“€” or “euro” refers to the single currency of the participating Member States in the Third Stage of EuropeanEconomic and Monetary Union of the Treaty Establishing the European Community, as amended from time to time;and“SEK,” “krona” or “kronor” refers to the lawful currency of Sweden.DefinitionsIn this Annual Report, unless otherwise provided below:“2007 Notes” refers to the €355,000,000 Floating Rate Split Coupon Notes due 2010 and the $350,000,000 FloatingRate Split Coupon Notes due 2010 issued by Corral Petroleum Holdings pursuant to an indenture dated April 12,2007;“2008 Credit Facility” refers to the combined SEK 7,200 million and $1,783 million revolving credit and term loanfacility for <strong>Preem</strong> pursuant to a facilities agreement dated September 17, 2008, among <strong>Preem</strong>, as borrower, MerchantBanking, Skandinaviska Enskilda Banken <strong>AB</strong> (publ), Handelsbanken Capital Markets and SvenskaHandelsbanken (<strong>AB</strong>) (publ), as mandated lead arrangers, and certain other financial institutions as lenders; MerchantBanking and Skandinaviska Enskilda Banken <strong>AB</strong> (publ), as facility agent (the “Facility Agent”), SkandinaviskaEnskilda Banken <strong>AB</strong> (publ) as factoring bank and Svenska Handelsbanken <strong>AB</strong> (publ) as issuing bank, as amendedby the First Supplemental Agreement, the Second Supplemental Agreement and the Third Supplemental Agreement;“Adjusted A1 Net Debt” refers to the consolidated interest-bearing liabilities of <strong>Preem</strong> as determined in accordancewith generally accepted accounting practices less (i) (to the extent included in interest-bearing liabilities) outstandingfacility A1 (as defined in the 2008 Credit Facility) letters of credit and facility A2 (as defined in the 2008 CreditFacility) letters of credit and loans; and (ii) cash and cash equivalents;“Adjusted Equity” refers to the aggregate equity of CPH and its subsidiaries based on the latest consolidatedbalance sheet of CPH and its subsidiaries delivered under the 2008 Credit Facility (audited or unaudited) as adjustedby (i) including any amount attributable to minority interests; (ii) excluding the effect of any revaluation of fixedassets on or following December 31, 2007; and (iii) deducting the amount of any loan made or dividend paid, in eachcase, in accordance with the 2008 Credit Facility, plus the aggregate of any Subordinated Loans;“Adjusted Net Debt” refers to interest bearing liabilities at any time as determined in accordance with generallyaccepted accounting practices less (i) (to the extent included in interest-bearing liabilities) outstanding credits underFacility A and Facility D (each as defined in the 2008 Credit Facility); (ii) consolidated cash and cash equivalents;and (iii) certain subordinated debt;“CMH” refers to Corral Morocco Holdings <strong>AB</strong>, previously a subsidiary of Former Corral Petroleum Holdings andnow a wholly owned subsidiary of Corral Morocco Gas & Oil;“Corral Finans” refers to Corral Finans <strong>AB</strong> (publ), which changed its name to Corral Petroleum Holdings witheffect from November 26, 2008;“Corral Morocco Gas & Oil” refers to Corral Morocco Gas & Oil <strong>AB</strong>, a wholly owned subsidiary of MoronchaHoldings;“Corral Petroleum Holdings” refers to Corral Petroleum Holdings <strong>AB</strong> (publ) (formerly Corral Finans <strong>AB</strong>);“CPH” refers to Corral Petroleum Holdings;“Equity” refers to the aggregate equity of CPH and its subsidiaries based on the latest consolidated balance sheet ofCPH and its subsidiaries delivered under the 2008 Credit Facility (audited or unaudited) as adjusted by (i) includingany amount attributable to minority interests; (ii) excluding the effect of any revaluation of fixed assets on orfollowing December 31, 2007; and (iii) deducting the amount of any loan made or dividend paid, in each case, inaccordance with the 2008 Credit Facility.“EU” refers to the European Union;“First Supplemental Agreement” refers to the first supplemental agreement relating to the 2008 Credit Facilityamong <strong>Preem</strong>, Moroncha Holdings, Petroswede <strong>AB</strong>, Svenska Petroleum Exploration <strong>AB</strong>, Handelsbanken CapitalMarkets, Svenska Handelsbanken <strong>AB</strong> (publ) and the Facility Agent, dated April 8, 2009;“Former Corral Petroleum Holdings Acquisition” refers to the purchase by Corral Petroleum Holdings of all theissued and outstanding shares of Former Corral Petroleum Holdings from Moroncha Holdings in exchange for SEK6,500 million paid by issue of the Moroncha Note in the amount of SEK 6,500 million;“Former Corral Petroleum Holdings” refers to the direct, wholly owned subsidiary of Corral Petroleum Holdings,iii
which was merged into <strong>Preem</strong> on October 30, 2008;“IFRS” refers to the International Financial Reporting Standards, as issued by the International AccountingStandards Board (“IASB”) as adopted by the EU;“Moroncha Holdings” refers to Moroncha Holdings Co. Limited, the parent company of Corral PetroleumHoldings;“Moroncha Note” refers to a promissory note issued by Corral Petroleum Holdings to Moroncha Holdings, in theprincipal amount of SEK 6,500 million, in connection with Former Corral Petroleum Holdings Acquisition;“<strong>Preem</strong>” refers to <strong>Preem</strong> <strong>AB</strong> (publ) (formerly <strong>Preem</strong> Petroleum <strong>AB</strong> (publ)) and all of its subsidiaries, the direct,wholly owned subsidiary of Corral Petroleum Holdings. Following the merger of former Corral Petroleum Holdingsinto <strong>Preem</strong> on October 30, 2008, <strong>Preem</strong> assumed all of the assets of former Corral Petroleum Holdings;“Second Supplemental Agreement” refers to the second supplemental agreement relating to the 2008 CreditFacility among <strong>Preem</strong> and the Facility Agent, dated January 25, 2010; “Senior Secured Indenture” refers to the indenture governing the Senior Secured Notes dated as of May 6, 2010,between, among others, the Company and Deutsche Trustee Company Limited, as Senior Secured Notes Trustee;“Senior Secured Notes” refers to the euro-denominated Varying Rate Senior Secured Notes due 2011 (originallyissued in an aggregate principal amount of €220,947,825) and to the dollar-denominated Varying Rate SeniorSecured Notes due 2011 (originally issued in an aggregate principal amount of $249,924,310) issued by CorralPetroleum Holdings;“Senior Secured Dollar Notes” refers to the Senior Secured Notes issued in dollars.