Annual Financial Report

CADOGAN PETROLEUM PLC ANNUAL FINANCIAL REPORT 2014 Key developments during 2014: Management continued the optimisation of administrative and operational costs in 2014. Significant cost cutting initiatives have been implemented resulting in a decrease of administrative expenses from $8.9 million in 2013 to $7.0 million in 2014. Management have taken the decision to continue with the structure optimisation throughout 2015. In 2014, the Group started trading energy products in Ukraine, such as natural gas and diesel. Trading operations include the importing of gas from European countries, local purchasing and sales operations with physical delivery of natural gas and diesel. A new exploration well at Debeslavetskoe area was drilled. The Group has recorded significant impairment charges in 2014, including $40.2 million relating to the Group's share of $57.4 million impairment of the assets of the Pokrovskoe joint venture and $5.1 million of Oil and Gas Assets relating to the Pirkovskoe and Debeslavetskoe fields. Net cash and cash equivalents at year-end total $48.9 million (2013: $56.5 million) excluding $0.5 million (2013: $0.2 million) of Cadogan's share of cash and cash equivalents in joint ventures. Cash and cash equivalents at 30 April 2015 is $49.7 million, including $20 million of restricted cash. Group Overview The Group's assets are located in two of the three proven hydrocarbon basins in Ukraine, the Dnieper-Donets basin and the Carpathian basin. Zagoryanska field The Zagoryanska licence covers an area of 49.6 square kilometres and is located in the Dnieper-Donets basin. As at year-end, five wells have been drilled in this field with gas being discovered in the Upper and Lower Visean and Turnaisian reservoirs, at depths varying from 4,500 to 5,500 metres. The licence expired on 24 April 2014 and, thus, the abandonment plans for the wells have been prepared. At the same time Cadogan, via its subsidiary, requested the 20 years production licence and the extension of the stratigraphic exploration intervals to the Upper Carboniferous and Permian. ENI has no interest to enter into the production phase with Cadogan. All assets on the Group's Balance Sheet related to this licence were impaired in full in 2013. Pokrovskoe field The Pokrovskoe licence area covers 49.5 square kilometres and is located in the Dnieper-Donets basin. It has prospective resources in the Permian, Upper and Lower Carboniferous. Facilities in the Pokrovskoe area are approximately 10 kilometres away from the UkrTransGas system. The work programme obligation for the licence has been fulfilled. Following the 3D seismic stratigraphic interpretation of the block, new prospects have been identified in the Upper Carboniferous and Permian formations. Given this, a licence extension for those stratigraphic intervals has been requested and obtained in 2014. The Group has assessed the Pokrovskoe licence for impairment and recognised $40.2 million of impairment as at 31 December 2014. Pirkovskoe field Pirkovskoe is adjacent to the Group's Zagoryanska licence. The exploration and appraisal licence covers 71.6 square kilometres and had 2.26 million barrels of oil equivalent (mmboe) of "2P"reserves. The proved reserves in Pirk 1, tested by a third party company, produced an inconclusive result due to damaged formation and therefore, those reserves have been reclassified from reserves to contingent resources together with corresponding assets. Prospective net interest recoverable resources of 63.85 mmboe have been identified in the Permian horizons, based on in-house assessment, following the 3D interpretation of the area. In 2014 Cadogan received the stratigraphic exploration extension to the Upper Carboniferous and Permian horizons. Cadogan owns the Krasnozayarska gas treatment plant on the Pirkovska licence area which is connected to the UkrTransGas system. The plant is presently providing services to the third party operator and is included in the reportable service segment. Borynya and Bitlyanska fields The Borynya and Bitlyanska exploration and development licence covers an area of 390 square kilometres, tectonically belonging to the Krosno zone of the folded Carpathians and includes the Bitlya, Borynya and Vovchenska areas. The Borynya and Bitlyanska fields hold 276.8 mmboe of recoverable resources including condensate (in house evaluation). No reserves and resources have been associated to the depleted Vovchenska field. Borynya 3 well was re-entered and tested Krosno 1 interval with promising results in 2013. The well is monitored, routinely bled-off, fluid samples extracted, measured and kept on hold for an eventual fracturing job and possible re-entry to the deeper intervals. Minor fields Cadogan owns exploration, development and production licences either directly or through subsidiaries and joint ventures in several minor fields, of which two are currently in commercial production (Debeslavetska and Cheremkhivska), one (Monastyretska)is in pilot commercial development and the other (Slobodo-Rungurska) is idle. In addition to the above licences the Group has a 15 per cent interest in Westgasinvest LLC ("WGI"), which holds the Reklynetska, Zhuzhelianska, Cheremkhivsko-Strupkivska, Debeslavetska Exploration, Debeslavetska Production, Baulinska, Filimonivska, Kurinna, Sandugeyivska and Yakovlivska licences for unconventional activities. Strategic Report The Strategic Report has been prepared in accordance with Section 414A of the Companies Act 2006 (the "Act"). Its purpose is to inform members of the Company and help them assess how the Directors have performed their legal duty under Section 172 of the Act to promote the success of the Company. Our consistent business model We aim to increase value through: Our unique expertise and knowledge of both the Ukrainian market and best Western practices; Having a very disciplined investment process with capital used as underwriting capital to farm-out; Focusing our stand-alone drilling or workover activities to lower risk initiatives with limited capital commitment until we obtain success in generating new or increased production; and Obtaining a proper return on cash to achieve material impact on the Company's profitability or cash flow focusing on yield-generating fixed income investments, within the Company's or its management's areas of expertise. Principal activity and status of the Company The Company is registered as a public limited company (registration number 05718406) in England and Wales. Its principal activity is oil and gas exploration, development and production. The Company's shares have a standard listing on the Official List of the UK Listing Authority and are traded on the main market of the London Stock Exchange. Chairman's Statement In 2014 the Company pursued its strategy of furthering the evaluation, de-risking and promotion of its assets in the east and the west of the country. The unstable local situation was not supportive of pursuing business development initiatives. Instead, decisive actions to optimise our activities and reduce our cost base were implemented to strengthen the Company's position to maintain its financial resilience pending results from operations. The activities as a Service Contractor and Gas Trading were further developed with a very positive impact on improving the Company's financial standing. Revenue this year has increased from $3.8 million in 2013 to $32.6 million in 2014 primarily thanks to the trading operations, which represent $29.4 million of total revenues; revenues from production and service business have slightly declined to $2.4 million (2013: $2.5 million) and $0.8 million (2013: $1.2 million) respectively. The cash position at 31 December 2014 remained strong at $48.9 million, including restricted cash of $20 million. Despite the new revenue generation activities and cost optimisation during the year, the Group has recorded a significant loss in 2014 due to the impairment of its oil and gas assets and investments in joint ventures. Loss before tax was $59.1 million (2013: $14.4 million) reflecting $54.7 million (2013: $6.6 million) share of losses of joint ventures and $5.1 million (2013: $nil) impairment of oil and gas assets. Share of losses in joint ventures mainly include the impairment of oil and gas assets in joint ventures and losses arising on translation of Balance Sheet items from UAH to USD, being the presentation currency of the Group. Operations As anticipated, the principal focus for 2014 was to reduce the risk of present and anticipated operations while maximising the existing production potential. Our exploration department identified new drillable prospects in Pokrovskoe and Pirkovskoe, following the continuous refinement process of the 3D seismic interpretation. The shallow well Debeslavetska 15 was drilled with no commercial result. Due to surface logistic constraints the location had to be moved few hundred metres apart and did not hit the planned target as a result. The area's exploration potential is confirmed. The work-over activity in Pirkovskoe 1 well run by a local contractor continues. It confirms the hydrocarbon potential but so far has not achieved commercial results. Local contractors confirmed their interest in the other suspended deep wells in the eastern licences. The total production has marginally increased in the year. Gas production in Debeslavetska and Cheremkhivska was kept constant while in Monastyretska the Blazh 1 well production increased to 45 bopd. The re-evaluation of the Group's assets continues and our outlook remains positive. The Board The Company is committed to acting professionally, fairly and with integrity in all of its dealings and relationships wherever it operates, and to implementing and enforcing effective systems to counter bribery and corruption in all its forms. All policies included into the "Working with Integrity" documents have been disseminated to the staff and are available to view on the Company's website. Our adherence to the principles contained in these policy documents remains unshakeable and have been the focus in our way of conduct. Recent Political Developments Strategy and Prospects The political situation in Ukraine continues to be unstable, as the fast deterioration that followed the events at the end of 2013 made the year 2014 the most challenging and unpredictable in the country's recent history. Despite our optimism on the continuation of the progress experienced in the last months, we remain cautious on the challenges ahead and how much they will continue to create a remaining level of unpredictability in the political and economical environment. This challenge has obviously been aggravated by the recent oil price collapse which, even though favourable for the country's balance is unfavourable for the Exploration and Production ("E&P") industry. The strategy reassessment by the International Oil Companies ("IOC") present in Ukraine will also keep affecting our Ukrainian operations. The local market instability gave to us the opportunity to quickly implement adequate measures to increase its competitive value and readdressed its focus to the local operators and possible partners and aggressively develop the gas and oil trading activity, which represents a valuable contribution to the financial integrity of the Company. The Board continues to develop further relationships and opportunities overseas, our established presence in Ukraine, our skilled staff both in Kiev and also in the east and west of the country, and our adherence to the highest standards of corporate governance gives us the opportunity to act as a beacon for the western industry and industry standards. We believe that the Company is uniquely placed to create value from any emerging opportunity. We continuously work to make 2015 an exciting and successful year for both the Company and the people of Ukraine. Annual General Meeting I look forward to meeting shareholders at the Company's Annual General Meeting to be held on 25 June 2015 at Chandos House, 2 Queen Anne Street, London W1G 9LQ. Zev Furst Non-executive Chairman 30 April 2015 Chief Executive's Review In spite of an extremely challenging political and economic situation in the Ukraine, with significant instability brought by fighting between Government forces and rebels most of the year in the Eastern part of the country, as well as continued disappointments in the exploration and appraisal activities, Cadogan reached a major milestone in 2014 which culminates years of focus on protecting shareholder value in the face of adverse events: For the last months of 2014 as well as the beginning of 2015 the Company has operated at above cash flow breakeven, primarily as a result of its successful launch of a trading activity. Given the non-core nature of the trading business and its critical reliance on key executives in the management, it should not be seen as a strategic development yet but instead as a significant tactical achievement to support the Company's turnaround at a difficult time, by turning geopolitical adversity into an opportunity to monetise market dislocations. Continued discipline in cost management has also played a key part in bringing Cadogan to a situation where it has the financial flexibility to manage its options from a position of strength, with general and administrative ("G&A") expenses at an annual run rate below $4.5 million for 2015 after another round of material costs reduction at the beginning of the year. Core Operations The Company's announced strategy to protect cash flows by rightsizing its operation and limiting upstream activity to the strict minimum necessary in order to facilitate farm-outs has been pursued throughout the year, without yet delivering significant progress. The unstable environment has made it difficult to progress on potential partnerships as the majority of operators, foreign or domestic, have remained on the side-lines for most of the year. The drop in energy prices at the end of 2014 has further depressed the attractiveness of our assets in the short term. However we believe that Ukraine is about to turn the corner in 2015 and we are confident that the partnership opportunities will keep on expanding. Our limited well operations have yielded mixed results. The disappointing drilling result of Debeslavetska 15, the first well of our program targeting shallow horizons, does not invalidate the program in our opinion. Other activities include a successful increase in the oil production of the Blaz-1 well as a result of our activities on the well, the stabilisation of the gas production in the Debeslavetska and Cheremkhivska licences, as well as continued work-over activities in Pirkoskoe via a farm-out to a local operator, although with no result so far. The most promising achievement in the geological and geophysical ("G&G") area has been the identification of new sizeable drillable prospects in Pokrovskoe and Pirkovskoe from the extensive re-interpretation of the 3D seismic data. These targets present attractive economics that we believe enhance the value of our overall asset portfolio. Non-Core Operations As anticipated in last year's CEO statement, non-core operations are now playing a key role in strengthening the Company's financial position. Making Cadogan able to withstand even a temporary failure of exploration and appraisal activities has been a key focus since I took over as CEO in 2011, this ability being a critical advantage for an intrinsically high-risk Junior E&P company. In fact, despite more than $70 million of unproductive capital expenditures and more than $50 million of cumulative G&A expenses over the period, the Company has a material increase in its cash position since I took over. Initial achievements in asset recovery and monetisation of stale assets on the balance sheet are progressively giving way to revenue generation from new businesses. So far these businesses have grown under the constraint that no material investment would be made to support them given their non-core nature. As the Company redesigns its E&P strategy, a decision will have to be made whether to make the investments necessary to support the growth of these activities or whether they should be discontinued or sold. The service activity has made a positive contribution, albeit smaller than in 2013 and below expectations for 2014, mainly as a result of the postponement of work programs caused by the political instability. Foreign IOCs, which remain our core customer base, have been particularly defensive with operations being brought to a standstill. We remain optimistic on the next year's activity as the country normalises. Investments in fixed income have generated a little short of $1 million despite being conservatively kept to within 10% of the Company's cash position. This comes in addition to the benefit of our strategy of shifting the majority of our cash to US$ which allowed Cadogan to benefit from the current US$ rise against most currencies. The trading activity, mostly in gas and to a limited extend in diesel, has been able to capture opportunities arising from dislocated gas and currency markets as well as the unpredictable political and regulatory environment and the complex access to transport and storage infrastructure. It now represents the large majority of our turnover and gross profit, and has been developed within a disciplined risk management environment under my direct oversight. The challenge of a volatile and depreciating Hryvna, approximately 48% down against the US$ during 2014 and 65% down as at 1 April 2015 with limited convertibility throughout most of 2014, as well as an unpredictable series of short-term gas supply deals between Russia and Ukraine have played to our sophistication and conservative management of risk. Outlook Cadogan remains better positioned than ever to exploit Ukraine's rebound as, helped by its upcoming IMF-led debt restructuring and the stabilisation of the East Ukraine region, the country restarts its progress towards increased transparency and lower energy dependency of imported gas. In support of our ability to exploit local opportunities the Company has continued the execution of its strategy of "Ukrainisation" of its staff by attracting, promoting and developing outstanding local human resources. I am proud to announce the appointment of Marta Halabala as a Company Secretary this year, in the continuation of the appointment of Volodymyr Pogrebniak as Finance Director in 2011. The Company will also continue to assess opportunities outside of Ukraine in order to balance its portfolio, keeping a very strict risk/return hurdle. I am proud of how Cadogan's employees have risen to the challenge of the last years, and am excited in our ability to leverage the financial flexibility we created for ourselves to exploit the opportunities that we have ahead of us. Bertrand des Pallieres Chief Executive Officer 30 April 2015 Operations Review In 2014 the Group held working interests in nine conventional (2013: nine) gas, condensate and oil exploration and production licences in the east and west of Ukraine. All these assets are operated by the Group and are located in either the Carpathian basin or the Dnieper-Donets basin, in close proximity to the Ukrainian gas distribution infrastructures. Summary of the Group's licences (as at 31 December 2014) Working interest (%) Licence Expiry Licence type(1) Major licences 40.0 Zagoryanska April 2014(4) E&D 70.0 Pokrovskoe August 2016(5) E&D 100.0 Pirkovskoe October 2015(5) E&D 99.8 Bitlyanska December 2014(3) E&D