RISK FACTORSThe risk factors below are associated with our company. You should carefully consider the risks anduncertainties described below. The risks and uncertainties described below are not the only ones we face. Additionalrisks and uncertainties of which we are not aware or that we currently believe are immaterial may also adversely affectour business, financial condition, results of operation, cash flows or prices of our securities. If any of the possible eventsdescribed below occur, our business, financial condition or results of operations could be materially and adverselyaffected. If that happens, we may not be able to pay interest or principal on the Senior Secured Notes when due and youcould lose all or part of your investment. The selected order in which the following risks are presented does not have anysignificance in regard to the likelihood of their realization or the severity of their economic impact on us.This Annual Report also contains forward-looking statements that involve risks and uncertainties. Our actualresults may differ materially from those anticipated in these forward-looking statements as a result of various factors,including the risks described below and elsewhere in this Annual Report.Risks related to our BusinessOur substantial indebtedness could adversely affect our operations or financial results and prevent us from fulfillingour debt obligations.We have and will continue to have a substantial amount of outstanding indebtedness and obligations withrespect to the servicing of such indebtedness. As of December 31, 2010, our total debt on a consolidated basis (consistingof total long-term debt and total current debt) was SEK 14,630 million (€1,625 million) (including approximately €320million and $305 million of Senior Secured Notes and Subordinated Notes), and the amount available under ourunutilized credit facilities was SEK 1,926 million (€214 million). Our substantial indebtedness could adversely affectour operations or financial results and could have important consequences for you. For example, such indebtednesscould:make it more difficult for us to fulfill our obligations under the Senior Secured Notes and other agreementsto which we are a party (see “Description of Certain Indebtedness”) and our failure to fulfill any suchobligations could result in a default under the related obligation which could, in turn, result in a crossdefaultunder our other indebtedness;restrict our ability to borrow money in the future for working capital, capital expenditures, acquisitions orother purposes;expose us to the risk of increased interest rates with respect to the debt we carry at variable interest rates;make us more vulnerable to economic downturns and adverse developments in our business;reduce our flexibility in responding to changing business and economic conditions, including increasedcompetition in the oil and gas industry; andlimit our ability to take advantage of significant business opportunities, to respond to competitive pressuresand to implement our business strategies.The 2008 Credit Facility matures on September 17, 2011 and the Senior Secured Notes mature on September18, 2011. We are considering a number of alternatives with respect to repayment or refinancing the Senior SecuredNotes and the 2008 Credit Facility. There can be no assurances that we will be able to repay or refinance the SeniorSecured Notes or the 2008 Credit Facility prior to their maturities. If we are unable to refinance or repay theseobligations, the lenders and the holders of the Senior Secured Notes may proceed against the collateral securing theseobligations, which collateral securing the 2008 Credit Facility includes our refineries.We are a holding company with no revenue generating operations of our own. We depend on our subsidiaries andour shareholder to distribute cash to us.We are a holding company. As a holding company, to meet our debt service and other obligations, we aredependent upon equity contributions from our parent company, Moroncha Holdings, or its shareholder, dividends,permitted repayment of intercompany debt, if any, and other transfers of funds from <strong>Preem</strong>. Substantially all of ourassets consist of 100% of the share capital of <strong>Preem</strong>.<strong>Preem</strong> is currently prohibited from declaring any dividends or otherwise transferring any funds to us under the2008 Credit Facility, subject to limited exceptions as described elsewhere in this Annual Report. See “Description ofCertain Indebtedness—2008 Credit Facility.”Additional restrictions on the distribution of cash from our subsidiaries arise from, among other things,applicable corporate and other laws and regulations and by the terms of other agreements to which <strong>Preem</strong> is or maybecome subject. Under Swedish law, <strong>Preem</strong> may only pay a dividend to the extent that it has sufficient distributable1
