33,430 11,070 210,620 NonMonetary Benefits $
Cash Bonus $
Options $
Total $
a) Messrs Todd, Magee, Craig and Baillie all received a proportionate share of a cash bonus that was awarded and distributed to all staff on the 10 September 2009. b) Mr Todds proportion of remuneration that is performance related is 29% while the value of options as a proportion of remuneration is 13.4%. c) Mr Magees proportion of remuneration that is performance related is 26.7% while the value of options as a proportion of remuneration is 9.1%. d) Mr Gillies proportion of remuneration that is performance related is 3% while the value of options as a proportion of remuneration is 2.9%. e) Mr Craigs proportion of remuneration that is performance related is 9.1% while the value of options as a proportion of remuneration is 5.5%. f) f) Mr J.A. Baillie proportion of remuneration that is performance related is 21% while the value of options as a proportion of remuneration is 7.2%. The share based payment for each of Messrs Todd, Magee, Gillies, Craig and Baillie represents the proportionate share of the value of options t that were awarded in January 2005, December 2007 and May 2009. The basis for computing the value of these options is set out in Note 19 of the Annual Financial Statements.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Table 2 Executives and Senior Employees remuneration (continued) for the year ended 30 June 2009 Post Employment Superannuation $ Sharebased payment
Short-term benefits Salary & Fees $ Executives and senior employees Mr C.D Todd Exploration Manager Mr T.J. Magee Chief Geologist Mr. A. N. Craig Geophysicist Mr. R.R. King Senior Geologist Mr J.A. Baillie Chief Financial Officer 412,178 314,589 252,178 252,922 216,255 1,448,122 36,970 32,550 15,080 700 6,170 91,470 NonMonetary Benefits $
Cash Bonus $
Options $
Total $
a) Messrs Todd, Magee, Craig and Baillie were respectively granted 200,000; 150,000; 175,000 and 175,000 vesting options (see end of this report for further details) to recognise their contributions to the parent entitys success and to encourage their continuing involvement in the achievement of the parent entitys objectives and provide an incentive for them to strive to that end by participating in the future growth and prosperity of the parent entity through share ownership. b) Messrs Todd, Magee, King, Craig and Baillie all received a proportionate share of a cash bonus that was awarded and distributed to all staff on the 11 September 2008. c) Mr Todds proportion of remuneration that is performance related is 32.3% while the value of options as a proportion of remuneration is 26.4%. d) Mr Magees proportion of remuneration that is performance related is 25.3% while the value of options as a proportion of remuneration is 17.9% e) Mr Craigs proportion of remuneration that is performance related is 16.1% while the value of options as a proportion of remuneration is 11.3%. f) Mr J.A. Baillie proportion of remuneration that is performance related is 15.5% while the value of options as a proportion of remuneration is 13.2%.
g) The share based payment for each of Messrs Todd, Magee, Craig and Baillie represents the proportionate share of the value of options, awarded in the current and prior reporting years, which vested during the current year. The basis for computing the value of these options is set out in Note 19 of the Annual Financial Statements.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Value of options granted No options were granted to executive directors and senior employees during the period. The options that were granted in previous periods have theoretical Black and Sholes binomial option-pricing model value because they have vested during the period and have not yet been exercised. The A$0.55 and A$1.00 options only have theoretical value as the share price is less than the exercise price thereby preventing the options from being exercised. The total value of options for the executive directors and senior employees noted in tables as share based payments for the current year is $353,382. The fair value of the options is calculated at the date of the grant using a binomial option-pricing model and allocated to each reporting period evenly over the period from grant date to vesting date. The value disclosed above is the portion of the fair value of the options allocated to this reporting period. In valuing the options, the then market conditions were taken into account. Compensation options: Granted and vested during the year Details on options over ordinary shares in the parent entity that were granted at no cost as compensation during the reporting period and details on options that were vested during the reporting period are as follows: Fair value per options at grant date (cents) Number of options vested during the period
Number of options granted Granted on the 26 November 2007 Director Mr M.T. Scott Mr G. Hancock Executive Mr C.D. Todd Mr T.J. Magee Mr J.A. Baillie 2,500,000 1,250,000 500,000 5,000,000 3,000,000
Mr A.N. Craig 500,000 14.7 The options expire on 1 September 2011. Granted on the 21 May 2009 Executive Mr C.D. Todd Mr D. Gillies Mr T.J. Magee Mr A.N. Craig 200,000 125,000 150,000 100,000 5.97 5.97 5.97 5.97
75 75 75 75
Mr J.A. Baillie 100,000 5.97 75 The first date for exercise of these options is the 30 June 2010. The options expire on 31 December 2011 Granted on the 21 May 2009 Executive Mr D. Gillies 125,000 5.90 100 The first date for exercise of these options is the 30 June 2011. The options expire on 31 December 2012 Since the end of the financial year no options have been granted.
