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REG - Chariot Limited - H1 2023 Results

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RNS Number : 8056M  Chariot Limited  19 September 2023

19 September 2023

Chariot Limited

 

("Chariot", the "Company")

 

H1 2023 Results

 

Chariot (AIM: CHAR), the Africa focused transitional energy company, today
announces its unaudited interim results for the six-month period ended 30 June
2023.

 

Adonis Pouroulis, CEO of Chariot commented: "We continued to progress all
workstreams across the business throughout the period and further enhanced our
portfolio with the award of the Loukos licence onshore Morocco and the
acquisition of our water desalination business. In each pillar of transitional
gas, renewable power and green hydrogen, we have the opportunity to deliver a
range of tangible benefits and drive real value. Long term scalability is a
shared theme across all of our projects, but we are fully focused on executing
our core objectives to de-risk the business, enable further growth and deliver
near term production."

 

Highlights during and post period

 

Transitional Gas: Developing a New Gas Province in Morocco

 

·    Front End Engineering and Design ("FEED") phase completed for the
Anchois gas development project ("Anchois")

·    Progress made across all Anchois development workstreams, including
the project Environmental Social Impact Assessment ("ESIA") and submission of
the necessary documentation into the approval process in Morocco

·    Negotiations on partnering for Anchois and the wider Lixus and
Rissana Offshore licences in final stages

·    Partnership agreed with Vivo Energy to develop the Moroccan domestic
gas-to-industry market

·    Award of the Loukos Onshore licence ("Loukos") in Morocco -
fast-track drilling project initiated with opportunity for near-term
production

 

Transitional Power: Building a Substantial Renewable Energy pipeline across
Africa

 

·    In partnership with TotalEnergies progressing developments at three
key projects in Africa:

o  Tharisa - 40MW solar project in South Africa

o  Karo - 30MW solar project in Zimbabwe

o  First Quantum Minerals - 430MW solar and wind projects in Zambia

·    Operational Essakane 15MW solar project at IAMGOLD's gold mine in
Burkina Faso continues to perform well

·    Acquisition of water desalination business a strategic fit for both
the power and hydrogen pillars - first project in Djibouti commissioned

·    Shareholding in Etana Energy opening up route to develop further
large-scale renewable energy projects and trading through South Africa's
national grid

 

Green Hydrogen - Focused on early stage production and future scale up

 

·    Feasibility studies in Mauritania progressing well with partner TEH2
(80% owned by TotalEnergies and 20% owned by the EREN Group) and their
in-house 'OneTech' engineering unit

·    Extended collaboration with Oort Energy and University Mohammed VI
Polytechnic ("UM6P") on green hydrogen proof of concept projects in Morocco

·    Ongoing evaluation of further opportunities

 

Corporate and Financial

 

·      Well capitalized business, with cash position as at 30 June 2023
- $2.7million, supplemented by a successful and oversubscribed fundraise
completed in July 2023 raising circa US$19 million

·      No debt with minimal licence commitments

 

The Company announces that its Joint Broker and Nominated Adviser has changed
its name from Cenkos Securities plc to Cavendish Securities plc following
completion of its own corporate merger.

 

Enquiries

 Chariot Limited                                    +44 (0)20 7318 0450

 Adonis Pouroulis, CEO

 Julian Maurice-Williams, CFO

 Cavendish Securities Plc (Nomad and Joint Broker)   +44 (0) 131 220 9778

 Derrick Lee, Adam Rae

 Stifel Nicolaus Europe Limited (Joint Broker)      +44 (0) 20 7710 7760

 Callum Stewart, Ashton Clanfield
 Celicourt Communications (Financial PR)            +44 (0) 20 7770 6424

 Mark Antelme, Jimmy Lea

 

 

Chariot Limited

 

Chief Executive's Review

 

We were very saddened to hear the news of the recent earthquake in Morocco.
Our deepest condolences go out to those who have been affected by this
devastating event. Our operations were not impacted but we are in close
contact with our Moroccan colleagues and have supported the funding of relief
efforts and ongoing aid in country.

To deliver a successful, meaningful global energy transition, the world needs
to develop a balanced, diversified and accessible energy mix driven by ongoing
investment in innovation and technology. We see the significant upside of this
business opportunity and through the Chariot Group's assets we intend to play
an important role in developing sustainable, stable and secure sources of
energy that can help drive economic growth and contribute to a cleaner future.

