(Name
of small business issuer in its charter)
|
|
Delaware
|
33-0464753
|
(State
or other jurisdiction of incorporation or organization)
|
(IRS
Employer Identification No.)
|
Suite
310, 605 – 1 Street SW, Calgary, Alberta,
Canada T2P
3S9
|
|
(Address
of principal executive
offices) (Zip
Code)
|
|
(403)
777-9250
|
|
(Issuer’s
telephone number, including area code)
Securities
registered under Section 12(b) of the Exchange Act:
|
|
Title
of each class
|
Name
of each exchange on which registered
|
None
|
|
Securities
registered under Section 12(g) of the Exchange Act:
|
|
Common
Stock, par value $.001 per share
|
|
(Title
of Each Class)
|
Large
accelerated filer
|
¨
|
Accelerated
filer
|
þ
|
Non-accelerated
filer
|
¨
|
Smaller
reporting company
|
¨
|
Page
|
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Part
I
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||
4
|
||
27
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36
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37
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37
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37
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Part
II
|
||
38
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||
40
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||
40
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||
52
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||
53
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53
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||
53
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55
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||
Part
III
|
||
56
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||
59
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||
66
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67
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69
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PART
IV
|
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70
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·
|
The
first of our agreements, entered into in February 2003 under NELP-III,
grants exploration rights in an area offshore eastern India in the Krishna
Godavari Basin in the State of Andhra Pradesh. We refer to this
KG-OSN-2001/3 exploration block as the "KG Offshore Block" and we have a
net 5% carried interest ("CI") under this
agreement.
|
·
|
We
entered into two agreements which grant exploration rights in areas
onshore in the Cambay Basin in the State of Gujarat in western
India. These agreements were entered into in February 2004
under NELP-IV and we have a 10% participating interest ("PI") under each
of these agreements. We refer to the CB-ONN-2002/2 exploration
block as the "Mehsana Block" and the CB-ONN-2002/3 exploration block as
the "Sanand/Miroli Block".
|
·
|
Pursuant
to an agreement entered into in April 2005, we purchased from Gujarat
State Petroleum Corporation Limited ("GSPC"), a 20% PI in the agreement
granting exploration rights granted under NELP-III to an onshore
exploration block in the Cambay Basin in the State of Gujarat in western
India. We refer to this CB-ON/2 exploration block as the
"Tarapur Block".
|
·
|
In
September 2005, we entered into agreements with respect to two areas under
NELP-V. One area is located onshore in the Cambay Basin located
in the State of Gujarat south-east of our three existing Cambay blocks, in
which we hold a 10% PI. We refer to this CB-ONN-2003/2
exploration block as the "Ankleshwar Block". The second area is
located onshore in the Deccan Syneclise Basin located in the northern
portion of the State of Maharashtra in west-central India for which we
hold a 100% PI and are the operator. We refer to this
DS-ONN-2003/1 exploration block as the "DS 03
Block".
|
·
|
In
March 2007, we signed agreements with respect to four additional locations
awarded under NELP-VI.
|
§
|
One
location is onshore in the Krishna Godavari Basin in the State of Andhra
Pradesh adjacent to our KG Offshore Block in eastern India in which we
hold a 10% PI. We currently refer to this KG-ONN-2004/1
exploration block as the "KG Onshore
Block".
|
§
|
The
second and third locations include two agreements onshore in north-west
India in the Rajasthan Basin in the State of Rajasthan and we hold a 25%
PI in each of these agreements. We currently refer to the
RJ-ONN-2004/2 exploration block as the "RJ Block 20" and the RJ-ONN-2004/3
exploration block as the "RJ Block
21".
|
§
|
The
fourth location is onshore in the Deccan Syneclise Basin in the State of
Maharashtra adjacent to our DS 03 Block in west-central India in which we
hold a 100% PI and are the operator. We currently refer to this
DS-ONN-2004/1 exploration block as the "DS 04
Block".
|
·
|
The
Krishna Godavari Basin offshore and onshore in the State of Andhra Pradesh
in eastern India;
|
·
|
The
Cambay Basin onshore in the State of Gujarat in western
India;
|
·
|
The
Deccan Syneclise Basin onshore in the northern portion of the State of
Maharashtra in west central India;
and
|
·
|
The
Rajasthan Basin onshore in the State of Rajasthan in north western
India.
|
|
Carried Interest
Agreement
|
Under
the terms of the CIA, all of our and Roy Group (Mauritius) Inc.'s ("RGM"),
a related party (see "Participating Interest Agreement"), proportionate
share of capital costs for exploration and development activities will be
recovered by GSPC without interest over the projected production life or
ten years, whichever is less, from oil and natural gas produced on the
Exploration Block. We are not entitled to any share of
production until GSPC has recovered our share of the costs and expenses
that were paid by GSPC on behalf of us and
RGM.
|
·
|
Saipem
Perro Negro 3 Rig
|
o
|
GSPC
currently has contracted with Saipem SPA, part of ENI, Italy, for the
Saipem Perro Negro 3 jack-up drilling rig ("PN#3") to drill 10 wells, with
an option of extending the contract for 2 additional wells. As
of March 13, 2008, the PN#3 has drilled six exploratory wells, one of
which has been classified for purposes of the PSC as an appraisal
well.
|
o
|
On
February 6, 2007, the PN#3 Rig commenced drilling the KG#28 well from the
KG#8 platform. The KG#28 well is the sixth well drilled by the
PN#3 and has been classified by the Management Committee as an "appraisal
well" for the purposes of the PSC. The well was drilled
directionally deviating approximately 1,640 meters east of the KG#8
platform to a total depth of 5,258 meters MD (4,879 meters total vertical
depth or "TVD") and was then cased to total depth with a 7 inch
liner.
|
o
|
Testing
of the KG#28 appraisal well entailed the completion of 3 drill stem tests
("DST’s").
|
o
|
DST-1
involved 49.5 meters of perforations across the interval depth from
5,037.5 to 5,112 meters measured depth ("MD"). During clean-up
flow, the following stabilized gas/condensate rates were measured through
various choke sizes at the following flowing wellhead pressures
("FWHP"):
|
§
|
16/64
inch choke – 6.7 MMSCFD Gas plus 12 BBLS/D Condensate at 4,550
psi FWHP
|
§
|
20/64
inch choke – 8.5 MMSCFD Gas plus 16 BBLS/D Condensate at 4,000
psi FWHP
|
§
|
32/64
inch choke – 10.6 MMSCFD Gas plus 22 BBLS/D Condensate at 1,950 psi
FWHP
|
o
|
DST-2
involved 54.0 meters of perforations across the interval depth from
4,951.0 to 5,005.0 meters MD and flowed through a 20/64 inch choke at a
stabilized gas rate of 5.5 MMSCFD at 2,750 psi
FWHP.
|
o
|
DST-3
involved 74.0 net meters of perforations over the interval depth of 4,556
to 4,759 meters MD and flowed through a 20/64 inch choke at a stabilized
gas rate of 6.5 MMSCFD at 3,250 psi
FWHP.
|
o
|
On
March 13, 2008, the PN#3 rig moved from the KG#8 platform location to the
shipyard in Vizag (also known as "Vishakhapatnam"), on the east coast of
the State of Andhra Pradesh for maintenance and
inspection. Upon completion of the maintenance, it is intended
that the PN#3 will be mobilized to a new location to be determined on the
KG Offshore Block.
|
·
|
Atwood
Beacon Rig
|
o
|
GSPC
has entered into a 25 month contract for the Atwood Beacon jack-up
drilling rig ("Atwood") to drill additional exploration wells on the KG
Offshore Block.
|
o
|
On
January 3, 2007, the Atwood rig commenced drilling its first well, the
KG#16 exploratory well, which was drilled to a total depth ("TD") of 5,372
meters MD. The KG#16 well is situated in shallow water of
approximately 109 meters and is approximately 5 kilometers east of the
KG#8 platform.
|
o
|
The testing program was completed
on August 1, 2007. DST-1 and DST-1A involved 31 meters and 21
meters of perforations across the interval depth from 4,951 – 5,046 and
4,800 – 4,833.5 meters MD respectively. Both zones were tight
and did not flow hydrocarbons to the surface. DST-2 was chosen
from encouraging independent log analyses over the interval depth of 4,642
to 4,754 meters MD but was abandoned without perforating due to
operational problems. DST-3 involved 75 meters of perforations
over the interval depth of 4,483 to 4,590 meters MD at a stabilized flow
rate of 2.21 MMSCFD of gas and 15 BBLS/D of condensate at a FWHP of 880
psi through a 24/64 inch choke. DST-4 involved 133 meters of
perforations over the interval depth of 4,302 to 4,435 meters measured
depth at a stabilized flow rate of 2.52 MMSCFD of gas and 106 BBLS/D of
condensate at a FWHP of 1,880 psi through a 16/64 choke.
|
o
|
On
September 24, 2007, GSPC informed the GOI that the discovery of
hydrocarbons in the KG#16 well is of potential commercial interest and
merits further appraisal, however, for technical reasons, the KG#16 well
has been presently abandoned with the possibility of attempting to
re-enter the well at a later date.
|
o
|
On
September 20, 2007, the Atwood Rig spud the KG#31 well. The
surface location of KG#31 well is situated approximately 3 kilometers
north of the KG#8 platform in shallow waters of approximately 62.5 meters
in depth. The KG#31 well was drilled directionally 600 meters
north-west of the present surface location to a depth of 3,892 meters TVD
(4,058 meters MD), to test the Upper Cretaceous. Based on log
results, GSPC elected to go up-hole to the 13-3/8" casing shoe at 2,272.5
meters MD and set a bridge plug and whip stock the
well.
|
|
GSPC
commenced drilling the KG#31 Side Track-1 ("KG#31 ST-1") well in a more
horizontal direction below the 13-3/8" casing shoe directionally 900
meters west of the present surface location, to an approximate TVD of
4,800 meters to target the Lower Cretaceous. On November 22,
2007, while drilling the KG#31 ST-1 well at 3,855 meters MD (3,671 meters
TVD), the well took a kick, possibly indicating a presence of hydrocarbons
in the Upper Cretaceous in this area. Due to drilling
complications, the well was ultimately plugged back with cement up to
3,750 meters MD. Thereafter, the KG#31 ST-1 well was logged and cased with
9-5/8" casing down to 3,750 meters MD. After detailed review of
the available data, it was decided by GSPC to continue drilling in an
attempt to test the Upper Cretaceous zone not previously tested in the
KG#31 ST-1 well.
|
|
GSPC
elected to side-track the well, and commenced drilling the KG#31 Side
Track-2 (KG#31 ST-2) well on December 29, 2007, with an 8-1/2" drill bit
below the 9-5/8" casing shoe from approximately 3,750 meters MD to 3,990
meters MD.
|
·
|
Deep
Driller 1 Rig
|
o
|
GSPC
contracted the Deep Driller 1 drilling rig ("DD#1") which is owned by
Sinvest ASA out of Norway and is a jack-up rig capable of operating in
water depths of approximately 120 meters. The term of the
contract is for two years from the date of spud of the first
well.
|
o
|
On
May 8, 2007, GSPC commenced drilling the KG#30 exploratory well with the
DD#1 rig which was drilled vertically to a TVD of 3,951
meters. The KG#30 well was situated approximately 15.5
kilometers northeast of the KG#11 well and was the first exploratory well
to test the deepest part of the northern graben in the KG Offshore
Block. On August 13, 2007, GSPC abandoned the KG#30 well as the
testing results did not reveal sufficient hydrocarbons at this
location.
|
o
|
The
DD#1 Rig was thereafter moved to a location approximately 7.5 kilometers
northeast of the KG#8 platform in shallow waters of approximately 91
meters in depth, where, on August 27, 2007, GSPC commenced the drilling of
the KG#22 well. The KG#22 well was originally intended to be
drilled directionally to approximately 5,974 meters
MD (approximately 5,078 meters TVD) deviating approximately
2,900 meters southeast of the KG#22 well surface
location.
|
o
|
The
KG#22 well was drilled to approximately 2,800 meters MD when the drill
string became stuck. GSPC elected to cut the drilling string
and side-track the well.
|
|
The
KG#22 ST-1 commenced drilling directionally from 1,275 meters MD.The KG#22
ST-1 was drilled and cased with 9-5/8" casing to approximately 4,396
meters MD. On November 27, 2007, drilling continued with an
8-1/2" drill bit. On December 6, 2007, the well saw a gas kick at 4,776 m
MD (4121.65 m TVD). This was successfully controlled and
drilling resumed reaching 5,576 meters MD by January 15,
2008. Upon freeing the drill string after encountering a
mechanical problem, the hole was plugged back with cement to approximately
4,415 meters MD. On January 29, 2008, the KG#22 ST-2 commenced
drilling.
|
|
As
of May 12, 2008 the KG#22 ST-2 well has reached TD of 6,007 meters MD
(5,068 meters TVD). The well has been cased with a 7" liner to
approximately 5,616 meters MD. Logs have been run to
TD. GSPC intends to case the well with a 5" liner to
TD. A testing program is currently being designed based upon
independent log analysis, samples, MDT's and hydrocarbon shows while
drilling.
|
·
|
Essar
Wildcat Rig
|
o
|
The
Essar Wildcat is a self propelled semi-submersible drilling rig suitable
for deployment in water depths of 400 meters and has a drilling depth
capacity of 7,600 meters. The Essar Wildcat has recently
undergone upgrading and maintenance work which included being equipped
with a top drive, automatic pipe handling system and a rough weather
15,000 psi BOP (Blow-Out Preventer) launch
system.
|
|
GSPC
spud the KG#19 well on May 2, 2008, which is the first well being drilled
using the Essar Wildcat rig. The KG#19 well has been drilled to
approximately 897 meters MD. As at May 12, 2008, GSPC is
running 20" casing to approximately 890 meters MD, after which, drilling
will continue.
|
|
The
KG#19 well is situated in deeper waters of approximately 150 meters in
depth and approximately 11 kilometers northeast from the KG#8
platform. The well is intended to be a near-vertical
exploration well drilled to a TD of approximately 5,250 meters in order to
target reservoirs below the Lower Cretaceous
unconformity.
|
·
|
The
CB-3 well commenced drilling on January 11, 2007 and was drilled to a
total depth of 2,350 meters TVD. This well did not proceed into
a testing program and was subsequently
abandoned.
|
·
|
The
CB-3A well commenced drilling on July 31, 2007 and was drilled to a TVD of
2,451 meters (2,620 meters MD). Jubilant as operator, notified
the GOI that based upon the drilling data, mud logs and wireline data,
three hydrocarbon bearing intervals were interpreted to be present, and a
discovery of hydrocarbons in the CB-3A well has been declared under the
terms of the PSC. Jubilant as operator, is in the process
of preparing an appraisal plan on the CB-3A
well.
|
·
|
The
CB-1 well commenced drilling on October 17, 2007 and was drilled to a
depth of 3,400 meters MD. After multiple packages containing
sand and siltstone were encountered from a depth of 2,700 to 3,360 meters,
Jubilant as operator, recommended, based on this information, to further
drill the well. The well was further deepened to 3,544 meters
and is awaiting a workover rig for further detailed
testing.
|
·
|
On
January 19, 2008, the CB-4 well commenced drilling and was drilled to a
depth of 2,853 meters MD. The well is awaiting a workover rig
for testing.
|
·
|
On
February 27, 2008, the CB-5A well commenced drilling and was drilled to a
depth of 2,574 meters MD. The well is currently
awaiting a workover rig for
testing.
|
·
|
On
March 30, 2008, the CB-6 well commenced drilling and was drilled to a
depth of 2,493 meters MD. The well is awaiting a workover rig
for testing.