nil
nil
0%
All options expire on the earlier of their expiry date or termination of the individuals employment. The options are exercisable immediately on vesting up until the expiry date.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Value of options exercised during the year and shares issued on exercise of options The value of options exercised during the year by Mr MT Scott was $76,900 and by Mr T.J. Magee $22,590. 6. PRINCIPAL ACTIVITIES
Cooper Energy is an upstream oil and gas exploration and production parent entity whose primary purpose is to secure, find, develop, produce and sell hydrocarbons. These activities are undertaken either solely or via unincorporated joint ventures. There was no significant change in the nature of these activities during the year. 7. OPERATING AND FINANCIAL REVIEW
During FY10 the Group participated in the drilling of four wells (FY09: seven wells). Three of the wells were onshore exploration wells in the Cooper Basin, South Australia and one of the wells was an offshore exploration well in the Gulf of Hammamet, Tunisia. All four exploration wells were dry holes. All the Groups exploration permits across Australia, Indonesia and Tunisia were matured by varying amounts with studies and/or seismic activities resulting in a deep and valuable portfolio of leads and prospects. The Groups production assets in the Cooper Basin were matured by ongoing wellbore and surface development activities. During the year the Group was awarded the Sukananti Production Area in South Sumatra. This area contains three discovered but currently shut-in oil fields. The Group is progressing plans to redevelop these fields and recommence production. At the end of FY10 the Group was participating in production from nine oil fields in the Cooper Basin in South Australia Worrior, Callawonga, Christies, Sellicks, Silver Sands, Parsons, Perlubie, Perlubie South and Butlers. Production sales for the year were 465,012 barrels of oil (FY09: 487,254 barrels of oil). This production volume generated $40 million of sales revenue (FY09: $42 million). The Group ended FY10 with 1.5 million barrels Proved Developed Producing recoverable Oil (FY09: 1.9 million barrels), 1.7 million barrels Proved recoverable oil (FY09: 1.9 million barrels) and 2 million barrels Proved plus Probable recoverable oil (FY09: 1.9 million barrels). The Group at the end of FY10 had $92.5 million in cash deposits (FY09: $93.4 million). From an accounting perspective, the Group recorded a working capital of $95.4 million (FY09: A$96.5 million) and an EBITDAX (Earnings before interest, tax, depreciation, amortisation and exploration expenditure written off) of $21.2 million (FY09: $25.7 million). Profit before tax was $7.2 million (FY09: $5.0 million) and profit after tax was $1.2 million (FY09: loss of $2.8 million). Cooper Energys profit is mainly impacted by international exploration write-offs for which there is no Australian taxation allowance. 8. DIVIDENDS
The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of dividends since the end of the previous financial year, or to the date of this report. 9. ENVIRONMENTAL REGULATION
The Group is a party of various exploration and development licences or permits. In most cases, the contracts specify the environmental regulations applicable to oil and gas operations in the respective jurisdiction. The Group aims to ensure that it complies with the identified regulatory requirements in each jurisdiction in which it operates. There have been no significant known breaches of the environmental obligations of the Groups licences.
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Other than disclosed elsewhere in the Annual Report, further information about likely developments in the operations of the Group and the expected results of those operations in future financial years has not been included in this report because disclosure of the information would likely result in unreasonable prejudice to the consolidated entity . 11. DIRECTORS INTERESTS
The relevant interest of each director in ordinary shares and options over shares issued by the parent entity as notified by the directors to the Australian Stock Exchange in accordance with S205G(1) of the Corporations Act 2001, at the date of this reports is as follows: Cooper Energy Limited Ordinary Options over Shares shares Mr L.J. Shervington 405,933 751,500 6,900,000 Mr M.T. Scott Mr G.G. Hancock 2,600,001 3,000,000 Mr C.R. Porter 525,933 Mr S.H. Abbott 60,000 12. SHARE OPTIONS
Unissued shares under options At the date of this report unissued ordinary shares of the parent entity under option are: Expiry Date 31 December 2010 31 December 2010 1 September 2011 31December 2011 30 April 2012 31 August 2012 31 December 2012 Exercise price 55 cents 55 cents 100 cents 75 cents 75 cents 100 cents 100 cents Number of Shares 4,100,000 475,000 12,875,000 875,000 500,000 120,000 450,000
All options expire on the earlier of the expiry date or, if deemed by the Board, on termination of the employees employment. In addition, the ability to exercise the options is conditional upon vesting dates as detailed in the Remuneration Report on pages 4 to 13. These options do not entitle the holder to participate in any share issue of the parent entity or any other body corporate. 13. EVENTS AFTER FINANCIAL REPORTING DATE
Subsequent to the 30 June 2010, the parent entity has acquired shares in Zeta Petroleum Limited for $1,625,000. In addition the parent entity has entered into a further commitment to subscribe for a further tranche of shares up to a value of 700,000 on or before the 30 April 2011. The parent entity has also undertaken from January 2011 to July 2012, subject to various performance milestones been met, to subscribe for successive tranches of shares to the value of $US13,600,000 in Zeta Petroleum Limited. Subsequent to the year end, a wholly owned subsidiary participated in the drilling of an exploration well in Indonesia. The drill was not successful. The subsidiaries share of the estimated cost of the well is $US1,600,000.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Details of the amounts paid to the auditor of the Group, Ernst & Young and its related practices for non-audit services provided during the year are set out below. Consolidated 2010 2009 $ $ Services other than statutory audit Review of Employee Share Option Plan Taxation consulting services Consultation on disclosure requirements relating to a potential merger 25,750 25,750
