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RNS Number : 2146V ACP Energy PLC 03 April 2023
3 April 2023
ACP ENERGY PLC
("ACP" or "the Company")
Interim Reports and Financial Statements
ACP Energy Plc (ACPE.L), a company formed to capture value accretive
opportunities in the oil & gas industry, is announcing its Interim
Financial Statements for the period ended 31 December 2022.
Chairman's Statement
I am pleased to report the unaudited interim financial statements to
shareholders for the period ending 31 December 2022.
During the period, ACP Energy screened and evaluated numerous acquisition
opportunities in the upstream segment of the oil & gas industry. The
Company focused on those opportunities that aligned with its acquisition
strategy. Through this process, the Company high-graded a portfolio of
opportunities and completed detailed evaluations of the most attractive within
the group.
Post Period
On January 16, 2023, the company announced the signing of a Sale and Purchase
Agreement ("SPA") for a collection of producing assets, operating under
technical service contracts, which are under development, and currently
producing approximately 4,100 bopd, in a highly prolific basin in Latin
America. Further details on the assets will be provided as part of the
relisting process.
If the Transaction is completed, it will constitute a reverse takeover under
the Listing Rules.The Transaction will be subject to the satisfaction of
certain conditions, including:
• The approval of the required share authorities and other ancillary
matters to be set out in a Notice of General Meeting by shareholders of the
Company;
• The successful completion of fundraising activities to, inter
alia, satisfy the consideration payable to the seller; and
• Admission of the enlarged share capital to trading on AIM.
Accordingly, there is no certainty that the Transaction will proceed.
As the Transaction will constitute a Reverse Takeover, the Company requested
that the listing of its Ordinary Shares be temporarily suspended with effect
from 7.30 a.m. on January 16, 2023. Pending the publication of an Admission
Document and completion of due diligence, ACP intends to make an application
for the enlarged Company to have its Ordinary Shares admitted to trading on
the AIM Market of the London Stock Exchange ("Relisting").
The Company is progressing in its efforts to complete the transaction and
looks forward to providing further updates in due course. If the transaction
is not completed, the Company will continue to identify value-accretive
opportunities that fit its stated acquisition strategy.
Paul Welch
Executive Chairman
31 March 2023
For further information:
www.acpenergyplc.com (http://www.acpenergyplc.com)
ACP Energy
Paul Welch,
Chairman
Celicourt Communications
+44 208 434 2643 / acpenergy@celicourt.uk
Mark Antelme / Jimmy Lea
Responsibility statement
This statement is being made by the Chairman, Mr. Paul Welch, and to the best
of his knowledge:
a. the financial statements, prepared in accordance
with IAS 34 'Interim financial reporting' as adopted by the United Kingdom,
give an accurate and fair view of the assets, liabilities, financial position,
and profit or loss of the issuer, and
b. the management report includes a fair review of the
development and performance of the business and the issuer's position,
together with a description of the principal risks and uncertainties they
face.