Minor licences 99.2 Debeslavetska(2) November 2026 Production 99.2 Debeslavetska(2) September 2016 E&D 53.4 Cheremkhivska(2) May 2018 Production 100.0 Slobodo-Rungurska April 2016 E&D 99.2 Monastyretska November 2014(3) E&D E&D = Exploration and Development. Debeslavetska and Cheremkhivska licences are held by WGI, in which the Group has a 15% interest. The Group has 99.2% and 53.4% of economic benefit in conventional activities in Debeslavetska and Cheremkhivska licences respectively through Joint Activity Agreements ("JAA"). Licence extension process is ongoing and is expected to be completed in Q2 2015. Obtaining 20 years production licence is in process. Extension to the upper Permian interval was obtained in 2014. In addition to the above licences the Group has a 15 per cent interest in Westgasinvest LLC ("WGI"), which holds the Reklynetska, Zhuzhelianska, Cheremkhivsko-Strupkivska, Debeslavetska Exploration, Debeslavetska Production, Baulinska, Filimonivska, Kurinna, Sandugeyivska and Yakovlivska licences for unconventional activities. Recent developments of political and economic turmoil in Ukraine have had a low impact on the Group licences as the Group has assets in three regions: Western Ukraine (Lviv and Ivano-Frankivsk regions), which is not an area of conflict;; Kiev - the capital, where there was a low level of instability throughout 2014 year; and Central Ukraine, represented by the Poltava region, which is not under the anti-terrorist operation. Zagoryanska licence The Zagoryanska licence covered 49.6 square kilometres and expired on 24 April 2014. The Group held a 40 per cent working interest in the Zagoryanska licence area. The wells abandonment plans have been prepared in agreement with the joint venture partner, ENI. At the same time Cadogan, via its subsidiary LLC Zagvydobuvannya, requested the 20 years production licences and the extension of the stratigraphic exploration intervals to the Upper Carboniferous and Permian for the same area. ENI has no interest to enter into the production phase with Cadogan. To value and price all the possible remaining resources in the block, a stratigraphic re-interpretation of the 3D seismic data is currently ongoing. Pokrovskoe licence The Group holds a 70 per cent working interest in the Pokrovskoe licence. The Pokrovskoe licence area covers 49.5 square kilometres. It has prospective resources in the Permian, Upper and Lower Carboniferous. On the basis of the previous results and the clear indication of the presence of a positive hydrocarbons generation and migration system, it was decided to continue the seismic and geological investigation of the area. The thorough 3D seismic re-interpretation has been successfully concluded for the relative shallow horizons. One drillable prospect in the Permian formation (at about 2,200m-2400m depth) and one in the Upper Carboniferous (at about 2,200m depth) have been identified with two other leads in the Upper Carboniferous under evaluation. The extension to the new stratigraphic exploration intervals in the Upper Carboniferous and Permian have been requested and granted to Cadogan along with the change of the previous work programme. Pirkovska licence The Group holds a 100 per cent working interest in the Pirkovska licence which had 2.26 mmboe of Proved and Probable Reserves of gas and condensate (2013: 2.26 mmboe). The proved reserves in Pirk 1, tested by a third party company, produced an inconclusive result due to damaged formation; therefore those reserves have been reclassified from reserves to contingent resources. This exploration and appraisal licence covers 71.6 square kilometres and expires in October 2015; the necessary steps to renew the licence have already started. On the basis of the previous results and the clear indication of the presence of a positive hydrocarbons' generation and migration system, it was decided to continue the seismic and geological investigation of the area. The thorough 3D seismic re-interpretation has been successfully concluded for the relatively shallow horizons. The total prospective net interest recoverable resources after the 3D stratigraphic interpretation and attribute analysis performed in-house on the Permian reservoir are estimated in 383.11 Bcf (63.85 mmboe). The extension to the new stratigraphic exploration intervals in the Upper Carboniferous and Permian have been requested and granted to Cadogan in 2014 along with the change of the previous work programme. The Group owns the Krasnozayarska gas treatment plant, located in the Pirkovska licence area, which is connected to the UkrTransGas system and is continuing the service contract with a nearby local operator. Bitlyanska licence area The Bitlyanska exploration and development licence covers an area of 390 square kilometres with the Group's interest at 99.8 per cent. There are three hydrocarbon discoveries in this licence area, namely Bitlyanska, Borynya and Vovchenska. The Borynya and Bitlyanska fields hold 276.89 mmboe (2013: 336.5 mmboe) of contingent recoverable resources including condensates. After initial in-house evaluation, no reserves or resources have been allocated to the depleted Vovchenska field. Borynya 3 well, after having been re-entered and tested in 2013, was kept on hold, monitored and routinely bled-off for an eventual fracturing job and way forward evaluation, which also considered the deeper horizons. The planned vintage seismic lines in the Vovchenska area were purchased and interpreted; a new additional seismic programme has been prepared to define possible prospective exploration areas to investigate; the survey was postponed. The work programme and obligations for this licence have been changed and we are awaiting the licence renewal. Minor fields The Group has a number of minor licence areas located in Western Ukraine. These include the following: Debeslavetska Production licence area A production licence containing 2P reserves 0.766 mmboe of Proved Reserves (2013: 0.79 mmboe). The field is currently producing 64.8 boepd (2013: 65.73 boepd). The new compressor unit and the dehydration facilities for production optimisation were successfully performed and contributed to the energy and emissions saving as per the programme. Debeslavetska Exploration licence area In the exploration licence, surrounding the Debeslavetska Production area, an Amplitude Versus Offset ("AVO") and Inversion analysis was successfully carried out with existing seismic data. In order to confirm and evaluate those findings about 100 km of 2D seismic lines were recorded. The seismic acquisition started on December 2013 and ended in April 2014. Following the processing and interpretation of the old and new data, three prospects have been identified. The location of the best promising prospect was selected on the basis of i) nearby facilities, ii) multiple targets and iii) non-depleted areas, also by using the InSar data. The expected well drilling spud-in was in July 2014. It was delayed to December 2014 due to longer than forecasted procedures for land allotment and complications with the well location, meaning that it had to be offset from the selected coordinates. The exploration drilling result has been negative; the Cretaceous formations did not provide the expected sealing (missing shale on top of Cretaceous limestone) for the main producing levels that were in truncation and over-lapping the Cretaceous formation. Cheremkhivska Production licence area A production licence containing 0.19 mmboe of 2P reserves (2013: 0.203 mmboe). This licence is currently producing 17.4 boepd (2013: 20.73 boepd). Potential gas production from shallow intervals seems to be promising for this licence. Preliminary amplitude versus offset ("AVO") studies on the only available line were positive but the planned 30 km of seismic lines to be acquired in 2014 were postponed. Slobodo-Rungurska licence area An exploration and development licence with no booked reserves (2013: nil). The current evaluation of the block has allowed us to identify prospective gross oil resources in shallow reservoir levels (Old Sloboda reservoirs) of 5.75 mmboe and 27.9 mmboe in the relatively deeper reservoir levels (1600m). Additional petrophysical and reservoir studies are currently underway. Monastyretska licence area A new exploration and development licence for this block has been requested to the competent authority and we are awaiting the renewal. No booked reserves/ resources have been considered in 2014 (2013: nil). To enhance the Blazhiv 1 well production, a chemical treatment was implemented bringing about positive results with production increasing from 25 boepd to 45 boepd. Currently the production is on hold as we await the formal licence renewal approval. Financial review Overview In 2014 in addition to performing the E&P work programme the Group focused on managing the cost base by implementing a number of cost optimisation initiatives as well as starting an energy trading business. Trading operations include the importing of gas from Slovakia and local purchasing and sales operations with physical delivery of natural gas and diesel. Also, the Group continued to operate its service business which includes drilling, construction and other services provided to E&P companies. Revenue has increased from $3.8 million in 2013 to $32.6 million in 2014 due to gas and diesel trading operations, which represent $29.4 million of total revenues; revenues from production have slightly declined to $2.4 million (2013: $2.5 million). Revenue from the service business, which includes drilling and construction services, decreased to $0.8 million (2013: $1.2 million) mainly due to the postponement of service contracts by clients as a result of the situation in Ukraine. The cash position of $48.9 million at 31 December 2014, including restricted cash of $20 million, has decreased from $56.5 million at 31 December 2013. Income statement Loss before tax was $59.1 million (2013: $14.4 million), of which $54.7 million (2013: $6.6 million) is a share of losses of joint ventures and $5.1 million (2013: $nil) is an impairment of oil and gas assets. Share of losses in Joint Ventures mainly include the impairment of oil and gas assets in joint ventures and losses arising on translation of Balance Sheet items from UAH to USD, being the presentation currency of the Group. Revenues of $32.6 million (2013: $3.8 million) are comprised of $29.4 million in gas and diesel sales of trading reportable segment, $2.4 million gas sales of E&P reportable segment and $0.8 million sales of service reportable segment. Cost of sales represents $26.8 million of purchases of gas for trading operating segment, $2.9 million of production royalties and taxes, depreciation and depletion of producing wells and direct staff costs for exploration and development and service segment. Gross profit has increased to $2.8 million (2013: $0.8 million). Other administrative expenses of $7.0 million (2013: $8.9 million) comprise other staff costs, professional fees, Directors' remuneration and depreciation charges on non-producing property, plant and equipment. Impairment of oil and gas assets of $5.1million (2013: $nil) represents impairment charge for Debeslavetske and Cheremkhivske assets as a result of an impairment assessment of its recoverability as at 31 December 2014 and certain obsolete property, plant and equipment ("PP&E") assets at Pirkovska licence. Reversal of impairment of other assets of $0.9 million (2013: $0.2 million) comprised of $0.3 million provision for inventory (2013: release $0.1 million) and $1.1 million release in relation to an impairment of Ukrainian VAT (2013: $0.1 million). Share of losses in joint ventures of $54.7 million (2013: $6.6 million) comprised of loss of: i) $40.2 million in relation to Pokrovska licence, of which $44.2 million is non-cash impairment offset by $4.0 deferred tax liability, $12.7 million (2013: $nil) of translation loss which arose mainly on translation of non-current assets of Gazvydobuvannya LLC (Pokrovskoe licence) from UAH to USD, being the presentation currency of the Group $0.2million profit from operations (mainly as the result of VAT recovery which were previously impaired), ii) $1.3 million in relation to Zagoryanska licence; and iii) loss of $0.7 million from operations of Westgasinvest LLC. Net foreign exchange gain of $3.0 million (2013: loss of $0.3 million) mainly relates to the revaluation of the USD-denominated monetary assets of the Group's UK entities which have GBP as a functional currency. Cash flow statement The Consolidated Cash Flow Statement on page 65 shows operating cash outflow before movements in working capital of $3.9 million (2013: $8.7 million). Cash outflows from movements in working capital in 2014 of $16.1 million mostly represent an increase in trading receivables and prepayments of $13.6 million (note 21), increase in trading inventories of $8.4 million (note 20), offset by increase in prepayments received and trading payables of $2.8 million (note 25) in relation to trading reportable segment and $3.1 million of change in working capital for other reportable segments. In addition, the Group has incurred capital expenditure of $0.5 million (2013: $3.0 million) on intangible Exploration and Evaluation ("E&E") assets and $1.6 million (2013: $0.8 million) on PP&E. In 2014 the Group invested $3.0 million (2013: $4.7 million) into joint ventures, mainly to repay the operating service charges to Cadogan for prior years. In 2014 the Group financed its trading operations with short-term borrowings (note 24) and as at 31 December 2014 the outstanding amount was $17.3 million (2013: $nil), which decreased to $7.8 million as at 30 April 2015. Borrowings are represented by credit line drawn in UAH at Ukrainian bank, 100% subsidiary of UK bank. Credit line is secured by $20 million of cash balance placed at UK bank. Balance sheet The cash position of $48.9 million at 31 December 2014, including restricted cash of $20 million, has decreased from $56.5 million at 31 December 2013. Intangible E&E assets of $18.3 million (2013: $6.0 million) represent the carrying value of the Group's investment in E&E assets as at 31 December 2014. The PP&E balance of $3.8 million at 31 December 2014 (2013: $43.9 million) reflects the cost of developing fields with commercial reserves and bringing them into production. Due to unsuccessful testing of Pirk-1 well, $14.6 million of PP&E assets have been reclassified to E&E so as to use them in further exploration and evaluation works. Management reassessed classification of capital expenditures following the impairment test and the production and development assets. As a result, $14.6 million were reclassified to E&E as the Group expects to continue exploration at Pirkovskoe field and targets other geological horizons. Cadogan plans to use the existing assets at Pirkovskoe field in their exploration activities. As a result of the impairment assessment of PP&E assets as at 31 December 2014, the Group has recognised $5.1 million impairment including $2.9 million at Pirkovskoe field and $2.2 million of Debeslavetska and Cheremkhivska. Investments in joint ventures of $14.3 million (2013: $65.9 million) mainly represent the carrying value of the Group's investments into Pokrovska licences and Westgasinvest LLC (costs related to Zagoryanska licence have been fully impaired as well as impairment on Pokrovska licence assets (note 19). Trade and other receivables of $17.9 million (2013: $6.9 million) include $13.6 million trading prepayments and receivables, $1.9 million receivable from joint ventures in respect of management charges (2013: $4.1 million) and VAT recoverable of $1.8 million (2013: $0.3 million) in respect to VAT arising on gas trading purchases. In October 2014 the Group started to use the short-term facility in Ukraine for its trading operations. The $17.3 million outstanding as of 31 December 2014 ($7.8 million as at 30 April 2015) represents UAH 278.9 million borrowed in UAH to purchase natural gas and diesel (UAH 174.7 million as at 30 April 2015). The $5.1 million of trade and other payables as of 31 December 2014 (2013: $3.4 million) represent $2.5 million (2013: $nil) worth of advances received from clients for future supplies of natural gas and $2.3 million (2013: $3.4 million) of other creditors and accruals. Key performance indicators The Group monitors its performance in implementing its strategy with reference to clear targets set out through four key financial and one key non-financial performance indicators ("KPIs"): to increase oil, gas and condensate production measured on number of barrels of oil equivalent produced per day ("boepd"); to increase the Group's oil and gas reserves by de-risking possible resources and contingent reserves into 2P reserves. This is measured in million barrels of oil equivalent ("mmboe"); to decrease administrative expenses; to increase the Group's basic earnings per share; and to maintain no lost time incidents. The Group's performance in 2014 against these targets is set out in the table below, together with the prior year performance data. No changes have been made to the source of data or calculation used in the year. Unit 2014(3) 2013 Financial KPIs Average production (working interest basis) (1) boepd 99 88 2P reserves (2) mmboe 0.6 2.6 Administrative expenses $ million 7.0 8.9 Basic loss per share (4) cents (25.6) (6.4) Non-financial KPIs Lost time incidents (5) incidents 0 0 Average production is calculated as the average daily production during the year. Quantities of 2P reserves as at 31 December 2013 and 2014 are based on Gaffney, Cline & Associates' ("GCA") independent reserves report on 2P reserves as at 31 December 2009, dated 16 March 2010, as adjusted for the actual production during 2013 and actual production and reclassification to contingent resources. One of the KPIs in previous years was realised price per 1,000 cubic metres. The Group decided to remove it from the list as the price is outside of management's control. Realised price is often market-driven but capped by Ukrainian authorities at a certain maximum level subject to periodic revisions. Management intention is always to negotiate the selling price which will be as close as possible to the upper limit approved by government. Basic loss per Ordinary share is calculated by dividing the net loss for the year attributable to equity holders of the parent company by the weighted average number of Ordinary shares during the year. Lost time incidents relate to injuries where an employee/contractor is injured and has time off work. The Group will continue exploration efforts in 2015, particularly at the Pirkovskaya and Pokrovskaya fields. If successful, management plan to reassess reserves based using independent petroleum engineer. In 2014 the Group has made impairment assessment at all material gas and oil fields. As a result Cadogan recognised a number of impairment losses directly and through their share in losses of joint ventures. Management believes that impairment losses are non-recurring and the Group will maintain healthy financial performance in 2015. Related party transactions Related party transactions are set out in note 30 to the Consolidated Financial Statements. Treasury The Group continually monitors its exposure to currency risk. It maintains a portfolio of cash and cash equivalent balances mainly in US dollars ("USD") held primarily in the UK. Production revenues from the sale of hydrocarbons are received in the local currency in Ukraine however the hydrocarbon prices are linked to