 

Transitional Gas

 

Chariot holds three licences in Morocco all with 75% interest and
operatorship, alongside the Office National des Hydrocarbures et des Mines
(ONHYM) which holds a 25% interest: the Lixus Offshore licence, in which the
Anchois gas development is located; the Rissana Offshore licence, which
surrounds Lixus and captures further exploration upside; and the Loukos
Onshore licence, which is adjacent to and shares a common geological setting
with the offshore. With these licences Chariot holds a material, diversified
portfolio with access to attractive markets and basin-scale upside supported
by a low-risk proven gas play.

The Anchois Development Project

 

As announced in March 2023, we completed the FEED phase of the Anchois gas
development project, located in the Lixus licence offshore Morocco, and we
have continued to focus on the maturation of this asset. The FEED project,
undertaken in partnership with the Subsea Integration Alliance and its
constituent companies SLB and Subsea7, was a significant milestone for the
project, with over 55,000 man hours and circa 500 documents completed. We are
also close to finalisation of the ESIA, which has involved approximately one
year of work, 24 public hearings and onshore and offshore environmental
baseline surveys. We also completed geophysical and geotechnical site surveys
onshore and offshore, which further defined pipeline routing and landfall
approach. In parallel to ensuring that the technical workstreams are bankable,
we have been lining up a debt finance consortium with Societe Generale to
provide optionality for the project's financing.

 

This has been an exceptionally busy period where we have taken all our key
workstreams to an advanced stage ready for Final Investment Decision. The
timing of this decision will be dependent on partnering, which is focused on
the Anchois development but is expected to also cover both the Lixus and
Rissana exploration licences. The partnering process has taken time due to the
high level of interest, but it is now close to a conclusion and we look
forward to updating the market on this as soon as we can. Securing a partner
will be key to further de-risking this project. Getting Anchois built and into
production is our top priority.

 

Discussions around gas sales agreements have also been advanced following the
agreement of key principles with Office National de l'Electricité et de l'Eau
Potable (ONEE) which were announced in December 2022 and cover an offtake of
up to 60 mmscfd over a 10 year period on a take-or-pay basis. Supplying
directly into the gas-hungry domestic market is our priority but we are also
continuing discussions with European entities who are interested in export
offtake with significant demand for gas in Europe. We were pleased to announce
our partnership with Vivo Energy, part of Vitol group, in May 2023, as this
further supports the domestic commercialisation of the Anchois gas reserves
into Moroccan industries and will be an important part of monetising future
production from the Loukos licence.

 

Wider Exploration Upside - looking for the next Anchois

 

Whilst we have been focused on partnering and development planning at Anchois,
our team has also continued to analyse the exploration upsides in the wider
Lixus and Rissana offshore acreage. Within Lixus, there are significant upside
volumes that can be unlocked through further drilling with three key prospects
identified, all of which could be potential future development hubs and have
tie in capabilities with the planned Anchois infrastructure. At Rissana, our
team has mapped giant prospective plays with 2U estimates of 7Tcf,
independently assessed by Netherland Sewell and Associates ("NSAI"), and
further higher risk multi Tcf targets. We will be conducting a seismic survey
across Rissana and parts of Lixus to further mature our understanding of this
basin potential and updates on the likely timing of this will be made
accordingly.

 

Loukos Onshore Licence

 

With the award of Loukos, we have secured synergistic, low-cost, low-risk and
near-term drilling opportunities, which, if successful, could lead to
fast-tracked gas production focused on the Moroccan industrial sector. Further
to early analysis of existing well and seismic data on block, we have mapped
out and high graded a drilling inventory with targets totalling approximately
74 Bcf gas. Permitting is underway and with a rig available in country we will
look to commence this campaign in early 2024. Further to the recent fundraise,
we plan to drill up to four wells, noting that successful drilling in one well
will de-risk other targets and unlock a wider group of geologically linked
prospects. There is also material upside within this acreage as the gas play
is shown to extend beyond the current 3D data area, which provides the
potential for longer-term scalability.  Drilling results can also be
anticipated to have a read through to prospects identified in the offshore
Lixus licence which share similarity in reservoir and trapping configurations,
bringing additional value through further shared subsurface insights.

