Interim report jan-dec 2011
New Group definition
On 30 June 2011 Svenska Capital Oil AB ( “Capital Oil”) acquired all shares in Misen Enterprises AB (“Misen”) The effective date of the Misen acquisition was 1 July 2011 The consideration for Misen acquisition was SEK 999 999 000 The consideration price was paid for by an issue of 14 285 700 000 fully paid shares in Capital Oil Following the acquisition of Misen the Misen shareholders acquired between them 98.8% of the issued shares of Capital Oil. Under IFRS rules the Misen transaction is classified as a reverse take over. Therefore group accounts including comparison numbers are consolidated at the Misen level. The accounts of the group’s legal parent namely Capital Oil relate to the affairs of Capital Oil only and these are consolidated in group accounts with effect from 1 July 2011. The Misen Group comprises Misen and its wholly owned Ukranian subsidiary Karpatygaz LLC ( “Karpatygaz”) and also between them owned a 50.01% interest in a hydrocarbon extraction and sales Joint Activity (“JA”) dedicated to business in the Ukraine. The remaining 49.99% interest is owned by Ukragazvydobuvannya a wholly owned subsidiary of Naftogaz Ukraine ,the national gas company.
Essential events during the second half of 2011
Following upon the acquisition of Misen, Capital Oil has acquired an indirect interest in the JA. The JA is dedicated to the production and sale of hydrocarbons in the Ukraine. The successful pursuit of this aim has resulted in a material improvement of the financial performance of the group. Under IFRS the Capital Oil acquisition of Misen is classified as a reverse take over. Misen is treated as the parent company for group consolidation purposes. Capital Oil remains the legal parent of the group and the affairs of Capital Oil are incorporated in the group accounts but with effect from 1st July only ( the reverse take over effective date ).
Results for the half year ended December 2011 (within brackets same period 2010)
Consolidated operating group income 110 832 KSEK [2 556] (Misen Group commercial activities did not commence until 25th August 2011 and therefore contributed from that date to the group performance.
Consolidated group net turnover 190 701 KSEK [4 241]
Income per share 0,01 SEK [0,0 1]
Gas production per day 800 000 cubic meters
Results for the year ended December 2011 (within brackets full year 2010)
Consolidated operating group income 110 447 KSEK [2 556]
Consolidated group net turnover 191 113 KSEK [4 241]
Income per share 0,01 SEK[0,01]
The proceeds of the sale of Capital Oil’s Ukranian subsidiary LLC Capital Oil Ukraine were received in 2011. Management re-negotiated the sale price in 2011 and an additional KEUR 309 was agreed with KEUR 180 being received by Capital Oil in 2011 and the balance of 129 KEUR being received in 2012.
On 21st December 2011 a new Board of Directors with and extensive knowledge of the energy and financial sectors was elected.
At the same EGM it was resolved to amalgamate shares in the proportion of 1:100.
An agreement was entered into with ABG Sundal Collier Norge ASA appointing them as the financial advisor to Capital Oil.
Essential events after 31 December 2011.
On 1 February 2012 the number of shares on issue was reduced from 14 506 221 223 (with a nominal value of 0.02SEK ) to 145 062 212 (with a nominal value of 2 SEK).
The 2011 annual report will be published on 17th April 2012.
The Annual General Meeting will take place on 31st May 2012.
The six months to 30 June 2012 report will be published on 27 August 2012.
Leif Larsson, CEO Göran Wolff, CFO
Tel +46 31 - 759 50 71 Tel. +46 31 - 759 50 72
Mobile +46 708 - 40 82 71 Mobile +46 709-45 48 48
e-mail: E-mail:
leif@capitaloil.se goran@capitaloil.se
Capital Oil is a Swedish oil and gas exploration and extraction company with operations in Ukraine. Capital Oil was founded in
2004 and the Capital Oil share is since 12 June 2007 traded on NasdaqOMX First North.
In 2011 Svenska Capital Oil AB acquired Misen Enterprises AB and its Ukrainian subsidiary, Karpatygaz, including the rights to a
50,01 % interest in the revenue and profit from a hydrocarbon production project in Ukraine. The consideration of this acquisition was met by a new share issue in Capital Oil.
The hydrocarbon production project takes the form of a Joint Activity Agreement (the “JAA”) between the wholly owned subsidiaries of Capital Oil, i.e. Misen Enterprises AB and Karpatygaz ( together 50.01%)and Ukrgazvydobuvannya,( 49.99%) the largest producer of natural gas in Ukraine and subsidiary of the publicly owned company Naftogaz Ukraine. The value of the assets has been assessed by PwC in Ukraine and is estimated to be substantially more than the purchase price for Misen.
The purpose of the project is to significantly increase production of gas and oil by implementing new technology and a large-
scale investment program.
The residence of Capital Oil is in Gothenburg and the shares are traded on First North under identification COIL
The Certified Adviser of the company at NasdaqOMX First North is Thenberg & Kinde Fondkommision AB.
For further information please visit our web site www.capitaloil.se
For further information please contact: Leif Larsson, CEO tel 46 31 759 50 71 mobile 46 708 40 82 71 E-mail: leif@capital oil.se
Capital Oil is a Swedish oil and gas exploration and extraction company with operations in Ukraine. Capital Oil was founded in 2004 and the Capital Oil share is since 12 June 2007 traded on NasdaqOMX First North.
In 2011 Svenska Capital Oil AB acquired Misen Enterprises AB and its Ukrainian subsidiary, KarpatyGaz, including the rights of 50,01 % of the revenue and profit from a gas production project in Ukraine, which will provide Capital Oil with essential gas and oil assets. As consideration of this acquisition a new share issue was performed.
The gas extraction assets are acquired by production cooperation via a joint activity project governed by a Joint Activity Agreement (the “JAA”) between the wholly owned subsidiaries of Capital Oil, i.e. Misen Enterprises AB and Karpatygaz and Ukrgazvydobuvannya, the largest producer of natural gas in Ukraine and subsidiary of the publicly owned company Naftogaz Ukraine. The value of the assets has been assessed by PwC in Ukraine and is estimated to be essentially more than the purchase price for Misen.
The purpose of the project is to significantly increase production of gas and oil by implementing new technology and a large-scale investment program.
The residence of Capita Oil is in Gothenburg and the shares are traded on First North under identification COIL The Certified Adviser of the company at NasdaqOMX First North is Thenberg & Kinde Fondkommision AB.
For further information please visit our web site www.capitaloil.se.