the USD denominated gas and oil prices. To date, funds from such revenues have been held in Ukraine for further use in operations rather than being remitted to the UK. Risks and uncertainties There are a number of potential risks and uncertainties, which could have a material impact on the Group's long-term performance and could cause the actual results to differ materially from expected and historical results. Executive management review the potential risks and then classify them as having a high impact, above $5 million, medium impact, above $1 million but below $5 million, and low impact, below $1 million. They also assess the likelihood of these risks occurring. Risk mitigation factors are reviewed and documented based on the level and likelihood of occurrence. The Audit Committee reviews the risk register and monitors the implementation of improved risk mitigation procedures via Executive management. The Group has analysed the following categories as key risks: Risk Mitigation Operational risks Health, Safety and Environment ("HSE") The oil and gas industry by its The Group maintains a HSE system in place nature conducts activities which can and demands that management, staff and be seriously impacted by health, contractors adhere to it. The system safety and environmental incidents. ensures that the Group meets Ukraine Serious incidents can have not only legislative standards in full and achieves a financial impact but can also international standards to the maximum damage the Group's reputation and extent possible. the opportunity to undertake further projects. Drilling operations The technical difficulty of drilling The incorporation of detailed sub-surface wells in the Group's locations and analysis into a robustly engineered well equipment limitations can result in design and work programme, with the unsuccessful completion of the appropriate procurement procedures and well. competent on site management, aims to minimise risk. Production and maintenance Some of the Group's facilities have All plants are operated at standards above been inherited and, although fully the Ukraine minimum legal requirements. checked, were not installed under Operative staff are experienced and our supervision and there is a risk receive supplemental training to ensure of plant failure. that facilities are operated and maintained at a high standard. Service providers are rigorously reviewed There is a risk that production or at the tender stage and are monitored transportation facilities can fail during the contract period. due to poor performance of the Group's suppliers and control of some facilities being with other governmental or commercial organisations. Work over and abandonment Certain wells owned by the Group Work programmes are designed to assess the were drilled by the State and other status of the wells and any work that is private companies and will be worked not safe or is not technically feasible over. There is a risk that Cadogan's will be abandoned. Qualified professionals activities fail because of problems will be used to design a step-by-step inherited with these sites. approach to re-entering old wells. Any well stock that is not All sites that are abandoned will be considered satisfactory for purpose restored and re-cultivated to meet or or poses an environmental hazard exceed standards required by the relevant will need to be abandoned. environmental control authorities and in compliance with recognised international standards. Sub-surface risks The success of the business relies All externally provided and historic data on accurate and detailed analysis of is rigorously examined and discarded when the sub-surface. This can be appropriate. New data acquisition is impacted by poor quality data, considered and appropriate programmes either historic or recently implemented, but historic data can be gathered, and limited coverage. reviewed and reprocessed to improve the Certain information provided by overall knowledge base. external sources may not be accurate. Some local contractors may not Detailed supervision of local contractors acquire data accurately, and there by Cadogan management is followed. Plans is frequently limited choice of are discussed well in advance with both locally available equipment or local and international contractors in an contractors of a desirable standard. effort to ensure that appropriate equipment is available. Data can be misinterpreted leading All analytical outcomes are challenged to the construction of inaccurate internally and peer reviewed. models and subsequent plans. Interpretations are carried out on modern geological software. A staff training programme has been put in place. Area available for drilling If not covered by 3D seismic or fitting operations is limited by logistics, over 2D seismic lines, the eventual well's infrastructures and moratorium. This dislocation will not be accepted. increases the risk for setting optimum well coordinates. Financial risks The Group may not be successful in The Group performs a review of its oil and achieving commercial production from gas assets for impairment on annual basis. an asset and consequently the The Group considers on an annual basis carrying values of the Group's oil whether to commission a Competent Person's and gas assets may not be recovered Report ("CPR") from an independent through future revenues. reservoir engineer. The CPR provides an estimate of the Group's reserves and resources by field/licence area. As no new production has been achieved during 2014, management has decided not to commission a new CPR during 2014. As part of the annual budget approval process, the Board considers and evaluates projects for the forthcoming year and considers the appropriate level of risk. The Board has approved a work programme for 2015. Further attempts to bring in partners and mitigate the Group's risk exposure are underway. There is a risk that insufficient The Group manages the risk by maintaining funds are available to meet adequate cash reserves and by closely development obligations to monitoring forecasted and actual cash commercialise the Group's major flow, as well as short and longer funding licences. requirements. Management reviews these forecasts regularly and updates are made where applicable and submitted to the Board for consideration. The farm-out campaign to maintain current cash balances and mitigate risk will continue through 2015. The Group could be impacted by These risks are mitigated by employing failing to meet regulatory reporting suitably qualified professionals who, requirements in the UK, and working with advisers when needed, are statutory tax and filing monitoring regulatory reporting requirements in both Ukraine and the requirements and ensuring that timely UK. submissions are made. The Group operates primarily in Clear authority levels and robust approval Ukraine, an emerging market, where processes are in place, with stringent certain inappropriate business controls over cash management and the practices may from time to time tendering and procurement processes. occur. This includes bribery, theft Adequate office and site protection is in of Group property and fraud, all of place to protect assets. Anti-bribery which can lead to financial loss. policies are also in place. The Group is at risk from changes in Revenues in Ukraine are received in UAH the economic environment both in and expenditure is made in UAH, however Ukraine and globally, which can the prices for hydrocarbons are implicitly cause foreign exchange movements, linked to USD prices. changes in the rate of inflation and interest rates and lead to credit risk in relation to the Group's key counterparties. The Group continues to hold most of its cash reserves in the UK mostly in USD. Cash reserves are placed with leading financial institutions which are approved by the Audit Committee. The Group is predominantly a USD denominated business. Foreign exchange risk is considered a normal and acceptable business exposure and the Group does not hedge against this risk for its E&P operations. For trading operations, the Group matches the revenues and the source of financing. Refer to note 28 to the Consolidated Financial Statements for detail on financial risks. The Group is at risk that the We monitor the credit quality of our counterparty will default on its counterparties and seek to reduce the risk contractual obligations resulting in of customer non-performance by limiting a financial loss to the Group. the title transfer to product until the payment is received, prepaying only to known credible suppliers The Group is at risk that The Group mostly enters into back-to-back fluctuations in gas prices will have transactions where the price is known at a negative result for the trading the time of committing to purchase and operations resulting in a financial sell the product. Sometimes the Group loss to the Group. takes exposure to open inventory positions when justified by the market conditions in Ukraine. Corporate risks Should the Group fail to comply with The Group designs a work programme and licence obligations, there is a risk budget to ensure that all licence that its entitlement to the licence obligations are met. The Group engages will be lost. proactively with government to re-negotiate terms and ensure that they are not onerous. Ukraine is an emerging market and as The Group minimises this risk by such the Group is exposed to greater maintaining the funds in international regulatory, economic and political banks outside Ukraine and by continuously risks, more than other maintaining a working dialogue with the jurisdictions. Emerging economies regulatory authorities. are generally subject to a volatile political environment which could adversely impact Cadogan's ability to operate in the market. The Group's success depends upon The Group periodically reviews the skilled management as well as compensation and contract terms of its technical and administrative staff. staff. The loss of service of critical members from the Group's team could have an adverse effect on the business. Statement of Reserves and Resources The Group did not commission an independent Reserves and Resources Evaluation of the Group's oil and gas assets in Ukraine as at 31 December 2014 due to insufficient new information arising from operational activity before the year end. The summary of the Reserves and Resources below is based on the Independent Reserves and Resources Evaluation performed by Gaffney Cline and Associates as at 31 December 2009. These have been adjusted for subsequent actual production and expert review and studies have been performed with an external firm both in Kyiv and in-house. Summary of Reserves As of 31 December 2014 Working interest basis Gas Condensate Oil bcf mmbbl mmbbl Proved and Probable Reserves at 1 January 2014 11.1 0.6 - Production (0.2) - - Reclassification (10.3) (0.6) - Proved and Probable Reserves at 31 December 2014 0.6 - - Possible Reserves at 1 January 2014 and 31 December 2014 19.5 1.5 - Summary of Contingent Resources As of 31 December 2014 Working interest basis Gas Condensate Oil Total Bcf mmbbl mmbbl mmboe Contingent Resources at 1 January 2014 2,357.3 97.9 - 522.2 Change in working interest - - - - Reclassification 10.3 0.6 - 2.2 Contingent Resources at 31 December 2014 2,367.6 98.5 - 524.4 Reserves are assigned only to the Debeslavetska and Cheremkhivska fields; adjusted to consider the dry gas production only. The proved reserves in Pirk 1, tested by a third party company, produced an inconclusive result due to damaged formation; therefore those reserves have been reclassified from Reserves to Contingent Resources. Contingent Resources are assigned to the Zagoryanska, Pirkovskoe, Borynya and Bitlya fields, where development is contingent on further appraisal. Prospective Resources of 165.9 bcf (2013: 165.9 bcf) of gas and 5.9 mmbl (2013: 5.9 mmbl) of condensate are attributed to the Pokrovskoe field (reflecting Cadogan's working interest), where there has not yet been a production test. Corporate Responsibility The Board recognises the requirement under Section 414C of the Companies Act 2006 (the "Act") to detail information about employees, human rights and community issues, including information about any policies it has in relation to these matters and the effectiveness of these policies. The Group considers the sustainability of its business as a key and competitive element of its strategy. Meeting the expectations of our stakeholders is the way in which we secure our licence to operate, and to be recognised in the values we declare is the best added value we can bring in order to profitably prolong our business. The Board recognises that it has an obligation to protect the health and safety of its employees and communities as well as the environment it impacts; these are the key drivers for the sustainable development of the Company's activity. Our Code of Ethics and the adoption of internationally recognised best practices and standards are our, and our employees', references for conducting our operations. Our activities are carried out in accordance with a policy manual, endorsed by the Board, which has been disseminated to all staff. The manual includes policies on business conduct and ethics, anti-bribery, the acceptance of gifts and hospitality and whistleblowing. The Group's Health, Safety and Environment Manager reports directly to the Chief Operations Officer. His role is to ensure that the Group has developed suitable procedures, and that operational management have incorporated them into daily operations and that he has the necessary level of autonomy and authority to discharge his duties effectively and efficiently. The Board believes that health and safety procedures and training across the Group should be to the standard expected in any company operating in the oil and gas sector. Accordingly, it has set up a Committee to review and agree health and safety initiatives and report back on progress. The monthly management report to the Board contains a full report on health and safety, environmental and key safety and environmental issues which are discussed by the Executive Management. The Health, Safety and Environment Committee Report is on page 37. Health, safety and environment The Group has developed an integrated Health, Safety and Environmental ("HSE") management system. The system aims, by a continuous improvement programme, to ensure that a safety and environmental protection culture is embedded in the organisation. The HSE management system ensures that both Ukrainian and international standards can be met, with the Ukrainian HSE legislation requirements taken as an absolute minimum although the international requirements are in the main met or exceeded. All the Group's local operating companies in east and west Ukraine have all the necessary documentation and systems in place to ensure compliance with Ukrainian legislation. A proactive approach to the prevention of incidents has been in place throughout 2014, which relies on an observation cards system and reliable near-miss reporting. Staff training on HSE matters is recognised as the key factor to generate continuous improvement. In-house training is provided to help staff meet international standards and follow best practice. At present, special attention is being given to training on risk assessments, emergency response, incident prevention, reporting and investigation, as well as hazard and operational ("HAZOP") studies to ensure that international standards are maintained even if they exceed those required by Ukrainian legislation. The Board monitors lost time incidents as a key performance indicator of the business, to reasonably verify that the procedures in place are robust. The Board has benchmarked safety performance against the HSE performance index measured and published annually by the International Association of Oil & Gas Producers. In 2014, the Group recorded a total of 400,000 man hours worked. There were no Lost Time Incidents ("LTIs") recorded in 2014 and close to two million man hours have been worked without an LTI since the previous incident was recorded in July 2011. Vehicle safety and driving conduct remain among the Company's priorities in controlling hazards and preventing injuries. As of the end of 2014, the Company has recorded over nine million kilometres driven without an LTI. The year 2013 was the baseline year for the Company in terms of greenhouse gas emissions reporting, as well as Company-wide collection of statistical data related to consumption of electricity and industrial water and fuel consumption by cars, plants and other work sites. Comparing the baseline figures with the data for 2014 will allow the assessment of the Company's environmental performance and identify the areas for improvement. Employees Certain of the Group's operations are undertaken by sub-contracting specialists having the technical knowledge required for complex wells' drilling operations. Local interest is part of the Company's sustainable development policy and wherever possible local staff are recruited and procedures are in place to ensure that all recruitments are undertaken on a transparent and fair basis with no discrimination against applicants. Each operating company has its own Human Resources staff to ensure that the Group's employment policies are properly implemented and followed. As required by Ukrainian legislation, Collective Agreements are in place with the Group's Ukrainian subsidiary companies which provide an agreed level of staff benefits and other safeguards for employees. The Group's Human Resources policy covers key areas such as equal opportunities, wages, overtime and non-discrimination. All staff are aware of the Group's grievance procedures. Sufficient levels of health insurance are provided by the Group to employees to ensure they have access to good medical facilities. Each employee's training needs are assessed on an individual basis to ensure that their skills are adequate to support the Group's operations, and to help them to develop. Gender diversity The Board of Directors of the Company comprised of six male Directors throughout the year to 31 December 2014. The appointment of any new Director is made on the basis of merit. See pages 21 to 23 for more information on the composition of the Board. There were no females holding Senior Manager(1) positions as at 31 December 2014. As at 31 December 2014, the Company comprised a total of 96 employees, as follows: Male Female Non-executive directors 4 - Executive directors 2 - Other employees 66 24 All employees 72 24 Human rights Cadogan's commitment to the fundamental principles of human rights is embedded in our HSE polices and throughout our business processes. We promote the core principles of human rights pronounced in the UN Universal Declaration of Human Rights. Our support for these principles is embedded throughout our Code of Conduct, our employment practices and our relationships with suppliers wherever we do business. Community The Group's activities are carried out in rural areas of Ukraine and the Board is aware of its responsibilities to the local communities in which the Group operates and from which some of the employees are recruited. At current operational sites, management works with the local councils to ensure that the impact of operations is as low as practicable by putting in place measures to mitigate their effect. Key projects undertaken include improvement of the road infrastructure in the area, which provides easier access to the