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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17. ROUNDING
The Group is of a kind referred to in ASIC Class Order 98/0100 dated 10 July 1998 and in accordance with that Class Order, amounts in the financial report have been rounded to the nearest thousand dollars, unless otherwise stated. This report is made in accordance with a resolution of the directors:
Mr Michael T Scott Managing Director Dated at Perth this 30th August 2010.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Consolidated Notes Continuing Operations Revenue from oil sales Cost of sales Gross profit Other revenue Administration and other expenses Profit before income tax Income tax expense Net profit/(loss) after tax from continuing operations Other comprehensive income/(expenditure) Net loss on available for sale assets Other comprehensive income (expenditure) for the period, net of tax Total comprehensive income/(loss) for the period 1,247 cents Basic earnings/(loss) per share Diluted earnings/(loss) per share 6 6 0.4 0.4 (200) (200) (3,016) cents (1.0) (1.0) 5 4 4 4 4 40,030 (17,180) 22,850 4,315 (19,944) 7,221 (5,974) 1,247 41,647 (15,390) 26,257 4,245 (25,461) 5,041 (7,857) (2,816) 2010 $000 2009 $000
The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Notes ASSETS Current Assets Cash and cash equivalents Term deposits at banks Trade and other receivables Prepayments Total Current Assets Non-Current Assets Oil properties Exploration and evaluation Total Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade and other payables Income tax payable Total Current Liabilities Non-Current Liabilities Deferred tax liabilities Provisions Total Non-Current Liabilities TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Retained profits TOTAL EQUITY 14 14 14 5 13 12 10 11 7 7 8 9
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Issued Capital $000 Consolidated Balance at 1 July 2009 Profit for the period Total comprehensive income for the period Transactions with owners in their capacity as owners: Share based payments Shares issued Balance at 30 June 2010 Balance at 1 July 2008 Loss for the period Total comprehensive loss for the period Transactions with owners in their capacity as owners: Share based payments Shares placed Share issue costs Balance at 30 June 2009 98,472 -
(541) -
2,174 -
25 -
(541) (541) -
200 (200)
25 25 -
(541)
749 2,174
25
23,181
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Cooper Energy Limited and its Controlled Entities 2010 Annual Report
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Notes
Consolidated 2010 $000 2009 $000 43,995 (15,916) (7,767) 4,316 24,628
CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Income tax paid Interest received other entities Net cash from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of available-for-sale-financial assets Proceeds on disposal of available-for-sale-financial assets Payments for exploration and evaluation Investments in oil properties Net cash flows from/(used) in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Issue of shares Net cash flow from financing activities NET (DECREASE)/INCREASE IN CASH HELD CASH AT THE BEGINNING OF THE YEAR CASH, CASH EQUIVALENTS AND TERM DEPOSITS AT THE END OF THE YEAR 7 185 185 (952) 93,437 92,485 28,828 64,609 93,437 (17,622) (4,694) (22,316) (8,780) 25,208 (6,888) (5,340) 4,200 7 43,010 (17,466) (8,515) 4,150 21,179
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
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a) Basis of preparation The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standards. The financial report has also been prepared on a historical cost basis, except for available for sale financial assets which have been measured at fair value. The financial report is presented in Australian dollars and all values are rounded to the nearest thousand dollars ($000) unless otherwise stated under the option available to the Group under ASIC Class Order 98/0100. The Group is an entity to which the class order applies. b) Statement of compliance The financial report complies with Australian Accounting Standards and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. From 1 July 2009 the Consolidate Entity has adopted the following standards and interpretations would have been applied for the first time for entities with years ending 30 June 2010 (unless early adopted): Adoption of these standards interpretation did not have any effect on the financial position or performance of the Consolidated Entity.
Reference
Title Operating Segments and consequential amendments to other Australian Accounting Standards Concise Reporting Borrowing Costs and consequential amendments to other Australian Accounting Standards Presentation of Financial Statements and consequential amendments to other Australian Accounting Standards Amendments to Australian Accounting Standard Share-based Payments: Vesting Conditions and Cancellations Business Combinations Consolidated and Separate Financial Statements Amendments to Australian Accounting Standards arising from AASB 3 and AASB 127 Amendments to Australian Accounting Standards arising from the Annual Improvements Project Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project
AASB 8 and AASB 2007-3 AASB 1039 (revised) AASB 123 (Revised) and AASB 2007-6 AASB 101 (Revised), AASB 2007-8 and AASB 2007-10 AASB 2008-1 AASB 3 (Revised) AASB 127 (Revised) AASB 2008-3 AASB 2008-5
1 January 2009
1 July 2009
1 January 2009 1 July 2009 1 July 2009 1 July 2009 1 January 2009
1 July 2009 1 July 2009 1 July 2009 1 July 2009 1 July 2009
AASB 2008-6
1 July 2009
1 July 2009
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Reference
Title Amendments to Australian Accounting Standards Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate Amendments to Australian Accounting Standards Improving Disclosures about Financial Instruments [AASB 4, AASB 7, AASB 1023 & AASB 1038] Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 2 and AASB 138 and AASB Interpretations 9 & 16]
