Andalas Energy and Power Plc
Interim Results
Andalas Energy and
Power Plc
(‘Andalas’ or the
‘Company’)
Interim
Results
Andalas Energy and Power Plc, the AIM listed upstream oil and
gas and energy company (AIM: ADL), is pleased to announce its
half-yearly report for the six months ended 31 October
2017.
Highlights:
- First Pertamina power project consortium for the development of
the Puspa-1 project entered into with Siemens AG. Each
partner has an equal interest in the project.
- Jambi-1 power project consortium formed with PT PP Energi
(51%).
- Sumatra-1 power project
consortium formed for the development of a power
project.
- Equity subscription of £500,000 by Volantis.
- Entered into flexible convertible loan note agreement with
Volantis, with no penalties should the Company not utilise the
facility. First potential draw down on or after 1 March 2018.
Andalas Chief Executive Officer,
Simon Gorringe, said:
“I was appointed as CEO in October 2017. Since then I was
pleased to be able to diversify our project portfolio further with
the addition of Sumatra-1 and
immediately start the work required to obtain PLN approval.
Furthermore to be successful in realising value the Company needs
to ensure that it has the finance in place to support the
realisation of these opportunities and I was delighted to be able
to welcome a new major institutional shareholder to the
business.
“Looking forward, the Company’s existing medium to longer term
projects have significant potential but I believe to be successful
the Company must have a balanced portfolio of opportunities.
I therefore have started the work necessary to expand our
activities into upstream or fast power opportunities that have the
potential to generate nearer term cash flows. I firmly
believe that adding a project with nearer term potential would have
the effect of rebalancing the risk profile of the Company and
delivering value to shareholders in the near and longer term.”
-ENDS-
For Further Information:
David Whitby / Simon Gorringe |
Andalas Energy and Power Plc |
Tel: +62 21 2783 2316 |
|
|
|
Nick Tulloch / David Porter |
Cantor Fitzgerald Europe |
Tel: +44 20 7894 7000 |
|
|
|
The Interim Report will be available from the Company’s website
www.andalasenergy.co.uk shortly.
**ENDS**
Market Abuse Regulations (EU) No.
596/2014
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 (“MAR”). Upon the
publication of this announcement via Regulatory Information Service
(“RIS”), this inside information is now considered to be in the
public domain.
Interim Statement
Andalas has continued to make progress during the period in
developing its Indonesian oil and gas business. The Company
has focused on upstream assets where it can apply its innovative
solution which integrates the upstream and offtake projects in a
wellhead located independent power producer (“wellhead IPP”).
The Company is developing a series of wellhead IPPs. In
addition, the Company is assessing a number of more conventional
upstream oil and gas projects.
During the period we signed two MOUs for the development of
Jambi-1, a 30+MW wellhead IPP in Jambi
Province, and Puspa, a 20-50MW wellhead IPP also in
Jambi Province. Post the
period end, and as announced on 27 November
2017 we signed a gas sales MOU and consortium agreements to
develop a 40MW power project called Sumatra-1, our first non-Pertamina
project. We are continuing discussions with, PLN the national
electricity distribution company of Indonesia, regarding the scope of the
project.
We continue to assess new upstream opportunities that have low
entry costs, significant upside potential and have a clear
development path to first revenue, which we believe will be to the
benefit of all shareholders and further strengthen the Andalas
investment proposition.
Operations
The Company’s three core wellhead IPP projects in Indonesia are based in the island of
Sumatra and are being undertaken
in conjunction with significant local and international partners,
which we believe adds weight to the development potential of the
projects and the value proposition of each.
Once a project is identified, the process, from concept to final
investment decision, includes several milestones, such as: securing
a gas sales MOU, a pre- feasibility study and proposal to PLN, a
request for proposal to PLN, front end engineering and design,
project finance and contracting.