operational sites while at the same time minimising inconvenience for the local population and allowing improved road communications in the local communities. Specific charitable activities are undertaken for the direct benefit of local kindergartens, schools, sporting facilities and medical services, as well as other community-focused facilities. All activities are followed and supervised by managers who are given specific responsibility for such tasks. The Group's local companies see themselves as part of the community and are involved not only with financial assistance, but also with practical help and support. The recruitment of local staff generates additional income for areas that otherwise are predominantly dependent on the agricultural sector. Approval The Strategic Report was approved by the Board of Directors on 30 April 2015 and signed on its behalf by: Marta Halabala Company Secretary 30 April 2015 (1) Senior Managers are directors of subsidiary companies or who otherwise have responsibility for planning, directing or controlling the activities of the company or a strategically significant part of it. Zev Furst Independent Non-executive Chairman Bertrand des Pallieres Chief Executive Officer Adelmo Schenato Chief Operating Officer Gilbert Lehmann Senior Independent non-executive Director Michel Meeùs Non-Independent non-executive Director Enrico Testa Independent non-executive Director Dividends The Directors do not recommend payment of a dividend for the year to 31 December 2014 (2013: nil). Structure of share capital The authorised share capital of the Company is currently £30,000,000 divided into 1,000,000,000 Ordinary shares of 3 pence each. The number of shares in issue as at 31 December 2014 was 231,091,734 Ordinary shares of 3 pence each with a nominal value of £6,932,752. The Companies (Acquisition of Own Shares) (Treasury Shares) Regulations 2003 allow companies to hold shares in treasury rather than cancel them. Following the consolidation of the issued capital of the Company on 10 June 2008, there were 66 residual Ordinary shares which were transferred to treasury. No dividends may be paid on shares whilst held in treasury and no voting rights attach to shares held in treasury. Total voting rights amount to 231,091,668. Going concern After making enquiries, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Consolidated and Company Financial Statements. For further detail refer to the detailed discussion of the assumptions outlined in note 3(b) to the Consolidated Financial Statements. Non-Statutory Accounts The financial information set out below does not constitute the Company's statutory accounts for the years ended 31 December 2014 and 31 December 2013, but is derived from those accounts. Statutory accounts for 2013 have been delivered to the Registrar of Companies, and those for 2014 will be delivered in due course. The Auditors have reported on those accounts; their report was (i) unqualified, (ii) did not include a reference to any matters to which the Auditor drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under Section 498 (2) or (3) of the Companies Act 2006. The text of the Auditor's report can be found in the Company's full Annual Report and Financial Statements at www.cadoganpetroleum.com. Statement of Directors' Responsibilities in respect of the Annual Report and the Financial Statements The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. The Directors are required by law to prepare the Group financial statements in accordance with International Financial Reporting Standards ("IFRSs") as adopted by the European Union and Article 4 of the International Accounting Standards ("IAS") regulation and have also elected to prepare the Parent Company financial statements under IFRSs as adopted by the European Union. Under Company law, the Directors must not approve the Financial Statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and Group and of the profit or loss for that period. In preparing the Company and Group's financial statements, IAS Regulation requires that Directors: properly select and apply accounting policies; present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the Company's and Group's financial position and financial performance; and make an assessment of the Company's and Group's ability to continue as a going concern. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company and Group's transactions and disclose with reasonable accuracy at any time the financial position of the Company and Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors' Report, Annual Report on Remuneration, Directors' Remuneration Policy and Corporate Governance Statement that comply with that law and those regulations. The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website, www.cadoganpetroleum.com. Legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions. Responsibility Statement of the Directors in respect of the Annual Report We confirm to the best of our knowledge: (1) the financial statements, prepared in accordance with International Financial Reporting Standards as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation as a whole; and (2) the Strategic Report, includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and (3) the annual report and the financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for the shareholders to assess the Group's performance, business model and strategy. On behalf of the Board Zev Furst Chairman 30 April 2015 Consolidated Income Statement For the year ended 31 December 2014 2014 2013 30 April 2015 Notes $'000 $'000 CONTINUING OPERATIONS Revenue 6 32,623 3,772 Cost of sales (29,813) (3,019) Gross profit 2,810 753 Administrative expenses: Other administrative expenses (7,002) (8,919) Impairment of oil and gas assets 8 (5,134) - Reversal of impairment of other assets 8 877 234 (11,259) (8,685) Share of losses in joint ventures 19 (54,664) (6,630) Net foreign exchange gains/(losses) 3,036 (271) Other operating income, net 7 547 5 Operating loss (59,530) (14,828) Investment income 12 852 434 Finance costs 13 (468) (6) Loss before tax (59,146) (14,400) Tax charge 14 (166) (289) Loss for the year 9 (59,312) (14,689) Attributable to: Owners of the Company (59,271) (14,660) Non-controlling interest (41) (29) (59,312) (14,689) Loss per Ordinary share cents cents Basic 15 (25.6) (6.3) Consolidated Statement of Comprehensive Income For the year ended 31 December 2014 2014 2013 $'000 $'000 Loss for the year (59,312) (14,689) Other comprehensive loss Items that may be reclassified subsequently to profit or loss: Unrealised currency translation differences (28,153) (3,551) Other comprehensive loss (28,153) (3,551) Total comprehensive loss for the year (87,465) (18,240) Attributable to: Owners of the Company (87,424) (18,211) Non-controlling interest (41) (29) (87,465) (18,240) Consolidated Balance Sheet As at 31 December 2014 2014 2013 Notes $'000 $'000 ASSETS Non-current assets Intangible exploration and evaluation assets 16 18,289 5,958 Property, plant and equipment 17 3,846 43,886 Investments in joint ventures 19 14,325 65,965 36,460 115,809 Current assets Inventories 20 9,940 2,951 Trade and other receivables 21 17,891 6,879 Cash and cash equivalents 22 48,927 56,484 76,758 66,314 Total assets 113,218 182,123 LIABILITIES Non-current liabilities Deferred tax liabilities 23 (288) (675) Provisions 26 (55) (195) (343) (870) Current liabilities Short-term borrowings 24 (17,327) - Trade and other payables 25 (5,068) (3,442) Provisions 26 (647) (513) (23,042) (3,955) Total liabilities (23,385) (4,825) NET ASSETS 89,833 177,298 EQUITY Share capital 27 13,337 13,337 Retained earnings 223,600 282,871 Cumulative translation reserves (148,991) (120,838) Other reserves 1,589 1,589 Equity attributable to owners of the Company 89,535 176,959 Non-controlling interest 298 339 TOTAL EQUITY 89,833 177,298 The consolidated financial statements of Cadogan Petroleum plc, registered in England and Wales no. 5718406, were approved by the Board of Directors and authorised for issue on 30 April 2015. They were signed on its behalf by: Bertrand Des Pallieres Chief Executive Officer 30 April 2015 The notes on pages 67 to 106 form an integral part of these financial statements. Consolidated Cash Flow Statement For the year ended 31 December 2014 2014 2013 $'000 $'000 Operating loss (59,530) (14,828) Adjustments for: Depreciation of property, plant and equipment 938 1,201 Impairment of oil and gas assets 5,134 - Share of losses in joint ventures 54,664 6,630 Charge/(release) of impairment of inventories (note 8) 253 (97) Reversal of impairment of VAT recoverable (note 8) (727) (137) Loss on disposal of property, plant and equipment 211 103 Effect of foreign exchange rate changes (4,892) (1,571) Operating cash flows before movements in working capital (3,949) (8,699) (Increase)/decrease in inventories (7,242) 628 (Increase)/decrease in receivables (10,285) 32,879 Increase/(decrease) in payables and provisions 1,424 (645) Cash (used in)/from operations (20,052) 24,163 Interest paid (218) - Income taxes paid (373) (169) Net cash (outflow)/inflow from operating activities (20,643) 23,994 Investing activities Investments in joint ventures (3,024) (4,687) Purchases of property, plant and equipment (1,611) (783) Purchases of intangible exploration and evaluation assets (468) (3,069) Proceeds from sale of property, plant and equipment 84 127 Interest received 852 434 Net cash used in investing activities (4,167) (7,978) Financing activities Proceeds from short-term borrowings 17,327 - Net cash from financing activities 17,327 - Net (decrease)/increase in cash and cash equivalents (7,483) 16,016 Effect of foreign exchange rate changes (74) (9) Cash and cash equivalents at beginning of year 56,484 40,477 Cash and cash equivalents at end of year 48,927 56,484 Consolidated Statement of Changes in Equity For the year ended 31 December 2014 Cumulative Other reserves Share Retained translation Share-based Non-controlling capital earnings reserves payment Reorganisation interest Total $'000 $'000 $'000 $'000 $'000 $'000 $'000 As at 1 January 2013 13,337 297,438 (117,287) 93 1,589 368 195,538 Net loss for the year - (14,660) - - - (29) (14,689) Other comprehensive loss - - (3,551) - - - (3,551) Total comprehensive loss for the year - (14,660) (3,551) - - (29) (18,240) Share-based payments - 93 - (93) - - - As at 1 January 2014 13,337 282,871 (120,838) - 1,589 339 177,298 Net loss for the year - (59,271) - - - (41) (59,312) Other comprehensive loss - - (28,153) - - - (28,153) Total comprehensive loss for the year - (59,271) (28,153) - - (41) (87,465) As at 31 December 2014 13,337 223,600 (148,991) - 1,589 298 89,833 Notes to the Consolidated Financial Statements For the year ended 31 December 2014 1. General information Cadogan Petroleum plc (the "Company", together with its subsidiaries the "Group"), is registered in England and Wales under the Companies Act 2006. The address of the registered office is 1st Floor, 40 Dukes Place, London, EC3A 7NH. The nature of the Group's operations and its principal activities are set out in the Operations Review on pages 8 to 10 and the Financial Review on pages 11 to 13. 2. Adoption of new and revised Standards Adoption of new and revised International Financial Reporting Standards The following standards have been adopted by the Group for the first time for the financial year beginning on or after 1 January 2014 and have no impact on the Group: Amendments to IFRS 10, IFRS 11 and IFRS 12 - "Consolidated Financial Statements, Joint Arrangements and Disclosure of Interests in Other Entities: Transition Guidance" Amendment to IAS 27 "Separate Financial Statements" (revised 2011) - Investment entities Amendments to IAS 32 "Financial instruments: Presentation" - Application guidance on the offsetting of financial assets and financial liabilities Amendments to IAS 36 "Recoverable amounts disclosures for non-financial assets" Amendments to IAS 39 "Novation of derivatives and continuation of hedge accounting" IFRIC 21 "Levies" Consequential amendments to IFRS 12 and IAS 27 have been made to introduce new disclosure requirements for investment entities. In general, the amendments require retrospective application, with specific transitional provisions. As the reporting entity is not an investment entity (assessed based on the criteria set out in IFRS 10 as at 1 January 2014), the application of the amendments has had no impact on the disclosures or other amounts recognised in the Group's consolidated financial statements. The adoption of other new or revised standards did not have any effect on the consolidated financial position or performance of the Group and any disclosures in the Group's consolidated financial statements. Standards and Interpretations in issue but not effective At the date of authorisation of these consolidated financial statements, the following Standards and Interpretations, as well as amendments to the Standards were in issue but not yet effective: Standards and Interpretations Effective for annual period beginning on or after IFRS 9 "Financial Instruments" Not yet adopted in the EU IFRS 15 "Revenue from contracts with customers" Not yet adopted in the EU IFRS 14 "Regulatory Deferral Accounts" Not yet adopted in the EU Amendment to IFRS 10, IFRS 12 and IAS 28: Investment Not yet adopted in the EU Entities: Applying the consolidation exception Standards and Interpretations Effective for annual period beginning on or after Amendments to IAS 19 "Employee Benefits" - Defined Not yet adopted in the EU Benefit Plans: Employee Contribution Amendments to IAS 1: Disclosure Initiative Not yet adopted in the EU Amendments to IAS 27: Equity Method in Separate Not yet adopted in the EU Financial Statements Amendments to IAS 16 and IAS 41: Bearer plants Not yet adopted in the EU Amendments to IAS 16 and IAS 38: Classification of Not yet adopted in the EU Acceptable Methods of Depreciation and Amortisation Amendments to IFRS 10 and IAS 28: Sale or Contribution Not yet adopted in the EU of Assets between an Investor and its Associate or Joint Venture Amendments to IFRS 11: Accounting for acquisitions of Not yet adopted in the EU Interests in Joint Ventures Amendments to IFRSs - "Annual Improvements to IFRSs Not yet adopted in the EU 2010-2012 Cycle" Amendments to IFRSs - "Annual Improvements to IFRSs Not yet adopted in the EU 2011-2013 Cycle" Amendments to IFRS 7 "Financial instruments: 1 January 2015 Disclosures" - Disclosures about the initial application of IFRS 3. Significant accounting policies (a) Basis of accounting The financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and as adopted by the European Union ("EU"), and therefore the Group financial statements comply with Article 4 of the EU IAS Regulation. The financial statements have been prepared on the historical cost convention basis, except for share-based payments, accounting for the WGI transaction and other financial assets and liabilities, which have been measured at fair values and using accounting policies consistent with IFRS. The principal accounting policies adopted are set out below: (b) Going concern The Group's business activities, together with the factors likely to affect future development, performance and position are set out in the Strategic Report on pages 3 to 20. The financial position of the Group, its cash flow and liquidity position are described in the Financial Review on pages 11 to 13. The Group's cash balance at 31 December 2014 was $48.9 million (2013: $56.5 million) excluding $0.5 million (2013: $0.2 million) of Cadogan's share of cash and cash equivalents in joint ventures. It includes $20 million of restricted cash held in UK bank which represent security of borrowings (note 24). The Directors believe that the funds available at the date of the issue of these financial statements are sufficient for the Group to manage its business risks successfully. The Group's forecasts and projections, taking into account reasonably possible changes in operational performance, start dates and flow rates for commercial production and the price of hydrocarbons sold to Ukrainian customers, show that there are reasonable expectations that the Group will be able to operate on funds currently held and those generated internally, for the foreseeable future. As the Group engages in oil and gas exploration and development activities, the most significant financial risk faced by the Group is delays encountered in achieving commercial production from the Group's major fields. The Group also continues to pursue its farm-out campaign, which, if successful, will enable it to farm-out a portion of its interests in its oil and gas licences to spread the risks associated with further exploration and development. After making enquiries and considering the uncertainties described above, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future and consider the going concern basis of accounting to be appropriate and, thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. In making its statement the Directors have considered the recent political and economic uncertainty in Ukraine, as described further in the note 4 (f). (c) Basis of consolidation The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 31 December each year. IFRS 10 defines control to be investor control over an investee when it is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to control those returns through its power over the investee. The results of subsidiaries acquired or disposed during the year are included in the consolidated income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring accounting policies used into line with those used by the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. Non-controlling interests in subsidiaries are identified separately from the Group's equity therein. Those interests of non-controlling shareholders that are present ownership interests entitling their holders to a proportionate share of net assets upon liquidation may be initially measured at fair value or at the non-controlling interests' proportionate share of the fair value of the acquiree's identifiable net assets. The choice of measurement is made on an acquisition-by-acquisition basis. Other non-controlling interests are initially measured at fair value. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests' share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance. Changes in the Group's interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amount of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to the owners of the Company. When the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), less liabilities of the subsidiary and any non-controlling interests. Amounts previously recognised in other comprehensive income in relation to the subsidiary are accounted for (i.e. reclassified to profit or loss or transferred directly to retained earnings) in the same manner as would be required if the relevant assets or liabilities are disposed of. The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under IAS 39 Financial Instruments: Recognition and Measurement or, when applicable, the costs on initial recognition of an investment in an associate or jointly controlled entity. (d) Business combinations The acquisition of subsidiaries is accounted for using the acquisition method. The cost of the acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued in exchange for control of the acquiree. Acquisition-related costs are recognised in profit or loss as incurred. The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 Business Combinations are recognised at their fair value at the acquisition date, except for non-current assets (or disposal groups) that are classified as held for resale in accordance with IFRS 5 Non-Current Assets held for sale and Discontinued Operations. These are recognised and measured at fair value less costs to sell. (e) Investments in joint ventures A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement. A joint venture firm recognises its interest in a joint venture as an investment and shall account for that investment using the equity method in accordance with IAS 28 Investments in Associates and Joint Ventures. Under the equity method, the investment is carried on the balance sheet at cost plus changes in the Group's share of net assets of the entity, less distributions received and less any impairment in value of the investment. The Group Consolidated Income Statement reflects the Group's share of the results after tax of the equity-accounted entity, adjusted to account for depreciation, amortisation and any impairment of the equity accounted entity's assets. The Group Statement of Comprehensive Income includes the Group's share of the equity-accounted entity's other comprehensive income. Financial statements of equity-accounted entities are prepared for the same reporting year as the Group. The Group assesses investments in equity-accounted entities for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If any such indication of impairment exists, the carrying amount of the investment is compared with its recoverable amount, being the higher of its fair value less costs of disposal and value in use. If the carrying amount exceeds the recoverable amount, the investment is written down to its recoverable amount. The Group ceases to use the equity method of accounting from the date on which it no longer has joint control over the joint venture or significant influence over the associate, or when the interest becomes classified as an asset held for sale. (f) Revenue recognition Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for hydrocarbon products and services provided in the normal course of business, net of discounts, value added tax ('VAT') and other sales-related taxes. Sales of hydrocarbons are recognised when the title has passed. Revenue from services is recognised in the accounting period in which services are rendered. The main types of services provided by the Group are drilling and construction services. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition. To the extent that revenue arises from test production during an evaluation programme, an amount is charged from evaluation costs to cost of sales, so as to reflect a zero net margin. (g) Foreign currencies The individual financial statements of each Group company are presented in the currency of the primary economic environment in which it operates (its functional currency). The functional currency of the Company is pounds sterling. For the purpose of the consolidated financial statements, the results and financial position of each Group company are expressed in US dollars, which is the presentation currency for the consolidated financial statements. In preparing the financial statements of the individual companies, transactions in currencies other than the functional currency of each Group company ('foreign currencies') are recorded in the functional currency at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated into the functional currency at the rates prevailing on the balance sheet date. Non-monetary assets and liabilities carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Exchange differences are recognised in the profit or loss in the period in which they arise except for exchange differences on monetary items receivable from or payable to a foreign operation for which settlement is neither planned nor likely to occur. This forms part of the net investment in a foreign operation which is recognised in the foreign currency translation reserve and in profit or loss on disposal of the net investment. For the purpose of presenting consolidated financial statements, the results and financial position of each entity of the Group are translated into US dollars as follows: (i) assets and liabilities of the Group's foreign operations are translated at the closing rate on the balance sheet date; (ii) income and expenses are translated at the average exchange rates for the period, unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the date of the transactions are used; and (iii) all resulting exchange differences arising, if any, are recognised in other comprehensive income and accumulated equity (attributed to non-controlling interests as appropriate), transferred to the Group's translation reserve. Such translation differences are recognised as income or as expenses in the period in which the operation is disposed of. Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate. The relevant exchange rates used were as follows: Year ended 31 December Year ended 31 December 2014 2013 GBP/USD USD/UAH GBP/USD USD/UAH Closing 1.5534 16.0960 1.6491 8.3920 rate Average 1.6481 12.1705 1.5648 8.2545 rate (h) Taxation The tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the consolidated income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. This is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited in other comprehensive income, in which case the deferred tax is also dealt with in other comprehensive income. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis. (i) Property, plant and equipment Property, plant and equipment ('PP&E') are carried at cost less accumulated depreciation and any recognised impairment loss. Depreciation and amortisation is charged so as to write-off the cost or valuation of assets, other than land, over their estimated useful lives, using the straight-line method, on the following bases: Buildings 4% Fixtures and equipment 10% to 30% The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in income. (j) Impairment of property, plant and equipment At each balance sheet date, the Group reviews the carrying amounts of its PP&E to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately. Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised as income immediately. (k) Intangible exploration and evaluation assets The Group applies the modified full cost method of accounting for intangible exploration and evaluation ('E&E') expenditure which complies with requirement set out in IFRS 6 Exploration for and Evaluation of Mineral Resources. Under the modified full cost method of accounting, expenditure made on exploring for and evaluating oil and gas properties is accumulated and initially capitalised as an intangible asset, by reference to appropriate cost centres being the appropriate oil or gas property. E&E assets are then assessed for impairment on a geographical cost pool basis. E&E assets comprise costs of (i) E&E activities which are in progress at the balance sheet date, but wherethe existence of commercial reserves has yet to be determined (ii) E&E expenditure which, whilst representing part of the E&E activities associated with adding to the commercial reserves of an established cost pool, did not result in the discovery of commercial reserves. Costs incurred prior to having obtained the legal rights to explore an area are expensed directly to the income statement as incurred. Exploration and Evaluation costs E&E expenditure is initially capitalised as an E&E asset. Payments to acquire the legal right to explore, costs of technical services and studies, seismic acquisition, exploratory drilling and testing are also capitalised as intangible E&E assets. Tangible assets used in E&E activities (such as the Group's vehicles, drilling rigs, seismic equipment and other property, plant and equipment) are normally classified as PP&E. However, to the extent that such assets are consumed in developing an intangible E&E asset, the amount reflecting that consumption is recorded as part of the cost of the intangible asset. Such intangible costs include directly attributable overheads, including the depreciation of PP&E items utilised in E&E activities, together with the cost of other materials consumed during the exploration and evaluation phases. E&E assets are not amortised prior to the conclusion of appraisal activities. Treatment of E&E assets at conclusion of appraisal activities Intangible E&E assets related to each exploration property are carried forward, until the existence (or otherwise) of commercial reserves has been determined. If commercial reserves have been discovered, the related E&E assets are assessed for impairment on individual assets basis as set out below and any impairment loss is recognised in the income statement. Upon approval of a development programme, the carrying value, after any impairment loss, of the relevant E&E assets is reclassified to the development and production assets within PP&E. Intangible E&E assets that relate to E&E activities that are determined not to have resulted in the discovery of commercial reserves remain capitalised as intangible E&E assets at cost less accumulated amortisation, subject to meeting a pool-wide impairment test in accordance with the accounting policy for impairment of E&E assets set out below. Impairment of E&E assets E&E assets are assessed for impairment when facts and circumstances suggest that the carrying amount may exceed its recoverable amount. Such indicators include, but are not limited to, those situations outlined in paragraph 20 of IFRS 6 Exploration for and Evaluation of Mineral Resources and include the point at which a determination is made as to whether or not commercial reserves exist. Where there are indications of impairment, the E&E assets concerned are tested for impairment. The aggregate carrying value of the relevant assets is compared against the expected recoverable amount of the asset, generally by reference to the present value of the future net cash flows expected to be derived from production of commercial reserves from that pool. Where the assets fall into an area that does not have an established pool or if there are no producing assets to cover the unsuccessful exploration and evaluation costs, those assets would fail the impairment test and be written off to the income statement in full. Impairment losses are recognised in the income statement as additional depreciation and amortisation and are separately disclosed. Reclassification from development and production assets back to exploration and evaluation Where development efforts are unsuccessful in the target geological formation of the license area but the Company see a potential for oil and gas discoveries in other geological formations of the same license area, reclassification of recoverable amount of assets from development and production assets back to exploration and evaluation is appropriate following the impermanent assessment. (l) Development and production assets Development and production assets are accumulated on a field-by-field basis and represent the cost of developing the commercial Reserves discovered and bringing them into production, together with E&E expenditures incurred in finding commercial Reserves transferred from intangible E&E assets. The cost of development and production assets comprises the cost of acquisitions and purchases of such assets, directly attributable overheads, finance costs capitalised, and the cost of recognising provisions for future restoration and decommissioning. Depreciation of producing assets Depreciation is calculated on the net book values of producing assets on a field-by-field basis using the unit of production method. The unit of production method refers to the ratio of production in the reporting year as a proportion of the proved and probable Reserves of the relevant field, taking into account future development expenditures necessary to bring those Reserves into production. Producing assets are generally grouped with other assets that are dedicated to serving the same Reserves for depreciation purposes, but are depreciated separately from producing assets that serve other Reserves. (m) Inventories Raw materials and oil and gas stock are stated at the lower of cost and net realisable value. Costs comprise direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. Cost is allocated using the weighted average method. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution. (n) Financial instruments Recognition of financial assets and financial liabilities Financial assets and financial liabilities are recognised on the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument. Derecognition of financial assets and financial liabilities The Group derecognises a financial asset only when the contractual rights to cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for the amount it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. The Group derecognises financial liabilities when the Group's obligations are discharged, cancelled or expired. Financial assets The Group classifies its financial assets in the following categories: loans and receivables; available-for-sale financial assets; held to maturity investments; and financial assets at fair value through profit or loss ("FVTPL"). The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition and re-evaluates this designation at every reporting date. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for those with maturities greater than twelve months after the balance sheet date which will then be classified as non-current assets. Loans and receivables are classified as "other receivables" and "cash and cash equivalents" in the balance sheet. Trade and other receivables Trade and other receivables are measured at initial recognition at fair value, and are subsequently measured at amortised cost using the effective interest rate method. Cash and cash equivalents Cash and cash equivalents comprise cash on hand, on-demand deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash with three months or less remaining to maturity and are subject to an insignificant risk of changes in value. Restricted cash balances represent components of cash and cash equivalents that are not available for use by the Group. Financial assets at FVTPL Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss which is included in the 'Other gains and losses' line item in the consolidated income statement. Impairment of financial assets Financial assets, other than those at FVTPL, are assessed for indicators of impairment at each balance sheet date. Appropriate allowances for estimated irrecoverable amounts are recognised in profit or loss when there is objective evidence that the asset is impaired. The allowance recognised is measured as the difference between the asset's carrying amount of the financial asset and the present value of estimated future cash flows discounted at the effective interest rate computed at initial recognition. Evidence of impairment could include: significant financial difficulty of the issuer or counterparty; default or delinquency in interest or principal payments; or it becoming probable that the borrower will enter bankruptcy or financial re-organisation. For certain categories of financial assets, such as trade receivables, assets that are assessed not to be impaired individually are, in addition, assessed for impairment on a collective basis. The carrying amount of the financial assets is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised. Financial liabilities Financial liabilities are classified as either financial liabilities 'at FVTPL' or 'other financial liabilities' Financial liabilities at FVTPL Financial liabilities at FVTPL are stated at fair value, with any resultant gain or loss recognised in profit or loss and is included in the 'Other gains and losses' line item in the income statement. Fair value is determined in the manner described in note 28. Trade payables and short-term borrowings Trade payables and short-term borrowings are initially measured at fair value, and are subsequently measured at amortised cost, using the effective interest rate method. (o) Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows. (p) Decommissioning A provision for decommissioning is recognised in full when the related facilities are installed. The decommissioning provision is calculated as the net present value of the Group's share of the expenditure expected to be incurred at the end of the producing life of each field in the removal and decommissioning of the production, storage and transportation facilities currently in place. The cost of recognising the decommissioning provision is included as part of the cost of the relevant asset and is thus charged to the income statement on a unit of production basis in accordance with the Group's policy for depletion and depreciation of tangible non-current assets. Period charges for changes in the net present value of the decommissioning provision arising from discounting are included within finance costs. (q) Share-based payments The Group issued equity-settled share-based payments to certain parties in return for services or goods. The goods or services received and the corresponding increase in equity are measured directly at the fair value of the goods or services received at the grant date. The fair value of the services or goods received is recognised as an expense except in so far as they relate to the cost of issuing or acquiring its own equity instruments. The costs of an equity transaction are accounted for as a deduction from equity to the extent they are incremental costs directly attributable to the equity transaction that would otherwise have been avoided. The Group also issued equity-settled share-based payments to certain Directors and employees. Equity settled share-based payments are measured at fair value (excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date for each tranche of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest and adjusted for the effect of non market-based vesting conditions. At each balance sheet date, the Group revises its estimate of the number of equity instruments expected to vest as a result of the effect of non market-based vesting conditions. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the equity-settled employee benefits reserve. For those equity-settled share-based payments with market-based performance conditions, fair value is measured by use of the Stochastic model. For those which are not subject to any market based performance conditions, fair value is measured by use of the Black-Scholes model. The expected life used in the models has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. 