AASB 2008-7
1 January 2009 Annual reporting periods beginning on or after 1 January 2009 that end on or after 30 April 2009.
1 July 2009
AASB 2009-2
1 July 2009
AASB 2009-4
1 July 2009
1 July 2009
AASB 2009-7
Amendments to Australian Accounting Standards [AASB 5, 7, 107, 112, 136 & 139 and Interpretation 17]
1 July 2009
1 July 2009
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Amendments to Australian Accounting Standards Group Cash-settled Share-based Payment Transactions [AASB 2] This Standard makes amendments to Australian Accounting Standard AASB 2 Sharebased Payment and supersedes Interpretation 8 Scope of AASB 2 and Interpretation 11 AASB 2 Group and Treasury Share Transactions. The amendments clarify the accounting for group cash-settled share-based payment transactions in the separate or individual financial statements of the entity receiving the goods or services when the entity has no obligation to settle the share-based payment transaction. The amendments clarify the scope of AASB 2 by requiring an entity that receives goods or services in a share-based payment arrangement to account for those goods or services no matter which entity in the group settles the transaction, and no matter whether the transaction is settled in shares or cash. Application date for Group 1 January 2010 1 July 2010
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Amendments to Australian Accounting Standards Classification of Rights Issues [AASB 132] Summary The amendment provides relief to entities that issue rights in a currency other than their functional currency, from treating the rights as derivatives with fair value changes recorded in profit or loss. Such rights will now be classified as equity instruments when certain conditions are met. Application date of Standard Application date for Group 1 February 2010 1 July 2010 AASB 9 Summary Financial Instruments
AASB 9 includes requirements for the classification and measurement of financial assets resulting from the first part of Phase 1 of the IASBs project to replace IAS 39 Financial Instruments: Recognition and Measurement (AASB 139 Financial Instruments: Recognition and Measurement). These requirements improve and simplify the approach for classification and measurement of financial assets compared with the requirements of AASB 139. The main changes from AASB 139 are described below. (a) Financial assets are classified based on (1) the objective of the entitys business model for managing the financial assets; (2) the characteristics of the contractual cash flows. This replaces the numerous categories of financial assets in AASB 139, each of which had its own classification criteria. (b) AASB 9 allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income. Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument. Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities, or recognising the gains and losses on them, on different bases. Application date of Standard Application date for Group 1 July 2013 1 July 2013
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2 b) Statement of compliance (continued) AASB 2009-11 Amendments to Australian Accounting Standards arising from AASB 9 [AASB 1, 3, 4, 5, 7, 101, 102, 108, 112, 118, 121, 127, 128, 131, 132, 136, 139, 1023 & 1038 and Interpretations 10 & 12] Summary The revised Standard introduces a number of changes to the accounting for financial assets, the most significant of which includes: two categories for financial assets being amortised cost or fair value removal of the requirement to separate embedded derivatives in financial assets strict requirements to determine which financial assets can be classified as amortised cost or fair value, Financial assets can only be classified as amortised cost if (a) the contractual cash flows from the instrument represent principal and interest and (b) the entitys purpose for holding the instrument is to collect the contractual cash flows an option for investments in equity instruments which are not held for trading to recognise fair value changes through other comprehensive income with no impairment testing and no recycling through profit or loss on derecognition reclassifications between amortised cost and fair value no longer permitted unless the entitys business model for holding the asset changes changes to the accounting and additional disclosures for equity instruments classified as fair value through other comprehensive income Application date of Standard Application date for Group 1 July 2013 1 July 2013 AASB 124 (Revised) Summary Related Party Disclosures (December 2009) The revised AASB 124 simplifies the definition of a related party, clarifying its intended meaning and eliminating inconsistencies from the definition, including: (a) (b) the definition now identifies a subsidiary and an associate with the same investor as related parties of each other; entities significantly influenced by one person and entities significantly influenced by a close member of the family of that person are no longer related parties of each other; and the definition now identifies that, whenever a person or entity has both joint control over a second entity and joint control or significant influence over a third party, the second and third entities are related to each other.
(c)
A partial exemption is also provided from the disclosure requirements for governmentrelated entities. Entities that are related by virtue of being controlled by the same government can provide reduced related party disclosures. Application date of Standard Application date for Group 1 January 2011 1 July 2011
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AASB 2009-14
Amendments to Australian Interpretation Prepayments of a Minimum Funding Requirement Summary These amendments arise from the issuance of Prepayments of a Minimum Funding Requirement (Amendments to IFRIC 14). The requirements of IFRIC 14 meant that some entities that were subject to minimum funding requirements could not treat any surplus in a defined benefit pension plan as an economic benefit. The amendment requires entities to treat the benefit of such an early payment as a pension asset. Subsequently, the remaining surplus in the plan, if any, is subject to the same analysis as if no prepayment had been made. Application date of Standard Application date for Group 1 January 2011 1 July 2011 AASB 2010-1 Amendments to Australian Accounting Standards - Limited Exemption from Comparative AASB 7 Disclosures for First-time Adopters Summary First-time adopters of Australian Accounting Standards are permitted to use the same transition provisions permitted for existing preparers of financial statements prepared in accordance with Australian Accounting Standards that are included in AASB 2009-2. Application date of Standard Application date for Group 1 July 2010 1 July 2010
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2 b) Statement of compliance (continued) AASB 1053 Summary Application of Tiers of Australian Accounting Standards
This Standard establishes a differential financial reporting framework consisting of two Tiers of reporting requirements for preparing general purpose financial statements: Tier 1: Australian Accounting Standards; and Tier 2: Australian Accounting Standards Reduced Disclosure Requirements. Tier 2 comprises the recognition, measurement and presentation requirements of Tier 1 and substantially reduced disclosures corresponding to those requirements. The following entities apply Tier 1 requirements in preparing general purpose financial statements: for-profit entities in the private sector that have public accountability (as defined in this Standard); and the Australian Government and State, Territory and Local Governments. The following entities apply either Tier 2 or Tier 1 requirements in preparing general purpose financial statements: for-profit private sector entities that do not have public accountability; all not-for-profit private sector entities; and public sector entities other than the Australian Government and State, Territory and Local Governments. Application date of Standard Application date for Group 1 July 2013 1 July 2013 Amendments to Australian Accounting Standards arising from reduced disclosure requirements