Sumatra-1
In November 2017, we signed a gas
sales MOU and consortium agreement for the development of the
Sumatra-1 power project, which the
consortium envisages will be a 15 year 40MW power project to
the west of the city of Jambi. The Sumatra-1 project has greatest scope, subject
to approval by PLN, to be developed to a faster timetable to the
benefit of all shareholders.
Puspa-1
In October 2017, we announced we
had entered a memorandum of understanding with PT Pertamina Power
Indonesia, a wholly owned subsidiary of the state-owned oil
company, PT Pertamina (Persero) (“Pertamina”), and Siemens AG for
the development of a further wellhead IPP also in Sumatra.
The next steps for this project are for the consortium to
procure the gas supply for the project. The consortium is
working with Pertamina to achieve this outcome, following securing
the gas supply, the consortium will move towards the discussion on
the scope of the project with PLN.
Jambi-1
In August 2017, Andalas announced
that it had executed a consortium agreement with PT PP Energi, a
subsidiary of the state-owned enterprise, PT PP (Persero) Tbk, for
the development of a wellhead IPP in Sumatra known as Jambi-1. In our
opinion, after discussions with Pertamina, this project is likely
to be progressed by Pertamina after we have secured the gas supply
for the Puspa-1 project.
Financing
As mentioned above, a key focus of the team during the period
has been to secure the Company’s financial position so it is better
placed to be able to realise the value of the opportunities that
have been created, both in the short and longer term. To that end,
we raised funds in August to repay the loan note and to fund the
work programme in the Jambi-1 project. In November 2017, we also welcomed 1798 Volantis
Fund Ltd (“Volantis”) to our register on completion of a £500,000
equity fundraise.
In addition, Volantis has agreed to provide the Company with a
further £1,800,000 of follow-on finance via the issue of a
convertible loan note facility, which is eligible, subject to
mutual agreement, for first draw down from 1 March 2018. The
offer of this facility is to provide the Company with visibility of
the capital it may require to take a project through to final
investment decision.
Financial Review
The Group held a cash balance of US$196,000 at 31 October
2017 (US$8,000 at 30 April
2017). In addition the Company had trade and other payables
of US$1,442,000 at 31 October 2017 (US$1,546,000 at 30 April
2017), included in this amount is a total of US$1,220,000, (30 April
2017: US$1,261,000), which
comprises i) US$486,000 (30 April 2017: US$461,000) to Directors, ii) US$450,000 (30 April
2017: US$395,000) due to key
consultants and iii) US$284,000
(30 April 2017: US$405,000) due to third parties, where each
party has either agreed to either receive equity settlement or cash
at such time as the Company has greater cash resources at its
disposal.
The period under review showed the impact of our efforts to
reduce the cost base of the Company. During the period under
review the Company incurred US$1,015,000 (£760,000) of administrative costs a
reduction of 55.5% on the comparative period to 31 October 2016 of US$2,283,000 (excluding readmission costs).
The Company continues to monitor its cash position and cost base
carefully and continues to rely on key stakeholders of the Company
to defer part of their remuneration, which is expected to continue
as the Company progresses its project offering.
Outlook
Andalas currently has exposure to three potential power projects
which it will continue to develop with its highly respected
partners, including Pertamina and Siemens. In addition to
progressing existing projects, the Company will seek to acquire
low-cost upstream assets with near term revenue potential as we
focus our efforts on delivering value for shareholders and we are
looking forward to providing further operational updates during
2018.
On behalf of the Board I would like to take this opportunity to
thank our shareholders for their continued support over the last
half year.