4. Critical accounting judgements and key sources of estimation uncertainty In the application of the Group's accounting policies, which are described in note 3, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of the assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both the current and future periods. The following are the critical judgements and estimates that the Directors have made in the process of applying the Group's accounting policies and that have the most significant effect on the amounts recognised in the financial statements: (a) Impairment of E&E The outcome of ongoing exploration, and therefore the recoverability of the carrying value of intangible exploration and evaluation assets, is inherently uncertain. Management makes the judgements necessary to implement the Group's policy with respect to exploration and evaluation assets and considers these assets for impairment at least annually with reference to indicators in IFRS 6. (b) Impairment of PP&E IAS 36 Impairment of Assets require that a review for impairment to be carried out if events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Management assessed whether any impairment triggers were present at 31 December 2014 and concluded that the following impairment indicators existed for the Pirkovska licence area: High uncertainty about the impact of political and economic turmoil in Ukraine on Group operations; Significant market capitalization discount to the carrying amount of the net assets of the entity; and Lack of production at Pirkovska licence area since 2009. Carrying the analysis on the Pirkovska licence area management identified assets which have been reclassified to exploration and evaluation and obsolete assets which as of 31 December 2014 were used in production and development. Further details are provided in note 17. (с) Impairment of investments in joint ventures The Group's investments in joint ventures are accounted for using the equity method. The carrying value of the Group's investments is reviewed at each balance sheet date. This review requires estimation of the future cash flows expected to be received by the Group mainly from the joint ventures' exploration and evaluation assets. As of 31 December 2014 exploration and evaluation assets of the joint venture entity LLC Industrial Company Gazvydobuvannya have been assessed for impairment through calculation of the recoverable amount as a fair value less cost to sell. As a result, impairment has been recognised in the accounts of the joint venture and the Group's share was included in the consolidated financial statements as share of losses in joint ventures. Further details are provided in note 19. (d) Reserves Commercial reserves are proven and probable ('2P') oil and gas reserves, which are defined as the estimated quantities of crude oil, natural gas and natural gas liquids which geological, geophysical and engineering data demonstrate with a specified degree of certainty to be recoverable in future years from known reservoirs and which are considered commercially producible. There should be a 50 per cent statistical probability that the actual quantity of recoverable Reserves will be more than the amount estimated as proven and probable Reserves and a 50 per cent statistical probability that it will be less. Commercial Reserves used in the calculation of depreciation and for impairment test purposes are determined using estimates of oil and gas in place, recovery factors and future oil and gas prices. Management base their estimate of oil and gas Reserves and Resources upon the Report provided by independent advisers. (e) Recoverability of VAT The Group has significant receivables from the State Budget of Ukraine relating to reimbursement of VAT arising on purchases of goods and services from external service and product providers. Due to the budgetary problems of Ukraine, the recovery of VAT has been an issue for most companies operating in Ukraine. In the past the Group has taken a conservative view in relation to VAT and has impaired outstanding balances as appropriate due to the uncertainty of the recovery of these balances in cash from the State Budget of Ukraine and uncertainty of future production, VAT on which would be offset against the VAT recoverable amounts the Group has. VAT receivable that has been generated through gas purchases in 2014 is considered by the Group as recoverable through future sales of gas. For all other VAT the Group will continue to use an approach consistent with prior years by impairing Ukrainian VAT as appropriate and then recognising the recovery in the period it has been made. A cumulative provision of $4.4 million (2013: $9.5 million) against Ukrainian VAT receivable has thus been recognised as at 31 December 2014, excluding VAT recoverable balances in the JV which are reported under equity method in these financial statements. (f) Assessment of political and economic turmoil in Ukraine impact on Group operations Since November 2013, Ukraine has been in a political and economic turmoil. The Ukrainian Hryvnia devalued against major world currencies and significant external financing is required to maintain stability of the economy. In February 2014, Ukraine's sovereign rating has been downgraded to CCC with a negative outlook. This situation continued through 2014 and also in 2015. However the Government already received in 2015 significant funding from the international creditors, with International Monetary Fund ("IMF") being the largest. In March 2015 IMF approved $17.5billion loan to Ukrainian government, which is part of $40 billion package, including contributions from the U.S. and European Union and a prospective $15 billion in savings to be negotiated with Ukraine's bondholders. In May 2014 Ukraine had its presidential elections and a new government has been formed. In March 2014, Crimea, an autonomous republic of Ukraine, was effectively annexed by the Russian Federation. Escalation of conflict continued through 2014 up until now at the east of the country. Further political developments are currently unpredictable and may adversely affect the Ukrainian economy. Management is monitoring how the political and economic situation is affecting the Group operations, and has considered whether adjustments are required to the carrying values of assets and the appropriateness of the going concern assumption. As a result management have concluded that there were no significant adverse consequences in relation to the Group's operations, cash flows and assets that impact the 2014 financial statements, apart from continuous uncertainty related to key assumptions used by management in assessment of the recoverable amount of production assets as described above. Management noted that none of the Group’s assets are located in areas of current conflict. Any further escalations of the political crisis may impact the Group's normal business activities, and increase the risks relating to its business operations, financial status and maintenance of its Ukrainian production licences. 5. Segment information Segment information is presented on the basis of management's perspective and relates to the parts of the Group that are defined as operating segments. Operating segments are identified on the basis of internal reports provided to the Group's chief operating decision maker ("CODM"). The Group has identified its top management team as its CODM and the internal reports used by the top management team to oversee operations and make decisions on allocating resources serve as the basis of information presented. These internal reports are prepared on the same basis as these consolidated financial statements. Segment information is analysed on the basis of the type of activity, products sold or services provided. The majority of the Group's operations are located within Ukraine. Segment information is analysed on the basis of the types of goods supplied by the Group's operating divisions. The Group's reportable segments under IFRS 8 are therefore as follows: Exploration and Production E&P activities on the production licences for natural gas, oil and condensate Service Drilling services to exploration and production companies Construction services to exploration and production companies Trading Import of natural gas and diesel from European countries Local purchase and sales of natural gas operations with physical delivery of natural gas The accounting policies of the reportable segments are the same as the Group's accounting policies described in Note 3. Sales between segments are carried out at market prices. The segment result represents operating profit under IFRS before unallocated corporate expenses. Unallocated corporate expenses include management remuneration, representative expenses, and expenses incurred in respect of the maintenance of office premises. This is the measure reported to the CODM for the purposes of resource allocation and assessment of segment performance. The Group does not present information on segment assets and liabilities as the CODM does not review such information for decision-making purposes. As of 31 December 2014 and for the year then ended the Group's segmental information was as follows: Exploration and Service Trading Consolidated Production $'000 $'000 $'000 $'000 Sales of hydrocarbons 1,291 - 30,253 31,544 Other revenue - 846 233 1,079 Sales between segments 1,077 - (1,077) - Total revenue 2,368 846 29,409 32,623 Cost of sales (2,579) (386) (26,848) (29,813) Other administrative expenses (1,347) - (379) (1,726) Interest on short-term borrowings (Note 13) - - (420) (420) Segment results (1,558) 460 1,762 664 Unallocated other (5,276) administrative expenses Other income, net 2,228 Impairment(1) (5,134) Share of losses in joint (54,664) ventures (1) Net foreign exchange gains 3,036 Loss before tax (59,146) (1)Impairment loss recognised in 2014 of $5.1 million related to exploration and production segment. As of 31 December 2013 and for the year then ended the Group's segmental information was as follows: Exploration and Service Trading Consolidated Production $'000 $'000 $'000 $'000 External sales 2,619 - - 2,619 Other revenue - 1,153 - 1,153 Total revenue 2,619 1,153 - 3,772 Cost of sales (2,324) (695) - (3,019) Other administrative expenses (1,404) - - (1,404) Segment results (1,109) 458 - (651) Unallocated other (7,515) administrative expenses Other income, net 667 Share of losses in joint (6,630) ventures Net foreign exchange losses (271) Loss before tax (14,400) 6. Revenue 2014 2013 $'000 $'000 Sale of hydrocarbons 31,544 2,619 Other revenues 1,079 1,153 32,623 3,772 Other revenues include revenues from services provided to third parties of $0.8 million (2013: $1.2 million). Information about major customers Included in revenues for the year ended 31 December 2014 are revenues of $25.3 million (2013: $2.0 million) which arose from sales to the Group's two largest customers. None other single customers contributed 10% or more to the Group revenue for both 2014 and 2013 years. 7. Other operating income/(expenses), net 2014 2013 $'000 $'000 Transactions with JV partner 510 (60) Other income 37 65 547 5 8. Impairment 2014 2013 $'000 $'000 Impairment of oil and gas assets (note 17) (5,134) - Inventories (253) 97 VAT recoverable (note 4(e)) 1,130 137 Reversal of impairment of other assets 877 234 The carrying value of inventory as at 31 December 2014 and 2013 has been impaired to reduce it to net realisable value (see note 20). During 2014, the Group gross sales of inventory to third parties comprised $0.1 million (2013:$0.4 million). During the year VAT impairment in the amount of $1.1 million (2013: $0.1 million) has been released as a result of receiving VAT bonds by several subsidiaries and VAT recovery of historical balances through offset of VAT liabilities arising on sales. 9. Loss for the year The loss for the year has been arrived at after (charging)/crediting: 2014 2013 $'000 $'000 Depreciation of property, plant and equipment (938) (1,201) Loss on disposal of property, plant and equipment (211) (227) Reversal of impairment of other assets (note 8) 877 234 Impairment of oil and gas assets (note 17) (5,134) - Staff costs (4,039) (4,790) Net foreign exchange gain/(losses) 3,036 (271) In addition to the depreciation of PP&E of $0.9 million (2013: $1.2 million) in the year ended 31 December 2014, depreciation of $0.04 million (2013: $0.2 million) was capitalised to E&E assets being depreciation of tangible assets used in E&E activities. 10. Auditor's remuneration The analysis of auditor's remuneration is as follows: 2014 2013 $'000 $'000 Audit fees Fees payable to the Company's auditor and their associates for the 194 201 audit of the Company's annual accounts Fees payable to the Company's auditor and their associates for other services to the Group: The audit of the Company's subsidiaries 30 13 Total audit fees 224 214 Non-audit fees Audit-related assurance services 38 20 Taxation compliance services 25 45 Other taxation advisory services - 40 Non-audit fees 63 105 11. Staff costs The average monthly number of employees (including Executive Directors) was: 2014 2013 Number Number Executive Directors 2 2 Other employees 98 116 100 118 Total number of employees at 31 December 100 118 $'000 $'000 Their aggregate remuneration comprised: Wages and salaries 4,012 5,102 Social security costs 455 725 4,467 5,827 Within wages and salaries $0.8 million (2013: $0.7 million) relates to amounts accrued and paid to executive Directors for services rendered. Included within wages and salaries is $0.4 million (2013: $0.3 million) capitalised to intangible E&E assets and $nil million (2013: $0.1 million) capitalised to development and production assets. 12. Investment income 2014 2013 $'000 $'000 Interest on bank deposits 27 283 Interest on loans issued 825 151 852 434 13. Finance costs 2014 2013 $'000 $'000 Interest on short-term borrowings (420) - Unwinding of discount on decommissioning provision (note 24) (48) (6) (468) (6) Starting October 2014 the Group used short-term borrowings in UAH (note 24) for the financing of gas trading which resulted in $0.4 million of interest for 2014. 14. Tax 2014 2013 $'000 $'000 Current tax 11 169 Prior year tax 362 - Deferred tax (benefit)/charge (note 23) (207) 120 166 289 The Group's operations are conducted primarily outside the UK. The most appropriate tax rate for the Group is therefore considered to be 18 per cent (2013: 19 per cent), the rate of profit tax in Ukraine which is the primary source of revenue for the Group. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions. The taxation charge for the year can be reconciled to the loss per the 2014 2014 2013 2013 income statement as follows: $'000 % $'000 % Loss before tax (59,146) 100 (14,400) 100 Tax credit at Ukraine corporation (10,646) 18 (2,736) 19 tax rate of 18% (2013: 19%) Tax credit related to the Joint venture losses 9,292 (15.7) 3,004 (21.0) Foreign exchange on operating 1,543 (2.6) 3.8 (552) activities Tax (gains)/losses generated in the (839) 1.4 857 (6.0) year not yet recognised Effect of different tax rates 454 (0.8) (284) 2.0 (196) 0.3 289 (2.2) Adjustments recognised in the current year in relation 362 - - - to the current tax of prior years Income tax expense recognised in 166 - 289 - profit or loss 15. Loss per Ordinary share Basic loss per Ordinary share is calculated by dividing the net loss for the year attributable to owners of the Company by the weighted average number of Ordinary shares outstanding during the year. The calculation of the basic loss per share is based on the following data: 2014 2013 Loss attributable to owners of the Company $'000 $'000 Loss for the purposes of basic loss per share being net loss (59,271) (14,660) attributable to owners of the Company 2014 2013 Number Number Number of shares '000 '000 Weighted average number of Ordinary shares for the purposes of 231,092 231,092 basic loss per share 2014 2013 cent cent Loss per Ordinary share Basic (25.6) (6.3) The Group has no potentially dilutive instruments in issue. Therefore no diluted loss per share is presented above. 16. Intangible exploration and evaluation assets Cost $'000 At 1 January 2013 33,049 Additions 3,276 Change in estimate of decommissioning assets (note 26) 16 Transfer from property, plant and equipment (note 17) 34 Disposals (118) Exchange differences (1,362) At 1 January 2014 34,895 Additions 468 Change in estimate of decommissioning assets (note 26) 95 Transfer from property, plant and equipment (note 17) 18,467 Disposals (1) Exchange differences (16,743) At 31 December 2014 37,181 Impairment At 1 January 2013 30,032 Exchange differences (1,095) At 1 January 2014 28,937 Transfer from property, plant and equipment (note 17) 3,826 Exchange differences (13,871) At 31 December 2014 18,892 Carrying amount At 31 December 2014 18,289 At 31 December 2013 5,958 During the year additions to the exploration and evaluation assets include $0.1 million (2013: $0.2 million) of capitalised depreciation of development and production assets used in exploration and evaluation activities. As of 31 December 2014 the Group has reclassified carrying value of assets of $14.6 million related to the Pirkovska licence from development and production to exploration and evaluation (note 17).The 2P reserves of the Pirkovska licence have been reclassified to contingent resources. 17. Property, plant and equipment Development and production assets Other Total Cost $'000 $'000 $'000 At 1 January 2013 53,324 9,603 62,927 Additions 585 217 802 Transfer to intangible exploration and (34) - (34) evaluation assets Transfer between property, plant and equipment (80) 80 - Change in estimate of decommissioning assets 42 - 42 (note 26) Disposals (416) (138) (554) Exchange differences (2,479) (112) (2,591) At 1 January 2014 50,942 9,650 60,592 Additions 1,235 376 1,611 Transfer to intangible exploration and (18,467) - (18,467) evaluation assets Transfer between property, plant and equipment (54) 54 - Change in estimate of decommissioning assets 201 - 201 (note 26) Disposals (587) (89) (676) Exchange differences (24,492) (4,801) (29,293) At 31 December 2014 8,778 5,190 13,968 Accumulated depreciation and impairment At 1 January 2013 13,511 3,038 16,549 Charge for the year 1,062 326 1,388 Disposals (360) (82) (442) Exchange differences (724) (65) (789) At 1 January 2014 13,489 3,217 16,706 Impairment 5,134 - 5,134 Charge for the year 614 359 973 Transfer to intangible exploration and (3,826) - (3,826) evaluation assets Disposals (188) (76) (264) Exchange differences (6,787) (1,814) (8,601) At 31 December 2014 8,436 1,686 10,122 Carrying amount At 31 December 2014 342 3,504 3,846 At 31 December 2013 39,122 4,764 43,886 As a result of the latest geological works and the 3D seismic assessments performed during 2014 on the Pirkovska licence the Group did not identify viable 2P reserves in the geological levels indicated by the GCA report. However, the results of the 3D seismic assessment indicated that gas reserves are located on other geological levels and require additional exploration and evaluation work to be performed. Due to the above findings management performed the impairment assessment of the development and production assets of the Pirkovska licence. Management identified that the cost of the licence and the carrying value of the existing wells of $14.6 million are to be used in further exploration and evaluation works. Management identified that as of 31 December 2014 the assets previously used in production and development of the Pirkovska licence with carrying value of $2.9 million were obsolete and therefore were written off. As a result of the production and development assets value assessment the Group has reclassified the carrying value of assets in amount of $14.6 million to exploration and evaluation (note 16) and written off certain obsolete assets of $2.9 million for the year ended 31 December 2014 (note 9). As of 31 December 2014 management of the Group carried out the assessment of the Debeslavetska and Cheremkhivska licences value in use and recognised an additional impairment of these oil and gas assets of $2.2 million (note 9) Recoverable amount was assessed at $0.4 million as at 31 December 2014. Key assumptions used in impairment assessment were as follows: Future gas price was assumed to be flat $300 real per m3; The pre-tax discount rate used was 15% real; and The growth rate used for the future costs projections was estimated based on inflation level in Ukraine for 2014 of 30% with a steady decline over the next 10 years. Foreign exchange effects were assumed to be flat. During the year ended 31 December 2014 the depreciation charge of $0.1 million (2013: $0.2 million) of development and production assets used in exploration and evaluation activities has been capitalised and accounted as additions to the exploration and evaluation assets (note 16). 