Summary
This Standard gives effect to Australian Accounting Standards Reduced Disclosure Requirements. AASB 1053 provides further information regarding the differential reporting framework and the two tiers of reporting requirements for preparing general purpose financial statements. Application date of Standard Application date for Group 1 July 2013 1 July 2013 AASB 2010-3 Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 3, AASB 7, AASB 121, AASB 128, AASB 131, AASB 132 & AASB 139] Summary Limits the scope of the measurement choices of non-controlling interest at proportionate share of net assets in the event of liquidation. Other components of NCI are measured at fair value. Requires an entity (in a business combination) to account for the replacement of the acquirees share-based payment transactions (whether obliged or voluntarily), i.e., split between consideration and post combination expenses. Clarifies that contingent consideration from a business combination that occurred before the effective date of AASB 3 Revised is not restated. Eliminates the requirement to restate financial statements for a reporting period when significant influence or joint control is lost and the reporting entity accounts for the remaining investment under AASB 139. This includes the effect on accumulated foreign exchange differences on such investments. Application date of Standard Application date for Group 1 July 2010 1 July 2010
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This interpretation clarifies that equity instruments issued to a creditor to extinguish a financial liability are consideration paid in accordance with paragraph 41 of IAS 39. As a result, the financial liability is derecognised and the equity instruments issued are treated as consideration paid to extinguish that financial liability. The interpretation states that equity instruments issued in a debt for equity swap should be measured at the fair value of the equity instruments issued, if this can be determined reliably. If the fair value of the equity instruments issued is not reliably determinable, the equity instruments should be measured by reference to the fair value of the financial liability extinguished as of the date of extinguishment. Application date of Standard Application date for Group 1 July 2010 1 July 2010 * designates the beginning of the applicable annual reporting period unless otherwise stated ** only applicable to not-for-profit / public sector entities The impact of the adoption of these new and revised standards onwards and interpretations onwards has not been determined by the Group. c) Basis of consolidation The consolidated financial statements are those of the consolidated entity, comprising Cooper Energy Limited (the parent entity) and its subsidiaries (the Group). The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies that may exist. All inter-company balances and transactions, income and expenses and profit and losses arising from intra-group transactions, have been eliminated in full. Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group.
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No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The Consolidated Statement of Comprehensive Income charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.
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The carrying amount of deferred income tax assets is reviewed at each Consolidated Statement of Financial Position date and reduced to the extent that its not longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred income tax assets are assessed at each Consolidated Statement of Financial Position date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred income tax assets and liabilities are measured at the tax rates that were expected to apply to the year when the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the Consolidated Statement of Financial Position date. Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exits to offset current tax assets against current tax liabilities and the deferred tax asset and liabilities relate to the same taxable entity and the same taxation authority. n) Other taxes Revenues, expenses and assets are recognised net of the amount of Goods and Services Taxes (GST) except: where the GST incurred on a purchase of foods and services in not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the Consolidated Statement of Financial Position. Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority. o) Exploration and evaluation expenditure Exploration and evaluation expenditure is accounted for in accordance with the area of interest method and is capitalised to the extent that:i. ii. iii. the rights to tenure of the areas of interest are current and the Group controls the area of interest in which the expenditure has been incurred; and such costs are expected to be recouped through successful development and exploration of the area of interest, or alternatively by its sale; or exploration and evaluation activities in the area of interest have not at the reporting date:a. reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves; and b. active and significant operations in, or in relation to, the area of interest are continuing.
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In the process of applying the Groups accounting policies, management has made the following judgements, apart from those involving estimations, which have the most significant effect on the amounts recognised in the financial statements: Determination of recoverable hydrocarbons Estimates of recoverable hydrocarbons impact the asset impairment assessment , depreciation and amortisation rates and decommissioning and restoration provisions. Estimates of recoverable hydrocarbons are evaluated and reported by Competent Persons in accordance with Cooper Energys Recoverable Hydrocarbon Guidelines (www.cooperenergy.com.au/policies). A technical understanding of the geological and engineering processes enables the recoverable hydrocarbon estimates to be determined by using forecasts of production, commodity prices, production costs, exchange rates, tax rates and discount rates. Recoverable hydrocarbon estimates may change from time to time if any of the forecast assumptions are revised. Taxation The Groups accounting policy for taxation requires managements judgment as to the types of arrangements considered to be a tax on income in contrast to an operating cost. Judgement is also required in assessing whether deferred tax assets and certain deferred tax liabilities are recognised on the Consolidated Statement of Financial Position. Deferred tax assets, including those arising from un recouped tax losses, capital losses and temporary differences, are recognised only where it is considered more likely than not they will be recovered, which is dependent on the generation of sufficient future taxable profits. Judgements are also required about the application of income tax legislation. These judgments and assumptions are subject to risk and uncertainty, hence there is a possibility changes in circumstances will alter expectation, which may impact the amount of deferred tax assets and deferred tax liabilities recognised on the Consolidated Statement of Financial Position and the amount of other tax losses and temporary differences not yet recognised.