Simon Gorringe
Chief Executive Officer
30 January
2018
Consolidated Statement of Comprehensive Income
For the six months ended 31 October
2017
|
|
(Unaudited) 6 Months to
31 October 2017 |
|
(Unaudited) 6 Months to
31 October 2016 |
|
(Audited) 12 Months to 30 April
2017 |
|
Note |
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
Business
development costs |
|
(547) |
|
(1,264) |
|
(2,481) |
AIM
readmission costs |
|
- |
|
(446) |
|
(446) |
Other
administration expenses |
|
(468) |
|
(1,019) |
|
(1,390) |
Total
Administrative Expenses and Operating Loss |
|
(1,015) |
|
(2,729) |
|
(4,317) |
|
|
|
|
|
|
|
Finance
costs |
|
(173) |
|
(95) |
|
(284) |
|
|
(1,188) |
|
(95) |
|
(4,601) |
Loss before and after taxation attributable to owners of the
parent |
|
(1,188) |
|
(2,824) |
|
(4,601) |
|
|
|
|
|
|
|
Total
comprehensive loss for the period / year attributable to owners of
the parent |
|
(1,188) |
|
(2,824) |
|
(4,601) |
|
|
|
|
|
|
|
Basic
and diluted loss per share (US dollar cents) |
3 |
(0.03) |
|
(0.12) |
|
(0.19) |
Consolidated Statement of Financial Position
At 31 October 2017
|
|
(Unaudited) 31 October 2017 |
|
(Unaudited) 31 October 2016 |
|
(Audited) 30 April
2017 |
|
Note |
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Trade and
other receivables |
|
61 |
|
167 |
|
158 |
Cash and
cash equivalents |
|
196 |
|
318 |
|
8 |
Total
current assets |
|
257 |
|
485 |
|
166 |
|
|
|
|
|
|
|
Total
assets |
|
257 |
|
485 |
|
166 |
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Trade and
other payables |
|
(1,442) |
|
(737) |
|
(1,546) |
Borrowings |
|
- |
|
- |
|
(649) |
Total
liabilities |
|
(1,442) |
|
(737) |
|
(2,195) |
|
|
|
|
|
|
|
Net
(liabilities) |
|
(1,185) |
|
(252) |
|
(2,029) |
|
|
|
|
|
|
|
Equity
attributable to the owners of the parent: |
|
|
|
|
|
|
Share
premium |
6 |
11,996 |
|
10,084 |
|
10,084 |
Accumulated deficit |
|
(13,181) |
|
(10,336) |
|
(12,113) |
Total
(deficit) |
|
(1,185) |
|
(252) |
|
(2,029) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Changes in Equity
For the six months ended 31 October
2017
|
Share
Premium |
Accumulated Deficit |
Total
Equity |
|
|
US$'000 |
US$'000 |
US$'000 |
|
|
|
|
Balance at 1 May 2016 (audited) |
6,124 |
(7,624) |
(1,500) |
|
|
|
|
Loss for
the period |
- |
(2,824) |
(2,824) |
Total
comprehensive loss for the period |
- |
(2,824) |
(2,824) |
Transactions with equity owners of the parent |
|
|
|
Share
warrants issued |
- |
112 |
112 |
Share
based payments |
1,749 |
- |
1,749 |
Settlement of loan note |
856 |
- |
856 |
Proceeds
from share issue |
2,513 |
- |
2,513 |
Share
issue costs |
(1,158) |
- |
(1,158) |
Balance at 31 October 2016 (unaudited) |
10,084 |
(10,336) |
(252) |
|
|
|
|
Loss for
the period |
- |
(1,777) |
(1,777) |
Total
comprehensive income for the period |
- |
(1,777) |
(1,777) |
|
|
|
|
Balance at 30 April 2017 (audited) |
10,084 |
(12,113) |
(2,029) |
|
|
|
|
Loss for
the period |
- |
(1,188) |
(1,188) |
Total
comprehensive loss for the period |
- |
(1,188) |
(1,188) |
Transactions with equity owners of the parent |
|
|
|
Share
based payments |
(80) |
120 |
40 |
Issue of
shares |
2,140 |
- |
2,140 |
Share
issue costs |
(148) |
- |
(148) |
Balance at 31 October 2017 (unaudited) |
11,996 |
(13,181) |
(1,185) |
|
|
|
|
Consolidated Statement of Cash Flows
For the six months ended 31 October
2017
|
(Unaudited) 6 Months to
31 October 2017 |
|
(Unaudited) 6 Months to
31 October 2016 |
|
(Audited) 12 Months to 30
April
2017 |
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
Cash
flows from operating activities |
|
|
|
|
|
Loss for
the period |
(1,188) |
|
(2,824) |
|
(4,601) |
|
|
|
|
|
|
Adjustments for: |
|
|
|
|
|
Finance
cost |
173 |
|
95 |
|
284 |
Share
based payment |
- |
|
467 |
|
647 |
IPO
Costs |
- |
|
- |
|
446 |
|
|
|
|
|
|