|
·
|
The
M-1 well was drilled in November 2006 to a TVD of 2,300 meters and was
temporarily suspended. However, the well was subsequently
re-entered and drilled to a TVD of 2,479 meters. The well was
logged, cased and tested has been completed. Three of the four
zones tested in the M-1 well were oil bearing intervals. The
uppermost interval was hydraulically fractured and flowed oil at 106
barrels of oil per day (BBL/D). The remaining oil bearing
intervals in M-1 well are planned to be stimulated using hydraulic
fracture stimulation with a workover rig. On June 28, 2007, the
GOI and the Management Committee were made aware of a hydrocarbon
discovery in the M-1 well in accordance with the terms of the PSC, the
commerciality of which is yet to be
established.
|
·
|
The
M-4 well commenced drilling on February 24, 2007 and was drilled to a TVD
of 2,226 meters. The well was tested and subsequently
abandoned.
|
·
|
The
M-2 well commenced drilling on March 26, 2007 and was drilled to a TVD of
3,308 meters. The well was tested and subsequently
abandoned.
|
·
|
The
SE-4 well commenced drilling on July 12, 2007 and was drilled to a TVD of
2,340 meters. This well has been tested and the first object was found to
be water bearing. The second object tested over the interval of
1,810 to 1870.5 encountered oil flow. The third object over the
interval of 1,620 to 1,700 meters also flowed oil. Based upon
these results, the well is awaiting a workover rig to stimulate these
internals using hydraulic fracture stimulation. On December 27,
2007, GSPC reported to DGH that the SE-4 well encountered a 29 meter zone
in the Cambay Shale and was perforated and the mid point perforation is at
1,840.25 meters. GSPC as operator, informed the GOI and the
Management Committee of the discovery in accordance with the provisions of
the PSC, the commerciality of which is yet to be
established.
|
·
|
The
SE-2 well commenced drilling on July 29, 2007 and was drilled to a TVD of
2,381 meters (2,470 meters MD). On December 27, 2007, GSPC
reported to DGH that the SE-2 well encountered a 33 meter zone in the
Cambay Shale and was perforated and the mid point perforation is at
1,662.5 meters. GSPC as operator, informed the Management
Committee and the GOI of the discovery in accordance with the provisions
of the PSC, the commerciality of which is yet to be
established.
|
·
|
The
SE-3 well commenced drilling on August 15, 2007 and was drilled to TVD of
2,046 meters; however, because of mechanical problems, while pulling the
drill string out of the hole, a decision was made to set a bridge plug at
a depth of 975 meters and whip stock the well from that
depth. The bridge plug was set and the SE-3 ST exploration well
was drilled directionally to a TVD of 1,794 meters (2,078 meters
MD). This well is awaiting a workover rig to run cased hole
wireline logs and test.
|
·
|
The
M-3 well commenced drilling December 14, 2007 and has been drilled
vertically to a depth of 3,360 meters. The well is awaiting a
workover rig for testing.
|
·
|
The
M-7 well commenced drilling on January 28, 2008 and has been drilled
vertically to a depth of 3,270 meters. This well is being
tested.
|
·
|
The
M1-A1 well commenced drilling on February 2, 2008 as an appraisal well to
delineate the extent of the M-1 discovery. This well was
drilled vertically to 2,490 meters and test results yielded a hydrocarbon
zone at approximately 2,100 meters. This well is planned for a
hydro-frac stimulation and further
testing.
|
·
|
The
M-6 well commenced drilling on February 5, 2008 and was drilled vertically
to 2,960 meters. On April 28, 2008, GSPC reported to DGH that
the SE-4 well encountered a 15 meter zone in the Cambay Shale and was
perforated and the mid point perforation is at 1560.5
meters. GSPC as operator, informed the GOI and the Management
Committee of the discovery in accordance with the provisions of the PSC,
the commerciality of which is yet to be
established.
|
·
|
The
SE-8 well commenced drilling March 5, 2008 and has been drilled vertically
to a depth of 2,016 meters. The well is being
tested.
|
·
|
The
M-5 well commenced drilling March 31, 2008 and the SE-9 well commenced
drilling April 2, 2008. These two wells continue to
drill.
|
·
|
Two
wells drilled in the first half of 2007, the TS-4 and TS-5 were drilled to
TVD's of 2,844 and 3,009 meters, respectively. As at May 12,
2008, the TS-4 well has been tested and is currently suspended awaiting to
be further tested and the TS-5 well has been suspended awaiting a higher
capacity drilling rig to deepen the well by approximately 300
meters. GSPC then intends to utilize a workover rig to test
zones currently identified, along with any potential zones encountered in
the deepening of the the well.
|
·
|
The
TS-1 well commenced drilling on July 23, 2007 and was drilled vertically
to a TVD of 3,000 meters. This well has been tested and the
first object was found to be water bearing. This well is undergoing
further testing.
|
·
|
The
TS-7 well commenced drilling on August 13, 2007 to a TVD of 3,420
meters. The well is being
tested.
|
·
|
The
TO-1 well commenced drilling October 3, 2007 and has been drilled
directionally to a TD of 2,645 meters MD (2,502 meters
TVD). The well is suspended awaiting a workover rig for
detailed testing
|
·
|
The
TDEV-2 well commenced drilling October 25, 2007 and has been drilled
directionally to a TD of 1,943 meters MD (1,803 meters
TVD). The well is suspended awaiting a workover rig for
detailed testing.
|
·
|
The
TDEV-3 well commenced drilling November 2, 2007 and has been drilled
directionally to a TD of 1,897 meters MD (1,799 meters
TVD). The well is suspended awaiting a workover rig for
detailed testing.
|
·
|
The
PNE-1 well commenced drilling on November 29, 2007 and has been drilled to
a TD of 2,400 meters MD. This well is suspended awaiting a
workover rig for detailed testing.
|
·
|
The
TDEV-1 well commenced drilling on December 1, 2007 and has been drilled
directionally to a TD of 1,803 meters MD (1,704 meters
TVD). This well is suspended awaiting a workover rig for
detailed testing.
|
·
|
The
PNE-2 well commenced drilling on December 6, 2007 and has been drilled to
a TD of 2,400 meters MD. This well is suspended awaiting a
workover rig for detailed testing.
|
·
|
The
P-1 well commenced drilling on January 6, 2008 and has been drilled to a
TD of 2,287 meters MD. This well is suspended awaiting a
workover rig for detailed testing.
|
December
31, 2007
|
December
31, 2006
|
|||||||
US$
|
US$
|
|||||||
Restated
|
||||||||
Development
Costs
|
-- | -- | ||||||
Exploration
Costs
|
||||||||
Krishna
Godavari Basin Blocks
|
9,835,602 | 5,510,272 | ||||||
Cambay
Basin Blocks
|
14,288,693 | 6,558,315 | ||||||
Deccan
Syneclise Basin Blocks
|
280,188 | 52,747 | ||||||
Rajasthan
Basin Blocks
|
135,448 | -- | ||||||
Egypt
|
2,447,061 | -- | ||||||
Middle
East
|
112,554 | -- | ||||||
Acquisition
Costs
|
-- | -- | ||||||
Capitalized
Interest
|
-- | -- | ||||||
Total
|
27,099,547 | 12,121,334 |
Contract
Interest in Undeveloped Acreage
|
||
Gross
acres
|
Net
acres
|
|
Krishna
Godavari Basin Blocks
|
||
KG
Offshore
|
457,145
|
(1) 22,857
|
KG
Onshore
|
135,414
|
(2) 13,541
|
592,559
|
36,398
|
|
Cambay
Basin Blocks
|
||
Mehsana
|
30,888
|
3,088
|
Sanand/Miroli
|
70,425
|
7,043
|
Ankleshwar
|
110,703
|
11,070
|
Tarapur
|
299,245
|
(4)
59,849
|
511,261
|
81,050
|
|
Deccan
Syneclise Basin Blocks
|
||
DS
03
|
779,618
|
779,618
|
DS
04
|
654,582
|
654,582
|
1,434,200
|
1,434,200
|
|
Rajasthan
Basin Blocks
|
||
RJ
Block 20
|
542,643
|
135,661
|
RJ
Block 21
|
328,650
|
82,162
|
871,293
|
217,823
|
|
Total
|
3,409,313
|
1,769,471
|
|
(1)
|
excludes
acreage that is subject to the PIA with
RGM
|
(2)
|
based
on a 10% PI
|
(3)
|
one
square kilometer converts to 247.1054
acres
|
(4)
|
the
remaining acreage after relinquishment moving into Phase
III
|
Year
Ended December 31,
|
||||||||
India
|
Prior
Years
|
2005
|
2006
|
2007
|
||||
Gross
|
Net
|
Gross
|
Net
|
Gross
|
Net
|
Gross
|
Net
|
|
Development
|
||||||||
Productive
Non-
productive
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
0
0
|
Exploratory
|
||||||||
Productive
Non-productive
|
0
1.0
|
0
0.05
|
3.0
1.0
|
0.45
0.05
|
4.0
4.0
|
0.50
0.80
|
17.0
5.0
|
2.60
0.45
|
·
|
We
will experience failures to discover oil and gas in commercial
quantities;
|
·
|
There
are uncertainties as to the costs to be incurred in our exploratory
drilling activities, cost overruns are possible and we may encounter
mechanical difficulties and failures in completing
wells;
|
·
|
There
are uncertain costs inherent in drilling into unknown formations, such as
over-pressured zones, high temperatures and tools lost in the hole;
and
|
·
|
We
may make changes in our drilling plans and locations as a result of prior
exploratory drilling.
|
·
|
The
venture participants are required to complete certain minimum work
programs during the two or three phases of the terms of the
PSCs. In the event the venture participants fail to fulfill any
of these minimum work programs, the parties to the venture must pay to the
GOI their proportionate share of the amount that would be required to
complete the minimum work program. Accordingly, we could be
called upon to pay our proportionate share of the estimated costs of any
incomplete work programs.
|
·
|
Until
such time as the GOI attains self sufficiency in the production of crude
oil and condensate and is able to meet its national demand, the parties to
the venture are required to sell in the Indian domestic market their
entitlement under the PSCs to crude oil and condensate produced from the
exploration blocks. In addition, the Indian domestic market has
the first call on natural gas produced from the exploration blocks and the
discovery and production of natural gas must be made in the context of the
government’s policy of utilization of natural gas and take into account
the objectives of the government to develop its resources in the most
efficient manner and promote conservation
measures. Accordingly, this provision could interfere with our
ability to realize the maximum price for our share of production of
hydrocarbons;
|
·
|
The
parties to each agreement that are not Indian companies, which includes
us, are required to negotiate technical assistance agreements with the GOI
or its nominee whereby such foreign company can render technical
assistance and make available commercially available technical information
of a proprietary nature for use in India by the government or its nominee,
subject, among other things, to confidentiality
restrictions. Although not intended, this could increase each
venture’s and our cost of operations;
and
|
·
|
The
parties to each venture are required to give preference, including the use
of tender procedures, to the purchase and use of goods manufactured,
produced or supplied in India provided that such goods are available on
equal or better terms than imported goods, and to employ Indian
subcontractors having the required skills insofar as their services are
available on comparable standards and at competitive prices and
terms. Although not intended, this could increase the ventures
and our cost of operations.
|
·
|
political
conditions and civil unrest in oil producing regions, including the Middle
East and elsewhere;
|
·
|
the
domestic and foreign supply of oil and
gas;
|
·
|
quotas
imposed by the Organization of Petroleum Exporting Countries upon its
members;
|
·
|
the
level of consumer demand;
|
·
|
weather
conditions;
|
·
|
domestic
and foreign government regulations;
|
·
|
the
price and availability of alternative
fuels;
|
·
|
overall
economic conditions; and
|
·
|
international
political conditions.
|
·
|
the
capacity and availability of oil and gas gathering systems and
pipelines;
|
·
|
the
ability to produce oil and gas in commercial quantities and to enhance and
maintain production from existing wells and wells proposed to be
drilled;
|
·
|
the
proximity of future hydrocarbon discoveries to oil and gas transmission
facilities and processing equipment (as well as the capacity of such
facilities);
|
·
|
the
effect of governmental regulation of production and transportation
(including regulations relating to prices, taxes, royalties, land tenure,
allowable production, importing and exporting of oil and condensate and
matters associated with the protection of the
environment);
|
·
|
the
imposition of trade sanctions or embargoes by other
countries;
|
·
|
the
availability and frequency of delivery
vessels;
|
·
|
changes
in supply due to drilling by
others;
|
·
|
the
availability of drilling rigs and qualified personnel;
and
|
·
|
changes
in demand.
|
Year
|
Calendar
Quarter
|
High
($)
|
Low
($)
|
2006
|
First
Quarter
|
14.92
|
7.00
|
Second
Quarter
|
9.87
|
4.10
|
|
Third
Quarter
|
6.55
|
3.28
|
|
Fourth
Quarter
|
9.14
|
5.05
|
|
2007
|
First
Quarter
|
8.10
|
5.27
|
Second
Quarter
|
6.64
|
4.62
|
|
Third
Quarter
|
5.14
|
2.70
|
|
Fourth
Quarter
|
5.05
|
2.29
|
|
2008
|
First
Quarter
|
5.09
|
2.66
|
Second
Quarter (up to May 29, 2008)
|
3.45
|
2.11
|
(1)
|
TEC
or Teton Energy Corporation is an AMEX listed company engaged in oil and
gas exploration and production in the Rocky Mountain area of the United
States. This Company falls under the same SIC code of "Drilling
of Oil and Gas Wells" as GeoGlobal. Similar to our company, it
has a market capitalization of less than $200.0 million and revenues of
less than $100.0 million. We deem it to be comparative to our
company for these purposes.
|
(2)
|
ABP
or Abraxas Petroleum Corp. is an AMEX listed company engaged in
development and production of natural gas and crude oil in Texas and
Wyoming. Although this company has production and reserves, it
has a market capitalization of less than $200.0 million and revenues of
less than $100.0 million. Therefore, we also deem it to be
comparative to our company for these
purposes.
|
US$
|
2003
|
2004
|
2005
|
2006
|
2007
|
|
GeoGlobal
|
GGR
|
$100.00
|
64.1364
|
844.3524
|
519.042
|
327.294
|
S&P
500 Index
|
$INX
|
$100.00
|
108.951608
|
112.221271
|
127.50517
|
132.005564
|
Teton
Energy Corporation
|
TEC
|
$100.00
|
30.5216
|
118.472
|
100.1992
|
98.392
|
Abraxas
Petroleum Corp.
