REG - Orcadian Energy PLC - Results for the half year ended 31 December 2021
17/03/2022 07:00
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RNS Number : 0515F Orcadian Energy PLC 17 March 2022
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.
17 March 2022
Orcadian Energy plc
("Orcadian Energy", "Orcadian" or the "Company")
Results for the half year ended 31 December 2021
Orcadian Energy (AIM: ORCA), the North Sea focused oil and gas development
company, is delighted to announce its unaudited results for the six months
ended 31 December 2021.
Activity Focus:
· To improve the technical and commercial definition of the Pilot
development project
· To finance the Pilot development project
· To explore every avenue to maximise the value in our satellite
discoveries and prospects
· To propose a practical means to electrify the Central North Sea
("CNS") and to develop a business model enabling Orcadian to benefit from this
work
Highlights:
· Orcadian was admitted to AIM in July 2021 raising gross proceeds of
£3 million
· Receipt of Letter of no objection from the Oil and Gas Authority
("OGA") and entry into the authorisation phase of development planning for the
Pilot Field
· Received three expressions of interest for the provision of an
Floating Production Storage Offloading ("FPSO") for the Pilot Development
· Entered into a non-binding Heads of Terms with Carrick Resources
Limited ("Carrick") in respect of a sub-area of Licence P2320 which covers the
Carra prospect ("Carra")
· Selected by the OGA to evaluate an approach to the electrification of
North Sea oil and gas platforms which will dramatically cut carbon emissions.
· Cash position as at 31 December 2021 of over £1.5 million
Steve Brown, Orcadian's CEO, commented:
"Our first half year results have covered a remarkable period for Orcadian as
well as the energy industry as a whole. For our own part, we completed our
listing on AIM; proposed a transformational approach to new oil and gas
developments on the United Kingdom Continental Shelf ("UKCS") which we believe
has the potential to blaze a trail for a slew of new projects with
dramatically lower emissions than existing production; the OGA blessed those
plans and has also acknowledged the leading role we are seeking to take in
enabling electrification of the North Sea basin.
"We also believe that both the Government and society have begun to
acknowledge that continuing oil and gas production is an essential part of an
energy system in transition and thus ensuring energy security. We believe that
new North Sea developments are essential to meet continuing demand for oil and
gas, and absent those, we believe that prices will rise, hitting the pockets
of the general public, while ensuring that old, high cost, and hence high
emissions, production has to stay online.
"Governments should be encouraging investors to back those plans - they will
help deliver an energy transition without soaring costs. Having our own oil
and gas production is the only viable path to energy security and stability.
We need to deal with the reality of energy delivery in the cleanest and most
cost effective ways possible. We believe Orcadian can help deliver this."
For further information on the Company please visit the Company's website:
https://orcadian.energy (https://orcadian.energy)
Contact:
Orcadian Energy plc + 44 20 7920 3150
Steve Brown, CEO
Alan Hume, CFO
WH Ireland (Nomad and Joint Broker) +44 20 7220 1666
Katy Mitchell / Andrew de Andrade (Nomad)
Harry Ansell / Fraser Marshall (Corporate Broking)
Shore Capital (Joint Broker) +44 20 7408 4090
Toby Gibbs / James O'Neill (Advisory)
Tavistock (PR) + 44 20 7920 3150
Nick Elwes / Simon Hudson orcadian@tavistock.co.uk
Charlesbye (PR) + 44 7403 050525
Lee Cain / Lucia Hodgson
About Orcadian Energy
Orcadian is a North Sea oil and gas operator with a difference. In planning
its Pilot development, Orcadian has selected wind power to transform oil
production into a cleaner and greener process. The Pilot project is moving
towards approval and will be amongst the lowest carbon emitting oil production
facilities in the world, despite being a viscous crude. Orcadian may be a
small operator, but it is also nimble, and the Directors believe it has
grasped opportunities that have eluded some of the much bigger companies. As
we strike a balance between Net Zero and a sustainable energy supply, Orcadian
intends to play its part to minimise the cost of Net Zero and deliver reliable
organic energy.