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The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are: Impairment of capitalised exploration and evaluation expenditure The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale. Factors which could impact the future recoverability include the level of oil reserves, future technological changes which could impact the cost of extraction, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices. To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future, this will reduce profits and net assets in the period in which this determination is made. In addition, exploration and evaluation expenditure is capitalised if activities in the area of interest have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable oil reserves. To the extent that it is determined in the future that this capitalised expenditure should be written off, this will reduce profits and net assets in the period in which this determination is made. Impairment of capitalised development expenditure The future recoverability of capitalised development expenditure is dependent on a number of factors, including the level of oil reserves and future technological changes which could impact the cost of extraction, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices. To the extent that capitalised development expenditure is determined not to be recoverable in the future, this will reduce profits and net assets in the period in which this determination is made. Provisions for decommissioning and restoration costs Decommissioning and restoration costs are a normal consequence of oil extraction and the majority of this expenditure is incurred at the end of a wells life. In determining an appropriate level of provision consideration is given to the expected future costs to be incurred, the timing of these expected future costs (largely dependent on the life of the well), and the estimated future level of inflation. The ultimate cost of decommissioning and restoration is uncertain and costs can vary in response to many factors including changes to the relevant legal requirements, the emergence of new restoration techniques or experience at other wells. The expected timing of expenditure can also change, for example in response to changes in oil reserves or to production rates. Changes to any of the estimates could result in significant changes to the level of provisioning required, which would in turn impact future financial results.
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Consolidated 2010 $000 Net profit/(loss) attributable to ordinary equity holders of the parent from continuing operations 1,247 2010 Thousands Weighted average number of ordinary shares for basic earnings per share Effect of dilution: Share options Weighted average number of ordinary shares adjusted for the effect of dilution Basic earnings/(loss) per share for the period (cents per share) Diluted earnings/(loss) per share for the period (cents per share) There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of completion of these financial statements. There no instruments excluded from the calculation of dilutive earnings per share that could potentially dilute basic earnings per share in the future because they are anti-dilutive for either of the periods presented. 292,576 0.4 0.4 175 276,737 (1.0) (1.0) 292,576 2009 $000 (2,816) 2009 Thousands 276,562
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Development $000
Total $000
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12. TRADE AND OTHER PAYABLES (current) Trade payables (1) Other payables (1) Accruals Related party payables (i) Trade and other payables are non-interest bearing and are normally settled on 30-90 day terms 13. PROVISIONS (non-current) Long service leave provision Restoration provision Movement in carrying amount: Carrying amount at 1 July Additional provision Increase through accretion Carrying amount at 30 June 622 109 13 744 273 336 13 622 195 549 744 148 474 622 602 1,716 2,891 5,209 750 5,959 197 2,063 2,427 4,687 470 5,157
The Restoration Provision is the present value of the Groups share of the estimated cost to restore operating locations. The nature of restoration activities includes the obligations relating to the reclamation, waste site closure, plant closure, production facility removal and other costs associated with the restoration of the site.
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Share options The Group has a share based payment option scheme under which options to subscribe for the parent entitys shares have been granted to key management personnel and senior employees ( refer note 18) Reserves Consolidation reserve $000 Consolidated At 30 June 2008 Share-based payments Net loss recognised directly in equity At 30 June 2009 Share-based payments At 30 June 2010 (541) (541) (541) 200 (200) 25 25 25 1,425 749 2,174 354 2,528 1,109 749 (200) 1,658 354 2,012 Net unrealised gain (loss) reserve $000 Option premium reserve $000 Share based payment reserve $000
Total $000
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The financial assets and liabilities of the Group are recognised in the consolidated statement of financial position in accordance with the accounting policies set out in Note 2. The following summarises the significant methods and assumptions used in estimating the value of financial instruments: Trade and other receivables The carrying value is a reasonable approximation of their values due to the short-term nature of trade receivables.
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The following table summarises the sensitivity of financial instruments held at the year end, to movements in the exchange rates for the Australian dollar to the US dollar, with all other variables held constant. The 10% sensitivity in 2010 is based on the changes over the previous two financial years. Impact on after tax profit 2010 $000 If the Australian dollar were higher at the balance date If the Australian dollar were lower at the balance date (1,044) 1,277 2009 $000 (681) 832
Impact on other comprehensive income 2010 $000 If the Australian dollar were higher at the balance date If the Australian dollar were lower at the balance date 2009 $000 -
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Impact on other comprehensive income 2010 $000 If the interest rate were 1% higher at the balance date If the interest rate were 1% lower at the balance date 2009 $000 -
Any fluctuation of the interest rate either up or down will have no impact on the value of the cash on deposit at the banks. The Group does not invest in financial instruments.
