REG - Jupiter Energy - Final Results <Origin Href="QuoteRef">JPR.AX</Origin> - Part 5
29/10/2014 13:45
- Part 5: For the preceding part double click ID:nRSW3515Sd
techniques (for which the lowest level input that is significant to the fair value measurement is
unobservable)
For financial instruments that are recognised at fair value on a recurring basis, the Group determines whether transfers
have occurred between Levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is
significant to the fair value measurement as a whole) at the end of each reporting period.
As at 30 June 2014, the Group held the following classes of financial instruments measured at fair value:
Level 3$ 30 June 2014$
Derivative financial liabilities
Embedded derivative 229,400 229,400
There were no transfers between Level 1, Level 2 or Level 3 fair value measurements during the year ended 30 June 2014.
Reconciliation of recurring fair value measurements categorised within level 3 of the fair value hierarchy
30 June 2014$
Opening balance -
Fair Value at inception (839,480)
Net unrealised gain (loss) recognised in income statement during the period* 610,080
Closing balance (229,400)
*included in the Gain / (loss) on derivative financial instrument amount in the statement of comprehensive income is the
movement in derivative of Tranche A convertible notes that were classified as Level 2 financial instruments in the 30 June
2013 Annual Report and were extinguished and realised during the period.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
18. CONTRIBUTED EQUITY
Consolidated
2014 2013
$ $
Shares issued and fully paid
Ordinary shares (a) 85,339,736 85,339,736
Share options (b) 294,198 294,198
85,633,934 85,633,934
Number of $
Shares
(a) Movements in ordinary share capital:
Balance 30 June 2013 153,377,693 85,339,736
Balance 30 June 2014 153,377,693 85,339,736
Movements in options
Balance 30 June 2013 - 866,669
Balance 30 June 2014 - 866,669
Terms and conditions:Ordinary shares have no par value and the Company does not have a limited amount of authorised capital. Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders' meetings.
(c) Movement in performance rights
Balance as at 30 June 2013 7,000,001 2,133,335
Cancelled during year - (200,000)
Granted during the year 1,074,999 5,066,666
Balance as at 30 June 2014 8,075,000 7,000,001
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
18. CONTRIBUTED EQUITY (continued)
Capital risk management
When managing capital, management's objective is to ensure the entity continues as a going concern as well as to maintain optimal returns to shareholders and benefits for other stakeholders. Management also aims to maintain a capital structure that ensures the lowest cost of capital available to the entity. In order to maintain or adjust the capital structure, the entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, enter into joint ventures or
sell assets. The entity does not have a defined share buy-back plan. No dividends were paid in 2013 and nil are expected to be paid in 2014. The Company is not subject to any externally imposed capital requirements.
19. RESERVES
CONSOLIDATED
Foreign currency translation reserve Share based payments reserve Total
$ $ $
At 30 June 2013 1,069,490 5,248,370 6,317,860
Share based payment - 447,468 447,468
Foreign currency translation (12,643,204) - (12,643,204)
At 30 June 2014 (11,573,714) 5,695,838 (5,877,876)
Nature and purpose of reserves
Foreign currency translation reserve
The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries.
Share based payments reserve
The share based payments plan reserve is used to record the value of equity benefits provided to eligible employees as part of their remuneration. Refer to note 21 for further details of this plan.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
20. KEY MANAGEMENT PERSONNEL
This note is to be read in conjunction with the Remuneration Report, which is included in the Directors Report on pages 13
to 21.
(a) Key management personnel compensation
Consolidated
2014 2013
$ $
Short-term employee benefits 660,635 954,795
Post-employment benefits 30,000 16,000
Other 138,728 158,996
Share-based payments 447,468 776,081
1,276,832 1,905,872
(b) Transactions between the Group and other related parties
Consultancy fees
During the year, consulting fees of $144,584 (2013: $115,637) were accrued and paid under normal terms and conditions to
Meridian Petroleum LLP, of which Mr. Kuandykov is a director, for the provision of geological services at normal commercial
rates.
21. SHARE BASED PAYMENTS
Employee Share Option Plan (ESOP) and Performance Rights Plan
Included under expenses in the income statement is $447,468 (2013: $776,081), and relates, in full, to equity-settled
share-based payment transactions for employees.
Options
The fair value of the options is estimated at the date of grant using the Black -Scholes option pricing model.