 

Near-term production from Loukos will deliver high margin cash flow to
Chariot. In Morocco, we have access to a domestic gas-to-industry market that
commands attractive gas prices which we can deliver directly into via our
agreement with Vivo Energy. Production from Loukos will also serve as a
catalyst for subsequent sales from Anchois so will generate further benefits
for the Company and the wider Moroccan energy industry.

 

Transitional Power

 

Our Transitional Power business continues to develop each of its mining
related power projects and the operational Essakane solar project at IAMGOLD's
mine in Burkina Faso is performing well. Tharisa is moving closer to
construction with the environmental authorisation now granted and an EPC
contractor identified. As one of the first independent projects of its kind in
South Africa, the Buffelspoort solar project has received notable support from
the Presidential Commission and has met the criteria to be recognised as a
'Strategic Integrated Project' in country. The solar project at the Karo mine
in Zimbabwe and the solar and wind plans at First Quantum's copper mines in
Zambia are at earlier stages of development but continue to move forward with
the potential to be of equal importance in these countries.

 

With our joint venture partnership in the Etana Energy trading platform, and
the opportunities that this unlocks, we see extensive growth potential. The
electricity sector is rapidly deregulating in South Africa, and Chariot has
the ability to develop and generate power, trade through the national grid,
and provide tailored energy solutions to a range of commercial and industrial
customers. By delivering renewable power directly into the grid we can have a
positive, material impact in helping to alleviate the country's energy crisis
whilst supplying a growing offtake customer base that has a high demand and
need for stable supply. Test trading through the platform has been successful,
we were very pleased to have been involved in the first wheeling of renewable
electrons through the City of Cape Town's grid this month, and we are working
with a range of blue chip companies to further build out each stage of this
business. As one of only three companies with a trading licence, Etana holds a
proprietary space in this sector, and Chariot can play a major part in each
phase of generation, trade and wheeling any surplus energy back into the grid.

 

We are also very proud of our water desalination project in Djibouti, which
was commissioned in June this year and is now providing clean, potable
desalinated water to local communities, powered by solar energy. This will
provide access to water over the next 20 years and is an important proof of
concept project both for our power pillar as we are looking to replicate the
business model in other regions, as well as our green hydrogen projects, with
the technology being a key part of delivering desalinated water to the
production process.

 

Green Hydrogen

 

Our Green Hydrogen team continues to work closely with TEH2 and TotalEnergies'
One Tech team on our giga scale Project Nour in Mauritania and the feasibility
study is progressing well. The collaboration is a good balance of experience,
expertise and focus on delivering local content in country with both teams
bringing complementary skills to the partnership and the study is expected to
be completed in Q1 next year. Nour is one of the largest green hydrogen
projects in Africa, and indeed the world, at the moment and whilst the green
hydrogen industry is still at a relatively nascent stage, the sector as a
whole is gaining momentum. Green hydrogen will be a key part of reaching net
zero emissions goals worldwide so many more projects like Nour will be needed
and we continue to evaluate new opportunities in this space.

 

Due to its size, Nour is a long term project, so our Green Hydrogen team have
adopted a phased approach aimed at capturing early production and monetisation
opportunities while leveraging decreasing costs as the projects move forward.
As part of our phased approach we are working alongside UM6P and Oort Energy
in Morocco to deliver proof of concept projects.

These early stage, smaller scale trials are of great importance to de-risk
projects by showcasing project delivery and local value, proving up
technology, as well as generating early revenues and creating the basis for
deploying larger commercial phases. We also continue to look at other proofs
of concept in partnership with other industry partners, as collaboration and
sharing expertise and resources will be key to faster progression across the
sector.

Financial Review

 

The Group remains debt free and had a cash balance of US$2.7 million at 30
June 2023 (US$12.1 million at 31 December 2022) which was further increased in
the post-period following the equity fundraising completed in August 2023
which raised gross proceeds of US$19.1 million.

 

Hydrogen and other business development costs of $0.9 million (30 June 2022:
$1.5 million) comprise non-administrative expenses incurred in the Group's
business development activities within the Green Hydrogen pillar.