Changes in working capital: |
|
|
|
|
|
Change in
trade and other receivables |
97 |
|
205 |
|
220 |
Change in
trade and other payables |
(104) |
|
(7) |
|
294 |
|
|
|
|
|
|
Net
cash flows used in operating activities |
(1,022) |
|
(2,064) |
|
(2,710) |
|
|
|
|
|
|
Cash
flows from financing activities |
|
|
|
|
|
Finance
costs |
(4) |
|
(7) |
|
(7) |
Proceeds
from issue of share capital |
2,140 |
|
2,478 |
|
2,513 |
Share
issue costs |
(148) |
|
(269) |
|
(495) |
Proceeds
from borrowings |
- |
|
- |
|
502 |
Repayment
of borrowings |
(777) |
|
- |
|
- |
Cost of
borrowings |
- |
|
- |
|
(37) |
Net
cash flows from financing activities |
1,211 |
|
2,202 |
|
2,476 |
|
|
|
|
|
|
Net
increase/ (decrease) in cash and cash equivalents |
189 |
|
138 |
|
(234) |
|
|
|
|
|
|
Cash and
cash equivalents at start of period |
8 |
|
290 |
|
290 |
Effect of
exchange rate fluctuations on cash balances |
(1) |
|
(110) |
|
(48) |
|
|
|
|
|
|
Cash
and cash equivalents at end of period / year |
196 |
|
318 |
|
8 |
Notes to the consolidated interim financial information
For the six months ended 31 October
2017
1.
General information
The Company was incorporated on 19
September 2006 in the Isle of Man as a public limited
company. The address of its registered office is IOMA House,
Hope Street, Douglas, Isle of Man.
The Company is listed on AIM, which is operated by the London
Stock Exchange.
2.
Basis
of preparation
Andalas Energy and Power plc (the "Company") is presenting
unaudited financial information as of and for the six months ended
31 October 2017. The consolidated interim financial
information statements of the Company for the six months ended
31 October 2017 comprise the results
of the Company and its wholly owned subsidiary (together referred
to as the "Group").
The consolidated interim financial information for the period
1 May 2017 to 31 October 2017 is unaudited. The
comparatives for the full year ended 30
April 2017 do not represent the Company's full accounts for
that year although they were derived from them. The auditor's
report on those financial statements was unqualified but did
contain an emphasis of matter paragraph in respect of the going
concern status of the Group. It does not include all disclosures
that would otherwise be required in a complete set of financial
statements and should be read in conjunction with the 2017 Annual
Report.
As at the date of these financial statements, the ability of the
Company, and therefore the group, to continue as a going concern
will require further funding to be raised. As at the date of
this report Volantis, a shareholder, has agreed to provide the
Company with a further £1,800,000 of follow-on finance via the
issue of a convertible loan note facility, which is eligible,
subject to mutual agreement, for first draw down from 1 March
2018. The Directors remain confident that the Group will be
able to continue to finance its future working capital and
development costs beyond the period of twelve months from the date
of this report. However, there can be no guarantee that the
required funds to meet working capital and development costs will
be available to the Group within the necessary timeframe.
The financial information contained in this interim report does
not constitute full accounts, which are available from the
company’s website www.andalasenergy.co.uk. The annual
financial statements of the Group are prepared in accordance with
International Financial Reporting Standards as adopted by the
European Union ("IFRS"). The consolidated interim financial
statements have been prepared using the accounting policies which
will be applied in the Group's financial statements for the year
ended 30 April 2018. As allowed under the AIM rules the
consolidated financial information has not been prepared in
accordance with IAS 34.