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The parent entity leases a suite of offices from which it conducts its operations. The lease is for seven years with an option to renew after that date. A joint venture, in which the Group is a participant, may have to pay taxes inclusive of penalties arising from fiscal obligations incurred before the Group acquired an equity interest in a production sharing contract. In terms of an agreement with the vendor of the production sharing contract, any pre-acquisition taxes and penalties can be recovered from the vendor. Any liability that may arise is not expected to exceed $264,000 (2009: $264,000) and will be fully recoverable from the vendor of the equity interest. The syndicate of buyers of all oil produced by the parent entity are in disagreement with the State Government of South Australia over the level of charges, set at the port of export, which are on charged to the parent entity. The Parent entity is not a party to any of the discussions with the State Government of South Australia. At this stage, the syndicate of buyers and the State Government of South Australia are in discussion to resolve their points of difference. At this time no claim has been received by the Parent entity. However in the event that a claim is made on the Parent entity or either of the above parties commences legal action, the Directors will then further assess liability recognition. At the date of this report the Parent entity estimates that the maximum contingent exposure, before any penalties and other charges, could be $913,000 (2009: $740,000) if the syndicate of buyers are not successful in resolving the disagreement. 17. INTEREST IN JOINT VENTURE ASSETS The group has interests in a number of joint ventures which are involved in the exploration and/or production of oil in Australia, Indonesia and Tunisia. The Group has the following interests in joint ventures in the following major areas: Ownership Interest 2010 a) Joint Ventures in which Cooper Energy Limited is the operator/manager Australia PEL 110 PEL 495 Indonesia Sukananti KSO South Madura PSC Tunisia Bargou Exploration Permit Oil and gas exploration 100% 100% b) Joint Ventures in which Cooper Energy Limited is not the operator/manager Australia PEL 90 PEL 92 PEL 93 PEL 100 Tunisia Hammamet Exploration Permit Oil and gas exploration Oil and gas exploration and production Oil and gas exploration and production Oil and gas exploration Oil and gas exploration 25% 25% 30% 19.165% 35% 25% 25% 30% 19.165% 35% Oil and gas exploration Oil and gas exploration 55% 30% 30% Oil and gas exploration Oil and gas exploration 20% 100% 40% 100% 2009
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Granted
Exercised
Held at 1 July 2008 Directors Mr M.T. Scott Mr G.G. Hancock Executives Mr C.D. Todd Mr T.J. Magee Mr D. Gilles Mr A.N. Craig Mr J.A. Baillie 4,300,000 1,600,000 500,000 500,000 7,400,000 3,000,000
Exercised -
Held at 30 June 2009 7,400,000 3,000,000 4,500,000 1,750,000 350,000 675,000 675,000
Vested and exercisable 4,066,667 1,000,000 2,633,333 766,666 100,000 241,668 241,668
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Granted
Exercisable
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Purchases
Sales
Held at 1 July 2008 Directors Mr L. J. Shervington Mr C.R Porter Mr M.T. Scott Mr G.G. Hancock Mr S.H. Abbott Executives Mr C.D. Todd Mr T.J. Magee Mr A. Craig 207,865 30,000 3,845 405,933 525,933 557,881 3,600,001 60,000
Purchases
Sales 1,000,000 -
Held at 30 June 2009 405,933 525,933 561,500 2,600,001 60,000 207,865 70,000 3,845
Shares held by key management personnels related parties The movement during the reporting period in the number of ordinary shares in Cooper Energy Limited held, directly, indirectly or beneficially, by each key management persons related parties, is a follows: Held at 1 July 2009 Directors Mr C.R Porter Mr M.T. Scott Mr G.G. Hancock Mr S.H. Abbott Mr C.D. Todd Mr T.J. Magee 525,933 550,000 875,001 60,000 207,865 30,000 40,000 500,000 310,000 525,933 740,000 875,001 60,000 207,865 70,000 Received on exercise of options Held at 30 June 2010
Purchases
Sales
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Purchases
Sales
Mr S.H. Abbott 60,000 * Mr G.G. Hancock transferred 275,000 shares to a related party Subsidiaries
The Group financial statements include the financial statements of Cooper Energy Limited and the subsidiaries listed in the following table. Country of incorporation British Virgin Islands British Virgin Islands British Virgin Islands British Virgin Islands Equity interest 2010 % 100 100 100 100 2009 % 100 100 100 2010 $000 6,027 827 7,948 4,422 19,224 Loans 2009 $000 5,051 5,100 5,195 15,346 Investments 2010 $000 2009 $000 -
Name South Madura Exploration Company Ltd Cooper Energy Sukananti Limited CE Tunisia Bargou Ltd CE Hammamet Ltd
Loans are made by the parent entity to wholly owned subsidiaries for investment in various joint ventures exploring for hydrocarbons. The loans are interest free and repayable on demand. There were no transactions between subsidiaries during the financial year (2009: $nil). Joint Venture During the reporting period, the Group provided geological and technical services to joint ventures it manages at a cost of $ 90,000 (2009: $222,000). At the end of the financial period, $47,000 was outstanding for these services (2009: $125,000). An impairment assessment is undertaken each financial year by examining the financial position of the related party and their investment in the respective joint ventures that are prospecting for hydrocarbons to determine whether there is objective evidence that a related party receivables is impaired. When such objective evidence exists, the Group recognises an allowance for the impairment loss.
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Granted in the year ended 30 June 2003 30 June 2004 30 June 2005 30 June 2006 30 June 2007 30 June 2008 30 June 2009
Number of options granted 2,500,000 3,000,000 1,900,000 4,100,000 500,000 12,875,000 1,800,000 26,675,000
Vesting conditions (if any) none none none See below Nil See below See below
On 21 May 2009, a number of employees were granted 475,000 options to subscribe for 475,000 shares in the parent entity at an exercise price of 55 cents each; 875,000 options to subscribe for 875,000 shares in the parent entity at an exercise price of 75 cents each and 450,000 options to subscribe for 450,000 shares in the parent entity at an exercise price of 75 cents each. The vesting date for these options tranches is 30 June 2009; 30 June 2010 and 30 June 2011. On 26 November 2007, a number of employees were granted 12,875,000 options to subscribe for shares in the parent entity at an exercise price of 100 cents each. The vesting date for these options, in three equal tranches, is 1 January 2009; 1 January 2010 and 1 January 2011. On 1 May 2007, an employee was granted 500,000 options to subscribe for shares in the parent entity at an exercise price of 75 cents each. The vesting date for these options is when the employee is instrumental in introducing hydrocarbon opportunities that is accepted by the Board. The number and weighted average exercise prices of share options held by employees is as follows: Weighted average exercise price (cents) 2010 88.1 28.5 75.0 90.4 Weighted average exercise price (cents) 2009 89.3 75.0 80.0 88.1
Balance at beginning of year - granted - exercised - expired and not exercised - forfeited following employee resignation Balance at end of year Exercisable at end of year
The options outstanding at 30 June 2010 have an exercise price in the range of 55 cents to $1.00 and a weighted contractual life of 13 months remaining. All the options were issued for nil consideration, and, other than 500,000 granted to an employee on1 May 2007, have no associated performance hurdles. The unlisted options are issued with various expiration dates. There are no participating rights or entitlements inherent in the options and holders will not be entitled to participate in new issues of capital offered to shareholders during the period of the options. All options are settled by physical delivery of shares. During the financial year, 650,000 share options were exercised (2009: nil). The weighted average share price at the dates of exercise in 2010 was 44 cents.
