Tower Resources Regulatory News (TRP)

31 Mar 2006 07:01

Tower Resources PLC31 March 2006 TOWER RESOURCES PLC INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2005 Chairman's Statement At year-end, the programme to acquire the complete shareholding of NeptunePetroleum and to relist the shares of the combined entity on the AlternativeInvestment Market (AIM) was at a final stage. Shareholder approval was given tothe transaction on 16th January 2006 and the shares began renewed trading onAIM. These Interim Accounts reflect the financial position of the Company priorto the relisting. As part of the relisting programme, additional funds amounting to £2.0 millionbefore expenses were raised by the issue of 133.3 million new shares to provideadequate working capital for the immediate future. The consideration payable forthe acquisition of Neptune shares was in the form of 200.0 million new sharesissued to the shareholders of Neptune. As a consequence, Tower Resources iscurrently 46% owned by the former Neptune shareholders, Peter Blakey, PeterTaylor and Mark Savage (through Bayview Investments LLC). They have becomenon-executive directors of the Company from the date of relisting. RussellLangusch, former Chairman of Tower Resources, remains on the Board as anexecutive director. Hugh Warner and Ross Warner, former directors of TowerResources, have resigned and I thank them for their contribution to theacquisition transaction. I joined the Board as non-executive Chairman on 1stFebruary 2006 and very much look forward to helping deliver growth in value toshareholders over the coming months and years. I strongly welcome all of theshareholders of the new business and look forward to meeting many of you soon todiscuss the forward strategy of the Company. There is little of note to report on activities prior to year-end but I wouldlike to provide a short summary of subsequent activities in early 2006. Towerhas acquired 100% interests in two areas in Africa, one being a substantialacreage position offshore Namibia and the other an onshore licence in Uganda. Weare making rapid progress in evaluating all of the available technicalinformation, including about 10,000 kilometres of seismic data in Namibia newlylicensed from a major seismic contractor. Early technical evaluation work onthis Namibian seismic data is producing encouraging results. A number of verylarge structures have been mapped and possible hydrocarbon signatures have beenidentified. Our immediate objective is to complete all the initial evaluation work and bringon board industry partners to mitigate the risk and to take over much of thefinancial licence commitments. We shall report on progress in this respect asdevelopments occur. Our current focus is on opportunities in Africa and thiscurrently reflects our strategy. Notwithstanding, as the Company growsopportunities outside this core area will be considered if they meet our qualitystandards. I am pleased to draw shareholders attention to the recent successes of HardmanResources and Tullow Oil with their drilling programme in Uganda. Oil wasrecovered from the first two wildcat wells drilled in the Hardman-Tullowacreage. This means that there is oil present in favourable technicalenvironments approximately 150 km to the south of our Ugandan licence inaddition to oil finds to the north in Sudan. These discoveries have raised thelikelihood that reservoir sands, seal and the presence of oil may be encounteredin the Tower acreage. These are early days but your Board is excited at the potential of theopportunities available to the Company and looks forward to delivering furthernews as events unfold. Enquiries: Tower Resources PlcRussell Langusch 07840 523 771 Corporate Synergy PlcRhod Cruwys 020 7448 4400 TOWER RESOURCES PLCINCOME STATEMENTFOR THE SIX MONTHS ENDED 31 DECEMBER 2005 31 December 2005 (Unaudited) Note £ CONTINUING OPERATIONS Administrative expenses (174,191) Operating loss (174,191) Interest receivable 8,167 Loss before taxation (166,024) Taxation 3 - Retained loss for the period (166,024) Loss per ordinary share:Basic 2 (0.13)pDiluted (0.13)p TOWER RESOURCES PLCBALANCE SHEETAS AT 31 DECEMBER 2005 31 December 2005 (Unaudited) Note £ ASSETSCurrent assetsCash and cash equivalents 449,445Total assets 449,445 LIABILITIESCurrent liabilitiesTrade and other payables (63,057)Total liabilities (63,057) Net assets 386,388 EQUITYShare capital 4 125,000Share premium 5 585,000Retained earnings 5 (323,612) Total equity 6 386,388 TOWER RESOURCES PLCCASH FLOW STATEMENTFOR THE SIX MONTHS ENDED 31 DECEMBER 2005 31 December 2005 (Unaudited) Note £ Net cash outflow from operating activities 7 (111,134) Investing activitiesInterest received 8,167 Net decrease in cash and cash equivalents (102,967) Cash and cash equivalents as at 1 July 2005 552,412 Cash and cash equivalents as at 31 December 2005 449,445 TOWER RESOURCES PLCNOTES TO THE FINANCIAL INFORMATIONFOR THE SIX MONTHS ENDED 31 DECEMBER 2005 1: Accounting policies Basis of accountingThe interim financial information for the six months ended 31 December 2005 is unaudited and doesnot constitute statutory accounts as defined in section 240 of the Companies Act 1985. The financial information has been prepared under the historical cost convention and in accordancewith International Financial Reporting Standards as adopted by the European Union. The interim financial information for the six months ended 31 December 2005 has been preparedpursuant to AIM rule 18 and represents the half-yearly report for the six months then ended. AIMrule 18 states: "An AIM company must prepare a half yearly report in respect of the six month period fromtheend of the financial period for which financial information has been disclosed in its admission documentand atleast every subsequent six months thereafter (apart from the final period of six months preceding itsaccountingreference date for its audited accounts)." The previous half yearly report prepared by the Company covered the period ended 31 July 2005.As the Company's accounting reference date is 30 June, its first statutory accounts will be for theperiod ending 30 June 2006. This interim financial information therefore needs to reflect the sixmonth period to 31 December 2005. Foreign currenciesTransactions in foreign currencies are translated into Sterling at the rate of exchange ruling at thedate of the transaction. Monetary assets and liabilities denominated in foreign currencies aretranslated at the rate of exchange ruling at the balance sheet date. The resulting exchange gain orloss is dealt with in the profit and loss account. 2: Loss per ordinary share The basic and diluted losses per ordinary share have been calculated using the loss for the six months of£166,024 and the weighted average number of ordinary shares in issue of 125,000,000. 3: Taxation No liability to UK or overseas taxation has arisen during the period and no provision for deferred taxwas considered necessary. 4: Share capital 31 December 2005Authorised £10,000,000,000 Ordinary shares of £0.001 each 10,000,000 Allotted and fully paid125,000,000 Ordinary shares 125,000 5: Reserves The movement in the share premium and profit and loss account in the period was as follows: Share Premium Profit & Loss £ £At 1 July 2005 585,000 (157,588)Retained loss for the period - (166,024) At 31 December 2005 585,000 (323,612) 6: Reconciliation of movements in shareholders' equity 31 December 2005 £Opening shareholders' equity 552,412Retained loss for the period (166,024) Closing shareholders' equity 386,388 7: Reconciliation of operating loss to net cash outflow from operations 31 December 2005 £Operating loss (174,024)Increase in creditors 63,057 Net cash outflow from operating activities (111,134) 8: Subsequent events The major events subsequent to 31 December 2005 are set out in the Chairman's Statement. 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