No options were granted during the year ended 30 June 2014 (2013: Nil)
During the year ended 30 June 2014, no options were exercised over ordinary shares (2013: Nil).
The following table illustrates the number and weighted average exercise prices (WAEP) of share options issued under the ESOP:
2014 2013
Number of WAEP Number of WAEP
Options $ Options $
Outstanding at the beginning of the year - - 866,669 2.08
Granted - - - -
Cancelled / forfeited - - - -
Exercised - - - -
Expired - - (866,669) 2.08
Outstanding at year end - - - -
Exercisable at year end - - - -
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
21. SHARE BASED PAYMENTS (continued)
Performance Rights
The Jupiter Energy Performance Rights Plan was established whereby Jupiter Energy Limited may, at the discretion of the
Jupiter Energy Limited Board, grant performance rights over unissued shares of Jupiter Energy Limited to directors,
executives, employees and consultants of the consolidated entity. The rights are issued for nil consideration, will not be
quoted on the ASX, cannot be transferred and are granted at the discretion of the Jupiter Energy Board.
The Performance Rights Plan was approved by shareholders at the November 2009 Annual General Meeting.
On 7 November 2013, 1,074,999 performance rights were approved by shareholders to directors. The number of performance
rights vest in proportion to the percentage increase in share price at vesting date $0.919 (minimum vesting price). For
100% of the performance rights to vest, the share price of the Company needs to reach $1.47. In respect of the Vesting
Condition, the percentage increase in the Share price of the Company will be calculated by reference to the volume weighted
average price of Shares in the 20 consecutive trading days immediately prior to the Vesting Date (31st December 2014). No
performance rights vest if the calculated share price is less than the minimum vesting price at vesting date.
At the same meeting shareholders approved the extension of the existing 7,000,001 performance rights to 31 December 2014,
with the same terms and conditions. This brings the total number of performance rights on issue as at 30 June 2014 to
8,075,000 and these performance rights all expire on 31 December 2014.
The fair value of performance rights granted to directors is estimated as at the grant date using a Monte Carlo simulation option pricing model taking into account the terms and conditions upon which the instruments were granted.
The following table lists the inputs to the models for the period ended 30 June 2014:
Performance Rights
Grant date 7 November 2013
Number of performance rights 1,074,999
Share price 37.5 cents
Exercise price 0 cents
Dividend Yield 0.0%
Expected volatility 55.0%
Risk-free interest rate 2.54%
Expected life 1.15 year
Weighted average fair value 1.97 cents
Total amount $21,177
Expensed to 30 June 2014 $12,101
During the current period, no performance rights vested.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
22. COMMITMENTS FOR EXPENDITURE
Exploration Work Program Commitments
The Group has entered into a subsoil utilisation rights for petroleum exploration and extraction in Areas 1 and 2 in
Mangistauskaya Oblast in accordance with Contract No. 2272 dated 29 December 2006 with the Ministry of Energy and Mineral
Resources of the Republic of Kazakhstan.
Exploration work program commitments contracted for (but not capitalised in the accounts) that are payable:
2014 2013
$ $
- not later than one year 5,118,377 -
- later than one year but not later than five years - -
5,118,377 -
23. AUDITORS REMUNERATION
The auditor of Jupiter Energy Limited is Ernst & Young.
Amounts received or due and receivable by Ernst & Young (Australia) for:
- auditing or reviewing the financial report 89,615 90,293
89,615 90,293
Amounts received or due and receivable by Ernst & Young (Kazakhstan) for:
- auditing or reviewing the financial report 56,907 49,917
56,907 49,917
Amounts received or due and receivable by Ernst & Young (Singapore) for:
- auditing or reviewing the financial report 6,254 7,876
6,254 7,876
Total paid to Ernst & Young 152,776 148,086
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
24. EARNINGS PER SHARE
Basic earnings per share
Basic earnings per share are calculated by dividing the profit / (loss) attributable to equity holders of the Company by
the weighted average number of ordinary shares outstanding during the period.
The following reflects the income and data used in the basic and diluted earnings per share computations:
Consolidated
2014 2013
Net loss attributable to ordinary equity holders of the Parent from continuing operations (2,547,271) (4,885,829)
Number of shares Number of shares
Weighted average number of ordinary shares for basic and diluted earnings per share 153,377,693 150,373,286
The convertible note was excluded from the calculation of diluted earnings per share. This could potentially dilute basic
earnings per share in the future.