|
ABP
|
$100.00
|
185.6
|
422.4
|
247.2
|
308.8
|
US$
|
2002
|
2003
|
|
GeoGlobal
|
GGR
|
$100.00
|
387.1791
|
S&P
500 Index
|
$INX
|
$100.00
|
125.647
|
Teton
Energy Corporation
|
TEC
|
$100.00
|
115.287
|
December
31,
|
|||||
2007
|
2006
|
2005
|
2004
|
2003
|
|
Interest
Income
|
2,165,920
|
1,751,550
|
462,174
|
31,591
|
1,863
|
Net
loss and comprehensive loss
|
1,543,110
|
(1)
1,548,803
|
(1)
3,162,660
|
(1)
1,171,498
|
(1)
518,377
|
Net
loss per share – basic and diluted
|
0.02
|
(1)
0.03
|
(1)
0.06
|
0.03
|
0.03
|
Current
assets
|
48,406,887
|
32,597,031
|
36,232,088
|
4,628,346
|
7,111,394
|
Oil
and gas interest
|
27,099,547
|
(1)
12,121,334
|
(1)
3,957,723
|
(1)
707,023
|
(1)
200,754
|
Total
assets
|
80,219,312
|
(1)
48,492,561
|
(1)
40,672,122
|
(1)
5,685,218
|
(1)
7,429,168
|
Current
liabilities
|
6,329,980
|
1,955,195
|
447,097
|
103,689
|
1,239,946
|
Total
liabilities
|
6,648,902
|
1,955,195
|
447,097
|
103,689
|
1,239,946
|
Stockholders'
equity
|
73,570,410
|
(1)
46,537,366
|
(1)
40,225,025
|
(1)
5,581,529
|
(1)
6,189,222
|
Cash
dividends
|
-0-
|
-0-
|
- 0
-
|
- 0
-
|
- 0
-
|
Payments
due by period ($ in millions)
|
|||||
Contractual
Obligation
|
Total
|
Less
than one year
|
1-3
years
|
3-5
years
|
More
than 5 years
|
Long-term
debt
|
-0-
|
-0-
|
-0-
|
-0-
|
-0-
|
Capital
lease
|
-0-
|
-0-
|
-0-
|
-0-
|
-0-
|
Operating
lease
|
0.1
|
0.1
|
-0-
|
-0-
|
-0-
|
Purchase
|
-0-
|
-0-
|
-0-
|
-0-
|
-0-
|
Other
long-term liabilities
|
0.3
|
-0-
|
-0-
|
-0-
|
0.3
|
Financial
commitments under PSCs
|
48.3
|
27.5
|
20.8
|
-0-
|
-0-
|
Total
|
48.7
|
27.6
|
20.8
|
-0-
|
0.3
|
·
|
the
statements in this Report regarding our plans and objectives relating to
our future operations,
|
·
|
plans
and objectives regarding the exploration, development and production
activities conducted on the exploration blocks in India in which we have
interests,
|
·
|
plans
regarding drilling activities intended to be conducted through the
ventures in which we are a participant, the success of those drilling
activities and our ability and the ability of the ventures to complete any
wells on the exploration blocks, to develop reserves of hydrocarbons in
commercially marketable quantities, to establish facilities for the
collection, distribution and marketing of hydrocarbons, to produce oil and
natural gas in commercial quantities and to realize revenues from the
sales of those hydrocarbons,
|
·
|
our
ability to maintain compliance with the terms and conditions of our PSCs,
including the related work commitments, to obtain consents, waivers and
extensions from the DGH or GOI as and when required, and our ability to
fund those work commitments,
|
·
|
our
plans and objectives to join with others or to directly seek to enter into
or acquire interests in additional PSCs with the GOI and
others,
|
·
|
our
assumptions, plans and expectations regarding our future capital
requirements,
|
·
|
our
plans and intentions regarding our plans to raise additional
capital,
|
·
|
the
costs and expenses to be incurred in conducting exploration, well
drilling, development and production activities, our estimates as to the
anticipated annual costs of those activities and the adequacy of our
capital to meet our requirements for our present and anticipated levels of
activities are all forward-looking
statements.
|
·
|
We
cannot assure you that our assumptions or our business plans and
objectives discussed herein will prove to be accurate or be able to be
attained.
|
·
|
We
cannot assure you that any commercially recoverable quantities of
hydrocarbon reserves will be discovered on the exploration blocks in which
we have an interest.
|
·
|
Our
ability to realize revenues cannot be assured. Our ability to
successfully drill, test and complete producing wells cannot be
assured.
|
·
|
We
cannot assure you that we will have available to us the capital required
to meet our plans and objectives at the times and in the amounts required
or we will have available to us the amounts we are required to fund under
the terms of the PSCs we are a party
to.
|
·
|
We
cannot assure you that we will be successful in joining any further
ventures seeking to be granted PSCs by the GOI or that we will be
successful in acquiring interests in existing
ventures.
|
·
|
We
cannot assure you that we will obtain all required consents, waivers and
extensions from the DGH or GOI as and when required to maintain compliance
with our PSCs , that we may not be adversely affected by any delays we may
experience in receiving those consents, waivers and extensions, that we
may not incur liabilities under the PSCs for our failure to maintain
compliance with and timely complete the related work programs, or that
GSPC may not be successful in its efforts to obtain payment from us on
account of
|
·
|
exploration
costs it has expended on the KG Offshore Block for which it asserts we are
liable or otherwise seek to hold us in breach of that PSC or commence
arbitration proceedings against us.
|
·
|
We
cannot assure you that the outcome of testing of one or more wells on the
exploration blocks under our PSCs will be satisfactory and result in
commercially-productive wells or that any further wells drilled will have
commercially-successful results.
|
·
|
We
maintained an inadequate complement of personnel with appropriate
expertise or experience in generally accepted accounting
principles. Specifically, internal control did not provide
reasonable assurance that non-routine or complex transactions are
accounted for in accordance with generally accepted accounting
principles. In addition, we did not have an adequate risk
assessment process for reacting to changes in the operating environment
and the impact those changes had on financial reporting
risks. This resulted in inadequate design of processes or
controls in the following areas:
|
o
|
Stock
based compensation
|
|
This
resulted in a material adjustment of stock based compensation accounts in
our 2007 annual financial statements prior to issuance and it also
resulted in the restatement of our 2003, 2004, 2005 and 2006 annual
financial statements and our 2004, 2005, 2006 and 2007 interim financial
statements.
|
o
|
Asset
retirement obligations
|
|
This
resulted in a material adjustment of asset retirement obligations in our
2007 annual financial statements which was corrected prior to
issuance.
|
o
|
Impairment
Assessment under full cost method of accounting for petroleum and natural
gas interests.
|
|
This
did not result in an actual adjustment to our 2007 annual financial
statements prior to issuance.
|
o
|
Income
taxes
|
|
This
resulted in adjustments to the disclosure of income taxes in our 2007
annual financial statements which were corrected prior to
issuance.
|
·
|
We
have limited accounting personnel with sufficient expertise in generally
accepted accounting principles to enable effective segregation of duties
with respect to recording journal entries and to allow for appropriate
monitoring of financial reporting matters and internal control over
financial reporting. Specifically, the Chief Financial Officer has
involvement in the creation, review and recording of journal entries, note
disclosures and certain account reconciliations without adequate
independent review and authorization. This control deficiency is pervasive
in nature and impacts all significant accounts. This control deficiency
also affects the financial reporting process including consolidation,
financial statement preparation and the related note
disclosures.
|
·
|
Employ
additional personnel with technical and financial reporting expertise in
the application of generally accepted accounting
principles.
|
·
|
Engage
qualified third-party accountants and consultants to assist us in the
preparation and review of our financial
information.
|
·
|
Consult
with qualified third-party accountants and consultants on the appropriate
application of GAAP for complex and non-routine
transactions.
|
Directors, Executive
Officers and Corporate
Governance
|
Name
|
Age
|
Employment
History
|
Jean
Paul Roy
|
51
|
Mr.
Roy was elected a Director, President and Chief Executive Officer on
August 29, 2003. Prior thereto, for more than five years, Mr.
Roy had been consulting in the oil and gas industry through his private
company, GeoGlobal Technologies Inc. which he owned 100%. Mr.
Roy has in excess of 26 years of geological and geophysical experience in
basins worldwide as he has worked on projects throughout India, North and
South America, Europe, the Middle East, the former Soviet Union and South
East Asia. His specialties include modern seismic data
acquisition and processing techniques, and integrated geological and
geophysical data interpretation. Since 1981 he has held
geophysical positions with Niko Resources Ltd., Gujarat State Petroleum
Corporation, Reliance Industries, Cubacan Exploration Inc., PetroCanada,
GEDCO, Eurocan USA and British Petroleum. Mr. Roy graduated
from St. Mary’s University of Halifax, Nova Scotia in 1982 with a B.Sc. in
Geology and has been certified as a Professional
Geophysicist.
|
Allan
J. Kent
|
54
|
Mr.
Kent was elected a Director, Executive Vice President and Chief Financial
Officer of our company on August 29, 2003. Mr. Kent has in
excess of 26 years experience in the area of oil and gas exploration
finance and has, since 1987, held a number of senior management positions
and directorships with Cubacan Exploration Inc., Endeavour Resources Inc.
and MacDonald Oil Exploration Ltd., all publicly listed
companies. Prior thereto, beginning in 1980, he was a
consultant in various capacities to a number of companies in the oil and
gas industry. He received his Bachelor of Mathematics degree in
1977 from the University of Waterloo, Ontario.
|
Brent
J. Peters
|
35
|
Mr.
Peters was elected a Director of our company on February 25,
2002. Mr. Peters has been Vice President of Finance and
Treasurer of Northfield Capital Corporation, a publicly traded investment
company acquiring shares in public and private corporations since
1997. Mr. Peters is the CFO and a Director of Gold Eagle Mines
Ltd. as well as a Director of Aranka Gold Inc. Mr. Peters has a
Bachelor of Business Administration degree, specializing in
accounting.
|
Peter
R. Smith
|
60
|
Mr.
Smith was elected a Director of our company on January 8,
2004. Mr. Smith currently sits on the Board of Directors of
Brampton Brick Limited and the Board of Toronto Waterfront Revitalization
Corporation. Mr. Smith was elected Chairman of the Board of the
Greater Toronto Transportation Authority (GO Transit) in March 2004, and a
director of Tarion Warranty Corporation (a Canadian new home warranty
company) in April 2004. Since 1989, Mr. Smith has been
President and co-owner of Andrin Limited, a large developer/builder of
housing in Canada. Mr. Smith has held the position of Chairman
of the Board of Directors, Canada Mortgage and Housing Corporation (CMHC),
from September 1995 to September 2003. On February
14, 2001, the Governor General of Canada announced the appointment of Mr.
Smith as a Member of the Order of Canada, effective November 15,
2000. Mr. Smith holds a Masters Degree in Political Science
(Public Policy) from the State University of New York, and an Honours B.A.
History and Political Science, Dean’s Honour List, McMaster University,
Ontario.
|
Michael
J. Hudson
|
61
|
Mr.
Hudson was elected a Director of our company on May 17,
2004. Mr. Hudson is a retired partner with the accounting firm
Grant Thornton LLP. Mr. Hudson was with Grant Thornton for 20
years and with his experience in the oil and gas industry he was
responsible for Assurance services and providing advice to private,
not-for-profit and public company clients listed on Canadian and US
exchanges. Mr. Hudson spent two years in London, England
assisting the Institute of Chartered Accountants in England and Wales with
the start up of a consulting service to members on best practices for the
management of their firms including ethics and governance
issues. Upon returning to Canada he went on secondment for 18
months with the Auditor General of Canada to learn and apply the
disciplines of "value for money" auditing. He was co-director
of the comprehensive (value for money) audit of Statistics Canada
reporting in the 1983 Auditor General’s Report.
|
Dr.
Avinash Chandra
|
65
|
Dr.
Chandra was elected a Director of our company on October 1,
2005. Dr. Chandra has over 45 years of experience in the
international as well as the Indian oil and gas sector. He was
the first Directorate General of Hydrocarbons, at the level of Special
Secretary to the Government of India for a period of 10 years until his
retirement in 2003. Dr. Chandra received his Ph.D. in petroleum
geology from the Imperial College, University of London, United
Kingdom. His post graduate work includes a Post Graduate
Diploma of Imperial College in Petroleum Geology and Petroleum Reservoir
Engineering as well as a M.Sc. (Applied Geology) and B.Sc. (Hons) from the
Lucknow University in India.
|
·
|
the
appointment, compensation and oversight of the work performed by our
independent auditor,
|
·
|
the
adoption and assurance of compliance with a pre-approval policy with
respect to services provided by the independent
auditor,
|
·
|
at
least annually, obtain and review a report by our independent auditor as
to relationships between the independent auditor and our company so as to
assure the independence of the independent
auditor,
|
·
|
review
the annual audited and quarterly financial statements with our management
and the independent auditor, and
|
·
|
discuss
with the independent auditor their required disclosure relating to the
conduct of the audit.
|
Name
and Principal Position
(a)
|
Year
(b)
|
Salary
($)
(c)
|
Bonus
($)
(d)
|
Stock
Awards
($)
(e)
|
Option
Awards
($)
(1)
(f)
|
Non-Equity
Incentive Plan Compen-
sation
($)
(g)
|
Nonqualified
Deferred Compen-
sation
Earnings
($)
(h)
|
All
Other Compen-sation
($)
(i)
|
Total
($)
(j)
|
Jean
Paul Roy, (3)
President & CEO
|
2007
2006
|
350,000
350,000
|
-0-
-0-
|
-0-
-0-
|
166,396
404,104
|
Nil
Nil
|
Nil
Nil
|
48,000
(5)
44,280
(6)
|
547,236
798,384
|
Allan
J. Kent, (4)
Exec
VP & CFO
|
2007
2006
|
185,000
185,000
|
-0-
-0-
|
-0-
-0-
|
166,396
404,104
|
Nil
Nil
|
Nil
Nil
|
30,330
(7)
-0-
|
391,726
589,104
|
Miles
Leggett (8)
Geoscience
Specialist
|
2007
2006
|
158,400
117,425
|
10,000
-0-
|
-0-
-0-
|
183,781
137,644
|
Nil
Nil
|
Nil
Nil
|
-0-
-0-
|
352,181
255,069
|
B.
Mohapatra (8)
Country
Manager, India
|
2007
2006
|
137,391
63,459
|
-0-
52,126
|
-0-
-0-
|
293,228
86,076
|
Nil
Nil
|
Nil
Nil
|
-0-
-0-
|
430,619
201,661
|
(1)
|
Represents
the dollar amount recognized for financial statement reporting purposes
with respect to the fiscal year in accordance with FAS
123R. See Note 8b to Notes to Financial Statements for the year
ended December 31, 2007.
|
(2)
|
Messrs.
Roy and Kent are also Directors of our company; however they receive no
additional compensation for serving in those
capacities.
|
(3)
|
The
salary and bonus amounts are paid to RGB, a Barbados company wholly owned
by Mr. Roy, pursuant to the terms of a TSA described
below.
|
(4)
|
The
salary and bonus amounts are paid to D.I. Investments Ltd., a company
controlled by Mr. Kent, pursuant to an oral arrangement described
below.
|
(5)
|
Costs
paid for by us included in this amount are $21,720 for airfare for the
family of Mr. Roy to travel to India from their home once during the
calendar year and $26,280 for medical coverage for Mr. Roy and his
family.
|
(6)
|
Costs
paid for by us included in this amount are $18,780 for airfare for the
family of Mr. Roy to travel to India from their home two times during the
calendar year and $25,500 for medical coverage for Mr. Roy and his
family.
|
(7)
|
Costs
paid for by us included in this amount are $30,330 for medical coverage
for Mr. Kent and his family.
|
(8)
|
The
salary and bonus amounts are paid to these persons as an employee and not
as an executive officer.
|
Option
Awards
|
Stock
Awards
|
|||||||
Name
(a)
|
Number
of securities underlying unexercised Options
(#)
Exercisable/
Unexercisable
(b-c)
|
Equity
Incentive Plan Awards:
Number
of Securities Underlying Unexercised Unearned Options
(#)
(d)
|
Option
Exercise Price
($)
(e)
|
Option
Expiration Date
mm/dd/yy
(f)
|
Number
of shares or units of Stock held that have not vested
(#)
(g)
|
Market
value of shares or units of Stock held that have not vested (1)
($)
(h)
|
Equity
Incentive Plan Awards: Number of Unearned Shares, Units or
Other Rights That Have Not Vested
(#)
(i)
|
Equity
Incentive Plan Awards: Market or payout value of Unearned Shares, Units or
Other Rights That Have Not Vested
($)
(j)
|
Jean
Paul Roy
|
300,000
|
-0-
|
1.10
|
08/31/08
|
-0-
|
-0-
|
-0-
|
-0-
|
500,000
|
-0-
|
3.95
|
07/25/16
|
-0-
|
-0-
|
-0-
|
-0-
|
|
Allan
J. Kent
|
300,000
|
-0-
|
1.10
|
08/31/08
|
-0-
|
-0-
|
-0-
|
-0-
|
500,000
|
-0-
|
3.95
|
07/25/16
|
-0-
|
-0-
|
-0-
|
-0-
|
|
Miles
Leggett
|
150,000
|
-0-
|
3.95
|
12/31/09
|
-0-
|
-0-
|
-0-
|
-0-
|
150,000
|
-0-
|
5.03
|
12/31/10
|
150,000
|
-0-
|
-0-
|
-0-
|
|
B.