Orcadian Energy (CNS) Ltd ("CNS"), Orcadian's operating subsidiary, was
founded in 2014 and is the sole licensee of P2244, which contains 78.8 MMbbl
of 2P Reserves in the Pilot discovery, and of P2320 and P2482, which contain a
further 77.8 MMbbl of 2C Contingent Resources in the Elke, Narwhal and
Blakeney discoveries (as audited by Sproule, see the CPR in the Company's
Admission Document for more details). Within these licences there are also 191
MMbbl of unrisked Prospective Resources. These licences are in blocks 21/27,
21/28, 28/2 and 28/3, and lie 150 kms due East of Aberdeen. The Company also
has a 50% working interest in P2516, which contains the Fynn discoveries.
P2516 is administered by the Parkmead Group and covers blocks 14/20g and
15/16g, which lie midway between the Piper and Claymore fields, 180 kms due
East of Wick.
Pilot, which is the largest oilfield in Orcadian's portfolio was discovered by
Fina in 1989 and has been well appraised. In total five wells and two
sidetracks were drilled on Pilot, including a relatively short horizontal well
which produced over 1,800 bbls/day on test. Orcadian's proposed development
plan for Pilot is based upon a Floating Production Storage and Offloading
vessel, with over thirty wells to be drilled by a Jack-up rig through a pair
of well head platforms and will include a floating wind turbine to provide
much of the energy used in the production process. Emissions per barrel
produced are expected to be about an eighth of the 2020 North Sea average and
to lie in the lowest 5% of global oil production.
Chairman's Statement
This is the first set of interim financial statements for Orcadian Energy plc.
On 15 July 2021, we were admitted to trading on the AIM market of the LSE
raising £3m from new investors. These results include the impact of the IPO,
which has transformed the Company's capacity to develop the business.
In July 2021 the Company filed an addendum to the Pilot field Concept Select
Report ("CSR") with the Oil and Gas Authority ("OGA"). This followed the
execution of an agreed work programme which included polymer core flood tests
and work to reduce the projected carbon dioxide emissions from the
development. The selected concept had been revised to include a significant
improvement in process heat management and power generation efficiency and
included a floating wind turbine to provide energy for the development scheme.
This effort means that the Pilot development will have emissions which are
about an eighth of the current North Sea average and means that Pilot will lie
in the lowest 5% of global oil production.
In August 2021, using some of the proceeds of the fundraise, we licenced a 205
sq km 3D seismic dataset from TGS. which covers the Pilot and Blakeney
discoveries as well as the Bowhead prospect. Axis Well Technology Ltd were
also engaged to interpret the survey. The work to date has gone very well and
is currently drawing to a conclusion. Our maps and static (geological) models
of Pilot, Bowhead, Blakeney and Feugh are now based on this recently
reprocessed seismic dataset which is the best data available over our acreage.
In October 2021 we entered into a non-binding Heads of Terms with Carrick
Resources Ltd ("Carrick") in respect of a sub-area of Licence P2320 which
covers the Carra prospect, we continue to work with Carrick on this
opportunity.
Also, in October 2021, we were delighted to receive three expressions of
interest for the provision of an FPSO for the Pilot project and, given quality
of the responses , the directors are confident that a suitable vessel and FPSO
contractor can be chosen. The Company is currently conducting a series of wash
tank trials, in conjunction with the wash tank technology supplier Sulzer at
TotalEnergies's facility in Pau, to derive design parameters for the in-hull
separation tanks. In parallel, the Company is running a competitive concept
definition process with the three FPSO respondents as it moves towards making
a final decision on which vessel is best for the project.
In November 2021 the Company received a "Letter of no objection" from the OGA
in respect of the development concept for the Pilot field. This letter
signalled the finalisation of the "Assessment phase" and the entry into the
"Authorisation phase" of development planning for the Pilot Field. In times
past, this was a fairly routine marker of progress, but since the OGA's
adoption of a Net Zero central objective, to rank equally with its MER
(Maximising Economic Recovery) objective, the directors believe this is
actually a very significant stepping-stone towards government approval of the
development of Pilot.