 

Other administrative expenses of US$3.5 million (30 June 2022: US$5.0 million)
are lower than the prior period reflecting the Group's focus on maintaining a
lean cost foundation, without impacting operational capability.

 

Finance income of US$0.2 million (30 June 2022: US$ nil) is higher than the
prior period due to bank interest received on cash balances, as well as
foreign exchange gains on non-US$ cash.

 

Finance expenses of US$0.02 million (30 June 2022: US$0.4 million) are lower
than the prior period reflecting the stabilising of foreign exchange rates on
the holding of cash balances in Sterling as well as the reduced unwinding of
the discount on the lease liability under IFRS 16.

 

Share-based payments charges of US$3.4 million (30 June 2022: US$0.9 million)
are higher than the prior period due to the granting of share awards to
employees across the group over the past 12 months.

 

We were very pleased with the support we received in our fundraise post period
in July from new and existing investors as well an oversubscribed open offer.
We thank our shareholders for their ongoing support and we look forward to
putting the funds into our drilling campaign in the near future.

 

Outlook

 

We are passionate about the platform we are creating and the important,
overarching themes we are addressing with regard to energy security and
sustainability of power supply in Africa. We have laid down solid foundations
across our portfolio, on which we continue to steadily build our business, and
we look forward to providing updates with regard to our partnering on Anchois,
drilling on Loukos and further activity across our Power and Hydrogen pillars
over the coming months. We are building a transitional company in a
transitional world and whilst we are focused on generating material cashflows
as quickly as we can, we will continue to look to partner with some of the
best companies within this space in order to continue to grow and scale.

 

A Pouroulis

 

Chief Executive Officer

19 September 2023

Chariot Limited

 

Consolidated statement of comprehensive income for the six months ended 30
June 2022

 

 

 

                                                                                    Six months   Six months            Year ended

                                                                                    ended 30     ended 30              31 December

                                                                                    June 2023    June 2022             2022
                                                                                    US$000       US$000                US$000
                                                                             Notes  Unaudited    Unaudited             Audited

 Share based payments                                                               (3,447)      (938)                 (4,168)
 Hydrogen and other business development costs                                      (905)               (1,463)        (1,704)
 Other administrative expenses                                                      (3,471)      (4,970)               (8,478)

 Total operating expenses                                                           (7,823)      (7,371)               (14,350)
 Loss from operations                                                               (7,823)      (7,371)               (14,350)

 Finance income                                                                     150          -                     74
 Finance expense                                                                    (15)         (390)                 (608)
 Loss for the period before and after taxation                                      (7,688)      (7,761)               (14,884)

 Other comprehensive income:
 Items that will be reclassified subsequently to profit or loss
 Exchange differences on translating foreign operations                             13           -                     (3)
 Other comprehensive income for the period, net of tax                              13           -                     (3)

 Total comprehensive loss for the period                                            (7,675)      (7,761)               (14,887)

 Loss for the period attributable to:
 Owners of the parent                                                               (7,687)      (7,761)               (14,882)
 Non-controlling interest                                                           (1)          -                     (2)
                                                                                    (7,688)      (7,761)               (14,884)

 Total comprehensive loss attributable to:
 Owners of the parent                                                               (7,674)      (7,761)               (14,885)
 Non-controlling interest                                                           (1)          -                     (2)
                                                                                    (7,675)      (7,761)               (14,887)

 Loss per Ordinary share attributable to the equity holders of the parent -  3      US$(0.01)    US$(0.01)             US$(0.02)
 basic and diluted

 

 

Chariot Limited

Consolidated statement of changes in equity for the six months ended 30 June
2023

 For the six months ended 30 June 2023 (unaudited)

                                                                                                                                                                  Total attributable to equity holders of the parent   Non-controlling interest

                                                                                    Share based payment reserve

                                                                                                                  Other components of equity                                                                                                      Total equity

                                                    Share capital   Share premium                                                              Retained deficit
                                                    US$000          US$000          US$000                        US$000                       US$000             US$000                                               US$000                     US$000

 As at 1 January 2023                               14,263          413,843         6,099                         935                          (374,081)          61,059                                               (2)                        61,057

                                                    -               -               -                             -                            (7,687)            (7,687)                                              (1)                        (7,688)

