Annual Report 2010 - Ophir Energy

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24 Ophir energy plc | 2010 ANNUAL REPORT BUsiness review | diRECTORs’ REPORT Business Review Directors’ Report Inspecting drilling bit on board the Deepsea Stavanger The Directors of Ophir Energy plc (Company Number 5047425) (the “Company”) present their Annual Report on the affairs of the Company and its subsidiaries (the “Group”), together with the Financial Statements and auditor’s report for the year ended 31 December 2010. The Financial Statement will be laid before the shareholders at the AGM at a date to be determined. principal Activities, Business review and Future Developments Ophir is an independent oil and gas exploration business with a focus on Africa. The principal activities of Ophir are currently the exploration for oil and gas, predominantly in deepwater acreage in eight jurisdictions in East and West Africa. Ophir Energy plc is the Parent Company of the Group and is incorporated in the United Kingdom. Ophir’s headquarters are located in London (England) with operational offices in Perth (Australia), Dar es Salaam (Tanzania) and Malabo (Equatorial Guinea). Details of Group Offices are set out in the Corporate Directory inside the back cover of this Annual Report. results and Dividends The audited Financial Statements for the year ended 31 December 2010 are set out on pages 38 to 71. Ophir recorded a loss for the year after taxation of US$19.3 million (year ended 31 December 2009: US$43.3 million). No dividends were paid or declared by the Company during the financial year (year ended 31 December 2009: nil). The Directors do not propose to pay a dividend for the year ended 31 December 2010. Directors The names and biographical details of the Directors of the Company during the financial year and since the end of the financial year are set out on pages 8 to 10. The remuneration of the Directors for the year ended 31 December 2010 is set out in the Remuneration Report on pages 34 and 35, and note 5 to the Financial Statements. Directors’ beneficial and non-beneficial interests in shares in the Company are set out in the table on the next page. Fulfilling the requirements of the Business Review, details of the development of Ophir’s business during the year and the future developments can be found in the Overview and Business Review sections on pages 2 to 29.
25 ORDINARY SHARES OF 0.25P EACH NAME NOTES 31 DECEMBER 2010 31 DECEMBER 2009 Nicholas Smith 1 48,000 48,000 Alan Stein 2 7,303,792 7,303,792 Jonathan Taylor 3 6,836,320 6,836,320 John Lander 4 152,000 152,000 Dennis McShane 5 104,000 104,000 Lyndon Powell 6 24,000 24,000 Michael Cohen 7 35,735,723 35,735,723 Harak Banthia 8 47,421,790 47,421,790 Ophir energy plc | 2010 ANNUAL REPORT Business review | Directors’ report Jaroslaw Paczek 9 29,597,007 29,597,007 Rajan Tandon 8 47,421,790 47,421,790 Mikki Xayiya 10 40,000,000 40,000,000 B Yvonne Holm 8 47,421,790 47,421,790 Jacob Ulrich 10 46,391,120 46,391,120 Stefan Krieglstein 9 29,597,007 29,597,007 NOTES: 1 Mr Smith held a total of 48,000 shares as at 31 December 2010 and at the date of this report. 2 Dr Stein and members of his family held direct interests in 5,697,140 ordinary shares in the Company as at 31 December 2010 and at the date of this report. In addition, at 31 December 2010 Dr Stein held a 40% legal and beneficial interest in FIL Resources Limited (“FIL”), which was the legal and beneficial owner of 1,400,272 ordinary shares in the Company as at 31 December 2010 and at the date of this report. FIL is also the legal and beneficial owner of Haroma Pty Ltd which was the legal and beneficial owner of 206,380 ordinary shares in the Company as at 31 December 2010 and at the date of this report. 3 Mr Taylor and members of his family held a legal and beneficial interest in of a total of 6,836,320 ordinary shares in the Company as at 31 December 2010 and at the date of this report. 