equity according to its adopted balance sheet in its latest annual report; provided, however, that any distribution of equitymay not be made in any amount which, considering the requirements on the size of its equity in view of the nature, scopeand risks of the business as well as the financing needs of <strong>Preem</strong> or the group, including the need for consolidation,liquidity or financial position of <strong>Preem</strong> and the group, would not be defendable.As a result of the above, our ability to service cash interest payments or other cash needs is considerablyrestricted. Currently, <strong>Preem</strong> is not permitted to declare a dividend or make any payment to us, and it is unlikely that thissituation will change significantly. If equity contributions from our parent company, Moroncha Holdings, or itsshareholder, are not forthcoming, and <strong>Preem</strong> is unable to pay dividends or otherwise transfer funds to us, then we will beunable to pay interest on the Senior Secured Notes in cash and will be required to pay interest in the form of AdditionalNotes.Our ability to generate cash depends on many factors beyond our control and, if we do not have enough cash to satisfyour obligations, we may be required to refinance all or part of our existing debt.Our ability to meet our expenses and service our debt, including the payment of principal and interest on theSenior Secured Notes in cash, depends particularly on equity contributions from our parent company, MoronchaHoldings, or its shareholder. We have no control over the timing or amounts of equity contributions from our parentcompany, Moroncha Holdings, or its shareholder, and there is no guarantee Moroncha Holdings, or its shareholder, willdecide to make additional investments of equity at any time. In addition, <strong>Preem</strong>, our principal operating subsidiary, isaffected by financial, business, economic and other factors, many of which we are not able to control. As describedabove, under the 2008 Credit Facility, <strong>Preem</strong> is prohibited from making dividends or other payments to us. Moreover,the money generated from our subsidiaries’ operations may not be sufficient to allow <strong>Preem</strong> to make dividends or otherpayments to us, if so permitted in the future. In addition, tax and other considerations may effectively limit or restrictany future ability to receive dividends from <strong>Preem</strong>. If we do not receive sufficient equity contributions, if <strong>Preem</strong>continues to be unable to transfer funds to us, including through dividends, or if we otherwise do not have enoughmoney, we may be required to refinance all or part of our existing debt, sell assets or borrow more money. If such ascenario were to occur, we may not be able to refinance our debt, sell assets or borrow more money on terms acceptableto us or at all. In addition, the terms of existing or future debt agreements, or potential joint venture, partnership or otheralliance agreements, may restrict us from adopting any of these alternatives.Prices for crude oil and refined products are subject to rapid and substantial volatility which may adversely affect ourmargins and our ability to obtain necessary crude oil supply.Our results of operations from refining are influenced by the relationship between market prices for crude oiland refined products. We are dependent on third parties for continued access to crude oil and other raw materials andsupplies. We depend upon a small number of suppliers and expect to continue to rely on trade credit from our suppliersto provide a significant amount of our working capital. If our suppliers fail to provide us with sufficient trade credit in atimely manner, we may have to use our cash on hand or other sources of financing, which may not be readily availableor, if available, may not be on terms acceptable or favorable to us. We buy 100% of our crude oil on the spot or termmarket. We will not generate operating profit or positive cash flow from our refining operations unless we are able tobuy crude oil and sell refined products at margins sufficient to cover the fixed and variable costs of our refineries. Inrecent years, both crude oil and refined product prices have fluctuated substantially. Based on data from Platts, during2008, the price of Dated Brent crude oil increased from $97 per barrel at the beginning of the year to a peak of $144 perbarrel in July, and ended at $37 per barrel at the end of the year. In 2009, the price of Dated Brent crude oil increasedfrom $40 per barrel at the beginning of 2009 to $78 per barrel as of December 2009. In 2010, the price of Dated Brentcrude oil increased from $78.84 per barrel at the beginning of 2010 to $92.55 per barrel at the end of December 2010.Therefore, our inventory of crude oil and refined products is exposed to fluctuations in price. These fluctuations have animpact on our results and on our compliance with the financial covenants of our lending arrangements. See “Descriptionof Certain Indebtedness—2008 Credit Facility—Financial Covenants.”Prices of crude oil and refined products depend on numerous factors, including global and regional demand for,and supply of, crude oil and refined products, and regulatory, legislative and emergency actions of national, regional andlocal agencies and governments. Decreases in the supply of crude oil or the demand for refined products may adverselyaffect our liquidity and capital resources.Supply and demand of crude oil and refined products depend on a variety of factors. These factors include:changes in global economic conditions, including exchange rate fluctuations;global demand for oil and refined oil products, such as diesel;political, geographic and economic stability in major oil-producing countries and regions in which weobtain our crude oil supplies, such as the North Sea and Russia;the ability and willingness of OPEC to regulate and influence crude oil production levels and prices;2
- Page 2: TABLE OF CONTENTSDisclosure Regardi
- Page 5: which was merged into Preem on Octo
- 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
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- Page 54 and 55: Energy AB, Huda Trading AB, the Swe
- Page 56 and 57: 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