 Loss for the year
 Other comprehensive income                         -               -               -                             13                           -                  13                                                   -                          13
 Loss and total comprehensive loss for the period   -               -               -                             13                           (7,687)            (7,674)

                                                                                                                                                                                                                       (1)                        (7,675)
                                                    48              566             (114)                         -                            -                  500

 Issue of capital                                                                                                                                                                                                      -                          500
 Movements on shares to be issued                   -               -               -                             (42)                         142                100                                                  -

                                                                                                                                                                                                                                                  100
 Share based payments                               -               -               3,447                         -                            -                  3,447

                                                                                                                                                                                                                       -                          3,447

 As at 30 June 2023                                 14,311          414,409         9,432                         906                          (381,626)          57,432                                               (3)                        57,429

 

 

 

 

 

 

 

 

 

 

 For the six months ended 30 June 2022 (unaudited)

                                                                                                                                                                  Total attributable to equity holders of the parent

                                                                                    Share based payment reserve

                                                                                                                  Other components of equity                                                                           Non-controlling interest

                                                    Share capital   Share premium                                                              Retained deficit                                                                                   Total equity
                                                    US$000          US$000          US$000                        US$000                       US$000             US$000                                               US$000                     US$000

 As at 1 January 2022                               11,696          383,318         2,207                         938                          (359,199)          38,960                                               -                          38,960

 Loss for the year                                  -               -               -                             -                            (7,761)            (7,761)                                              -                          (7,761)
 Other comprehensive income                         -               -               -                             -                            -                  -                                                    -                          -
 Loss and total comprehensive loss for the period   -               -               -                             -                            (7,761)            (7,761)                                              -                          (7,761)
 Issue of capital                                   2,541           31,892          -                             -                            -                  34,433                                               -                          34,433
 Issue costs                                        -               (1,618)         -                             -                            -                  (1,618)                                              -                          (1,618)
 Share based payments                               -               -               938                           -                            -                  938                                                  -                          938

 As at 30 June 2022                                 14,237          413,592         3,145                         938                          (366,960)          64,952                                               -                          64,952

 

 

 

 

 

 

 

 

 

 

 

 For the year ended 31 December 2022 (audited)

                                                                                                                                                               Total attributable to equity holders of the parent

                                                                                 Share based payment reserve

                                                                                                               Other components of equity                                                                           Non-controlling interest

                                                 Share capital   Share premium                                                              Retained deficit                                                                                   Total equity
                                                 US$000          US$000          US$000                        US$000                       US$000             US$000                                               US$000                     US$000

 As at 1 January 2022                            11,696          383,318         2,207                         938                          (359,199)          38,960                                               -                          38,960

 Loss for the year                               -               -               -                             -                            (14,882)           (14,882)                                             (2)                        (14,884)
 Other comprehensive income                      -               -               -                             (3)                          -                  (3)                                                  -                          (3)
 Loss and total comprehensive loss for the year  -               -               -                             (3)                          (14,882)           (14,885)                                             (2)                        (14,887)
 Issue of capital                                2,567           32,143          (276)                         -                            -                  34,434                                               -                          34,434
 Issue costs                                     -               (1,618)         -                             -                            -                  (1,618)                                              -                          (1,618)
 Share based payments                            -               -               4,168                         -                            -                  4,168                                                -                          4,168
 As at 31 December 2022                          14,263          413,843         6,099                         935                          (374,081)          61,059                                               (2)                        61,057

 

 

 

 

Chariot Limited

 

Consolidated statement of financial position as at 30 June 2023

 

                                                                           30 June    30 June    31 December 2022

                                                                            2023       2022
                                                                           US$000     US$000     US$000
                                                                    Notes  Unaudited  Unaudited  Audited

 Non-current assets
 Exploration and evaluation assets                                  4      57,650     44,967     51,795
 Investment in power projects                                              448        450        380
 Goodwill                                                           5      790        380        448
 Property, plant and equipment                                             663        85         428
 Right of use asset: office lease                                          118        164        332
 Total non-current assets                                                  59,669     46,046     53,383

 Current assets
 Trade and other receivables                                               1,153      642        755
 Inventory                                                                 1,424      1,306      1,424
 Cash and cash equivalents                                          6      2,725      23,391     12,052
 Total current assets                                                      5,302      25,339     14,231
 Total assets                                                              64,971     71,385     67,614