In December 2021 the OGA announced that Orcadian had been chosen as one of
three winners of the decarbonisation competition for the electrification of
offshore oil and gas installations, which had been announced in September
2021. Based upon the knowledge gained from our work on reducing emissions for
the Pilot project, we formed what we believe is a powerful consortium and
prepared a concept to electrify existing platforms in the CNS. The Company was
awarded £466,667 by the OGA and is working with Crondall Energy, Enertechnos,
Petrofac, North Sea Midstream Partners and Wärtsilä to deliver a report to
the OGA and Central Graben Operators by the end of March 2022. The evaluation
will include a commercial proposal for the delivery of electrical power to
Central Graben and Central North Sea Operators interested in rapidly
implementing electrification of their platforms.
The first half year as a quoted company has been extraordinarily busy and we
are working hard focussing on four fronts:
· firstly, to improve the technical and commercial definition of the
Pilot development project;
· secondly, to finance the Pilot development project;
· in addition, we are exploring every avenue to maximise the value in
our satellite discoveries and prospects; and
· finally, to propose a means to practically electrify the CNS and to
develop a business model enabling Orcadian to benefit from this work.
Of these activities, securing finance for Pilot is paramount, and we are
exploring multiple avenues and potential opportunities to deliver this. The
work to select the FPSO contractor will help define both the project costs and
the portion of those costs which the FPSO contractor is willing to shoulder.
We are exploring the potential for infrastructure investors to finance
facilities costs in return for a tariff (similar to the arrangements Premier
entered into for the Tolmount project); and we are testing with potential
lenders the project debt capacity, which is determined by the robustness of
the proven reserve case.
All these activities will define the equity requirement for the project. This
equity can come either from industry, through a farm in, or the markets. The
directors, whose interests are closely aligned with shareholders, will choose
the most appropriate option which minimises dilution whilst maximising value
for all the Company's shareholders.
The directors believe that the Company is well placed with an excellent
project, the development of which is aligned with the interests and strategy
of the OGA. Given the feedback that we have already gained from the
industry, we believe that we have an exciting year ahead in taking forward not
only the Pilot development project, but also our other discoveries and
prospects.
Joe Darby
Chairman
CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS
FOR THE SIX MONTHS ENDED 31 DECEMBER 2021
Unaudited Unaudited Audited
6 Month Period Ended 6 Month Period Ended 12 Month Period Ended
31 December 2021 31 December 2020 30 June
2021
Note £ £ £
Administrative expenses (519,650) (134,396) (258,909)
Operating Loss (519,650) (134,396) (258,909)
Finance costs (19,277) (19,637) (44,349)
Other income - - 3,000
Listing costs (325,449) - (76,500)
Loss before tax (864,376) (154,033) (376,758)
Taxation - - 80,420
Loss for the period (864,376) (154,033) (296,338)
Other comprehensive income:
Items that will or may be reclassified to profit or loss:
Other comprehensive income - - -
Total comprehensive income (864,376) (154,033) (296,338)
Basic and Diluted Earnings per share 4 (1.38p) (0.89p) (1.34p)
All operations are continuing.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2021
Unaudited Unaudited Audited
as at as at as at
31 December 2021 31 December 2020 30 June
2021
Note £ £ £
Non-current assets
Property, plant and equipment 1,842 107 1,842
Intangible assets 5 2,694,666 1,481,834 1,814,615
2,696,508 1,481,942 1,816,457
Current assets
Trade and Other Receivables 6 63,217 139,795 88,548
Cash and cash equivalents 1,517,902 17,870 179,556