18. Subsidiaries The Company had investments in the following subsidiary undertakings as at 31 December 2014, which principally affected the profits and net assets of the Group: Country of Proportion incorporation of voting Name and operation interest % Activity Directly held Cadogan Petroleum Holdings UK 100 Holding company Ltd Ramet Holdings Ltd Cyprus 100 Holding company Indirectly held Rentoul Ltd Isle of Man 100 Holding company Cadogan Petroleum Holdings Netherlands 100 Holding company BV Cadogan Bitlyanske BV Netherlands 100 Holding company Cadogan Delta BV Netherlands 100 Holding company Cadogan Astro Energy BV Netherlands 100 Holding company Cadogan Pirkovskoe BV Netherlands 100 Holding company Cadogan Zagoryanske Netherlands 100 Holding company Production BV Momentum Enterprise (Europe) Cyprus 100 Holding company Ltd Cadogan Ukraine Holdings Cyprus 100 Holding company Limited Cadogan Momentum Holdings Canada 100 Holding company Inc Radley Investments Ltd UK 100 Holding company Cadogan Petroleum Trading Switzerland 100 Trading company SAGL LLC AstroInvest-Ukraine Ukraine 100 Exploration LLC Zagvydobuvannya Ukraine 100 Exploration LLC Astro Gas Ukraine 100 Exploration DP USENCO Ukraine Ukraine 100 Exploration LLC USENCO Nadra Ukraine 95 Exploration JV Delta Ukraine 100 Exploration LLC WestGasInvest Ukraine 100 Exploration LLC Astro-Service Ukraine 100 Service Company OJSC AgroNaftoGasTechService Ukraine 79.9 Construction services LLC Cadogan Ukraine Ukraine 100 Corporate services During the year ended 31 December 2014, the Group structure continued to be rationalised both so as to reduce the number of legal entities inside Ukraine and also to replace the structure of multiple jurisdictions with one based on a series of sub-holding companies incorporated in the Netherlands for each licence area. 19. Joint ventures Details of each Group's joint ventures at the end of the 2014 and 2013 reporting periods are as follows: Country of incorporation Ownership Company name Licenses held and operation share % Activity LLC Zagoryanska exploration Ukraine 40 Exploration Astroinvest-Energy licence LLC Industrial Pokrovska exploration Ukraine 70 Exploration Company licence Gazvydobuvannya LLC Westgasinvest Reklynetska, Ukraine 15 Exploration Zhuzhelianska, Cheremkhivsko-Strupkivska, Baulinska, Filimonivska, Kurinna, Sandugeyivska, Yakovlivska, and Debeslavetska Exploration, Debeslavetska Production licence All of the above joint ventures are accounted for using the equity method in these consolidated financial statements. According to the shareholders' agreements, which regulate the activities of the jointly controlled entities, all key decisions require unanimous approval from the shareholders, therefore these entities are jointly controlled. Summarised financial information in respect of each of the Group's material joint ventures is set out below. The summarised financial information below represents amounts shown in the joint venture's financial statements prepared in accordance with IFRSs. LLC Astroinvest-Energy 2014 2013 $'000 $'000 Non-current assets 886 34 Current assets 1,234 3,001 Non-current liabilities (598) (1,194) Current liabilities (4,742) (4,288) Revenue - - Loss for the period (3,058) (6,997) Other comprehensive (loss)/income (73) 111 Total comprehensive loss (3,131) (6,886) Net deficit of the joint venture (3,220) (2,447) LLC Industrial Company Gazvydobuvannya 2014 2013 $'000 $'000 Non-current assets 26,047 101,041 Current assets 2,106 1,041 Non-current liabilities (6,086) (8,484) Current liabilities (2,821) (2,617) Revenue - - Loss for the period (56,559) (4,899) Other comprehensive income/(loss) (18,727) 71 Total comprehensive loss (75,286) (4,828) Net assets of the joint venture 19,246 90,981 As of 31 December 2014 joint venture LLC Industrial Company Gazvydobuvannya conducted an impairment assessment of its exploration and evaluation assets. The impairment charge of $57.4 million recognised as the result of exploration and evaluation assets value recoverability assessment was included in the loss for the period. LLC Westgasinvest 2014 2013 $'000 $'000 Non-current assets 73 164 Current assets 123 662 Non-current liabilities - - Current liabilities (2,893) (2,672) Revenue - - Loss for the period (3,717) (3,364) Other comprehensive income (1,024) 55 Total comprehensive loss (4,741) (3,309) Net assets of the joint venture (2,697) (1,846) The carrying amounts of the Group's interest in joint ventures recognized in the financial statements of the Group using the equity method are set out in the tables below: LLC LLC Industrial LLC Total Astroinvest-Energy company Westgasinvest Gazvydo-buvannya $'000 $'000 $'000 $'000 (Deficit)/net assets recognised (1,240) 62,283 4,922 65,965 as at 31 December 2013 Investments 224 2,800 - 3,024 during the year Loss for the year (1,253) (52,700) (711) (54,664) Carrying amount of Group's interest (2,269) 12,383 4,211 14,325 as at 31 December 2014 The Group's share of loss for the year includes the amount of impairment of $40.2 million recognised as the result of exploration and evaluation assets value recoverability assessment; $12.7 million (2013: nil) of translation loss which arose mainly on translation of non-current assets from UAH to USD being the presentation currency of the Group and $0.2million profit from operations (mainly as the result of VAT recovery which were impaired in the prior period). Key assumptions used in the impairment assessment were as follows: Future gas price was assumed to be flat $300, real per m3; The pre-tax discount rate used was 15%, real; and The growth rate used for the future costs projections was estimated based on inflation level in Ukraine for 2014 of 30% with a steady decline over the next 10 years. Foreign exchange effects were assumed to be flat. The Group is committed together with ENI to fund LLC Astroinvest-Energy subsequently to the year end with the necessary amount of $2.3 million in order to close current liabilities of the joint venture. Most of the funds will be used to repay the costs charged by the partners. 20. Inventories 2014 2013 $'000 $'000 Natural gas 8,124 - Diesel 258 - Other inventories 1,751 3,846 Impairment provision for obsolete inventory (193) (895) Carrying amount 9,940 2,951 The impairment provision as at 31 December 2014 and 2013 is made so as to reduce the carrying value of the obsolete inventories to net realisable value. During 2014 impairment charge $0.3 million (2013: $0.1 million release) has been recognised in respect of other inventories. 21. Trade and other receivables 2014 2013 $'000 $'000 Trading prepayments 8,584 - Trading receivables 5,060 - Receivable from joint venture 1,938 4,077 VAT recoverable 1,674 251 Prepayments 166 401 Loans issued - 1,559 Other receivables 469 591 17,891 6,879 Trading prepayments represent actual payments made by the Group to suppliers for the January 2015 gas supply. Trading receivables represent current receivables from customers that have been paid in January 2015. As of 31 December 2014 there were no past due receivables and no related impairment provision. The Group considers that the carrying amount of receivablesapproximates their fair value. VAT Receivable is presented net of the cumulative provision of $4.4 million (2013: $9.5 million) against Ukrainian VAT receivable has been recognised as at 31 December 2014. Ageing of VAT receivable varies from 2 months to 2 years. Receivable from joint ventures comprise $1.2 million from Astroinvest-Energy LLC (2013: $1.6 million) and $0.7 million from Gazvydobuvannya LLC (2013: $2.5 million). Loans issued of $1.6 million as at 31 December 2013 represent loan issued in June 2013 to Oil and Gas Management Services Group Limited ("OAGSG") as part of $3 million Loan Facility on a fully secured basis against receivables due to OAGSG with the term of loan of 24 months and annual interest of 15%. It was fully repaid on 9 July 2014. In July 2014 the agreement was cancelled and the loan was settled by the counterparty in full amount. 22. Cash and cash equivalents Cash and cash equivalents as at 31 December 2014 of $48.9 million (2013: $56.5 million) comprise cash held by the Group. The Directors consider that the carrying amount of these assets approximates to their fair value. As of 31 December 2014 part of the cash and cash equivalents in amount of $20 million related to security of borrowings and held at UK bank is considered to be restricted cash balance (note 24). 23. Deferred tax The following are the major deferred tax liabilities and assets recognised by the Group and movements thereon during the current and prior reporting period: Temporary differences $'000 Liability as at 1 January 2013 586 Deferred tax expense 120 Exchange differences (31) Liability as at 1 January 2014 675 Deferred tax benefit (207) Exchange differences (180) Liability as at 31 December 2014 288 At 31 December 2014, the Group had the following unused tax losses available for offset against future taxable profits: 2014 2013 $'000 $'000 UK 10,274 13,623 Netherlands - 938 Ukraine 69,010 46,719 79,284 61,280 Deferred tax assets have not been recognised in respect of these tax losses owing to the uncertainty that profits will be available in future periods against which they can be utilised. The Group's unused tax losses of $10.3 million (2013: $13.6 million) relating to losses incurred in the UK are available to shelter future non-trading profits arising within the Company. These losses are not subject to a time restriction on expiry. Unused tax losses incurred by Ukraine subsidiaries amount to $69.0 million (2013: $46.7 million). Under general provisions, these losses may be carried forward indefinitely to be offset against any type of taxable income arising from the same company of origination. Tax losses may not be surrendered from one Ukraine subsidiary to another. However, in the past, Ukrainian legislation has been imposed which restricted the carry forward of tax losses. During 2011 a new tax legislation in Ukraine was implemented which resulted in the restriction to recognition of accumulated losses at 1 April 2011. Starting 1 January 2012 only 25% of accumulated losses as at this date are allowed to be utilised each year for the period from 2012 till 2015 in the calculation of taxable income of the company. Tax losses accumulated after 1 January 2012 have no restrictions. 24. Short-term borrowings In October 2014 the Group started to use short-term borrowings as a financing facility for its trading activities. Borrowings are represented by credit line drawn in UAH at Ukrainian bank, 100% subsidiary of UK bank. Credit line is secured by $20 million of cash balance placed at UK bank. Outstanding amount as at 31 December 2014 was $17.3 million with average effective interest rate 16% p.a. Interest is paid monthly and as at 31 December 2014 accrued interest amounted to $0.2million. 25. Trade and other payables 2014 2013 $'000 $'000 Prepayments received 2,470 - Trade creditors 723 1,125 Accruals 631 1,148 Taxes and social security 425 21 Trading payables 312 - Payables to joint ventures 159 801 Other payables 348 347 5,068 3,442 Prepayments received represent payments from the customers for the natural gas to be supplied in January 2015. Trading payables represent liability to suppliers for the natural gas supply in December 2014. Trade creditors and accruals principally comprise amounts outstanding for capital work programme purchases and ongoing costs. The average credit period taken for trade purchases is 91 days (2013: 70 days). The Group has financial risk management policies to ensure that all payables are paid within the credit timeframe. The Directors consider that the carrying amount of trade and other payables approximates to their fair value. No interest is generally charged on outstanding balances. 26. Provisions $'000 At 1 January 2013 671 Change in estimate (note 16 and 17) 58 Unwinding of discount on decommissioning provision (note 13) 6 Exchange differences (27) At 1 January 2014 708 Change in estimate (note 16 and 17) 296 Unwinding of discount on decommissioning provision (note 13) 48 Exchange differences (350) At 31 December 2014 702 At 1 January 2013 671 Non-current 195 Current 513 At 1 January 2014 708 Non-current 55 Current 647 At 31 December 2014 702 In accordance with the Group's environmental policy and applicable legal requirements, the Group intends to restore the sites it is working on after completing exploration or development activities. A short-term provision of $0.6 million (2013: $0.5 million) has been made for decommissioning costs, which are expected to be incurred within the next year as a result of the demobilisation of drilling equipment and respective site restoration. The long-term provision recognised in respect of decommissioning reflects management's estimate of the net present value of the Group's share of the expenditure expected to be incurred in this respect. This amount has been recognised as a provision at its net present value, using a discount rate that reflects the market assessment of time value of money at that date, and the unwinding of the discount on the provision has been charged to the income statement. These expenditures are expected to be incurred at the end of the producing life of each field in the removal and decommissioning of the facilities currently in place (currently estimated to be between 1 and 17 years). 27. Share capital Authorised and issued equity share capital 2014 2013 '000 $'000 '000 $'000 Authorised Ordinary shares of £0.03 each 1,000,000 57,713 1,000,000 57,713 Issued Ordinary shares of £0.03 each 231,092 13,337 231,092 13,337 Authorised but unissued share capital of £30 million has been translated into US dollars at the historic exchange rate of the issued share capital. The Company has one class of Ordinary shares which carry no right to fixed income. Issued equity share capital Ordinary shares of £0.03 At 31 December 2013 and 2014 231,091,734 28. Financial instruments Capital risk management The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern, while maximising the return to shareholders. The capital resources of the Group consists of cash and cash equivalents arising from equity attributable to owners of the Company, comprising issued capital, reserves and retained earnings as disclosed in the Consolidated Statement of Changes in Equity. Externally imposed capital requirement The Group is not subject to externally imposed capital requirements. Categories of financial instruments 2014 2013 $'000 $'000 Financial assets - loans and receivables (includes cash and cash equivalents) Cash and cash equivalents 48,927 56,484 Trading receivable 5,060 - Receivable from joint venture 1,938 4,077 Loans issued - 1,559 Other receivables 469 590 56,394 62,710 Financial liabilities - measured at amortised cost Short-term borrowings 17,327 - Trade creditors 723 1,125 Accruals 631 1,148 Other payables 348 347 Trading payables 312 - Payables to joint ventures 159 801 Taxes and social security 425 21 19,925 3,442 Financial risk management objectives Management provides services to the business, co-ordinates access to domestic and international financial markets and monitors and manages the financial risks relating to the operations of the Group in Ukraine through internal risks reports which analyse exposures by degree and magnitude of risks. These risks include commodity price risks, foreign currency risk, credit risk, liquidity risk and cash flow interest rate risk. The Group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The Audit Committee of the Board reviews and monitors risks faced by the Group through meetings held throughout the year. Financial instruments Interest rate risk Interest rate risk arises from the possibility that changes in interest rates will affect the value of the financial instruments. The Group is not exposed to interest rate risk because entities of the Group borrow funds at fixed interest rates. Commodity price risk The commodity price risk related to Ukrainian gas and condensate prices and, to a lesser extent, prices for crude oil are the Group's most significant market risk exposures. World prices for gas and crude oil are characterised by significant fluctuations that are determined by the global balance of supply and demand and worldwide political developments, including actions taken by the Organisation of Petroleum Exporting Countries. These fluctuations may have a significant effect on the Group's revenues and operating profits going forward. The principal factor in the current Ukrainian gas price is bilateral negotiations with Gazprom to establish the price of gas imports from Russia. The price for Ukrainian gas is based on the current price of these gas imports from Russia, which are nonetheless influenced by world prices. Management continues to expect that the Group's principal market for gas will be the Ukrainian domestic market. The Group does not hedge market risk resulting from fluctuations in gas, condensate and oil prices, and holds no financial instruments which are sensitive to commodity price risk. Foreign exchange risk and foreign currency risk management The Group undertakes certain transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise. The Group to date has elected not to hedge its exposure to the risk of changes in foreign currency exchange rates. The carrying amounts of the Group's foreign currency denominated monetary assets and monetary liabilities at the reporting date are as follows: Liabilities Assets 2014 2013 2014 2013 $'000 $'000 $'000 $'000 GBP ('£') 105 106 - - Foreign currency sensitivity analysis The Group is exposed primarily to movements in currencies against the US dollar as this is the presentation currency of the Group. In order to fund operations, US dollar funds are converted to UAH just before being contributed to the Ukrainian subsidiaries. Sensitivity analyses have been performed to indicate how the profit or loss would have been affected by changes in the exchange rate between the GBP and US dollar. The analysis is based on a weakening of the US dollar by 10 per cent against GBP, a functional currency in the entities of the Group which have significant monetary assets and liabilities at the end of each respective period. A movement of 10 per cent reflects a reasonably possible sensitivity when compared to historical movements over a three to five year timeframe. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 10 per cent change in foreign currency rates. A number below indicates a decrease in profit where US dollar strengthens 10 per cent against the other currencies. For a 10 per cent weakening of the US dollar against the other currencies, there would be an equal and opposite impact on the profit or loss, and the balances would be negative. The Group is not exposed to significant foreign currency risk in other currencies. The following table details the Group's sensitivity to a 10 per cent decrease in the US dollar against the GBP. 2014 2013 $'000 $'000 Income statement (4,473) (4,587) Inflation risk management Inflation in Ukraine and in the international market for oil and gas may affect the Group's cost for equipment and supplies. The Directors will proceed with the Group's practices of keeping deposits in US dollar accounts until funds are needed and selling its production in the spot market to enable the Group to manage the risk of inflation. Credit risk management Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group's credit management process includes the assessment, monitoring and reporting of counterparty exposure on a regular basis. Credit risk with respect to receivables and advances is mitigated by active and continuous monitoring the credit quality of its counterparties through internal reviews and assessment. Trading receivables as at 31 December 2014 have been paid in January 2015. The Group makes allowances for impairment of receivables where there is an identified event which, based on previous experience, is evidence of a reduction in the recoverability of cash flows. The credit risk on liquid funds (cash) is considered to be limited because the counterparties are financial institutions with high and good credit ratings, assigned by international credit-rating agencies in the UK and Ukraine respectively. The carrying amount of financial assets recorded in the financial statements represents the Group's maximum exposure to credit risk. Liquidity risk management Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management framework for the management of the Group's short, medium and long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate cash reserves and by continuously monitoring forecast and actual cash flows. The following tables sets out details of the expected contractual maturity of financial liabilities. Within 3 months 3 months to 1 year More than 1 year Total $'000 $'000 $'000 $'000 At 31 December 2014 Short-term borrowings 17,327 - - 17,327 Trade and other payables 1,683 915 - 2,598 At 31 December 2013 Trade and other payables 1,192 2,250 - 3,442 29. Commitments and contingencies Joint activity agreements The Group has working interests in nine licences to conduct its exploration and development activities in Ukraine. Each licence is held with the obligation to fulfil a minimum set of exploration activities within its term and is summarised on an annual basis, including the agreed minimum amount forecasted expenditure to fulfil those obligations. The activities and proposed expenditure levels are agreed with the government licensing authority. The required future financing of exploration and development work on fields under the licence obligations are as follow: 2014 2013 $'000 $'000 Within one year 580 1,258 Between two and five years 520 1,863 1,100 3,121 The Group has revised its minimum working programmes and resubmitted the required documentation to the government authorities; updated commitments have decreased for all licences from $3.1 million to $1.1 million. Licence obligations of the joint ventures as at 31 December 2014 amounted to $0.5 million (2013: $0.4 million) of obligations within one year and $0.4 million (2013: $0.1 million) of obligations between two and five years. In addition to licence commitments, the Group is committed together with ENI to fund LLC Astroinvest-Energy subsequently to year end with the necessary amount of $2.3 million in order to close current liabilities of the joint venture. Tax contingent liabilities The Group assesses its liabilities and contingencies for all tax years open for audit by UK tax authority based upon the latest information available. For those matters where it is probable that an adjustment will be made, the Group records its best estimate of these tax liabilities, including related interest charges. Inherent uncertainties exist in estimates of tax contingencies due to complexities of interpretation and changes in tax laws. Whilst the Group believes it has adequately provided for the outcome of these matters, certain periods are under audit by the UK tax authority, and therefore future results may include favourable or unfavourable adjustments to these estimated tax liabilities in the period the assessments are made, or resolved. The final outcome of tax examinations may result in a materially different outcome than assumed in the tax liabilities. 30. Related party transactions All transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. The application of IFRS 11 has resulted in the existing joint ventures LLC Astroinvest-Energy, LLC Gazvydobuvannya and LLC Westgasinvest being accounted for under the equity method and disclosed as related parties. During the period, Group companies entered into the following transactions with joint ventures who are considered as related parties of the Group: 2014 2013 $'000 $'000 Revenues from services provided and sales of goods 597 1,892 Purchases of goods 87 22 Amounts owed by related parties 1,938 4,077 Amounts owed to related parties 159 801 Remuneration of key management personnel The remuneration of the Directors, who are the key management personnel of the Group, is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures. Further information about the remuneration of individual Directors is provided in the audited part of the Annual Report on Remuneration 2014 on pages 39 and 53. Purchase of services Amounts owing 2014 2013 2014 2013 $'000 $'000 $'000 $'000 Short-term employee benefits 1,148 911 137 69 The total remuneration of the highest paid Director was $0.4 million in the year (2013: $0.4 million). The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received and no provisions have been made for doubtful debts in respect of the amounts owed by related parties. 31. Events after the balance sheet date Political and economic turmoil in Ukraine We are monitoring the current political situation in Ukraine carefully and there have been no disruptions to the Company's operations in either of our operating locations. As a result of the recent political and economic turmoil in Ukraine, there has been a further significant devaluation of the Ukrainian Hryvnia against the US Dollar which is likely to affect the carrying value of the Group's assets in the future. Since 1 January 2015, the Ukrainian Hryvnia has devalued against the US Dollar by approximately 45%. We have reassessed the key judgements and critical accounting estimates as at the date of this report and, based on the current status of operations, no adjustments have been made. Company Balance Sheet As at 31 December 2014 2014 2013 Notes $'000 $'000 ASSETS Non-current assets Investments 34 - - Receivables from subsidiaries 35 73,750 77,506 73,750 77,506 Current assets Trade and other receivables 35 3,333 1,763 Cash and cash equivalents 35 46,634 50,280 49,967 52,043 Total assets 123,717 129,549 LIABILITIES Current liabilities Trade and other payables 36 (370) (1,211) (370) (1,211) Total liabilities (370) (1,211) Net assets 123,347 128,338 EQUITY Share capital 37 13,337 13,337 Retained earnings 212,902 210,297 Cumulative translation reserves 38 (102,892) (95,296) Share-based payment reserve - - Total equity 123,347 128,338 The financial statements of Cadogan Petroleum plc, registered in England and Wales no. 5718406, were approved by the Board of Directors and authorised for issue on 30 April 2015. They were signed on its behalf by: Bertrand Des Pallieres Chief Executive Officer 30 April 2015 The notes on pages 67 to 106 form part of these financial statements. Company Cash Flow Statement For the year ended 31 December 2014 2014 2013 Note $'000 $'000 Net cash inflow/(outflow) from operating activities 39 194 (4,034) Investing activities Interest received 827 258 Repayment of loans to subsidiary companies - 19,783 Net cash from investing activities 827 20,041 Net increase in cash and cash equivalents 1,021 16,007 Effect of foreign exchange rate changes (4,667) 2,181 Cash and cash equivalents at beginning of year 50,280 32,092 Cash and cash equivalents at end of year 46,634 50,280 Company Statement of Changes in Equity For the year ended 31 December 2014 Cumulative Share Retained translation Share-based capital earnings reserves payment reserve Total $'000 $'000 $'000 $'000 $'000 As at 1 January 2013 13,337 212,497 (97,734) 93 128,193 Share-based - 93 - (93) - payment Net loss for the - (2,293) - - (2,293) year Exchange - - 2,438 - 2,438 translation differences As at 1 January 2014 13,337 210,297 (95,296) - 128,338 Net income for the - 2,605 - - 2,605 year Exchange - (7,596) - - (7,596) translation differences As at 31 December 2014 13,337 212,902 (102,892) - 123,347 32. Significant accounting policies The separate financial statements of the Company are presented as required by the Companies Act 2006 (the "Act"). As permitted by the Act, the separate financial statements have been prepared in accordance with International Financial Reporting Standards. The financial statements have been prepared on the historical cost basis. The principal accounting policies adopted are the same as those set out in note 3 to the Consolidated Financial Statements except as noted below. As permitted by section 408 of the Act, the Company has elected not to present its profit and loss account for the year. Cadogan Petroleum plc reports a profit for the financial year ended 31 December 2014 of $2.6 million (2013: loss $2.3 million). Investments Investments in subsidiaries are stated at cost less, where appropriate, provisions for impairment. Critical accounting judgements and key sources of estimation uncertainty The Company's financial statements, and in particular its investments in and receivables from subsidiaries, are affected by certain of the critical accounting judgements and key sources of estimation uncertainty described in note 4 to the Consolidated Financial Statements. 33. Auditor's remuneration The auditor's remuneration for audit and other services is disclosed in note 10 to the Consolidated Financial Statements. 34. Investments The Company's subsidiaries are disclosed in note 18 to the Consolidated Financial Statements. The investments in subsidiaries are all stated at cost less any provision for impairment. 35. Financial assets The Company's principal financial assets are bank balances and cash and cash equivalents, prepayments and receivables from related parties none of which are past due. The Directors consider that the carrying amount of receivables from related parties approximates to their fair value. Receivables from subsidiaries At the balance sheet date gross amounts receivable from the fellow Group companies were $329.0 million (2013: $348.5 million). No impairment was recognised in 2014 or 2013. The carrying value of the receivables from the fellow Group companies as at 31 December 2014 was $73.8 million (2013: $77.5 million). There are no past due receivables. Trade and other receivables 2014 2013 $'000 $'000 Prepayments 3,272 51 VAT recoverable 37 138 Loans issued - 1,559 Other receivables 24 15 3,333 1,763 In December 2014 the Company has made a prepayment for the natural gas on behalf of its Ukrainian subsidiary due to difficulties of currency purchase in Ukraine. In 2015 this prepayment has been settled in full to the Company. Cash and cash equivalents Cash and cash equivalents comprise cash held by the Company and short-term bank deposits with an original maturity of three months or less. The carrying value of these assets approximates to their fair value. As of 31 December 2014, cash and cash equivalents in amount of $20 million, related to security of the loan provided to the Ukrainian subsidiary and held at UK bank, was restricted (note 24). 36. Financial liabilities Trade and other payables 2014 2013 $'000 $'000 Trade creditors 179 317 Other creditors and payables - 238 Accruals 191 656 370 1,211 Trade payables principally comprise amounts outstanding for trade purchases and ongoing costs. The average credit period taken for trade purchases is 82 days (2013: 45 days). The Directors consider that the carrying amount of trade and other payables approximates to their fair value. No interest is charged on balances outstanding. 37. Share capital The Company's share capital is disclosed in note 27 to the Consolidated Financial Statements. 38. Cumulative translation reserve The functional currency of the Company is pounds sterling. The financial statements of the Company are expressed in US dollars, which is its presentation currency. Cumulative translation reserve represents the effect of translating the results and financial position of the Company into US dollars. 39. Notes to the cash flow statement 2014 2013 $'000 $'000 Operating loss from continuing operations 2,605 (2,293) Operating cash flows before movements in working capital 2,605 (2,293) Increase in receivables (1,570) (1,662) Decrease in payables (841) (79) Cash used in operations 194 (4,034) Income taxes paid - - Net cash outflow from continuing operations 194 (4,034) 40. Financial instruments The Company manages its capital to ensure that it is able to continue as a going concern while maximising the return to shareholders. Refer to note 28 for the Group's overall strategy and financial risk management objectives. The capital resources of the Group consist of cash and cash equivalents arising from equity, comprising issued capital, reserves and retained earnings. Categories of financial instruments 2014 2013 $'000 $'000 Financial assets - loans and receivables (includes cash and cash equivalents) Cash and cash equivalents 46,634 50,280 Amounts due from subsidiaries 73,750 77,506 120,384 127,786 Financial liabilities - measured at amortised cost Trade creditors (179) (317) (179) (317) Interest rate risk All financial liabilities held by the Company are non-interest bearing. As the Company has no committed borrowings, the Company is not exposed to any significant risks associated with fluctuations in interest rates. Credit risk Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. For cash and cash equivalents, the Company only transacts with entities that are rated equivalent to investment grade and above. Other financial assets consist of amounts receivable from related parties. The Company's credit risk on liquid funds is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies. The carrying amount of financial assets recorded in the Company financial statements, which is net of any impairment losses, represents the Company's maximum exposure to credit risk. Liquidity risk management Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management framework for the management of the Company's short, medium and long-term funding and liquidity management requirements. The Company maintains adequate reserves, by continuously monitoring forecast and actual cash flows. The Company's financial liabilities are not significant and therefore no maturity analysis has been presented. Foreign exchange risk and foreign currency risk management The Company undertakes certain transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise. The Company holds a large portion of its foreign currency denominated monetary assets and monetary liabilities in US dollars. More information on the foreign exchange risk and foreign currency risk management is disclosed in note 28 to the Consolidated Financial Statements. 41. Related parties Amounts due from subsidiaries The Company has entered into a number of unsecured related party transactions with its subsidiary undertakings. The most significant transactions carried out between the Company and its subsidiary undertakings are mainly for short and long-term financing. Amounts owed from these entities are detailed below: 2014 2013 $'000 $'000 Cadogan Petroleum Holdings Limited 73,750 77,506 73,750 77,506 Refer to note 35 for details on the Company's receivables due from subsidiaries. The remuneration of the Directors, who are the key management personnel of the Group, is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures. Further information about the remuneration of individual Directors is provided in the audited part of the Annual Report on Remuneration 2014 on pages 39 to 53. Remuneration Amounts owing 2014 2013 2014 2013 $'000 $'000 $'000 $'000 Short-term employee benefits 334 326 54 - The total remuneration of the highest paid Director was $0.4 million in the year (2013: $0.4 million). 42. Events after the balance sheet date Events after the balance sheet date are disclosed in note 31 to the Consolidated Financial Statements. Glossary IPO Initial public offering IFRSs International Financial Reporting Standards JAA Joint activity agreement UAH Ukrainian hryvnia GBP Great Britain pounds $ United States dollars bbl Barrel boe Barrel of oil equivalent mmboe Million barrels of oil equivalent mboe Thousand barrels of oil equivalent mboepd Thousand barrels of oil equivalent per day boepd Barrels of oil equivalent per day bcf Billion cubic feet mmcm Million cubic metres mcm Thousand cubic metres Reserves Those quantities of petroleum anticipated to be commercially recoverable by application of development projects to known accumulations from a given date forward under defined conditions. Reserves include proved, probable and possible reserve categories. Proved Those additional Reserves which analysis of geoscience and Reserves engineering data can be estimated with reasonable certainty to be commercially recoverable, from a given date forward, from reservoirs and under defined economic conditions, operating methods and government regulations. Probable Those additional Reserves which analysis of geoscience and Reserves engineering data indicate are less likely to be recovered than proved Resources but more certain to be recovered than possible Reserves. Possible Those additional Reserves which analysis of geoscience and Reserves engineering data indicate are less likely to be recoverable than probable Reserves. Contingent Those quantities of petroleum estimated, as of a given date, to Resources be potentially recoverable from known accumulations by application of development projects, but which are not currently considered to be commercially recoverable due to one or more contingencies. Prospective Those quantities of petroleum which are estimated as of a given Resources date to be potentially recoverable from undiscovered accumulations. 1P Proved Reserves 2P Proved plus probable Reserves 3P Proved plus probable plus possible Reserves Carboniferous A geological period 295 million to 354 million years before present Devonian A geological period between 417 million and 354 million years before present Visean Geological period within the early to middle Carboniferous Spud To commence drilling, once the cement cellar and conductor pipe at the well-head have been constructed TD Target depth Workover The process of performing major maintenance or remedial treatment of an existing oil or gas well LWD Logging while drilling Shareholder Information Financial calendar 2015/2016 Annual General Meeting 25 June 2015 Half Yearly results announced August 2015 Annual results announced April 2016 Investor relations Enquiries to: info@cadoganpetroleum.com Registered office 1st Floor, 40 Dukes Place, London EC3A 7NH Registered in England and Wales no. 5718406 27A Taras Shevchenko Boulevard 01032 Kyiv Ukraine Email: info@cadoganpetroleum.com Tel: +38 044 591 03 90 Fax: +38 044 591 03 91 www.cadoganpetroleum.com All references to page numbers in the announcement are to the page numbers in the full Annual Report and Financial Statements which can be found on the Company's website www.cadoganpetroleum.com.
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