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TNK-BP Limited) ROSNEFT INTERNATIONAL HOLDINGS LIMITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF AND FOR THE THREE AND SIX MONTHS ENDED 30 JUNE 2013 (UNAUDITED) ROSNEFT INTERNATIONAL HOLDINGS LIMITED Interim Condensed Consolidated Income Statement and Statement of Comprehensive Income (Unaudited) (expressed in millions of USD) Three months Six months Three months ended Six months ended ended 30 June 2012 ended 30 June 2012 30 June 2013 (reclassified) Note 30 June 2013 (reclassified) 14,164 14,255 Gross Proceeds 5 28,380 30,344 (4,311) (4,679) Less: export duties (8,016) (9,311) 9,853 9,576 Sales and other operating revenues 5 20,364 21,033 (3) (103) (Loss)/earnings from equity-accounted investments 9 (15) 104 7 - Gain on disposals of businesses 7 - (2,912) (3,065) Taxes other than income tax 15 (6,069) (6,289) (1,350) (1,152) Operating expenses (2,491) (2,297) (1,166) (1,329) Purchases of oil, oil products and other products (2,323) (2,956) (1,398) (1,253) Transportation expenses (2,777) (2,600) (703) (552) Depreciation, depletion and amortisation 10 (1,351) (1,123) (207) (354) Selling, distribution and administrative expenses (571) (694) (643) (22) Loss on disposals and impairment of assets 4 (711) (323) (55) (56) Exploration expenses (115) (101) 1,423 1,690 Operating profit 3,948 4,754 404 69 Exchange gain/(loss), net 606 (2) (49) (54) Finance cost (124) (124) 16 23 Interest income and net other financial income 2 1 (26) - Other expenses 18 (102) - 1,768 1,728 Profit before income taxes 4,330 4,629 (434) (781) Income tax benefit/(expense) 13 318 (1,256) 1,334 947 Profit for the period 4,648 3,373 (185) (139) Less: profit attributable to noncontrolling interest (396) (389) 1,149 808 Profit attributable to Group shareholders 4,252 2,984 Interim Condensed Consolidated Statement of Comprehensive Income (unaudited) Three months Six months Three months ended Six months ended ended 30 June 2012 ended 30 June 2012 30 June 2013 (reclassified) Note 30 June 2013 (reclassified) 1,334 947 Profit for the period 4,648 3,373 Other comprehensive loss: Items that may be reclassified subsequently to profit or loss: Currency translation differences in relation to (1,576) (237) Group subsidiaries (2,329) (35) Currency translation differences in relation to (150) (280) equity-accounted investments 9 (203) (50) (1,726) (517) Other comprehensive loss (2,532) (85) Other comprehensive loss income attributable to 151 12 noncontrolling interest 204 1 Other comprehensive loss attributable to Group (1,575) (505) shareholders (2,328) (84) (392) 430 Total comprehensive income 2,116 3,288 Less: total comprehensive income attributable to (34) (127) noncontrolling interest (192) (388) Total comprehensive income attributable to Group (426) 303 shareholders 1,924 2,900 The accompanying notes are an integral part of these interim condensed consolidated financial statements 2 ROSNEFT INTERNATIONAL HOLDINGS LIMITED Interim Condensed Consolidated Statement of Changes in Equity (Unaudited) (expressed in millions of USD) Equity attributable to Group shareholders Ordinary Additional Cumulative Non- share paid-in Retained currency controlling Total capital capital earnings translation Total interest equity adjustment At 1 January 2012 - 2,978 14,816 (231) 17,563 1,714 19,277 Total comprehensive income/(loss) - - 2,984 (84) 2,900 388 3,288 Dividends - - (1,380) - (1,380) (257) (1,637) At 30 June 2012 - 2,978 16,420 (315) 19,083 1,845 20,928 At 1 January 2013 - 2,850 19,602 25 22,477 2,121 24,598 Total comprehensive income/(loss) - - 4,252 (2,328) 1,924 192 2,116 At 30 June 2013 - 2,850 23,854 (2,303) 24,401 2,313 26,714 The accompanying notes are an integral part of these interim condensed consolidated financial statements 4 ROSNEFT INTERNATIONAL HOLDINGS LIMITED Interim Condensed Consolidated Statement of Cash Flows (Unaudited) (expressed in millions of USD) Six months ended Six months ended Note 30 June 2013 30 June 2012 Operating activities Profit before income taxes 4,330 4,629 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion and amortisation 1,351 1,123 Finance cost 124 124 Interest income (37) (24) Loss on disposals and impairment of assets 711 323 Gain on disposal of businesses (7) - Earnings from equity-accounted investments 9 15 (104) Dry hole expenses 26 26 Exchange loss from investing and financing activities (156) 29 Net change in environmental provision (1) 34 Tax and other provisions 18 176 - Other non-cash adjustments, net 53 53 Changes in operational working capital, excluding cash and cash equivalents: Restricted cash (8) 44 Trade and other receivables (1,164) 1,588 Inventories (169) (20) Accounts payable and accrued liabilities (577) (64) Taxes payable 98 (29) Other (14) 