1,581,119 157,665 268,104
Total assets 4,277,627 1,639,607 2,084,561
Non-current liabilities
Borrowings 7 (815,185) (872,430) (762,686)
(815,185) (872,430) (762,686)
Current liabilities
Trade and Other Payables 8 (516,902) (401,599) (328,601)
Borrowings 7 - (330,000) (1,100,000)
(516,902) (731,599) (1,428,601)
Total liabilities (1,332,087) (1,604,029) (2,191,287)
Net assets / (liabilities) 2,945,540 35,578 (106,726)
9 63,755 17,401 52,202
Equity
Ordinary share capital
Share premium 9 3,890,089 563,561 -
Share warrants reserve 9 15,000 - -
Reverse Acquisition Reserve 3 (38,848) - (38,848)
Retained earnings (984,456) (545,384) (120,080)
Total equity 2,945,540 35,578 (106,726)
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTH PERIOD ENDED 31 DECEMBER 2021
Ordinary Share capital Share premium Share warrants reserve Reverse Acquisition Reserve Retained earnings Total
Note £ £ £ £ £ £
Balance as at 1 July 2020 (audited) 17,401 563,561 - - (391,350) 189,612
Loss for the period and total comprehensive income - - (154,034) (154,034)
- -
Balance as at 31 December 2020 (unaudited) 17,401 563,561 - - (545,384) 35,578
Loss for the period and total comprehensive income - - (296,338) (296,338)
- -
Bonus issue of shares 9 34,801 (34,801) - - - -
Issue of shares 9 52,202 - - (52,202) - -
Transfer to Reverse Acquisition Reserve 3 (52,202) (528,760) 567,608 -
- 13,354
Balance as at 30 June 2021 (audited) 52,202 - (120,080) (106,726)
- (38,848)
Loss for the period and total comprehensive income - - (864,376) (864,376)
- -
Issue of shares 9 7,625 3,042,375 - - - 3,050,000
Share issue costs 9 - (233,358) - - - (233,358)
Conversion of loans 9 3,928 1,096,072 - - - 1,100,000
Issue of warrants 9 - (15,000) 15,000 - - -
Balance as at 31 December 2021 (unaudited) 63,755 3,890,089 (984,456) 2,945,540
15,000 (38,848)
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTH PERIOD ENDED 31 DECEMBER 2021
Unaudited Unaudited Audited
6 Month Period Ended 6 Month Period Ended 12 Month Period Ended
31 December 2021 31 December 2020 30 June
2021
Note £ £ £
Cash flows from operating activities
Loss before tax for the year (864,376) (154,034) (376,758)
Adjustments for:
Depreciation - - 217
Unrealised foreign exchange loss (gain) 33,222 - (129,511)
Decrease / (increase) in trade and other receivables 6 25,331 (16,155) (10,409)
(Decrease) / Increase in trade and other payables 8 (24,928) 39,128 79,504
Finance costs in the period 19,277 19,637 44,349
Cash generated from operations (811,474) (111,424) (392,608)
Income taxes paid - - 80,420
Net cash flows from operating activities (811,474) (111,424) (312,188)
Investing activities
Purchases of property, plant and equipment - - (1,952)
Purchases of exploration and evaluation assets 5 (666,822) (86,165) (530,818)
Net cash used in investing activities (666,822) (86,165) (532,770)
Financing activities
Borrowings from Directors and Officers - (45,500) -
Proceeds from issue of convertible loan notes 7 - 230,000 1,100,000
Repayment of convertible loan notes 7 - - (100,000)
Interest paid - (360) (6,804)
Proceeds from issue of ordinary share capital 9 2,816,642 - -
Net cash used in financing activities 2,816,642 184,140 993,196
Net increase in cash and cash equivalents 1,338,346 (13,449) 148,238
Cash and cash equivalents at beginning of period 179,556 31,318 31,318
Cash and cash equivalents and end of period 1,517,902 17,870 179,556
Significant non-cash transactions:
On 15 July all Convertible Loan Notes ("CLNs") were converted in to ordinary
shares at a price of 28 pence each. In total 3,928,572 ordinary shares were
issued in full discharge of the CLNs.
NOTES TO THE FINANCIAL STATEMENTS
1. General Information
Orcadian Energy PLC (the "Company") is a public limited company which is
domiciled and incorporated in England and Wales under the Companies Act 2006
with the registered number 13298968. The Company's registered office is 6(th)
floor, 60 Gracechurch Street, London, EC3V 0HR, and it ordinary shares are
admitted to trading on AIM, a market of the London Stock Exchange.