 Current liabilities
 Trade and other payables                                                  7,392      6,244      6,198
 Lease liability: office lease                                             150        189        359
 Total current liabilities                                                 7,542      6,433      6,557

 Total liabilities                                                         7,542      6,433      6,557

 Net assets                                                                57,429     64,952     61,057

 Capital and reserves attributable to equity holders of the parent
 Share capital                                                      7      14,311     14,237     14,263
 Share premium                                                             414,409    413,592    413,843
 Share based payment reserve                                               9,432      3,145      6,099
 Other components of equity                                                906        938        935
 Retained deficit                                                          (381,626)  (366,960)  (374,081)

 Capital and reserves attributable to equity holders of the parent         57,432     64,952     61,059
 Non-controlling interest                                                  (3)        -          (2)
 Total equity                                                              57,429     64,952     61,057

 

 

Chariot Limited

Consolidated cash flow statement for the six months ended 30 June 2023

                                                                               Six months ended 30   Six months ended 30   Year ended 31 December 2022

                                                                               June 2023             June 2022
                                                                               US$000                US$000                US$000
                                                                               Unaudited             Unaudited             Audited

 Operating activities
 Loss for the period before taxation                                           (7,688)               (7,761)               (14,884)
 Adjustments for:
 Finance income                                                                (150)                 -                     (74)
 Finance expense                                                               15                    390                   608
 Depreciation and amortisation                                                 233                   188                   472
 Share based payments                                                          3,447                 938                   4,168
 Net cash outflow from operating activities before changes in working capital  (4,143)               (6,245)               (9,710)

 (Increase) / decrease in trade and other receivables                          (227)                 285                   210
 Increase / (decrease) in trade and other payables                             486                   3,481                 (132)

 Increase in inventories                                                       -                     (123)                 -
 Cash outflow from operating activities                                        (3,884)               (2,602)               (9,632)

 Net cash outflow from operating activities                                    (3,884)               (2,602)               (9,632)

 Investing activities
 Finance income                                                                40                    -                     62
 Payments in respect of property, plant and equipment                          (311)                 (25)                  (256)
 Payments in respect of exploration and evaluation assets                      (5,052)               (25,572)              (29,243)
 Net cash outflow used in investing activities                                 (5,323)               (25,597)              (29,437)

 Financing activities
 Issue of ordinary share capital net of fees                                   -                     32,815                32,816
 Payment of lease liabilities                                                  (209)                 (241)                 (501)
 Finance expense on lease                                                      (8)                   (10)                  (27)
 Net cash (outflow)/ inflow from financing activities                          (217)                 32,564                32,288

 Net (decrease)/ increase in cash and cash equivalents in the period           (9,424)               4,365                 (6,781)

 Cash and cash equivalents at start of the period                              12,052                19,406                19,406

 Effect of foreign exchange rate changes on cash and cash equivalent           97                    (380)                 (573)

 Cash and cash equivalents at end of the period                                2,725                 23,391                12,052

 

 

Chariot Limited

Notes to the interim financial statements for the six months ended 30 June
2023

1.   Accounting policies

Basis of preparation

The interim financial statements have been prepared in accordance with UK
adopted International Accounting Standards.

The interim financial information has been prepared using the accounting
policies which were applied in the Group's statutory financial statements for
the year ended 31 December 2022.  The Group has not adopted IAS 34: Interim
Financial Reporting in the preparation of the interim financial statements.

There has been no impact on the Group of any new standards, amendments or
interpretations that have become effective in the period. The Group has not
early adopted any new standards, amendments or interpretations.

2.   Financial reporting period

The interim financial information for the period 1 January 2023 to 30 June
2023 is unaudited. The financial statements also incorporate the unaudited
figures for the interim period 1 January 2022 to 30 June 2022 and the audited
figures for the year ended 31 December 2022.

The financial information contained in this interim report does not constitute
statutory accounts as defined by sections 243-245 of the Companies (Guernsey)
Law 2008.

The figures for the year ended 31 December 2022 are not the Group's full
statutory accounts for that year. The auditors' report on those accounts was
unqualified and did not contain a statement under section 263 (3) of the
Companies (Guernsey) Law 2008.

3.   Loss per share

The calculation of the basic earnings per share is based on the loss
attributable to ordinary shareholders divided by the weighted average number
of shares in issue during the period.