Mohapatra
|
90,000
|
-0-
|
6.50
|
08/24/08
|
-0-
|
-0-
|
-0-
|
-0-
|
210,000
|
-0-
|
3.95
|
12/31/09
|
140,000
|
106,400
|
-0-
|
-0-
|
|
150,000
|
-0-
|
5.03
|
12/31/10
|
150,000
|
-0-
|
-0-
|
-0-
|
Name
(a)
|
Fees
earned or paid in cash
($)
(b)
|
Stock
Awards
($)
(1)
(c)
|
Option
Awards
($)
(1)
(d)
|
Non-Equity
Incentive Plan Compensation
($)
(e)
|
Non-Qualified
Deferred Compensation Earnings
(f)
|
All
Other Compensation
($)
(g)
|
Total
($)
(h)
|
Peter
Smith
|
5,000
|
-0-
|
103,800
|
-0-
|
-0-
|
-0-
|
108,800
|
Brent
Peters
|
5,000
|
-0-
|
103,800
|
-0-
|
-0-
|
-0-
|
108,800
|
Michael
Hudson
|
31,000
|
-0-
|
103,800
|
-0-
|
-0-
|
-0-
|
134,800
|
Dr.
Avinash Chandra
|
29,500
|
-0-
|
103,800
|
-0-
|
-0-
|
-0-
|
133,300
|
|
(1)
|
Represents
the dollar amount recognized for financial statement reporting purposes
with respect to the fiscal year in accordance with FAS
123R. See Note 8b to Notes to Financial Statements for the year
ended December 31, 2007.
|
· Africa
Oil Corp. (TSX-V)
|
· Pacific
Stratus Energy Ltd. (TSX)
|
· Candax
Petroleum Inc. (TSX)
|
· Pan
Orient Energy Ltd. (TSX-V)
|
· Canoro
Resources Ltd. (TSX-V)
|
· Serica
Energy PLC. (TSX-V)
|
· CGX
Energy Inc. (TSX-V)
|
· Sterling
Resources Ltd. (TSX-V)
|
· Cirrus
Energy Corp. (TSX-V)
|
· Stratic
Energy Corp. (TSX-V/AIM
|
· Falcon
Oil & Gas Ltd. (TSX-V)
|
· Verenex
Energy Inc. (TSX)
|
· Ithaca
Energy Inc. (TSX-V/AIM)
|
· Winstar
Resources Ltd. (TSX)
|
· Mart
Resources, Inc. (TSX-V)
|
Name
and Address of Beneficial Owner
|
Number of Shares Beneficially
Owned (1)
|
Percentage
of Outstanding Common Stock
|
Jean
Paul Roy (2)
c/o
GeoGlobal Resources Inc.
Suite
310, 605 – 1 Street SW
Calgary,
Alberta T2P 3S9
|
32,846,000
(3)
|
45.5%
|
Allan
J. Kent
c/o
GeoGlobal Resources Inc.
Suite
310, 605 – 1 Street SW
Calgary,
Alberta T2P 3S9
|
1,175,000
(4)
|
1.6%
|
Brent
J. Peters
c/o
Northfield Capital Corporation
Suite
301, 141 Adelaide Street West
Toronto,
ON M5H 3L5
|
221,567
(5)
|
Less
than 0.5%
|
Peter
R. Smith
c/o
Andrin Limited
Suite
202, 197 County Court Boulevard
Brampton,
Ontario L6W 4P6
|
150,000
(6)
|
Less
than 0.5%
|
Michael
J. Hudson
439
Mayfair Avenue
Ottawa,
ON K1Y 0K7
|
150,000
(7)
|
Less
than 0.5%
|
Dr.
Avinash Chandra
B-102, Sector
26
Noida,
Uttar Pradesh
India 201301
|
184,434
(8)
|
Less
than 0.5%
|
All
officers and directors as a group (6 persons)
|
34,727,001
|
48.1%
|
(1)
|
For
purposes of the above table, a person is considered to "beneficially own"
any shares with respect to which he or she exercises sole or shared voting
or investment power or of which he or she has the right to acquire the
beneficial ownership within 60 days following May 30,
2008.
|
(2)
|
Of
the shares held beneficially by Mr. Roy, an aggregate of 5 million shares
are held in escrow pursuant to the terms of the agreement whereby we
purchased the outstanding capital stock of GeoGlobal Resources (India)
Inc. from Mr. Roy. Under the terms of the escrow agreement, Mr.
Roy has the voting rights with respect to these
shares.
|
(3)
|
Includes
32,046,000 shares of Common Stock and 800,000 options to purchase Common
Stock exercisable within 60 days of May 30,
2008
|
(4)
|
Includes
375,000 shares of Common Stock and 800,000 options to purchase Common
Stock exercisable within 60 days of May 30,
2008.
|
(5)
|
Includes
71,567 shares of Common Stock and options to purchase 150,000 shares of
Common Stock exercisable within 60 days of May 30,
2008.
|
(6)
|
Includes
options to purchase 150,000 shares of Common Stock exercisable within 60
days of May 30, 2008.
|
(7)
|
Includes
options to purchase 150,000 shares of Common Stock exercisable within 60
days of May 30, 2008.
|
(8)
|
Includes
51,100 shares of Common Stock and options to purchase 133,334 shares of
Common Stock exercisable within 60 days of May 30,
2008.
|
(a)
|
(b)
|
(c)
|
|
Plan
Category
|
Number
of securities to be issued upon exercise of outstanding options, warrants
and rights
|
Weighted-average
exercise price of outstanding options, warrants and rights
|
Number
of securities remaining available for future issuance under equity
compensation plans (excluding securities reflected in column
(a))
|
Equity
compensation plans approved by security holders
|
4,470,000
|
$4.04
|
2,380,697
|
Equity
compensation plans not approved by security holders
|
0
|
0
|
0
|
Total
|
4,470,000
|
$4.04
|
2,380,697
|
Audit
Fees
|
Audit
Related Fees
|
Tax
Fees
|
All
Other Fees
|
|
2007
|
428,205
|
--
|
--
|
164,709
|
2006
|
88,281
|
26,452
|
--
|
37,425
|
Exhibit
|
Description
|
3.1
|
Certificate
of Incorporation of the Registrant, as amended
(1)
|
3.2
|
Bylaws
of the Registrant, as amended (4)
|
3.3
|
Certificate
of Amendment filed with the State of Delaware on November 25, 1998 (2)
|
3.4
|
Certificate
of Amendment filed with the State of Delaware on December 4, 1998 (2)
|
3.5
|
Certificate
of Amendment filed with the State of Delaware on March 18, 2003 (5)
|
3.6
|
Certificate
of Amendment filed with the State of Delaware on January 8, 2004 (5)
|
4.1
|
Specimen
stock certificate of the Registrant (5)
|
10.1
|
Restated
1993 Stock Incentive Plan (1)
|
10.2
|
1994
Directors Stock Option Plan (1)
|
10.3
|
1994
Stock Option Plan (1)
|
10.4
|
1993
Stock Incentive Plan (1)
|
10.5
|
1998
Stock Incentive Plan (2)
|
10.6
|
Stock
Purchase Agreement dated April 4, 2003 by and among Suite101.com, Inc.,
Jean Paul Roy and GeoGlobal Resources (India) Inc. (3)
|
10.7
|
Amendment
dated August 29, 2003 to Stock Purchase Agreement dated April 4, 2003
(4)
|
10.8
|
Technical
Services Agreement dated August 29, 2003 between Suite101.com, Inc. and
Roy Group (Barbados) Inc. (4)
|
10.8.1
|
Amendment
to Technical Services Agreement dated January 31, 2006 between GeoGlobal
Resources Inc. and Roy Group (Barbados) Inc. (8)
|
10.9
|
Participating
Interest Agreement dated March 27, 2003 between GeoGlobal Resources
(India) Inc. and Roy Group (Mauritius) Inc. (4)
|
10.10
|
Escrow
Agreement dated August 29, 2003 among Registrant, Jean Paul Roy and
Computershare Trust Company of Canada (4)
|
10.11
|
Promissory
Note dated August 29, 2003 payable to Jean Paul Roy (4)
|
10.12
|
Production
Sharing Contract dated February 4, 2003 among The Government of India,
Gujarat State Petroleum Corporation Limited, Jubilant Enpro Limited and
GeoGlobal Resources (India) Inc. (6)
|
10.13
|
Production
Sharing Contract dated February 6, 2004 among The Government of India,
Gujarat State Petroleum Corporation Limited, Jubilant Enpro Private
Limited and GeoGlobal Resources (Barbados) Inc. (6)
|
10.14
|
Production
Sharing Contract dated February 6, 2004 among The Government of India,
Gujarat State Petroleum Corporation Limited, Jubilant Enpro Private
Limited, Prize Petroleum Company Limited and GeoGlobal Resources
(Barbados) Inc. (6)
|
10.15
|
Carried
Interest Agreement dated August 27, 2002 between Gujarat State Petroleum
Corporation Limited and GeoGlobal Resources (India) Inc. (5)
|
10.19
|
Production
Sharing Contract dated September 23, 2005 between the Government of
India and GeoGlobal Resources (Barbados) Inc.
(7)
|
10.20
|
Production
Sharing Contract dated September 23, 2005 between the Government of
India, Gujarat State Petroleum Corporation Limited, GAIL (India) Ltd.,
Jubilant Capital Pvt. Ltd. and GeoGlobal Resources (Barbados) Inc.
(7)
|
10.21
|
Production
Sharing Contract dated March 2, 2007 between the Government of India, Oil
India Limited and GeoGlobal Resources (Barbados) Inc.
(9)
|
10.22
|
Production
Sharing Contract dated March 2, 2007 between the Government of India, Oil
India Limited and GeoGlobal Resources (Barbados) Inc.
(9)
|
10.23
|
Production
Sharing Contract dated March 2, 2007 between the Government of India, Oil
India Limited, Hindustan Petroleum Corpn. Ltd. and GeoGlobal Resources
(Barbados) Inc.
(9)
|
10.24
|
Production
Sharing Contract dated March 2, 2007 between the Government of India and
GeoGlobal Resources (Barbados) Inc.
(9)
|
10.25
|
Form
of Warrant Certificate issued to subscribers relating to the offer and
sale of Units from June 2007 financing (10)
|
10.26
|
Compensation
Option dated June 20, 2007 between the Company and Primary Capital Inc.
for the issuance of 170,400 compensation options (10)
|
10.27
|
Compensation
Option dated June 20, 2007 between the Company and Jones, Gable &
Company Limited for the issuance of 170,400 compensation options (10)
|
10.28
|
JOA
dated August 7, 2003 between Gujarat State Petroleum Corporation Limited,
Jubilant Enpro Limited and GeoGlobal Resources (India) Inc.
(11)
|
10.29
|
Assignment
Agreement for Exploration Blocks in Arab Republic of Egypt dated January
8, 2008 (12)
|
10.30
|
Option
Agreement for Participation in Exploration Blocks in Arab Republic of
Egypt dated January 8, 2008 (12)
|
14
|
Code
of Ethics. (5)
|
21
|
Subsidiaries
of the Registrant:
|
|
Name
|
State
or Jurisdiction of Incorporation
|
|
GeoGlobal
Resources (India) Inc.
|
Barbados
|
|
GeoGlobal
Resources (Canada) Inc.
|
Alberta
|
|
GeoGlobal
Resources (Barbados) Inc.
|
Barbados
|
|
GGR
Oil & Gas (India) Private Limited
|
India
|
|
23
|
Consent
of experts and counsel:
|
|
(1)
|
Filed
as an Exhibit to Neuro Navigational Corporation Form 10-KSB No. 0-25136
dated September 30, 1994.
|
(2)
|
Filed
as an Exhibit to our Current Report on Form 8-K dated December 10,
1998.
|
(3)
|
Filed
as exhibit 10.1 to our Quarterly Report on Form 10-QSB for the quarter
ended March 31, 2003.
|
(4)
|
Filed
as an exhibit to our Current Report on Form 8-K for August 29,
2003.
|
(5)
|
Filed
as an Exhibit to our Form 10-KSB dated April 1,
2004.
|
(6)
|
Filed
as an Exhibit to our Form 10-KSB/A dated April 28,
2004.
|
(7)
|
Filed
as an Exhibit to our Quarterly Report on Form 10-QSB for the quarter ended
September 30, 2005.
|
(8)
|
Filed
as an Exhibit to our Current Report on Form 8-K dated January 31,
2006.
|
(9)
|
Filed
as an Exhibit to our Quarterly Report on Form 10-Q for the quarter ending
March 31, 2007.
|
|
(10)
Filed as an Exhibit to our Current Report on Form 8-K dated June 27,
2007.
|
|
(11)
Filed as an Exhibit to our Current Report on Form 8-K dated August 14,
2007.
|
|
(12)
Filed as an Exhibit to our Current Report on Form 8-K dated January 8,
2008.
|
|
(13) Filed
herewith.
|
-
KPMG Audit Report
|
FS
73
|
||
- KPMG Audit of Internal
Control over Financial Reporting
|
FS
74
|
||
-
Ernst & Young Audit Report
|
FS
76
|
||
Financial
Statements
|
|||
FS
77
|
|||
FS
78
|
|||
FS
79
|
|||
FS
80
|
|||
FS
81-115
|
·
|
Inadequate
complement of personnel with appropriate expertise or experience in
generally accepted accounting
principles
|
·
|
Limited
accounting personnel with sufficient expertise in generally accepted
accounting principles to enable effective segregation of duties with
respect to recording journal entries and to allow for appropriate
monitoring of financial reporting matters and internal control over
financial reporting
|
GEOGLOBAL
RESOURCES INC.
(a
development stage enterprise)
|
||||||||
December
31, 2007
US
$
|
December
31, 2006
US
$
|
|||||||
Assets
|
Restated
note
8(c)
|
|||||||
Current
|
||||||||
Cash
and cash equivalents
|
48,134,858 | 32,362,978 | ||||||
Accounts
receivable
|
171,977 | 202,821 | ||||||
Prepaids
and deposits
|
100,052 | 31,232 | ||||||
48,406,887 | 32,597,031 | |||||||
Restricted
deposits (note13)
|
4,555,480 | 3,590,769 | ||||||
Property
and equipment (note 4)
|
157,398 | 183,427 | ||||||
Oil
and gas interests, not subject to depletion (note 5)
|
27,099,547 | 12,121,334 | ||||||
80,219,312 | 48,492,561 | |||||||
Liabilities
|
||||||||
Current
|
||||||||
Accounts
payable
|
3,908,506 | 1,888,103 | ||||||
Accrued
liabilities
|
2,355,322 | 33,487 | ||||||
Due
to related companies (notes 10c, 10d and 10e)
|
66,152 | 33,605 | ||||||
6,329,980 | 1,955,195 | |||||||
Asset
retirement obligation (note 6)
|
318,922 | -- | ||||||
6,648,902 | 1,955,195 | |||||||
Stockholders'
Equity
|
||||||||
Capital
stock (note 7)
|
||||||||
Authorized
|
||||||||
100,000,000
common shares with a par value of US$0.001 each
|
||||||||
1,000,000
preferred shares with a par value of US$0.01 each
|
||||||||
Issued
|
||||||||
72,205,755
common shares (December 31, 2006 – 66,208,255)
|
57,614 | 51,617 | ||||||
Additional
paid-in capital
|
82,791,057 | 52,900,900 | ||||||
Deficit
accumulated during the development stage
|
(9,278,261 | ) | (6,415,151 | ) | ||||
73,570,410 | 46,537,366 | |||||||
80,219,312 | 48,492,561 | |||||||
See
Commitments, Contingencies and Guarantees (note 13)
The
accompanying notes are an integral part of these Consolidated Financial
Statements
|
GEOGLOBAL
RESOURCES INC.