The same accounting policies, presentation and methods of
computation are followed in the interim consolidated financial
statements as were applied in the Group's latest annual audited
financial statements except that in the current financial year, the
Group has adopted a number of revised Standards and
Interpretations. However, none of these has had a material impact
on the Group's reporting. In addition, the IASB has issued a
number of IFRS and IFRIC amendments or interpretations since the
last annual report was published. It is not expected that any of
these will have a material impact on the Group but the Group
continues to assess the potential implications of IFRS 9.
The interim consolidated financial statements were approved by
the Board and authorised for issue on 30
January 2018.
3.
Loss
per share
The basic and diluted loss per share is calculated by dividing
the loss for the period attributable to ordinary shareholders by
the weighted average number of shares outstanding during the
period:
|
6
months ended
31 October 2017
(unaudited) |
6
months ended
31 October 2016
(unaudited) |
Year
ended
30 April 2017
(audited) |
Loss
attributable to ordinary shareholders of the Company ($’000s) |
(1,188) |
(2,824) |
(4,601) |
Weighted
average number of shares in issue (‘000s) |
3,706,211 |
2,349,987 |
2,420,989 |
Basic
loss per share (US cents) |
(0.03) |
(0.12) |
(0.19) |
In accordance with International Accounting Standard 33
‘Earnings per share’, no diluted earnings per share is presented as
the Group is loss making.
4.
Related party transactions
As at 31 October 2017 the
following balances were included in trade payables and were
outstanding in respect of Directors remuneration at the period
end.
|
Outstanding at
31 October 2017
(unaudited) |
Outstanding at 31 October 2016
(unaudited) |
Outstanding at 30 April 2017
(audited) |
|
$’000 |
$’000 |
$’000 |
David Whitby |
51 |
- |
60 |
Paul Warwick |
58 |
30 |
60 |
Daniel Jorgensen |
200 |
90 |
180 |
Ross Warner |
50 |
- |
45 |
Simon Gorringe |
50 |
- |
45 |
Graham Smith |
10 |
- |
4 |
Robert Arnott |
67 |
7 |
37 |
Total Key Management |
486 |
127 |
431 |
5.
Share
based payment
The following is a summary of the share options and warrants
outstanding and exercisable as at 31 October
2017, 30 April 2017 and
30 April 2016 and the changes during
each period:
|
Number of
options and warrants |
Weighted average exercise price (Pence) |
Outstanding and
exercisable at 30 April 2016 |
102,595,329 |
0.762 |
Warrants granted |
42,000,000 |
0.200 |
Outstanding and
exercisable at 31 October 2016 and 30 April 2017 |
144,595,329 |
0.600 |
Warrants granted |
24,666,666 |
0.243 |
Options expired |
(25,000,000) |
0.175 |
Outstanding and
exercisable at 30 April 2017 |
144,261,995 |
0.612 |
Warrants granted |
361,538,462 |
0.084 |
Outstanding and
exercisable at 31 October 2017 |
505,800,457 |
0.235 |
The above has been expressed in pence and not cents due to the
terms of the options and warrants. The following share options or
warrants were outstanding and exercisable in respect of the
ordinary shares:
Grant Date |
Expiry Date |
1 May
and 31 Oct 2016 |
Issued |
Expired |
30
April
2017 |
Issued |
31
October
2017 |
Exercise Price |
Warrants |
|
|
|
|
|
|
|
|
07.12.