The principal activity of the Group is managing oil and gas assets and it
holds a 100% interest in, and is administrator for, UKCS Seaward Licences
P2244, which contains the Pilot and Harbour heavy oil discoveries, and P2320,
which contains the Blakeney, Feugh, Dandy & Crinan discoveries.
2. Summary of significant accounting policies
The principal accounting principles applied in the preparation of these
financial statements are set out below. These principles have been
consistently applied to all years presented, unless otherwise stated.
2.1. Basis of preparation
The interim financial information set out above does not constitute statutory
accounts within the meaning of the Companies Act 2006. It has been prepared on
a going concern basis in accordance with the recognition and measurement
criteria of International Financial Reporting Standards (IFRS) as adopted by
the European Union. Statutory financial statements for the year ended 30 June
2021 were approved by the Board of Directors on 15 December 2021 and delivered
to the Registrar of Companies. The report of the auditors on those financial
statements was unqualified.
The interim financial information for the six months ended 31 December 2021
has not been reviewed or audited. The interim financial report has been
approved by the Board on 16 March 2022.
2.2. Going concern
The Directors, having made appropriate enquiries, consider that adequate
resources exist for the Company to continue in operational existence for the
foreseeable future and that, therefore, it is appropriate to adopt the going
concern basis in preparing the interim financial statements for the period
ended 31 December 2021.
2.3. Risks and uncertainties
The Board continuously assesses and monitors the key risks of the business.
The key risks that could affect the Company's medium term performance and the
factors that mitigate those risks have not substantially changed from those
set out in the Company's 2021 Annual Report and Financial Statements, a copy
of which is available on the Company's website: https://orcadian.energy
(https://orcadian.energy) . The key financial risks are securing finance for
the Pilot project and an emerging cost inflation risk.
2.4. Critical accounting estimates
The preparation of interim financial statements requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities at the end of the reporting period. Significant items subject to
such estimates are set out in note xx of the Company's 2021 Annual Report and
Financial Statements. The nature and amounts of such estimates have not
changed significantly during the interim period.
The accounting policies applied are consistent with those of the annual
financial statements for the year ended 30 June 2021, as described in those
annual financial statements.
3. Group reorganisation under common control
The acquisition met the definition of a group reorganisation due to the
Company and the subsidiary being under common control at the date of
acquisition. As a result, and since Orcadian Energy Plc did not meet the
definition of a business per IFRS 3, the acquisition fell outside of the scope
of IFRS 3 and the predecessor value method was used to account for the
acquisition.
These consolidated financial statements for the period ended 31 December 2020
are of the Company's wholly owned subsidiary, Orcadian Energy (CNS) Ltd.
On 11 May 2021, the Company issued 52,201,601 shares to acquire the entire
issued share capital of Orcadian Energy (CNS) Ltd.
The net assets of Orcadian Energy (CNS) Ltd at the date of acquisition was as
follows:
£
Property Plant & Equipment 1,357
Intangible Assets 1,719,292
Current Assets 447,425
Current Liabilities (284,745)
Non-Current Liabilities (1,869,975)
Net assets 13,354
The reserve that arose from the acquisition is made up as follows:
£
As at 31 December 202 -
Cost of the investment in Orcadian Energy (CNS) Ltd 52,202
Less: net assets of Orcadian Energy (CNS) Ltd at acqusition (13,354)
As at 30 June 2021 (audited) and as at 31 December 2021 (unaudited) 38,848
4. Earnings per share
The calculation of the basic and diluted earnings per share is calculated by
dividing the loss for the year for continuing operations for the Company by
the weighted average number of ordinary shares in issue during the year.
Dilutive loss per Ordinary Share equals basic loss per Ordinary Share as, due
to the losses incurred in all three periods presented, there is no dilutive
effect from the subsisting share warrants.