4 Mr Lander and members of his family hold a 100% legal and beneficial interest in Vectis Petroleum Limited the holder of 152,000 ordinary shares as at 31 December 2010 and at the date of this report. 5 Mr McShane held a 100% legal and beneficial interest in 104,000 ordinary shares as at 31 December 2010 and at the date of this report. 6 Mr Powell held a total of 24,000 shares as at 31 December 2010 and at the date of this report. 7 Mr Cohen holds an interest in shares in the Company by virtue of his membership of the board of Och-Ziff Management Europe Limited, a wholly owned subsidiary of OZ Management LP, the investment manager of each of OZ Master Fund, Ltd., OZ Europe Master Fund Ltd. and OZ Global Special Investments Master Fund, L.P. (collectively, the “OZ Funds”). The OZ Funds directly hold 29,344,603 ordinary shares in the Company and have an indirect interest in a further 6,391,120 ordinary shares in the Company directly owned by Ivern International Ltd., a wholly owned subsidiary of African Global Capital I, L.P., a limited partnership in which the OZ Funds collectively hold an interest. These interests were held at 31 December 2010 and at the date of this report. 8 Messrs Banthia and Tandon (and Ms Holm by virtue of being their alternate up to the date of her resignation on 25 January 2011) held a non-beneficial interest in shares in the Company by virtue of their employment by the Mittal Group, the holder of 47,421,790 ordinary shares in the Company as at 31 December 2010, the date of this report and at the date of their appointment as directors of the Company. 9 Mr Paczek holds a non-beneficial interest in shares in the Company by virtue of his employment by the Kulczyk Group. The Kulczyk Group indirectly owns a 100% interest in Oil & Gas Exploration Limited a company that is beneficially interested in 29,597,007 ordinary shares in the Company. This interest was held at 31 December 2010 and at the date of this report. Mr Krieglstein, from the date of his appointment on 10 March 2011, is deemed to hold the same interests as Mr Paczek by virtue of being Mr Paczek’s alternate. 10 Mr Xayiya (and his alternate Mr Ulrich) hold an indirect and beneficial 10% interest in Mvelaphanda Holdings (Proprietary) Limited (“Mvelaphanda”). Mvelaphanda directly hold 40,000,000 ordinary shares in the Company. These interests were held at 31 December 2010 and at the date of this report.
Page 1 and 2: An African Energy Company Annual Re
Page 3 and 4: Contents Overview Highlights of the
Page 5 and 6: 3 SADR x4 Daora, Haouza, Mahbes, Mi
Page 7 and 8: negotiations with the Government of
Page 9 and 10: 7 Ophir energy plc | 2010 ANNUAL RE
Page 11 and 12: Jonathan Taylor BSc (Hons), MSc - E
Page 13 and 14: 11 Control room on the rig floor, D
Page 15 and 16: 13 The operational activities under
Page 17 and 18: Forward plan The recent drilling re
Page 19 and 20: Agc profond, Agc Overview AGC is a
Page 21 and 22: Block Marine iX, congo (Brazzaville
Page 23 and 24: 21 campaigns offshore Tanzania and
Page 25: OPERATIONAL RISKS Discovery Risk: N
Page 29 and 30: supplier payment policy The Company
Page 31 and 32: Auditors Each of the persons who is
Page 33 and 34: The Board of Directors currently co
Page 35 and 36: health, safety & environment commit
Page 37 and 38: The remuneration of the Executive a
Page 39 and 40: 37 Independent Auditor’s Report W
Page 41 and 42: Group Accounts Group Statement of C
Page 43 and 44: group Accounts Group Statement of F
Page 45 and 46: Group Accounts Group Statement of C
Page 47 and 48: Notes to the financial statements 1
Page 49 and 50: Notes to the Financial Statements 2
Page 57 and 58: Notes to the Financial Statements (
Page 59 and 60: Notes to the financial statements (
Page 61 and 62: Notes to the Financial Statements (
Page 73 and 74: Notes to the Financial Statements S
Page 75: Corporate directory DirecTOrs non e

Annual Report 2010 - Ophir Energy

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