(a
development stage enterprise)
|
||||||||||||||||
Year
ended
Dec
31, 2007
US
$
|
Year
ended
Dec
31, 2006
US
$
|
Year
ended
Dec
31, 2005
US
$
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
US
$
|
|||||||||||||
Restated
note
8(c)
|
Restated
note
8(c)
|
Restated
notes 8(c) & 14(a)
|
||||||||||||||
Expenses (notes 10c,
10d, and 10e)
|
||||||||||||||||
General
and administrative
|
2,280,232 | 1,890,926 | 495,326 | 5,275,874 | ||||||||||||
Consulting
fees
|
356,912 | 1,104,106 | 2,947,126 | 5,160,714 | ||||||||||||
Professional
fees
|
1,037,971 | 251,261 | 201,298 | 1,790,647 | ||||||||||||
Depreciation
|
55,425 | 49,323 | 49,531 | 266,735 | ||||||||||||
3,730,540 | 3,295,616 | 3,693,281 | 12,493,970 | |||||||||||||
Other
expenses (income)
|
||||||||||||||||
Consulting
fees recovered
|
-- | -- | (12,950 | ) | (66,025 | ) | ||||||||||
Equipment
costs recovered
|
-- | -- | (12,950 | ) | (19,395 | ) | ||||||||||
Gain
on sale of equipment
|
-- | -- | (42,228 | ) | (42,228 | ) | ||||||||||
Foreign
exchange (gain) loss
|
(21,510 | ) | 4,737 | (319 | ) | 5,037 | ||||||||||
Interest
income (note 3)
|
(2,165,920 | ) | (1,751,550 | ) | (462,174 | ) | (4,413,098 | ) | ||||||||
(2,187,430 | ) | (1,746,813 | ) | (530,621 | ) | (4,535,709 | ) | |||||||||
Net
loss and comprehensive loss
|
(1,543,110 | ) | (1,548,803 | ) | (3,162,660 | ) | (7,958,261 | ) | ||||||||
Net
loss per share
– basic and diluted
(note 7e)
|
(0.04 | ) | (0.03 | ) | (0.06 | ) |
GEOGLOBAL
RESOURCES INC.
(a
development stage enterprise)
|
||||||||||||||||||||
Number
of
shares
|
Capital Stock
US
$
|
Additional
paid-in
capital
US
$
|
Accumulated
Deficit
US
$
|
Stockholders'
Equity
US
$
|
||||||||||||||||
Restated
note
8(c)
|
Restated
note 8(c)
|
Restated
note 8(c)
|
||||||||||||||||||
Common
shares issued on incorporation - Aug 21, 2002
|
1,000 | 64 | -- | -- | 64 | |||||||||||||||
Net
loss and comprehensive loss for the period
|
-- | -- | -- | (13,813 | ) | (13,813 | ) | |||||||||||||
Balance
at December 31, 2002
|
1,000 | 64 | -- | (13,813 | ) | (13,749 | ) | |||||||||||||
Capital
stock of GeoGlobal at August 29, 2003
|
14,656,687 | 14,657 | -- | 10,914,545 | 10,929,202 | |||||||||||||||
Elimination
of GeoGlobal capital stock in recognition
of
reverse takeover (note 9)
|
(1,000 | ) | (14,657 | ) | -- | (10,914,545 | ) | (10,929,202 | ) | |||||||||||
Common
shares issued during the year:
|
||||||||||||||||||||
On
acquisition (note 9)
|
34,000,000 | 34,000 | 1,072,960 | -- | 1,106,960 | |||||||||||||||
Options
exercised for cash
|
396,668 | 397 | 101,253 | -- | 101,650 | |||||||||||||||
December
2003 private placement financing
|
6,000,000 | 6,000 | 5,994,000 | -- | 6,000,000 | |||||||||||||||
Share
issuance costs on private placement
|
-- | -- | (483,325 | ) | -- | (483,325 | ) | |||||||||||||
Share
issuance costs on acquisition
|
-- | -- | (66,850 | ) | -- | (66,850 | ) | |||||||||||||
Stock-based
compensation
|
-- | -- | 62,913 | -- | 62,913 | |||||||||||||||
Net
loss and comprehensive loss for the year
|
-- | -- | -- | (518,377 | ) | (518,377 | ) | |||||||||||||
Balance
at December 31, 2003
|
55,053,355 | 40,461 | 6,680,951 | (532,190 | ) | 6,189,222 | ||||||||||||||
Common
shares issued during the year:
|
||||||||||||||||||||
Options
exercised for cash
|
115,000 | 115 | 154,785 | -- | 154,900 | |||||||||||||||
Broker
Warrants exercised for cash
|
39,100 | 39 | 58,611 | -- | 58,650 | |||||||||||||||
Stock-based
compensation
|
-- | -- | 350,255 | -- | 350,255 | |||||||||||||||
Net
loss and comprehensive loss for the year
|
-- | -- | -- | (1,171,498 | ) | (1,171,498 | ) | |||||||||||||
Balance
at December 31, 2004
|
55,207,455 | 40,615 | 7,244,602 | (1,703,688 | ) | 5,581,529 | ||||||||||||||
Common
shares issued during the year:
|
||||||||||||||||||||
Options
exercised for cash
|
739,000 | 739 | 1,004,647 | -- | 1,005,386 | |||||||||||||||
2003
Purchase Warrants exercised for cash
|
2,214,500 | 2,214 | 5,534,036 | -- | 5,536,250 | |||||||||||||||
Broker
Warrants exercised for cash
|
540,900 | 541 | 810,809 | -- | 811,350 | |||||||||||||||
September
2005 private placement financing
|
4,252,400 | 4,252 | 27,636,348 | -- | 27,640,600 | |||||||||||||||
Share
issuance costs on private placement
|
-- | -- | (1,541,686 | ) | -- | (1,541,686 | ) | |||||||||||||
Stock-based
compensation
|
-- | -- | 4,354,256 | -- | 4,354,256 | |||||||||||||||
Net
loss and comprehensive loss for the year
|
-- | -- | -- | (3,162,660 | ) | (3,162,660 | ) | |||||||||||||
Balance
at December 31, 2005
|
62,954,255 | 48,361 | 45,043,012 | (4,866,348 | ) | 40,225,025 | ||||||||||||||
Common
shares issued during the year:
|
||||||||||||||||||||
Options
exercised for cash
|
2,284,000 | 2,285 | 2,706,895 | -- | 2,709,180 | |||||||||||||||
Options
exercised for notes receivable
|
184,500 | 185 | 249,525 | -- | 249,710 | |||||||||||||||
2003
Purchase Warrants exercised for cash
|
785,500 | 786 | 1,962,964 | -- | 1,963,750 | |||||||||||||||
Share
issuance costs
|
-- | -- | (74,010 | ) | -- | (74,010 | ) | |||||||||||||
Stock-based
compensation
|
-- | -- | 3,012,514 | -- | 3,012,514 | |||||||||||||||
Net
loss and comprehensive loss for the year
|
-- | -- | -- | (1,548,803 | ) | (1,548,803 | ) | |||||||||||||
Balance
at December 31, 2006
|
66,208,255 | 51,617 | 52,900,900 | (6,415,151 | ) | 46,537,366 | ||||||||||||||
Common
shares issued during the year:
|
||||||||||||||||||||
Options exercised for
cash (note 8e)
|
317,500 | 317 | 320,358 | -- | 320,675 | |||||||||||||||
June 2007 private placement
financing (note 7a)
|
5,680,000 | 5,680 | 28,394,320 | -- | 28,400,000 | |||||||||||||||
Share issuance costs on private
placement (note 7a)
|
-- | -- | (2,612,973 | ) | -- | (2,612,973 | ) | |||||||||||||
2007 Compensation
Options (note 7a)
|
-- | -- | 705,456 | -- | 705,456 | |||||||||||||||
2005 Stock Purchase Warrant
modification (note 7f)
|
-- | -- | 1,320,000 | (1,320,000 | ) | -- | ||||||||||||||
2005
Compensation Option & Warrant
modification
(note 7f)
|
-- | -- | 240,000 | -- | 240,000 | |||||||||||||||
Stock-based compensation
(note 8b)
|
-- | -- | 1,522,996 | -- | 1,522,996 | |||||||||||||||
Net
loss and comprehensive loss for the year
|
-- | -- | -- | (1,543,110 | ) | (1,543,110 | ) | |||||||||||||
5,997,500 | 5,997 | 29,890,157 | (2,863,110 | ) | 27,033,044 | |||||||||||||||
Balance
as at December 31, 2007
|
72,205,755 | 57,614 | 82,791,057 | (9,278,261 | ) | 73,570,410 | ||||||||||||||
See
note 7 for further information
The
accompanying notes are an integral part of these Consolidated Financial
Statements
|
GEOGLOBAL
RESOURCES INC.
(a
development stage enterprise)
|
||||||||||||||||
Year
ended
Dec
31, 2007
US
$
|
Year
ended
Dec
31, 2006
US
$
|
Year
ended
Dec
31, 2005
US
$
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
US
$
|
|||||||||||||
Restated
note
8(c)
|
Restated
note
8(c)
|
Restated
notes
8(c)
and 14(a)
|
||||||||||||||
Cash
flows provided by (used in) operating activities:
|
||||||||||||||||
Net
loss
|
(1,543,110 | ) | (1,548,803 | ) | (3,162,660 | ) | (7,958,261 | ) | ||||||||
Adjustments
to reconcile net loss to net cash used
in
operating activities:
|
||||||||||||||||
Depreciation
|
55,425 | 49,323 | 49,531 | 266,735 | ||||||||||||
Gain
on sale of equipment
|
-- | -- | (42,228 | ) | (42,228 | ) | ||||||||||
Stock-based
compensation (note 8b)
|
670,992 | 1,588,289 | 2,681,680 | 5,285,645 | ||||||||||||
2005
Compensation Option and Warrant
modification (note
7f)
|
240,000 | -- | -- | 240,000 | ||||||||||||
Changes
in operating assets and liabilities:
|
||||||||||||||||
Accounts
receivable
|
30,844 | (63,786 | ) | 42,202 | (96,977 | ) | ||||||||||
Prepaids
and deposits
|
(34,425 | ) | (25,514 | ) | (5,718 | ) | (65,657 | ) | ||||||||
Accounts
payable
|
293,007 | (23,720 | ) | 24,307 | 327,658 | |||||||||||
Accrued
liabilities
|
406,513 | (10,013 | ) | 22,500 | 440,000 | |||||||||||
Due
to related companies
|
32,547 | (210,847 | ) | 224,828 | 24,396 | |||||||||||
151,793 | (245,071 | ) | (165,558 | ) | (1,578,689 | ) | ||||||||||
Cash
flows provided by (used in) investing activities:
|
||||||||||||||||
Oil
and gas interests
|
(13,807,287 | ) | (6,739,386 | ) | (1,578,124 | ) | (22,763,336 | ) | ||||||||
Property
and equipment
|
(29,396 | ) | (142,924 | ) | (36,876 | ) | (464,705 | ) | ||||||||
Proceeds
on sale of equipment
|
-- | -- | 82,800 | 82,800 | ||||||||||||
Cash
acquired on acquisition (note 9)
|
-- | -- | -- | 3,034,666 | ||||||||||||
Restricted
deposits (note 13a)
|
(964,711 | ) | (3,198,284 | ) | (185,689 | ) | (4,555,480 | ) | ||||||||
Changes
in investing assets and liabilities:
|
||||||||||||||||
Cash
call receivable
|
-- | 49,947 | (22,436 | ) | -- | |||||||||||
Prepaids
and deposits
|
(34,395 | ) | -- | -- | (34,395 | ) | ||||||||||
Accounts
payable
|
1,727,396 | 1,763,478 | 94,415 | 3,531,840 | ||||||||||||
Accrued
liabilities
|
1,915,322 | -- | (33,442 | ) | 1,915,322 | |||||||||||
(11,193,071 | ) | (8,267,169 | ) | (1,679,352 | ) | (19,253,288 | ) | |||||||||
Cash
flows provided by (used in) financing activities:
|
||||||||||||||||
Proceeds
from issuance of common shares
|
28,720,675 | 4,922,640 | 34,993,586 | 74,952,165 | ||||||||||||
Share
issuance costs
|
(1,907,517 | ) | (74,010 | ) | (1,541,686 | ) | (4,073,388 | ) | ||||||||
Changes
in financing liabilities:
|
||||||||||||||||
Note
payable (note 10a)
|
-- | -- | -- | (2,000,000 | ) | |||||||||||
Accounts
payable
|
-- | (10,800 | ) | 10,800 | 61,078 | |||||||||||
Due
to related companies
|
-- | -- | -- | 26,980 | ||||||||||||
26,813,158 | 4,837,830 | 33,462,700 | 68,966,835 | |||||||||||||
Net
increase (decrease) in cash and cash equivalents
|
15,771,880 | (3,674,410 | ) | 31,617,790 | 48,134,858 | |||||||||||
Cash
and cash equivalents, beginning of the year
|
32,362,978 | 36,037,388 | 4,419,598 | -- | ||||||||||||
Cash
and cash equivalents, end of the year
|
48,134,858 | 32,362,978 | 36,037,388 | 48,134,858 | ||||||||||||
Cash
and cash equivalents
|
||||||||||||||||
Current
bank accounts
|
327,253 | 316,329 | 127,803 | 327,253 | ||||||||||||
Term
deposits
|
47,807,605 | 32,046,649 | 35,909,585 | 47,807,605 | ||||||||||||
48,134,858 | 32,362,978 | 36,037,388 | 48,134,858 | |||||||||||||
Cash
taxes paid during the year
|
26,050 | 17,775 | 15,500 | 65,513 |
|
c)
|
Joint
operations
|
|
Net
loss per share is calculated based upon the weighted-average number of
shares outstanding during the period. The treasury stock method
is used to determine the dilutive effect of the stock
options. The treasury stock method assumes any proceeds
obtained upon exercise of options would be used to purchase common shares
at the average market price during the period. There are no
differences between net loss and the weighted-average number of shares
used in the calculation of the basic net loss per share and those used in
the calculation of diluted net loss per share as the effect of the options
and warrants on the diluted net loss per share calculations is
anti-dilutive for all periods
presented.
|
|
Comprehensive
loss includes all changes in equity except those resulting from
investments made by owners and distributions to
owners. Comprehensive loss consists only of net loss for all
periods presented.
|
|
f)
|
Use
of estimates
|
|
The
preparation of the consolidated financial statements in accordance with
accounting principles generally accepted in the United States requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the consolidated
financial statements and the reported amounts of revenues and expenses
during the reporting period. Significant estimates and
assumptions are used for, the useful lives of property and equipment,
income tax valuation allowances, valuation of stock-based compensation,
asset retirement obligations, realizable value of oil and gas interests
and contingencies. Actual results may differ from these
estimated amounts.
|
|
g)
|
Financial
instruments
|
|
The
Company has estimated the fair value of its financial instruments which
include cash and cash equivalents, restricted cash, accounts receivable,
accounts payable and due to related companies. The Company used
market information available as at period end to determine that the
carrying amounts of such financial instruments approximate fair value in
all cases. It is management’s opinion that the Company is not
exposed to significant interest, currency or credit risks arising from its
financial instruments.
|
|
Cash
and cash equivalents include cash on hand, balances with banks and
short-term deposits with original maturities of three months or
less.
|
|
The
Company translates integrated foreign operations into the functional
currency of the parent. Monetary assets and liabilities
denominated in foreign currencies are translated into U.S. dollars at
rates of exchange in effect at the date of the balance
sheet. Non-monetary items are translated at the rate of
exchange in effect when the assets are acquired or obligations
incurred. Revenues and expenses are translated at average rates
in effect during the period, with the exception of depreciation which is
translated at historic rates. Exchange gains and losses are
charged to operations.
|
|
The
Company follows the liability method of tax allocation. Under
this method, assets and liabilities are determined based on differences
between the tax basis of an asset or liability and its carrying value
using enacted tax rates anticipated to apply in the periods when the
temporary differences are expected to
reverse.
|
ii)
|
Capitalized costs
|
December
31, 2007
US$
|
December
31, 2006
US$
|
|||||||
Computer
and office equipment
|
381,905 | 324,419 | ||||||
Accumulated
depreciation
|
(224,507 | ) | (169,082 | ) | ||||
157,398 | 155,337 | |||||||
Office
condominium deposit
|
-- | 28,090 | ||||||
157,398 | 183,427 |
US$
|
||||
Exploration
costs incurred in:
|
||||
2002
|
21,925 | |||
2003
|
178,829 | |||
2004
|
506,269 | |||
2005
|
3,250,700 | |||
2006
|
8,163,611 | |||
Period
from Inception, Aug 21, 2002 to Dec 31, 2006 (restated note
8(c))
|
12,121,334 | |||
2007
|
14,978,213 | |||
Balance
– December 31, 2007
|
27,099,547 |
|
5.
|
Oil
and Gas Interests (continued)
|
|
c)
|
Carried
Interest Agreement
|
|
On
August 27, 2002, GeoGlobal entered into a CIA with GSPC, which grants the
Company a 10% Carried Interest (“CI”) (net 5% - see note 5d) in the KG
Offshore Block. The CIA provides that GSPC is responsible for
GeoGlobal's entire share of any and all costs incurred during the
Exploration Phase prior to the date of initial commercial
production.
|
|
5.
|
Oil
and Gas Interests (continued)
|
|
d)
|
Participating
Interest Agreement
|
|
i)
|
Exploration
Block KG-OSN-2001/3 (also referred to as “KG Offshore
Block”)
|
|
On
February 4, 2003, GeoGlobal, as to a 10% PI (net 5% - see note 5d)
together with its joint venture participants, Jubilant Oil & Gas Pvt.