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The expected volatility is based on the historic volatility adjusted for any expected changes to future volatility due to publicly available information. Employee expenses Consolidated 2010 $000 257 96 353 2009 $000 26 (14) 737 749
Share options granted in 2006 equity settled Share options granted in 2007 equity settled Share options granted in 2008 equity settled Share options granted in 2009 equity settled Total expenses recognised in employee costs 20. AUDITORS REMUNERATION
Consolidated 2010 The auditor of Cooper Energy Limited is Ernst & Young Amounts received or due and receivable by Ernst & Young Australia for: Auditing and review of financial reports of the entity and the consolidated group Other services Amounts received or due and receivable by related practices of Ernst & Young Australia for: Auditing and review of financial reports of an entity in the consolidated group 131,350 131,350 103,000 25,750 128,750 2009
131,350
9,645 138,395
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The parent entity leases a suite of offices from which it conducts its operations. The lease is for seven years with an option to renew after that date. The syndicate of buyers of all oil produced by the parent entity are in disagreement with the State Government of South Australia over the level of charges, set at the port of export, which are on charged to the parent entity. The Parent entity is not a party to any of the discussions with the State Government of South Australia. At this stage, the syndicate of buyers and the State Government of South Australia are in discussion to resolve their points of difference. At this time no claim has been received by the Parent entity. However in the event that a claim is made on the Parent entity or either of the above parties commences legal action, the Directors will then further assess liability recognition. At the date of this report the Parent entity estimates that the maximum contingent exposure, before any penalties and other charges, could be $913,000 (2009: $740,000) if the syndicate of buyers are not successful in resolving the disagreement. 22. EVENTS AFTER FINANCIAL REPORTING DATE Subsequent to the 30 June 2010, the parent entity has acquired shares in Zeta Petroleum Limited for $1,625,000. In addition the parent entity has entered into a further commitment to subscribe for a further tranche of shares up to a value of 700,000 on or before the 30 April 2011. The parent entity has also undertaken from January 2011 to July 2012, subject to various performance milestones been met, to subscribe for successive tranches of shares to the value of $US13,600,000 in Zeta Petroleum Limited. Subsequent to the year end, a wholly owned subsidiary participated in the drilling of an exploration well in Indonesia. The drill was not successful. The subsidiarys share of the estimated cost of the well is $US1,600,000.
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Directors Declaration
In accordance with a resolution of the directors of Cooper Energy Limited, I state that: In the opinion of the directors: (a) the financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the consolidated entitys financial position as at 30 June 2010 and of its performance for the year ended on that date; and (ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; (b) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in note 2b; (c) there are reasonable grounds to believe that the consolidated entity will be able to pay its debts as and when they become due and payable; and (d) this declaration has been made after receiving the declarations required to be made to the Directors in accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2010. Signed is accordance with a resolution of the Directors.
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Auditors Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, we consider internal controls relevant to the entitys preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entitys internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Independence
In conducting our audit we have met the independence requirements of the Corporations Act 2001. We have given to the directors of the company a written Auditors Independence Declaration, a copy of which is included in the directors report.
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Auditors Opinion
In our opinion: 1. the financial report of Cooper Energy Limited is in accordance with the Corporations Act 2001, including: i ii 2. giving a true and fair view of the financial position of the consolidated entity at 30 June 2010 and of its performance for the year ended on that date; and complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001.
the financial report also complies with International Financial Reporting Standards as issued by the International Accounting Standards Board.
Auditors Opinion
In our opinion, the Remuneration Report of Cooper Energy Limited for the year ended 30 June 2010, complies with section 300A of the Corporations Act 2001.
RK:MJ:COOPER:067
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Corporate Directory
Directors
Laurence J SHERVINGTON (Chairman) Michael T SCOTT (Managing Director) Gregory G HANCOCK Christopher R PORTER Stephen H ABBOTT
Company Secretary
Ian E GREGORY
Auditors
Ernst & Young 11 Mounts Bay Road Perth, Western Australia 6000
Solicitors
Minter Ellison Level 49 Central Park 152 158 St Georges Terrace Perth, Western Australia 6000 Piper-Alderman 167 Flinders Street Adelaide, South Australia 5000
Bankers
National Australia Bank Limited Level 1, 177-179 Davy Street Booragoon, Western Australia 6455
Share Registry
Computershare Registry Services Pty Limited Level 2 Reserve Bank Building 45 St George's Terrace Perth, Western Australia 6000
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