“Senior Secured Euro Notes” refers to the Senior Secured Notes issued in euro.“Senior Secured Notes Trustee” refers to Deutsche Trustee Company Limited;“Subordinated Loans” refers to any loans made to <strong>Preem</strong> which are legally subordinated to the financialindebtedness owing under the 2008 Credit Facility, which must be incurred in accordance with the terms of the2008 Credit Facility;“Subordinated Notes” refers to the euro-denominated Varying Rate Subordinated Notes due 2015 (originally issuedin an aggregate principal amount of €78,588,101) and to the dollar-denominated Varying Rate Subordinated Notesdue 2015 (originally issued in an aggregate principal amount of $35,058,579) issued by Corral Petroleum Holdings“Subordinated Dollar Notes” refers to the Subordinated Notes issued in dollars.“Subordinated Euro Notes” refers to the Subordinated Notes issued in euro.“Third Supplemental Agreement” refers to the third supplemental agreement relating to the 2008 Credit Facilityamong <strong>Preem</strong> and the Facility Agent, dated April 14, 2010;“Ultimate Shareholder” refers to Mohammed Hussein Al-Amoudi;“United States” or the “U.S.” refers to the United States of America; and“we,” “us,” “our” and other similar terms refer to Corral Petroleum Holdings and its consolidated subsidiaries,including <strong>Preem</strong>, except where the context otherwise requires.In the petroleum refining industry, crude oil and refined product amounts are generally stated in cubic meters(“m 3 ”) or barrels, each of which is a unit of volume, or in metric tonnes (“tons”), a unit of weight, depending on theproduct and the reason for which the amount is being measured. These volumes may be expressed in terms of barrels. Abarrel (“bbl”) contains 42 U.S. gallons. We have converted cubic meters to barrels at the rate of 1 cubic meter=6.2898barrels.iv
- Page 2: TABLE OF CONTENTSDisclosure Regardi
- Page 8 and 9: RISK FACTORSThe risk factors below
- Page 10 and 11: the cost of exploring for, developi
- Page 12 and 13: purchase a minimum of 10% to 20% of
- Page 14 and 15: market price at the time of settlem
- Page 16 and 17: Notes, we would try to obtain waive
- Page 18 and 19: are reasonable grounds for believin
- Page 20 and 21: civil liability, whether or not pre
- Page 22 and 23: SELECTED CONSOLIDATED FINANCIAL DAT
- Page 24 and 25: MANAGEMENT’S DISCUSSION AND ANALY
- Page 26 and 27: Year ended December 31,%2008 2009 C
- Page 28 and 29: arrel in February, increased to app
- Page 30 and 31: (1) Includes sales by our supply an
- Page 32 and 33: SEK 5,519 million, from a loss of S
- Page 34 and 35: Cash flow used in investment activi
- Page 36 and 37: Restrictions on transfers of fundsW
- Page 38 and 39: Variable rate debt—amount due .
- Page 40 and 41: As of December 31, 2008, SEK 21,999
- Page 42 and 43: Our StrengthsOur competitive streng
- Page 44 and 45: Lysekil has a total storage capacit
- Page 46 and 47: Unfinished and Blend Stocks........
- Page 48 and 49: Heating Oil .......................
- Page 50 and 51: Business-to-Business DivisionWe pre
- Page 52 and 53: “.nu,” “.org,” “.biz,”
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Energy AB, Huda Trading AB, the Swe
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was incorporated on March 22, 2007,
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RELATED PARTY TRANSACTIONSCapital T
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DESCRIPTION OF CERTAIN INDEBTEDNESS
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effected by the Third Supplemental
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first ranking mortgage certificates
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LEGAL INFORMATIONCorral Petroleum H
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CORRAL PETROLEUM HOLDINGS AB (publ)
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CORRAL PETROLEUM HOLDINGS AB (publ)
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CORRAL PETROLEUM HOLDINGS AB (publ)
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CORRAL PETROLEUM HOLDINGS AB (publ)
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SubsidiariesSubsidiaries are compan
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The refinery installations consist
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of occupational pension insurance,
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Emission rights 2010LysekilGothenbu
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NOTE 2. FINANCIAL RISK MANAGEMENTTh
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In addition to price risk managemen
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The fair value of borrowing is calc
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Reconciliation with the Group’s t
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The Board members including the Cha
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NOTE 12. EXPENSES BROKEN DOWN BY TY
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NOTE 16. EXCHANGE RATE DIFFERENCES
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Equipment, tools, fixtures and fitt
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NOTE 23. TRADE AND OTHER RECEIVABLE
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The change in the fair value of pla
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Loan conditions, effective interest
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Capitalized interest cost..........
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SalesDecember 31, 2009AccountsPurch