Ltd. ("Jubilant") and GSPC, as to their 10% and 80% PI respectively,
entered into a PSC with respect to the KG Offshore Block with the
GOI. The KG Offshore Block covers an area of approximately
1,850 sq kms and is located offshore on the east coast of India in the
Krishna Godavari Basin. See also Carried Interest Agreement
note 5c. The PSC on this KG Offshore Block allows the joint
venture participants to explore for petroleum and natural gas over a 6.5
year period commencing March 12, 2003 subject to the work commitment as
outlined in note 13c.
|
|
ii)
|
Exploration Block CB-ONN-2002/2
(also referred to as “Mehsana
Block”)
|
|
On
February 6, 2004, GeoGlobal as to its 10% PI, along with its joint venture
participants, Jubilant and GSPC as to their 30% and 60% PI respectively,
entered into a PSC with respect to the Mehsana Block with the
GOI. The Mehsana Block covers an area of approximately 125 sq
kms in the Cambay Basin, located in the State of Gujarat. The
PSC on this Mehsana Block allows the joint venture participants to explore
for petroleum and natural gas over a 6 year period commencing May 31, 2004
subject to the work commitment as outlined in note
13b.
|
|
iii)
|
Exploration
Block CB-ONN-2002/3 (also
referred to as “Sanand/Miroli
Block”)
|
|
On
February 6, 2004, GeoGlobal as to its 10% PI, along with its joint venture
participants, Jubilant, GSPC, and Prize Petroleum Company Limited as to
their 20%, 55% and 15% PI respectively, entered into a PSC with respect to
the Sanand/Miroli Block with the GOI. The Sanand/Miroli Block
covers an area of approximately 285 sq kms in the Cambay Basin, located in
the province of Gujarat. The PSC on this Sanand/Miroli Block
allows the joint venture participants to explore for petroleum and natural
gas over a 6 year period commencing July 29, 2004 subject to the work
commitment as outlined in note 13b.
|
|
iv)
|
Exploration
Block CB-ONN-2003/2 (also
referred to as “Ankleshwar
Block”)
|
|
On
September 23, 2005, GeoGlobal as to its 10% PI, along with its joint
venture participants, Gail (India) Ltd., Jubilant Capital Pvt. Ltd. and
GSPC as to their 20%, 20% and 50% PI respectively, entered into a PSC with
respect to the Ankleshwar Block with the GOI. The Ankleshwar
Block covers an area of approximately 448 sq kms in the Cambay Basin,
located in the province of Gujarat. The PSC on this Ankleshwar
Block allows the joint venture participants to explore for petroleum and
natural gas over a 7 year period commencing April 1, 2006 subject to the
work commitment as outlined in note
13b.
|
|
v)
|
Exploration
Block DS-ONN-2003/1 (also
referred to as “DS 03
Block”)
|
|
On
September 23, 2005, GeoGlobal as to its 100% PI entered into a PSC with
respect to the DS 03 Block with the GOI. The DS 03 Block covers
an area of approximately 3,155 sq kms in the Deccan Syneclise Basin,
located in the northern portion of the State of Maharashtra in West
Central India. The PSC on this DS 03 Block allows GeoGlobal to
explore for petroleum and natural gas over a 7 year period commencing
September 4, 2006 subject to the work commitment as outlined in note
13b.
|
|
vi)
|
Exploration Block KG-ONN-2004/1
(also referred to as “KG Onshore
Block”)
|
|
On
March 2, 2007, GeoGlobal as to its 10% PI, along with its joint venture
participants, OIL as to their 90% PI, entered into a PSC with respect to
the KG Onshore Block with the GOI. The KG Onshore Block covers
an area of approximately 548 sq kms in the Krishna Godavari Basin, located
onshore on the east coast of India in the State of Andhra Pradesh in the
Krishna Godavari Basin. The PSC on this KG Onshore Block allows
the joint venture participants to explore for petroleum and natural gas
over a 7 year period commencing February 18, 2008, subject to the work
commitment as outlined in note 13b.
|
|
vii)
|
Exploration Block DS-ONN-2004/1
(also referred to as “DS 04
Block”)
|
|
On
March 2, 2007, GeoGlobal as to its 100% PI entered into a PSC with respect
to the DS 04 Block with the GOI. The DS 04 Block covers an area
of approximately 2,649 sq kms in the Deccan Syneclise Basin, located in
the northern portion of the State of Maharashtra. The PSC on this DS 04
Block allows GeoGlobal to explore for petroleum and natural gas over an 8
year period commencing June 7, 2007 subject to the work commitment as
outlined in note 13b.
|
|
viii)
|
Exploration Block RJ-ONN-2004/2
(also referred to as “RJ Block
20”)
|
|
On
March 2, 2007, GeoGlobal as to its 25% PI, along with its joint venture
participant, OIL as to their 75% PI, entered into a PSC with respect to
the RJ Block 20 with the GOI. The RJ Block 20 covers an area of
approximately 2,196 sq kms in the Rajasthan Basin, located onshore in the
northern portion of the State of Rajasthan in North Western
India. The PSC on this RJ Block 20 allows the joint venture
participants to explore for petroleum and natural gas over a 7 year period
commencing January 21, 2008, subject to the work commitment as outlined in
note 13b.
|
|
ix)
|
Exploration Block RJ-ONN-2004/3
(also referred to as “RJ Block
21”)
|
|
On
March 2, 2007, GeoGlobal as to its 25% PI, along with its joint venture
participant, OIL as to their 75% PI, entered into a PSC with respect to
the RJ Block 21 with the GOI. The RJ Block 21 covers an area of
approximately 1,330 sq kms in the Rajasthan Basin, located onshore in the
northern portion of the State of Rajasthan in North Western
India. The PSC on this RJ Block 21 allows the joint venture
participants to explore for petroleum and natural gas over a 7 year period
commencing January 21, 2008, subject to the work commitment as outlined in
note 13b.
|
December
31, 2007
US$
|
December
31, 2006
US$
|
|||||||
Asset
retirement obligation at beginning of year
|
-- | -- | ||||||
Obligations
incurred
|
318,922 | -- | ||||||
Asset
retirement obligation at end of year
|
318,922 | -- |
Risk-free
interest rate
|
4.97%
|
Expected
life
|
2.0
years
|
Contractual
life
|
2.0
years
|
Expected
volatility
|
69%
|
Expected
dividend yield
|
0%
|
Common
Shares
|
2007
Stock
Purchase
Warrants
|
Total
|
||||||||||
US$
|
US$
|
US$
|
||||||||||
Proceeds
from private placement financing
|
24,992,000 | 3,408,000 | 28,400,000 | |||||||||
Issuance
costs from private placement financing
|
(2,299,416 | ) | (313,557 | ) | (2,612,973 | ) | ||||||
Balance
December 31, 2007
|
22,692,584 | 3,094,443 | 25,787,027 |
|
As
at December 31, 2007, none of the 97,572 2005 Compensation Option Warrants
have been issued as a result of the 2005 Compensation Options not being
exercised. If the 2005 Compensation Options are exercised and
the 2005 Compensation Option Warrants issued, such Warrants if exercised,
would result in the issuance of 97,572 common shares for gross proceeds of
US$878,148.
|
|
iv)
|
2005
Compensation Options
|
|
7.
|
Capital
Stock (continued)
|
f)
|
Extended
warrants and compensation
modification
|
September
6, 2007
|
September
9, 2007
|
|
Risk-free
interest rate
|
4.28%
|
4.08%
|
Expected
life
|
4
days
|
22
months
|
Contractual
life
|
4
days
|
22
months
|
Expected
volatility
|
134%
|
75%
|
Expected
dividend yield
|
0%
|
0%
|
Year
ended
Dec
31, 2007
US
$
|
Year
ended
Dec
31, 2006
US
$
|
Year
ended
Dec
31, 2005
US
$
|
Period
from Inception,
Aug
21, 2002 to
Dec
31, 2007
US
$
|
|||||||||||||
Restated
note
8(c)
|
Restated
note
8(c)
|
Restated
note
8(c)
|
||||||||||||||
Stock-based
compensation
|
||||||||||||||||
Consolidated
Statements of Operations
|
||||||||||||||||
General
and administrative
|
929,826 | 1,048,477 | -- | 1,978,303 | ||||||||||||
Consulting
fees
|
(258,832 | ) | 539,812 | 2,681,680 | 3,307,344 | |||||||||||
670,994 | 1,588,289 | 2,681,680 | 5,285,647 | |||||||||||||
Consolidated
Balance Sheets
|
||||||||||||||||
Oil
and gas interests
|
852,004 | 1,424,225 | 1,672,576 | 4,017,289 | ||||||||||||
1,522,998 | 3,012,514 | 4,354,256 | 9,302,936 | |||||||||||||
Prior
to the adoption of FAS 123(R), the Company used the intrinsic value method
of accounting for employee and director stock-based compensation. As
all options have been granted at exercise prices based on the market value
of the Company's common shares at the date of grant, no compensation cost
was recognized under the intrinsic value based method of
accounting. For the year ended December 31, 2005, and the period from
inception August 21, 2002 to December 31, 2005, had employee compensation
expense been determined based on the fair value at the grant date
consistent with FAS 123 pro-forma net loss and pro-forma net loss per
share would have been as follows:
|
||||||||||||||||
Year
ended
Dec
31, 2005
US$
|
Period
of Inception,
Aug
21, 2002 to
Dec
31, 2005
US$
|
|||||||||||||||
Restated
note
8(c)
|
Restated
note
8(c)
|
|||||||||||||||
Pro-forma
basis
|
||||||||||||||||
Stock-based
compensation
|
||||||||||||||||
Oil
and gas interests
|
337,113 | 438,309 | ||||||||||||||
General
and administrative
|
458,766 | 679,882 | ||||||||||||||
Oil
and gas interests
|
||||||||||||||||
As
reported
|
3,957,723 | 3,957,723 | ||||||||||||||
Pro-forma
|
4,396,032 | 4,396,032 | ||||||||||||||
Net
loss
|
||||||||||||||||
As
reported
|
(3,162,660 | ) | (4,866,348 | ) | ||||||||||||
Pro-forma
|
(3,621,426 | ) | (5,546,230 | ) | ||||||||||||
Net
loss per share - basic and diluted
|
||||||||||||||||
As
reported
|
(0.06 | ) | ||||||||||||||
Pro-forma
|
(0.07 | ) |
|
i)
|
At
January 1, 2006, the impact of the adoption of FAS123(R) required the
Company to recognize a charge for past stock-based compensation options
granted of US$367,596 over the next 3 years in accordance with their
respective vesting periods. In the year ended December 31, 2007
US$48,306 (December 31, 2006 - US$211,128) of this charge was recognized
in the Consolidated Statement of Operations as general and administrative
expense. This resulted in an increase in the net loss and
comprehensive loss for the respective periods in the same amount and no
material impact on the net loss per share – basic and diluted for the
periods. In the year ended December 31, 2007 US$nil (December
31, 2006 - US$89,900) of this charge was capitalized in the Consolidated
Balance Sheets as Oil and gas interests, not subject to
depletion.
|
|
ii)
|
At
December 31, 2007, the total compensation cost related to non-vested
awards not yet recognized was US$1,348,523 (December 31, 2006 –
US$2,485,620) which will be recognized over a weighted-average period of
0.7 years. The total fair value of all options vested during
the year December 31, 2007 was US$1,870,289 (year ended December 31, 2006
- US$1,523,840).
|
As
Reported
|
Adjustment
|
As
Restated
|
||||||||||||||||||||||
Dec
31, 2006
US$
|
Dec
31, 2006
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2005
US$
|
Dec
31, 2006
US$
|
|||||||||||||||||||||
Balance
Sheets
|
||||||||||||||||||||||||
Oil
and gas interests
|
9,722,738 | 657,536 | 1,741,060 | 12,121,334 | ||||||||||||||||||||
Additional
paid-in
capital
|
47,077,827 | 1,055,649 | 4,767,424 | 52,900,900 | ||||||||||||||||||||
Deficit
accumulated
|
(2,990,674 | ) | (398,113 | ) | (3,026,364 | ) | (6,415,151 | ) | ||||||||||||||||
Stockholders'
equity
|
44,138,770 | 657,536 | 1,741,060 | 46,537,366 | ||||||||||||||||||||
Statement
of
Stockholders'
Equity
|
||||||||||||||||||||||||
Additional
paid-in
capital
|
47,077,827 | 1,055,649 | 4,767,424 | 52,900,900 | ||||||||||||||||||||
Accumulated
deficit
|
(2,990,674 | ) | (398,113 | ) | (3,026,364 | ) | (6,415,151 | ) | ||||||||||||||||
Stockholders'
equity
|
44,138,770 | 657,536 | 1,741,060 | 46,537,366 | ||||||||||||||||||||
As
Reported
|
Adjustment
|
As
Restated
|
||||||||||||||||||||||
Year
ended
Dec
31, 2006
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2006
US$
|
Year
ended
Dec
31, 2006
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2006
US$
|
Year
ended
Dec
31, 2006
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2006
US$
|
|||||||||||||||||||
Statements
of Operations
|
||||||||||||||||||||||||
General and Administrative | 1,406,000 | 2,510,716 | 484,926 | 484,926 | 1,890,926 | 2,995,642 | ||||||||||||||||||
Consulting
fees
|
1,190,919 | 1,864,251 | (86,813 | ) | 2,939,551 | 1,104,106 | 4,803,802 | |||||||||||||||||
Net
loss and
comprehensive
loss
|
(1,150,690 | ) | (2,990,674 | ) | (398,113 | ) | (3,424,477 | ) | (1,548,803 | ) | (6,415,151 | ) | ||||||||||||
Net
loss per share
-
basic and diluted
|
(0.02 | ) | (0.01 | ) | (0.03 | ) |
As
Reported
|
Adjustment
|
As
Restated
|
||||||||||||||||
Dec
31, 2005
US$
|
Dec
31, 2005
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2004
US$
|
Dec
31, 2005
US$
|
|||||||||||||||
Balance
Sheets
|
||||||||||||||||||
Oil
and gas interests
|
2,216,663 | 1,672,576 | 68,484 | 3,957,723 | ||||||||||||||
Additional
paid-in
capital
|
40,275,588 | 4,354,256 | 413,168 | 45,043,012 | ||||||||||||||
Deficit
accumulated
|
(1,839,984 | ) | (2,681,680 | ) | (344,684 | ) | (4,866,348 | ) | ||||||||||
Stockholders'
equity
|
38,483,965 | 1,672,576 | 68,484 | 40,225,025 | ||||||||||||||
Statement
of
Stockholders'
Equity
|
||||||||||||||||||
Additional
paid-in
capital
|
40,275,588 | 4,354,256 | 413,168 | 45,043,012 | ||||||||||||||
Accumulated
deficit
|
(1,839,984 | ) | (2,681,680 | ) | (344,684 | ) | (4,866,348 | ) | ||||||||||
Stockholders'
equity
|
38,483,965 | 1,672,576 | 68,484 | 40,225,025 | ||||||||||||||
As
Reported
|
Adjustment
|
As
Restated
|
||||||||||||||||
Year
ended
Dec
31, 2005
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2005
US$
|
Year
ended
Dec
31, 2005
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2005
US$
|
Year
ended
Dec
31, 2005
US$
|
Period
of Inception,
Aug
21, 2002
to
Dec 31, 2005
US$
|
|||||||||||||
Statements
of Operations
|
||||||||||||||||||
Consulting
fees
|
265,446 |
673,332
|
2,681,680 | 3,026,364 | 2,947,126 |
3,699,696
|
||||||||||||
Net
loss and
comprehensive
loss
|
(480,980 | ) |
(1,839,984))
|
(2,681,680 | ) | (3,026,364 | ) | (3,162,660 | ) |
(4,866,348))
|
||||||||
Net
loss per share
-
basic and diluted
|
(0.01 | ) | (0.05 | ) | (0.06 | ) |
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
|
Restated
note
8(c)
|
Restated
note
8(c)
|
||
Fair
value of stock options granted
|
US$1.80
|
US$1.52
|
US$1.06
|
Risk-free
interest rate
|
4.94%
|
4.13%
|
2.75%
|
Volatility
|
66%
|
70%
|
102%
|
Expected
life
|
1.6
years
|
1.6
years
|
1.8
years
|
Dividend
yield
|
0%
|
0%
|
0%
|
i)
|
The
risk-free rate is based on the U.S. Treasury yield curve in effect at the
time of grant.