There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and
the date of authorisation of these financial statements.
25. SEGMENT REPORTING
Identification of reportable segments
The Group has identified its operating segments based on the internal reports that are used by the chief operating decision
makers in assessing performance and determining the allocation of resources.
The Group has identified that it has one operating segments being related to the activities in Kazakhstan, on the basis
that the operations in Australia relate to running the Corporate Head Office only.
Accounting policies and inter-segment transactions
The accounting policies used by the Group in reporting segments internally are the same as those contained in Note 1 to the
accounts.
Interest revenue is derived in Australia. Non-current assets relate to capitalised exploration and evaluation expenditure
located in Kazakhstan.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
26. STATEMENT OF CASHFLOWS RECONCILIATION
(a) Reconciliation of operating (loss) after income tax to net cash (used in) operating activities
Consolidated
2014 2013
$ $
Operating (loss) after income tax: (2,547,271) (4,885,829)
Add/(less) non-cash items:
Depreciation / Depletion 1,108,685 734,966
Share based payments 447,467 776,081
(Gain) / Loss on derivative (614,301) 161,442
Finance costs (809,868) 474,586
Effect of foreign exchange translation 1,955,377 711,481
Other -
Changes in assets and liabilities:
Decrease/(increase) in receivables 1,118,965 (2,008,432)
Decrease/(increase in inventories 9,481 (5,767)
(Increase)/decrease in other current assets (26,027) (27,580)
Increase/ (decrease) in deferred revenue 798,064 450,798
Increase/ (decrease) in payables 1,648,420 1,554,016
Decrease/(increase) in provisions (186,917) 91,965
(1,990,892) (1,972,273)
For the purposes of the cash flow statement, cash includes cash on hand, at banks, and money market investments readily
convertible to cash on hand, net of outstanding bank overdrafts.
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
27. EVENTS OCCURING AFTER THE BALANCE SHEET DATE
State Approved Preliminary Reserve Report - West Zhetybai
On 04 July 2014 the Company announced the details of the State Approved Preliminary Reserves Report for the West Zhetybai
field. The details of this announcement are covered in the Operating Review in the Directors Report under the section "West
Zhetybai Field (J-55, J-58 and J-59 wells)".
In summary, the approved C1+C2 reserves for the West Zhetybai field have been estimated at ~27.0 mmbbls; C1 reserves of
~4.0 mmbbls and C2 reserves of ~23.0 mmbbls. The proportion of approved C1 to C1+C2 reserves indicates the need for (i)
further testing of the J-55 and J-59 wells and (ii) drilling of additional appraisal wells on the field. The Company
currently plans, subject to receipt of additional funding, to drill at least two more wells on the area before submitting
its Final Reserves Report for the West Zhetybai field. The key point to note is that the approval of the Preliminary
Reserves Report for West Zhetybai enables the Trial Production Licence (TPL) application process to begin and during the
three year TPL phase further appraisal work on West Zhetybai will be carried out before a Final Reserves Report is
prepared.
There have been no other significant events occurring subsequent to 30 June 2014.
28. INFORMATION ON PARENT ENTITY
2014 2013
(a) Information relating to Jupiter Energy Ltd: $ $
Current assets 827,226 3,396,958
Total assets 57,232,378 67,645,695
Current liabilities (241,774) (3,695,643)
Total liabilities (17,402,240) (13,072,550)
Issued capital 85,633,935 85,633,935
Retained earnings (51,499,634) (36,309,158)
Share based payment reserve 5,695,838 5,248,370
Total shareholders' equity 39,830,138 54,573,147
Profit or (loss) of the parent entity 15,190,476 930,650
Total comprehensive income / (loss) of the parent entity 15,190,476 930,650
NOTES TO AND FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2014
28. INFORMATION ON PARENT ENTITY (continued)
Country of Equity Holding
incorporation 2014 2013
% %
Name of Entity
Jupiter Energy (Victoria) Pty Ltd Australia 100 100
Jupiter Biofuels Pty Ltd Australia 100 100
Jupiter Energy (Kazakhstan) Pty Ltd Australia 100 100
Jupiter Energy Pte. Ltd Singapore 100 100
Jupiter Energy (Services) Pte. Ltd Singapore 100 100
(b) Details of any guarantees entered into by the parent entity in relation to the debts of its subsidiaries
There are no guarantees entered into by the parent entity.