                                     Six months ended 30    June 2023     Six months ended 30    June 2022     Year ended   31 December 2022

 Loss for the period US$000          (7,687)                              (7,761)                              (14,882)
 Weighted average number of shares   962,067,995                          822,031,912                          891,215,431
 Loss per share, basic and diluted*  US$(0.01)                            US$(0.01)                            US$(0.02)

 

*Inclusion of the potential ordinary shares would result in a decrease in the
loss per share and, as such, is considered to be anti-dilutive. Consequently a
separate diluted loss per share has not been presented.

 

 

 

 

 

4.   Exploration and evaluation assets

                           30 June 2023  30 June 2022  31 December 2022
                           US$000        US$000        US$000
 Balance brought forward   51,795        31,750        31,750
 Additions                 5,855         13,217        20,286
 Transferred to inventory  -             -             (241)
 Net book value            57,650        44,967        51,795

 

As at 30 June 2023 the net book value of the Moroccan geographic area is
US$57.7 million (31 December 2022: US$51.8 million).

5.   Goodwill

                                        30 June 2023  30 June 2022  31 December 2022
                                        US$000        US$000        US$000
 Balance brought forward                380           380           380
 Acquired through business combination  410           -             -
 Balance carried forward                790           380           380

 

Business combination

On 27 January 2023 the Company entered into a sales agreement for the
acquisition of the business and assets of an independent water producer, ENEO
Water PTE Limited ("ENEO"), an African company focused on delivering clean
water solutions using renewable energy.

ENEO utilises an efficient, modular and scalable reverse osmosis technology
that can be 100% powered by solar energy to produce desalinated water which is
an essential component of green hydrogen production and will be critical for
the feasibility of Project Nour in Mauritania and other green hydrogen
projects.

Consideration and fair value of assets and liabilities acquired

As initial consideration for the acquisition the Company issued 2,267,694 new
ordinary shares at a value of US$0.5 million. Deferred consideration
representing 453,538 new ordinary shares is payable dependent on certain
project pipeline targets being met, which has been recognised in equity. The
consideration shares were valued at US$0.22 (19.14p) being the 30-day VWAP
prior to financial closing of the Djibouti project.

At acquisition, total identifiable assets and liabilities assumed were US$0.19
million. The balance of the consideration of US$0.41 million has been
allocated to goodwill, indicative of intellectual property, management team
and customer relationships acquired. None of the goodwill is expected to be
deductible for income tax purposes. No impairment of goodwill was identified
in the short period from acquisition to 30 June 2023.

 

 

 

 

The amounts recognised in respect of the identified assets acquired and
liabilities assumed are set out in the table below.

                                                             30 June 2023
                                                             US$000
 Other receivables                                           190
 Total identifiable assets acquired and liabilities assumed  190
 Goodwill                                                    410
 Total consideration                                         600

 Satisfied by:
 New ordinary shares                                         500
 Contingent consideration payable in shares to be issued     100
 Total consideration transferred                             600

Contingent payments

Further contingent payments representing a maximum of 1,814,156 new ordinary
shares are payable to key members of the ENEO team dependent on certain
project pipeline targets being met and will be recognised as share based
payments in the Consolidated Statement of Comprehensive Income over the
retention period.

 

6.   Cash and cash equivalents

As at 30 June 2023 the cash balance of US$2.7 million (31 December 2022:
US$12.1 million) contains the following cash deposits that are secured against
bank guarantees given in respect of exploration work to be carried out:

                    30 June 2023  30 June 2022  31 December 2022
                    US$000        US$000        US$000
 Moroccan licences  750           750           750
                    750           750           750

 

The funds are freely transferrable but alternative collateral would need to be
put in place to replace the cash security.