|
ii)
|
Expected
volatilities are based on historical volatility of the Company's stock and
other factors.
|
iii)
|
The
expected life of options granted represents the period of time that the
options are expected to be outstanding and is derived from historical
exercise behavior and current
trends.
|
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
|
Restated
note
8(c)
|
Restated
note
8(c)
|
||
Fair
value of stock options at reporting date
|
US$1.10
|
US$4.15
|
US$4.52
|
Risk-free
interest rate
|
3.94%
|
4.89%
|
3.33%
|
Volatility
|
61%
|
86%
|
103%
|
Expected
life
|
0.9
years
|
0.9
years
|
0.5
years
|
Dividend
yield
|
0%
|
0%
|
0%
|
|
The
following table summarized option activity during the year ended December
31, 2007:
|
Options
|
Shares
#
|
Weighted
Average Exercise Price per Share
US$
|
Weighted
Average Remaining Contractual Term (years)
|
Aggregate
Intrinsic Value
US$
|
Outstanding
at January 1, 2007
|
3,517,500
|
3.32
|
--
|
--
|
Granted
|
1,455,000
|
5.15
|
--
|
--
|
Exercised
|
(317,500)
|
1.01
|
--
|
--
|
Forfeited
or expired
|
(185,000)
|
5.15
|
--
|
--
|
Outstanding
at December 31, 2007
|
4,470,000
|
4.04
|
4.38
|
4,554,000
|
Exercisable
at December 31, 2007
|
3,020,833
|
3.62
|
4.66
|
4,339,000
|
Fair
Value
|
Forfeited
(f)
|
||||||||
Option
|
at
Original
|
Granted
|
Expired
(x)
|
Balance
|
|||||
Grant
|
exercise
|
Grant
|
Expiry
|
Vesting
|
Balance
|
during
|
Exercised
(e)
|
Balance
|
Exercisable
|
date
|
price
|
Date
|
date
|
date
|
Dec
31/06
|
the
year
|
during
the year
|
Dec
31/07
|
Dec
31/07
|
mm/dd/yy
|
US
$
|
US$
|
mm/dd/yy
|
mm/dd/yy
|
#
|
ii)
#
|
iv)
#
|
iii)
#
|
#
|
01/17/05
|
1.01
|
0.38
|
06/30/07
|
Vested
|
352,500
|
--
|
317,500
(e)
35,000
(x)
|
--
|
--
|
01/18/05
|
1.10
|
0.62
|
08/31/08
|
Vested
|
600,000
|
--
|
--
|
600,000
|
600,000
|
06/14/05
|
3.49
|
1.55
|
06/14/15
|
Vested
|
150,000
|
--
|
--
|
150,000
|
150,000
|
08/24/05
|
6.50
|
2.38
|
08/24/08
|
Vested
|
110,000
|
--
|
--
|
110,000
|
110,000
|
10/03/05
|
6.81
|
3.07
|
10/03/15
|
Vested
|
16,666
|
--
|
--
|
16,666
|
16,666
|
10/03/05
|
6.81
|
3.83
|
10/03/15
|
Vested
|
16,667
|
--
|
--
|
16,667
|
16,667
|
10/03/05
|
6.81
|
4.38
|
10/03/15
|
10/03/08
|
16,667
|
--
|
--
|
16,667
|
--
|
06/14/06
|
5.09
|
2.06
|
06/14/16
|
Vested
|
200,000
|
--
|
--
|
200,000
|
200,000
|
07/25/06
|
3.95
|
1.14
|
12/31/09
|
Vested
|
100,000
|
--
|
--
|
100,000
|
100,000
|
07/25/06
|
3.95
|
1.39
|
12/31/09
|
Vested
|
660,000
|
--
|
--
|
660,000
|
660,000
|
07/25/06
|
3.95
|
1.60
|
12/31/09
|
Vested
|
50,000
|
--
|
--
|
50,000
|
50,000
|
07/25/06
|
3.95
|
1.78
|
12/31/09
|
07/25/08
|
145,000
|
--
|
--
|
145,000
|
--
|
07/25/06
|
3.95
|
2.01
|
12/31/09
|
07/25/09
|
70,000
|
--
|
--
|
70,000
|
--
|
07/25/06
|
3.95
|
1.14
|
07/25/16
|
Vested
|
500,000
|
--
|
--
|
500,000
|
500,000
|
07/25/06
|
3.95
|
1.14
|
07/25/16
|
Vested
|
500,000
|
--
|
--
|
500,000
|
500,000
|
11/24/06
|
7.52
|
2.47
|
11/24/09
|
Vested
|
10,000
|
--
|
--
|
10,000
|
10,000
|
11/24/06
|
7.52
|
2.92
|
11/24/09
|
Vested
|
10,000
|
--
|
--
|
10,000
|
10,000
|
11/24/06
|
7.52
|
3.70
|
11/24/09
|
12/31/08
|
10,000
|
--
|
--
|
10,000
|
--
|
03/30/07
|
6.11
|
2.02
|
03/30/10
|
12/31/07
|
--
|
50,000
|
50,000
(f)
|
--
|
--
|
03/30/07
|
6.11
|
2.69
|
03/30/10
|
12/31/08
|
--
|
50,000
|
50,000
(f)
|
--
|
--
|
03/30/07
|
6.11
|
2.82
|
03/30/10
|
03/30/09
|
--
|
50,000
|
50,000
(f)
|
--
|
--
|
05/16/07
|
5.09
|
1.51
|
05/16/10
|
Vested
|
--
|
10,000
|
--
|
10,000
|
10,000
|
05/16/07
|
5.09
|
2.09
|
05/16/10
|
12/31/08
|
--
|
10,000
|
--
|
10,000
|
--
|
05/16/07
|
5.09
|
2.09
|
05/16/10
|
05/31/09
|
--
|
10,000
|
--
|
10,000
|
--
|
06/20/07
|
5.06
|
2.08
|
06/20/17
|
06/20/08
|
--
|
200,000
|
--
|
200,000
|
--
|
07/03/07
|
5.03
|
1.70
|
12/31/10
|
Vested
|
--
|
35,000
|
--
|
35,000
|
35,000
|
07/03/07
|
5.03
|
1.70
|
12/31/10
|
Vested
|
--
|
10,000
|
--
|
10,000
|
10,000
|
07/03/07
|
5.03
|
1.70
|
12/31/10
|
Vested
|
--
|
42,500
|
--
|
42,500
|
42,500
|
07/03/07
|
5.03
|
1.70
|
12/31/10
|
07/03/08
|
--
|
847,500
|
--
|
847,500
|
--
|
07/03/07
|
5.03
|
1.98
|
12/31/10
|
12/31/08
|
--
|
20,000
|
--
|
20,000
|
--
|
07/03/07
|
5.03
|
2.25
|
12/31/10
|
07/03/09
|
--
|
120,000
|
--
|
120,000
|
--
|
3,517,500
|
1,455,000
|
502,500
|
4,470,000
|
3,020,833
|
US
$
|
||||
Net
assets acquired
|
||||
Cash
|
3,034,666 | |||
Other
current assets
|
75,000 | |||
Current
liabilities
|
(2,706 | ) | ||
Net
book value of identifiable assets acquired
|
3,106,960 | |||
Consideration
paid
|
||||
Promissory
note issued
|
2,000,000 | |||
34,000,000
common shares issued par value $0.001
|
34,000 | |||
Additional
paid-in capital
|
1,072,960 | |||
3,106,960 |
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
|
|||||||||||||
US
$
|
US
$
|
US
$
|
US$
|
|||||||||||||
Consolidated
Statement of Operations
|
||||||||||||||||
Consulting
fees
|
70,000 | 70,000 | 62,000 | 268,667 | ||||||||||||
Consolidated
Balance Sheets
|
||||||||||||||||
Oil
& gas interests
|
280,000 | 280,000 | 248,000 | 1,074,666 | ||||||||||||
350,000 | 350,000 | 310,000 | 1,343,333 |
Consolidated
Statement of Operations
|
||||||||||||||||
Consulting
fees
|
33,279 | 80,821 | -- | 114,100 | ||||||||||||
Consolidated
Balance Sheets
|
||||||||||||||||
Oil
& gas interests
|
133,117 | 323,283 | -- | 456,400 | ||||||||||||
166,396 | 404,104 | -- | 570,500 |
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
|
|||||||||||||
US
$
|
US
$
|
US
$
|
US$
|
|||||||||||||
Consolidated
Statement of Operations
|
||||||||||||||||
General
and administrative
|
-- | 47,820 | 45,430 | 153,539 | ||||||||||||
Consolidated
Balance Sheets
|
||||||||||||||||
Accounts
receivable
|
-- | 227 | 1,020 | 21,597 | ||||||||||||
Oil
& gas interests
|
75,000 | 86,590 | 127,295 | 459,387 | ||||||||||||
Property
and equipment
|
-- | -- | 1,610 | 37,595 | ||||||||||||
75,000 | 134,637 | 175,355 | 672,118 |
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
|
|||||||||||||
US
$
|
US
$
|
US
$
|
US$
|
|||||||||||||
Consolidated
Statement of Operations
|
||||||||||||||||
Consulting
fees
|
185,000 | 185,000 | 150,000 | 701,715 |
Consolidated
Statement of Operations
|
||||||||||||||||
Consulting
fees
|
166,396 | 404,104 | -- | 570,500 |
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
|
|||||||||||||
US
$
|
US
$
|
US
$
|
US$
|
|||||||||||||
Consolidated
Statement of Operations
|
||||||||||||||||
General
and administrative
|
76,573 | 21,111 | 59,183 | 304,329 | ||||||||||||
Consolidated
Balance Sheets
|
||||||||||||||||
Accounts
receivable
|
1,436 | 13,224 | 14,165 | 28,826 | ||||||||||||
Property
and equipment
|
4,909 | 4,107 | -- | 9,016 | ||||||||||||
82,918 | 38,442 | 73,348 | 342,171 |
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
|
|||||||||||||
US
$
|
US
$
|
US
$
|
US$
|
|||||||||||||
Consolidated
Statement of Operations
|
||||||||||||||||
Consulting
fees
|
55,347 | 56,257 | 35,713 | 195,707 |
Consolidated
Statement of Operations
|
||||||||||||||||
Consulting
fees
|
(116,426 | ) | 269,906 | 439,877 | 616,205 |
Consolidated
Statement of Operations
|
||||||||||||||||
General
and administrative
|
2,841 | 1,654 | 685 | 7,309 | ||||||||||||
Consolidated
Balance Sheets
|
||||||||||||||||
Accounts
receivable
|
2,437 | 3,725 | 2,530 | 12,711 | ||||||||||||
Property
and equipment
|
-- | -- | 1,599 | |||||||||||||
5,278 | 5,379 | 3,215 | 21,619 |
Year
ended
Dec
31, 2007
|
Year
ended
Dec
31, 2006
|
Year
ended
Dec
31, 2005
|
Period
from
Inception,
Aug
21, 2002
to
Dec 31, 2007
|
|||||||||||||
US
$
|
US
$
|
US
$
|
US$
|
|||||||||||||
Restated
|
Restated
|
Restated
|
||||||||||||||
Net
loss
|
(1,543,110 | ) | (1,548,803 | ) | (3,162,660 | ) | (7,958,261 | ) | ||||||||
Expected
tax rate
|
35.00 | % | 35.00 | % | 35.00 | % | ||||||||||
Expected
income tax recovery
|
(540,089 | ) | (542,081 | ) | (1,106,931 | ) | (2,786,375 | ) | ||||||||
Excess
of expected tax rate over tax
rate
of foreign affiliates
|
207,595 | 90,323 | 55,912 | 435,217 | ||||||||||||
Non-deductible
expenditures
|
256,147 | 605,618 | 965,779 | 1,972,153 | ||||||||||||
Utilization
of non-capital losses
|
-- | (112,501 | ) | -- | (112,501 | ) | ||||||||||
Acquisition
of losses
|
-- | -- | -- | (4,355,268 | ) | |||||||||||
Other
|
29,289 | 92,455 | 4,708 | 245,087 | ||||||||||||
(47,058 | ) | 133,814 | (80,532 | ) | (4,601,687 | ) | ||||||||||
Valuation
allowance
|
47,058 | (133,814 | ) | 80,532 | 4,601,687 | |||||||||||
Provision
for income taxes
|
-- | -- | -- | -- |
Dec
31, 2007
US
$
|
Dec
31, 2006
US
$
|
|||||||
Restated
|
||||||||
Difference
between tax base and reported amounts of depreciable
assets
|
(83,552 | ) | (53,259 | ) | ||||
Non-capital
loss carry forwards
|
2,623,508 | 2,546,157 | ||||||
Capital
loss carry forwards
|
2,061,731 | 2,061,731 | ||||||
4,601,687 | 4,554,629 | |||||||
Valuation
allowance
|
(4,601,687 | ) | (4,554,629 | ) | ||||
Deferred
income tax asset
|
-- | -- |
|
i)
|
At
December 31, 2007, the Company has US$8,688,257 of available non-cash
capital loss carry forwards to reduce taxable income for income tax
purposes in the various jurisdictions as outlined below which have not
been reflected in these consolidated financial
statements.
|
Tax
Jurisdiction
|
Amount
US
$
|
Expiry
Dates
Commence
|
United
States
|
7,304,375
|
2023
|
Canada
|
109,317
|
2015
|
Barbados
|
1,274,565
|
2012
|
8,688,257
|
|
ii)
|
At
December 31, 2007, the Company has US$5,890,659 of available capital loss
carry forwards to reduce capital gains for US income tax purposes expiring
in 2008, which have not been reflected in these consolidated financial
statements.