54 Dividends received from equity-accounted investments 8 Interest received 27 2 Income taxes paid (858) (1,072) Net cash provided by operating activities 3,920 6,724 Investing activities Capital expenditures (2,196) (2,661) Interest capitalised paid (52) (113) Grants used for capital expenditures (23) (91) Grants received 23 91 Purchase of intangible assets (27) (25) Acquisitions of subsidiaries, net of cash acquired 4 (8) - Acquisition of jointly controlled assets 4 - (157) Settlement of deferred consideration for joint operations 4 (200) (200) Cash flows from sales of subsidiaries, net of cash disposed 4 - 15 Net change in bank deposits with maturity more than 3 months - (400) Loans issued 9 (2,758) (47) Loans collected 7 2 Net cash used for investing activities (5,234) (3,586) Financing activities Repayment of long-term debt 11 (885) (840) Net change in short-term debt (190) - Interest paid net of the amounts capitalised (145) (137) Dividends paid to noncontrolling interest shareholders (150) - Dividends paid to Group shareholders 16 - (1,380) Net cash used for financing activities (1,370) (2,357) Effect of exchange rate changes on cash and cash equivalents (32) (17) Net change in cash and cash equivalents (2,716) 764 Cash and cash equivalents at the beginning of period 6 4,632 1,164 Effect of translation to presentation currency (188) - Cash and cash equivalents at the end of period 6 1,728 1,928 The accompanying notes are an integral part of these interim condensed consolidated financial statements 5 ROSNEFT INTERNATIONAL HOLDINGS LIMITED Notes to the Interim Condensed Consolidated Financial Statements (Unaudited) (expressed in USD, tabular amounts in millions) Note 1. Organisation Rosneft International Holdings Limited (prior to 6 June 2013 - TNK-BP International Limited), or the “Company”, and its subsidiaries (jointly referred to as “the Group”) conduct exploration and development activities and produce oil and gas, operate petroleum refineries and market oil and petroleum products in the Russian Federation and a number of other countries including Brazil, Venezuela, Vietnam and Ukraine. Rosneft International Holdings Limited is a wholly owned subsidiary of Rosneft Limited (prior to 29 May 2013 - TNK-BP Limited). On 21 March 2013 OAO “NK “Rosneft” (Rosneft) completed the acquisition of BP and AAR interests in TNK-BP and obtained control of the Company. TNK-BP International Limited was renamed to TNK International Limited on 6 June 2013 and further renamed to Rosneft International Holdings Limited on 28 June 2013. TNK-BP Limited was renamed to TNK Limited on 29 May 2013 and further renamed to Rosneft Limited on 3 July 2013. Rosneft International Holdings Limited is a limited liability company registered and domiciled in the British Virgin Islands. The address of its registered office was Craigmuir Chambers, P.O. Box 71, Road Town, Tortola, British Virgin Islands. Note 2. Basis of Presentation These interim condensed consolidated financial statements for the three and six months ended 30 June 2013 have been prepared in accordance with the International Accounting Standard (“IAS”) 34, “Interim financial reporting”. These interim condensed consolidated financial statements do not include all the disclosures required by International Financial Reporting Standards (“IFRS”) for a complete set of financial statements. The interim condensed consolidated financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2012, which have been prepared in accordance with IFRSs. These interim condensed consolidated financial statements have been prepared on a historical cost basis, except for derivative financial instruments that have been measured at fair value. The Group’s subsidiaries registered in the Russian Federation maintain their accounting records in accordance with the Regulations on Accounting and Reporting in the Russian Federation. Subsidiaries outside the Russian Federation maintain their accounting records in accordance with local regulations. The accompanying interim condensed consolidated financial statements have been prepared from these accounting records and adjusted as necessary in order to comply with International Financial Reporting Standards. The interim condensed consolidated financial statements are presented in United States dollars (“US dollars” or “USD”) and all values are rounded to the nearest million (USD million) except when otherwise indicated. Changes in presentation In order to present its financial statements in consistency with the accounting policies applied by the Company’s new shareholder - Rosneft, management elected to make several reclassifications in the Group’s financial statements. These reclassifications amended the presentation
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