 

 

 

 

 

 

 

 

 

 

7.   Share capital

 

                             Allotted, called up and fully paid
                             At             At             At             At               31 December 2022  31

                             30 June 2023   30 June 2023   30 June 2022    30 June 2022                       December 2022
                             Number         US$000         Number         US$000           Number            US$000
 Ordinary shares of 1p each

                             963,694,463    14,311         958,002,421    14,237           959,841,091       14,263

 

 

Details of the Ordinary shares issued during the six month period to 30 June
2023 are given in the table below:

 

 Date              Description                                                Price per share US$  No of shares
 1 January 2023    Opening Balance                                                                 959,841,091

 24 February 2023  Issue of initial consideration for acquisition of ENEO     0.22                 2,267,694

 17 April 2023     Issue of contingent consideration for acquisition of AEMP  0.07                 1,585,678

 30 June 2023      Closing balance                                                                 963,694,463

 

            The ordinary shares have a nominal value of 1p. The
share capital has been translated at the historic rate at the date of issue,
or, in the case of the LTIP, the date of grant.

 

On 27 January 2023 Chariot Limited entered into a sales agreement for the
acquisition of the business and assets of an independent water producer, ENEO
Water PTE Limited, an African company focused on delivering clean water
solutions using renewable energy. Consideration for the acquisition shall be
payable in Chariot Ordinary Shares with an initial US$0.5 million paid on
completion of the sales agreement (representing 2,267,694 shares issued on 17
April 2023) and a further deferred consideration of up to US$0.5 million
payable (representing a maximum of 2,267,694 shares) on the achievement of
financial close on further projects.

 

Under the terms of the June 2021 Africa Energy Management Platform share
purchase agreements, a maximum of 5,946,288 shares were payable as deferred
and contingent consideration. On 17 April 2023 a portion of the contingent
consideration was settled through the issue of 1,585,678 new ordinary shares.
Deferred consideration recognised in equity of 1,982,096 shares has now
lapsed, and there is a remaining balance of 2,378,514 contingent consideration
shares, recognised as share-based payments, for which retention and target
conditions attached to issuance were extended until 22 March 2024.

 

 

 

 

 

 

 

 

8.   Other components of equity

 

The details of other components of equity are as follows:

 

                                                                                             Shares to be issued reserve   Foreign exchange reserve

                                                                        Contributed equity

                                                                                                                                                      Total
                                                                        US$000               US$000                        US$000                     US$000

 As at 1 January 2023                                                   796                  142                           (3)                        935
 Loss for the period                                                    -                    -                             -                          -
 Other comprehensive income                                             -                    -                             13                         13
 Loss and total comprehensive loss for the year                         -                    -                             13                         13
 Transfer of reserves due to lapsed share based deferred consideration  -                    (142)                         -                          (142)
 Share based deferred consideration                                     -                    100                           -                          100
 As at 30 June 2023                                                     796                  100                           (3)                        906

 

 

                                                                      Shares to be issued reserve   Foreign exchange reserve

                                                 Contributed equity

                                                                                                                               Total
                                                 US$000               US$000                        US$000                     US$000

 As at 1 January 2022                            796                  142                           -                          938
 Loss for the period                             -                    -                             -                          -
 Other comprehensive income                      -                    -                             -                          -
 Loss and total comprehensive loss for the year  -                    -                             -                          -

 As at 30 June 2022                              796                  142                           -                          938

 

 

                                                                      Shares to be issued reserve   Foreign exchange reserve

                                                 Contributed equity

                                                                                                                               Total
                                                 US$000               US$000                        US$000                     US$000

 As at 1 January 2022                            796                  142                           -                          938
 Loss for the year                               -                    -                             -                          -
 Other comprehensive income                      -                    -                             (3)                        (3)
 Loss and total comprehensive loss for the year  -                    -                             (3)                        (3)

 As at 31 December 2022                          796                  142                           (3)                        935

 

 

9.   Events after the balance sheet date

 

On 1 August 2023 the Company announced that it has signed a Petroleum
Agreement for a new exploration licence, Loukos Onshore ("Loukos"), located
onshore Morocco. A wholly owned subsidiary of Chariot Limited holds a 75%
interest in partnership with the Office National des Hydrocarbures et des
Mines ("ONHYM") which holds a 25% interest.

 

On 2 August 2023 the Company announced the approval by shareholders at a
General Meeting of an equity Fundraising for 106,246,564 New Ordinary Shares
at a price of 14 pence per share. The new Ordinary Shares were admitted and
the Company received gross proceeds totalling US$19.1 million. The net
proceeds of the Fundraising will be used for near term onshore drilling and
development planning on the Loukos Onshore licence, and new ventures and
working capital.

 

 

 

 

 

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