|
December
31, 2007
US$
|
December
31, 2006
US$
|
|
Restated
note
8(c)
|
||
Oil
and gas interests
|
||
India
|
24,539,932
|
12,121,334
|
Egypt
|
2,447,061
|
--
|
Middle
East
|
112,554
|
--
|
27,099,547
|
12,121,334
|
|
i)
|
The
Company’s PSCs relating to exploration blocks onshore and offshore India
contain provisions whereby the joint venture participants must provide the
GOI a bank guarantee in the amount of 35% of the participant's share of
the minimum work program ("MWP") for a particular phase, to be undertaken
annually during the budget period April 1 to March 31. These
bank guarantees have been provided to the GOI and serve as guarantees for
the performance of such MWP and are in the form of irrevocable letters of
credit which are secured by term deposits of the Company in the same
amount.
|
|
The
term deposits securing these bank guarantees are as
follows:
|
December
31, 2007
|
December
31, 2006
|
|
US
$
|
US
$
|
|
Exploration
Blocks - India
|
||
Mehsana
|
155,000
|
711,445
|
Sanand/Miroli
|
920,000
|
905,000
|
Ankleshwar
|
950,000
|
600,000
|
Tarapur
|
940,000
|
1,200,000
|
DS
03
|
175,000
|
110,000
|
DS
04
|
175,000
|
--
|
3,315,000
|
3,526,445
|
|
ii)
|
Subsequent
to the year end, in March 2008, the Company issued three new bank
guarantees to the GOI to serve as guarantees as outlined in Note 13a(i)
above. The term deposits securing these bank guarantees are as
follows:
|
US$
|
|
Exploration
Blocks - India
|
|
KG
Onshore
|
1,475,000
|
RJ
20
|
1,475,000
|
RJ
21
|
1,075,000
|
4,025,000
|
|
iii)
|
The
Company has provided to its bankers as security for credit cards issued to
employees for business purposes two term deposits, one in the amount of
US$30,000 (December 31, 2006 – US$30,000) and the other in the amount of
US$40,480 (Cdn$40,000) (December 31, 2006 – US$34,324
(Cdn$40,000)).
|
|
iv)
|
The
Company has entered into a Joint Bidding
Agreement with GSPC, and Alkor Petroo Limited relating to exploration
activities in Egypt. Under the terms of the Joint Bidding
Agreement, the bidders were required to submit a bank guarantee equal to
2% of the financial commitment under the MWP of the First Exploration
Phase which has a term of 4 years. During the third quarter of
2007, the Company provided to GSPC two bank guarantees totaling
US$1,170,000 secured by term deposits of the Company in the same amount,
based on their 30% PI (see note
13e).
|
December
31, 2007
|
December
31, 2006
|
|
US
$
|
US
$
|
|
Exploration
Blocks – Egypt
|
||
Block
6 N. Hap’y
|
900,000
|
--
|
Block
8 South Diyur
|
270,000
|
--
|
1,170,000
|
--
|
|
b)
|
Production
Sharing Contracts
|
|
The
Company is required to expend funds on the exploration activities to
fulfill the terms of the minimum work commitment based on our
participating interest pursuant to the PSCs in respect of each of our
exploration blocks as follows:
|
|
i)
|
Mehsana
Block - The Phase I work commitment is to acquire, process and interpret
75 sq kms of 3D seismic, reprocess 650 LKM's of 2-D seismic and complete a
geochemical survey all of which is completed. Further, the
Company is to drill 7 exploratory wells between 1,000 and 2,200 meters
before May 20, 2008, of which, 6 wells have completed drilling and 1 well
is currently drilling. The budget for the period April 1, 2008
to March 31, 2009 has not been prepared. The Company estimates
costs to be incurred to complete the Phase I work commitment as well as
the Phase II work commitment of drilling 2 additional exploratory wells,
to be approximately US$1.0 million.
|
|
ii)
|
Sanand/Miroli
Block - The minimum work commitment for Phase I is to be completed by July
28, 2008 and Phase II will expire January 28, 2009. The work
completed to date, which fulfills the Phase I minimum work commitments
includes the acquisition of 463 sq kms of 3-D seismic, reprocessing of
1,000 kms of 2-D seismic and conducting a geochemical survey and analysis
of 200 samples. Further GSPC is to drill 12 exploratory wells
in Phase I and 3 exploratory wells in Phase II, of which 9 exploratory
wells have been drilled along with 1 appraisal
well.
|
|
The
budget for the remaining 3 exploratory wells to be drilled from Phase I
and the 3 exploratory wells to be drilled from Phase II together with the
drilling of 4 appraisal wells has been prepared for the period of April 1,
2008 to March 31, 2009, at a cost to the Company of approximately US$3.7
million.
|
|
iii)
|
Ankleshwar
Block - The Phase I minimum work commitment which is to be completed over
the three year period April 1, 2006 to March 31, 2009 is to acquire,
process and interpret 448 sq kms of 3D seismic, reprocess 650 LKM's of 2-D
seismic and complete a geochemical survey and analysis of 500 samples, all
of which has been completed. Further, 14 exploratory wells are
to be drilled between 1,500 and 2,500 meters. These wells have
been budgeted to be drilled during the period April 1, 2008 to March 31,
2009 at a cost to the Company of approximately US$4.2
million.
|
iv)
|
DS
03 Block - The budget estimate for the period April 1, 2008 to
March 31, 2009 has been calculated and the Company's 100% PI share of that
budget is approximately US$1.3 million. This budget entails the
completion of the gravity and magnetic and geochemical surveys for Phase I
along with a 50 LKM 2-D seismic line acquisition. Upon approval
of the budget, the bank guarantee will be required to increase from
US$175,000 at December 31, 2007 to approximately US$450,000 for the period
April 1, 2008 to March 31, 2009.
|
|
v)
|
Tarapur
Block - Phase III under the PSC for this exploration block expired on
November 22, 2007. GSPC as operator, on behalf of the
consortium partners has submitted an application for an extension beyond
Phase III of the PSC for an additional twelve months to November 22, 2008
to complete an additional work program of drilling five wells under the
GOI new extension policy at a cost to the Company of approximately US$2.2
million. The consortium also agreed that it would provide a 35%
bank guarantee and a 30% cash payment as agreed pre-estimated liquidated
damages for the additional minimum work program (The Company's share is
US$773,000 and US$662,000 respectively). The Company has
accrued an amount of US$662,000 as an estimate for such agreed
pre-estimated liquidated damages. GOI consent to this application has not
yet been approved or received.
|
|
vi)
|
NELP-VI
Blocks - On March 2, 2007,
the Company along with its joint venture partners executed PSCs with the
GOI for new exploration blocks awarded under the sixth round of the New
Exploration Licensing Policy (NELP-VI). The Company will be
required to fund its participating interest for Phase I exploration and
development costs incurred in fulfilling the minimum work commitments
under these PSCs as outlined
below.
|
|
1)
|
KG
Onshore Block - Conduct a gravity and magnetic and geochemical survey;
reprocess 564 LKM of 2-D seismic; acquire, process and interpret 548 sq
kms of 3-D seismic; and drill 12 exploratory wells between 2,000 and 5,000
meters. The Company's share of these costs is originally
estimated to total approximately US$8.5 million for a 10% PI (25% PI –
US$21.4 million) over the four years of Phase I commencing February 18,
2008. On September 14, 2006, prior to the submission of our
NELP-VI bid, the Company entered into an agreement with OIL to increase
our PI to 25%, subject to the availability of sufficient net worth and GOI
consent. GOI consent is currently
outstanding.
|
|
The
budget estimate for the period April 1, 2008 to March 31, 2009 has been
prepared and the Company's proportionate share of the budget at 10% is
US$4.2 million and at 25% is US$10.5 million. This budget
entails performing the required surveys and studies including the
acquisition of a 548 sq km 3-D seismic acquisition program, reprocessing
the 564 LKM of 2-D seismic, a 50 LKM 2-D seismic acquisition program and
processing of interpretation thereof for Phase I and the drilling of 3
exploratory wells.
|
|
2)
|
RJ
Block 20 - Conduct a gravity and magnetic and geochemical survey;
reprocess 463 LKM of 2-D seismic; acquire, process and interpret 250 LKM
of 2-D seismic and 700 sq kms of 3-D seismic; and drill a total of 12
exploratory wells between 2,000 and 2,500 meters. The Company's
share of these costs is estimated to total approximately US$10.2 million
over the four years of Phase I commencing January 21, 2008. The
budget estimate for the period April 1, 2008 to March 31, 2009 has been
prepared and the Company's proportionate share of that budget at 25% PI is
US$4.2 million. This budget entails the completion of the
gravity and magnetic and geochemical survey, reprocessing of 463 LKM's of
2-D seismic, acquisition, process and interpret 700 sq kms of 3-D seismic
for Phase I and the drilling of 2 exploratory
wells.
|
|
3)
|
RJ
Block 21 - Conduct a gravity and magnetic and geochemical survey;
reprocess 463 LKM of 2-D seismic; acquire, process and interpret 310 LKM
of 2-D seismic and 611 sq kms of 3-D seismic; and drill a total of 8
exploratory wells between 2,000 and 2,500 meters. The Company's share of
these costs is estimated to total approximately US$8.1 million over the
four years of Phase I commencing January 21, 2008. The budget
estimate for the period April 1, 2008 to March 31, 2009 has been prepared
and the Company's proportionate share of that budget at 25% PI is US$3.0
million. This budget entails the completion of the gravity and
magnetic and geochemical survey, reprocessing of 463 LKM's of 2-D seismic,
acquisition, process and interpret 611 sq kms of 3-D seismic for Phase I
and the drilling of 1 exploratory
well.
|
|
4)
|
DS
04 Block - Gravity and magnetic and geochemical surveys; acquire, process
and interpret 325 LKM of 2-D seismic; and drill 10 core holes to a depth
of approximately 500 meters. The Company's share of these costs
is estimated to total approximately US$1.5 million over the four years of
Phase I commencing June 7, 2007. The budget estimate for the
period April 1, 2008 to March 31, 2009 has been calculated and the
Company's 100% PI of that budget is approximately
US$500,000. This budget entails the completion of the gravity
and magnetic and geochemical surveys for Phase I as well as a 50 LKM 2-D
seismic line acquisition.
|
|
a)
|
As
the Company is in its development stage, these figures represent the
accumulated amounts of the continuing entity for the period from inception
August 21, 2002 to December 31,
2007.
|
b)
|
Certain
comparative figures have been reclassified to conform to the presentation
adopted in the current year.
|
|
15.
|
Recent
Accounting Standards
|
|
15.
|
Recent
Accounting Standards (continued)
|
Unevaluated
US$
|
Proved
US$
|
Accumulated
DD&A
and
Valuation
Allowances
US$
|
Total
Capitalized
Costs
US$
|
|||||||||||||
December
31, 2005
|
||||||||||||||||
India
|
3,957,723 | -- | -- | 3,957,723 | ||||||||||||
Egypt
|
-- | -- | -- | -- | ||||||||||||
Other
|
-- | -- | -- | -- | ||||||||||||
Total
capitalized costs
|
3,957,723 | -- | -- | 3,957,723 | ||||||||||||
December
31, 2006
|
||||||||||||||||
India
|
12,121,334 | -- | -- | 12,121,334 | ||||||||||||
Egypt
|
-- | -- | -- | -- | ||||||||||||
Total
capitalized costs
|
12,121,334 | -- | -- | 12,121,334 | ||||||||||||
December
31, 2007
|
||||||||||||||||
India
|
24,539,932 | -- | -- | 24,539,932 | ||||||||||||
Egypt
|
2,447,062 | -- | -- | 2,447,062 | ||||||||||||
Other
|
112,553 | -- | -- | 112,553 | ||||||||||||
Total
capitalized costs
|
27,099,547 | -- | -- | 27,099,547 |
India
US$
|
Egypt
US$
|
Other
US$
|
Total
US$
|
|||||||||||||
Total
costs incurred before DD&A
|
||||||||||||||||
Year
ended December 31, 2005
|
||||||||||||||||
Property
acquisition costs
|
||||||||||||||||
Proved
|
-- | -- | -- | -- | ||||||||||||
Unproved
|
-- | -- | -- | -- | ||||||||||||
Exploration
costs
|
3,250,700 | -- | -- | 3,250,700 | ||||||||||||
Development
costs
|
-- | -- | -- | -- | ||||||||||||
Total
costs incurred
|
3,250,700 | -- | -- | 3,250,700 | ||||||||||||
Year
ended December 31, 2006
|
||||||||||||||||
Property
acquisition costs
|
||||||||||||||||
Proved
|
-- | -- | -- | -- | ||||||||||||
Unproved
|
-- | -- | -- | -- | ||||||||||||
Exploration
costs
|
8,163,611 | -- | 8,163,611 | |||||||||||||
Development
costs
|
-- | -- | -- | -- | ||||||||||||
Total
costs incurred
|
8,163,611 | -- | -- | 8,163,611 | ||||||||||||
Year
ended December 31, 2007
|
||||||||||||||||
Property
acquisition costs
|
||||||||||||||||
Proved
|
-- | -- | -- | -- | ||||||||||||
Unproved
|
-- | -- | -- | -- | ||||||||||||
Exploration
costs
|
12,390,508 | 2,447,062 | 112,553 | 14,950,123 | ||||||||||||
Development
costs
|
-- | -- | -- | -- | ||||||||||||
Total
costs incurred
|
12,390,508 | 2,447,062 | 112,553 | 14,950,123 |
For
the three months ended
|
||||||||||||||||
March
31
|
June
30
|
September
30
|
December
31
|
|||||||||||||
US$
|
US$
|
US$
|
US$
|
|||||||||||||
2007
|
||||||||||||||||
Interest
income
|
435,693 | 421,199 | 694,292 | 614,736 | ||||||||||||
Net
earnings (loss) and
comprehensive
earnings (loss)
|
||||||||||||||||
As
previously reported
|
(456,560 | ) | (391,068 | ) | (599,131 | ) | (96,351 | ) | ||||||||
Adjustment
|
89,763 | 241,673 | 354,722 | -- | ||||||||||||
As
restated
|
(366,797 | ) | (149,395 | ) | (244,409 | ) | (96,351 | ) | ||||||||
Net
earnings (loss) per share
–
basic and diluted
|
||||||||||||||||
As
previously reported
|
(0.01 | ) | (0.01 | ) | (0.03 | ) | (0.04 | ) | ||||||||
Adjustment
|
0.00 | 0.01 | 0.01 | 0.02 | ||||||||||||
As
restated
|
(0.01 | ) | (0.00 | ) | (0.02 | ) | (0.02 | ) | ||||||||
2006
|
||||||||||||||||
Interest
income
|
399,869 | 427,749 | 461,123 | 462,809 | ||||||||||||
Net
earnings (loss) and
comprehensive
earnings (loss)
|
||||||||||||||||
As
previously reported
|
(31,726 | ) | (125,873 | ) | (368,527 | ) | (624,564 | ) | ||||||||
Adjustment
|
33,713 | -- | (87,769 | ) | (344,057 | ) | ||||||||||
As
restated
|
1,987 | (125,873 | ) | (456,296 | ) | (968,621 | ) | |||||||||
Net
earnings (loss) per share
–
basic and diluted
|
||||||||||||||||
As
previously reported
|
0.00 | 0.00 | (0.01 | ) | (0.02 | ) | ||||||||||
Adjustment
|
0.00 | 0.00 | 0.00 | (0.00 | ) | |||||||||||
As
restated
|
0.00 | 0.00 | (0.01 | ) | (0.02 | ) |
Signature
|
Title
|
Date
|
||
/s/ Jean Paul Roy
Jean
Paul Roy
|
President,
Chief Executive Officer and Director
|
June
4, 2008
|
||
/s/ Allan J. Kent
Allan
J. Kent
|
Executive
Vice President, Chief Financial Officer and Director
|
June
4, 2008
|
||
/s/ Brent J. Peters
Brent
J. Peters
|
Director
|
June
4, 2008
|
||
/s/ Peter R. Smith
Peter
R. Smith
|
Chairman
of the Board and Director
|
June
4, 2008
|
||
/s/ Michael J. Hudson
Michael
J. Hudson
|
Director
|
June
4, 2008
|
||
/s/ Dr. Avinash Chandra
Dr.
Avinash Chandra
|
Director
|
June
4, 2008
|