(c) Details of any contingent liabilities of the parent entity
There are no contingent liabilities of the parent entity as at reporting date.
(d) Details of any contractual commitments by the parent entity
There are no contractual commitments by the parent entity
29. CONTINGENT LIABILITIES
The Group has no contingent liabilities as at 30 June 2014 (30 June 2013: Nil)
Directors' Declaration
In accordance with a resolution of the directors of Jupiter Energy Limited, I state that:
1 In the opinion of the directors:
(a) the financial statements and notes of Jupiter Energy Limited for the financial year ended 30 June 2014 are in accordance with
the Corporations Act 2001, including:
(i) Giving a true and fair view of its financial position as at 30 June 2014 and performance for the year ended on that date.
(ii) Complying with Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2011
(b) The financial statements and notes also comply with International Financial Reporting Standards, as disclosed in note 2(b)
(c) Subject to the matter set out in Note 2(a) there are reasonable grounds to believe that the Company will be able to pay its
debts as and when they become due and payable.
3 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 2014.
On behalf of the Board
Geoff Gander
Executive Chairman
Perth, Western Australia 23 September 2014
AUDITORS REPORT
AUDITORS REPORT (continued)
ASX ADDITIONAL INFORMATION
Additional information required by the Australian Stock Exchange Ltd Listing Rules and not disclosed elsewhere in this
report is as follows.
SHAREHOLDINGS (as at 31 August 2014)
Substantial shareholders
Waterford Petroleum Ltd 45,246,108 29.5%
Arrow Business Ltd 30,373,941 19.8%
Central Asian Oil Holdings Ltd 10,488,123 6.80%
Voting Rights
Each shareholder is entitled to receive notice of and attend and vote at general meetings of the Company. At a general
meeting, every shareholder present in person or by proxy, representative or attorney will have one vote on a show of hands
and on a poll, one vote for each share held.
DISTRIBUTION OF EQUITY SECURITY HOLDINGS
Category Total holders OrdinaryShares
1 - 1,000 458 188,504
1,001 - 5,000 658 1,775,827
5,001 - 10,000 306 2,225,899
10,001 - 100,000 395 11,112,795
100,001 and over 56 138,074,668
Total 1,873 153,377,693
The number of shareholders holding less than a marketable parcel of ordinary shares is 504.
On-market buy back
There is no current on-market buy back.
Securities on Issue
The number of shares and performance rights issued by the Company are set out below:
Category Number
Ordinary Shares 153,377,693
Performance Rights - expire 31 December 2014 8,075,000
TWENTY LARGEST SHAREHOLDERS
Name of Holder No. of Ordinary Shares % of Issued capital
1. COMPUTERSHARE CLEARING PTY LTD 95,843,303 62.49
2. HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 11,970,915 7.80
3. BNP PARIBAS NOMS PTY LTD DRP 7,142,656 4.66
4. J P MORGAN NOMINEES AUSTRALIA LIMITED 5,340,278 3.48
5. CITICORP NOMINEES PTY LIMITED 2,988,399 1.95
6. VITORIA PTY LTD 2,377,779 1.55
7. GLENNBROWN PTY LTD 1,333,334 0.87
8. MR ERKIN SVANBAYEV 640,000 0.42
9. MR GEOFFREY ANTHONY GANDER 625,000 0.41
10. MR ATHOL GEOFFREY JAMES 608,148 0.40
11. MR STEPHEN JOHN KINMOND 505,041 0.33
12. GLENNBROWN PTY LTD 465,000 0.30
13. RACOVALIS SUPERANNUATION FUND PTY LTD 440,000 0.29
14. MR JASON NUTTMAN 435,541 0.28
15. PALS INVESTMENTS PTY LTD 385,000 0.25
16. GAINSPELL PTY LTD 333,334 0.22
17. NATIONAL NOMINEES LIMITED 308,891 0.20
18. ASCENT CAPITAL HOLDINGS PTY LT 308,334 0.20
19. SILVERLIGHT HOLDINGS PTY LTD 306,450 0.20
20. NORDCO AUSTRALIA PTY LTD 300,000 0.20
TOTAL 132,657,403 86.49
This information is provided by RNS
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