13 |
07.12.18 |
10,839,750 |
- |
- |
10,839,750 |
- |
10,839,750 |
2.00p |
24.01.14 |
24.01.19 |
26,410,714 |
- |
- |
26,410,714 |
- |
26,410,714 |
1.00p |
13.05.16 |
13.05.21 |
42,000,000 |
- |
- |
42,000,000 |
- |
42,000,000 |
0.20p |
31.01.17 |
31.01.22 |
- |
10,000,000 |
- |
10,000,000 |
- |
10,000,000 |
0.20p |
31.01.17 |
31.01.22 |
- |
8,000,000 |
- |
8,000,000 |
- |
8,000,000 |
0.25p |
31.01.17 |
31.01.22 |
- |
6,666,666 |
- |
6,666,666 |
- |
6,666,666 |
0.30p |
22.05.17 |
22.05.22 |
- |
- |
- |
- |
15,000,000 |
15,000,000 |
0.10p |
22.05.17 |
22.05.22 |
- |
- |
- |
- |
35,000,000 |
35,000,000 |
0.10p |
31.07.17 |
31.07.22 |
- |
- |
- |
- |
150,000,000 |
150,000,000 |
0.10p |
19.08.17 |
19.08.22 |
- |
- |
- |
- |
90,769,231 |
90,769,231 |
0.06p |
01.09.17 |
01.09.22 |
- |
- |
- |
- |
70,769,231 |
70,769,231 |
0.06p |
Options |
|
|
|
|
|
|
|
|
07.12.13 |
07.12.18 |
6,000,000 |
- |
- |
6,000,000 |
- |
6,000,000 |
2.00p |
04.02.15 |
04.02.17 |
25,000,000 |
- |
(25,000,000) |
- |
- |
- |
0.175p |
05.06.15 |
05.06.18 |
34,344,865 |
- |
- |
34,344,865 |
|
34,344,865 |
0.40p |
|
|
144,595,329 |
24,666,666 |
(25,000,000) |
144,261,995 |
361,538,462 |
505,800,457 |
|
The Group recognised $120,000
(30 April 2017: $112,457) relating to equity-settled share based
payment transactions during the period arising from Option or
Warrant grants. There are 103,034,596 of unvested
options (30 April 2017: 103,034,596),
that are held by certain Directors and consultants, which vest in
three equal tranches relating to acquiring an economic interest in
a first concession, an interest in a second concession and gross
production from its interest in projects exceeding 400BOPED. As the
triggers for the grant of the tranches have not occurred at the
reporting date no share based payment charge arises.
On 13 May 2016 the Company issued
one warrant for every four shares in issue at 11 May 2016.
Accordingly the Company issued 179,536,826 warrants on 13 May 2016 that were exercisable at 0.2pence per share on or before 31 May
2016. Prior to maturity 12,007,661 warrants were exercised
and issued on 31 May 2016, the
remainder lapsed unexpired.
For the share options and warrants outstanding as at
31 October 2017, the weighted average
remaining contractual life is 4.18 years (30
April 2017: 2.75 years, 31 October
2016: 2.39 years).
6.
Share
capital
All shares are fully paid and each
ordinary share carries one vote. No warrants have been exercised at
the reporting date.
Allotted, called-up
and fully paid: |
Number |
Pence per share |
Share
premium
$’000s |
Balance at 31 October 2016 and 30 April 2016 |
718,147,302 |
|
6,124 |
13/05/2016 – equity placing for cash |
825,000,000 |
0.200 |
2,405 |
13/05/2016
– equity placing with directors |
25,000,000 |
0.200 |
73 |
Cost of
issue |
- |
- |
(1,158) |
13/05/2016
– loan note settlement* |
300,000,000 |
0.200 |
856 |
13/05/2016
– share based payments*(2) |
314,750,000 |
0.200 |
898 |
13/05/2016
– settlement of Director payables (1) |
142,834,558 |
0.200 |
408 |
13/05/2016 – issue of shares in respect of Corsair settlement
(2) |
122,406,940 |
0.200 |
349 |
31/05/2016
– equity placing |
12,007,661 |
0.200 |
34 |
07/07/2016 – share based payments*(3) |
32,389,530 |
0.200 |
93 |
07/07/2016 – issue of Corsair settlement (4) |
631,984 |
0.200 |
2 |
Balance at 31 October 2016 and 30 April 2017 |
2,493,167,975 |
|
10,084 |
22/05/17
– Equity placing |
600,000,000 |
0.100 |
776 |
Cost of
issue |
- |
|
(48) |
18/08/17 –
Equity placing |
1,615,384,615 |
0.065 |
1,362 |
Cost of
issue |
- |
|
(178) |
Balance at 31 October 2017 |
4,708,552,590 |
|
11,996 |
* Non-cash item per the consolidated cash flow statement
(1) Issue of shares in settlement of brought forward
amounts payable to Directors.