UNAUDITED INTERIM FINANCIAL STATEMENTS FOR ACP ENERGY PLC FOR THE 6 MONTHS TO
31 DECEMBER 2022
Unaudited statement of comprehensive income
The statements of comprehensive income of ACP Energy PLC for the periods ended
31 December 2022 and 31 December 2021 are set out below:
Unaudited Unaudited
6 months ended 31 Dec 2022 6 months ended 31 Dec 2021
£ £
Administrative expenses (411,221) -
Operating loss (411,221) -
Income tax - -
Loss and total comprehensive loss for the period (411,221) -
Earnings per share
Basic loss per share (0.9320p) -
Diluted loss per share (0.9320p) -
Unaudited statement of financial position
The statements of financial position of ACP Energy PLC as at 31 December 2022
and 30 June 2022 are set out below:
ASSETS Notes Unaudited as at 31 Dec 2022 Audited
Current assets £ as at 30 Jun 2022
£
Trade and other receivables 2 62,798 40,022
Cash and cash equivalents 395,677 599,876
458,475 639,898
Total assets 458,475 639,898
EQUITY
Called up share capital 93,200 93,200
Share premium account 560,183 560,183
Other reserves 428,982 229,189
Retained earnings (690,247) (279,026)
Total equity 392,118 603,546
LIABILITIES
Trade and other payables 3 66,357 36,352
Total liabilities 66,357 36,352
Total equity and liabilities 458,475 639,898
Unaudited statement of changes in equity
The statement of changes in equity of ACP Energy PLC for the 18 month period
ended 31 December 2022 is set out below:
Share Other Reserves
£
Share premium Retained
capital account earnings Total
£ £ £ £
Balance at 1 July 2021 3,000 - - - 3,000
Loss for the period and total comprehensive loss for the period
- - - -
-
Issue of share capital 57,000 - - - 57,000
Balance at 31 December 2021 60,000 - - - 60,000
Loss for the period and total comprehensive loss for the period
- - - (279,026) (279,026)
Issue of share capital 33,200 560,183 - - 593,383
Share-based payments - - 229,189 - 229,189
Balance at 30 June 2022 93,200 560,183 229,189 (279,026) 603,546
Loss for the period and total comprehensive loss for the period
- - - (411,221) (411,221)
Share-based payments - - 199,793 - 199,793
Balance at 31 December 2022 93,200 560,183 428,982 (690,247) 392,118
Unaudited statement of cash flows
The statements of cash flows of ACP Energy PLC for the six months ended 31
December 2022 and 31 December 2021 are set out below:
Unaudited Unaudited
6 months ended 31 Dec 2022 6 months ended 31 Dec 2021
£ £
Cash flows from operating activities
Cash absorbed by operations (204,199) (38,720)
Net cash outflow from operating activities (204,199) (38,720)
Financing activities
Proceeds from issue of shares - 60,000
Net cash generated from financing activities - 60,000
Net (decrease)/increase in cash and cash equivalents (204,199) 21,280
Cash and cash equivalents at beginning of period 599,876 -
Cash and cash equivalents at end of period 395,677 21,280
Notes to the unaudited interim financial statements
1 Accounting policies
Company information
ACP Energy Plc is a public company limited by shares incorporated in England
and Wales. The registered office is 21 High Street, Lutterworth, LE17 4AT.
The company's principal activity is intended to be that of investment in
upstream oil and gas assets.
1.1 Basis of preparation
The unaudited interim financial statements present the financial track record
of the company for the six months ended 31 December 2021, 31 December 2022 and
the 18-month period ended 31 December 2022.
The accounting policies set out in the financial statements for the period
ended 30 June 2022 have been applied consistently to all periods presented in
these unaudited interim financial statements.
The unaudited interim financial statements have been prepared in accordance
with the IAS 34 'Interim financial reporting' as adopted by the United
Kingdom. They should be read in conjunction with the financial statements for
the period ended 30 June 2022, which are prepared in accordance with IFRS as
adopted by the United Kingdom and with the Companies Act 2006.
The unaudited interim financial statements for the six months ended 31
December 2021 and for the six months ended 31 December 2022 do not comprise
statutory accounts within the meaning of section 434 of the Companies Act
2006.
The unaudited interim financial statements are prepared in sterling, which is
the functional currency of the company. Monetary amounts in these unaudited
interim financial statements are rounded to the nearest £.
The unaudited interim financial statements have been prepared on the
historical cost basis.
1.2 Significant accounting policies
The unaudited interim financial statements have been prepared on the basis of
accounting policies adopted in the financial statements for the year ended 30
June 2022 and expected to be adopted in the financial statements for the
period ending 30 June 2023. Where new IFRS standards, amendments or
interpretations became effective in the six months to 31 December 2022 there
has been no material impact on the net assets or results of the company.
2 Trade and other receivables
Unaudited Audited
as at as at
31 Dec 2022 30 Jun 2022
£ £
VAT recoverable 21,092 21,097
Prepayments 41,706 18,925
62,798 40,022
3 Trade and other payables
Unaudited Audited
as at as at
31 Dec 2022 30 Jun 2022
£ £
Trade payables 12,412 15,139
Accruals 53,945 21,213
66,357 36,352
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