(2) Issue of shares to advisors in relation to fees
related to the equity placing and the readmission.
(3) Issue of shares in relation in relation to
settlement of third party liabilities with shares in the
company.
(4) Issue of shares in respect of the settlement of
the Corsair carried interest as disclosed in the Companies
admission document of 27 April
2016.
Prior period disclosure:
On 4 June 2015, the Company
entered into an agreement (“the agreement”) with Corsair Petroleum
(Singapore) Pte Ltd, (“Corsair”),
which was a company in which each of David
Whitby, Ross Warner and
Simon Gorringe had a 25 per cent.
beneficial interest. Following the agreement, David Whitby, previously unconnected to the
Company joined the board as Chief executive officer. This
arrangement established that Corsair would introduce oil and gas
concessions in Indonesia to the
Company and also set out the means by which Corsair was to be
remunerated for this, which was as follows:
-
31,250,000 Ordinary Shares to be issued on closing of the
Assignment Agreement and 34,344,865 Corsair Options which vest on
closing of the Assignment Agreement (issued on 06/05/2015)
-
up to an additional 93,750,000 Corsair Contingent Consideration
Shares in three equal tranches (of 31,250,000 Ordinary Shares) on
the occurrence of each of the following three milestones: (i) the
acquisition by the Company of one concession in Indonesia; (ii) the acquisition by the Company
of a second concession in Indonesia; and (iii)gross production from
projects in which the Company has an economic interest exceeding
400 bopd for a period of 30 days (together “the Milestones”);
and
-
up to an additional 103,034,596 Corsair Options which vest in
three equal tranches of 34,344,865 upon the occurrence of each of
the milestones.
-
The Agreement also contains provisions whereby Corsair will have
a carried interest in oil and gas concessions introduced by it and
a share of future revenues from these concessions. (“carried
right”)
On 27 April 2017 it was agreed
with Corsair that the carried right arrangement was to be replaced
by equity and subsequently on 13 May
2017 and 30 June 2017 the
Company issued 123,038,924 (split 122,406,940 and 631,984).
Further details of these transactions can be found in the Company’s
admission document dated 27 April 2016.
At the period end the Company continues
to have the obligation under the original Corsair assignment
agreement to issue a further 93,750,000 shares subject to the
Milestones described above being achieved but as at the reporting
date the Company had not recorded these as a liability. Other
than the Corsair consideration options and the Corsair
consideration shares there were no other obligations to Corsair at
30 April 2017.
7. Events after the reporting date
On 27 November 2017 the Company
completed an equity placing to raise a total of £500,000 at a 10%
discount to the closing mid-market share price. Furthermore
the Company agreed with 1798 Volantis Fund (Limited) to be provided
with up to £2,000,000 face value (issue price £1,800,000) of
follow-on finance via the issue of a convertible loan note
facility. The key terms of the convertible loan facility were
as follows:
-
The first £500,000 draw down is subject to mutual agreement and
will be no earlier than 1 March 2018,
or such other date as agreed in writing.
-
Three further drawdowns of £500,000 are also subject to mutual
agreement and can be drawn down quarterly thereafter, or such other
date as agreed in writing.
On 6 December 2017 the Company
issued warrants over 638,569,604 ordinary shares of the Company
with 5 year term and a strike price of 0.5
pence per share.