Unaudited Unaudited Audited
6 Month Period Ended 6 Month Period Ended 12 Month Period Ended
31 December 2021 31 December 2020 30 June
2021
£ £
£
Loss for the purposes of basic earnings per share being net loss attributable (864,376) (154,034) (296,338)
to the owners
Weighted average number of Ordinary Shares 62,809,231 17,400,534 22,167,804
Loss per share (1.38p) (0.89p) (1.34p)
The weighted average number of shares is adjusted for the impact of the
acquisition as follows:
- Prior to the acquisition, the number of shares is based on Orcadian Energy
(CNS) Ltd, adjusted using the share exchange ratio arising on the acquisition;
and
- From the date of the acquisition, the number of shares is based on the
Company.
5. Intangible assets
Oil and gas exploration assets
£
Cost
As at 30 June 2020 (audited) 1,283,797
Additions 198,037
As at 31 December 2020 (unaudited) 1,481,834
Additions 332,781
As at 30 June 1 (audited) 1,814,615
Additions 880,051
As at 31 December 2021 (Unaudited) 2,694,666
6. Trade and other receivables
Group Unaudited Unaudited Audited
as at as at as at
31 December 2021 31 December 2020 30 June
2021
£ £ £
VAT receivable 63,217 22,071 50,925
Prepayments relating to the issue of equity - - 13,500
Prepayments other - - 24,123
Amounts due from related parties - 117,724 -
63,217 139,795 88,548
7. Borrowings
Unaudited Unaudited Audited
as at as at as at
31 December 2021 31 December 2020 30 June
2021
£ £ £
STASCO Loan 815,185 872,430 762,686
Convertible Loan Note 2020 - 330,000 380,000
Convertible Loan Note 2021 - - 720,000
815,185 1,202,430 1,862,686
8. Trade and other payables - due within one year
Unaudited Unaudited Audited
as at as at as at
31 December 2021 31 December 2020 30 June
2021
£ £ £
Trade payables 294,918 160,357 35,443
Accruals 191,049 241,242 276,133
Other creditor 30,935 - 17,025
516,902 401,599 328,601
9. Ordinary share capital and share premium
Group
Issued Number of shares Ordinary share capital Share
£ premium
£
As at 30 June 2020 (audited) 17,400,534 17,401 563,561
As at 31 December 2020 (unaudited) 17,400,534 17,401 563,561
Transfer between reserves - 34,801 (34,801)
Issued capital of Company at acquisition 1 - -
Issue of shares upon acquisition of subsidiary 52,201,601 52,202 -
Transfer of Ltd paid up capital to reverse acquisition reserve
(17,400,534) (52,202) (528,760)
As at 30 June 2021(audited) 52,201,602 52,202 -
Issue of shares 7,625,000 7,625 3,042,375
Share issue costs - - (233,358)
Conversion of loans 3,928,572 3,928 1,096,072
As at 31 December 2021 (unaudited) 63,755,174 63,755 3,905,089
The issued capital of the Group for the period 1 July 2020 to 11 May 2021 was
that of Orcadian Energy (CNS) Ltd. Upon completion of the acquisition the
share capital of Orcadian Energy (CNS) Ltd was transferred to the Acquisition
reserve (Refer to note 4) and the share capital of Orcadian Energy PLC was
brought to account.
The ordinary shares confer the right to vote at general meetings of the
Company, to a repayment of capital in the event of liquidation or winding up
and certain other rights as set out in the Company's articles of association.
On 15 July 2021 the Company issued 75,000 warrants over ordinary shares of the
Company at 40 pence each, exercisable at any time over a three year period
from the date of issue. The warrants were valued using the Black-Scholes
pricing model. The inputs into the Black-Scholes model are as follows:
Grant date 15 July 2021
Exercise price 40.00 pence
Expected life 3 years
Expected volatility 77.32%
Risk free rate of interest 0.0242%
Dividend yield Nil
Fair value of option 20.00 pence
Volatility has been estimated based on the historic volatility of a collection
of comparable companies over a period equal to the expected term from the
grant date.
10. Events after the reporting period
Since 31 December 2021, the Company has been focussed on the following
activities:
· Progressing, with Sulzer, wash tank trials at the TotalEnergies test
facility in Pau, these tests will help provide useful design parameters for
the wash tanks to be installed in the FPSO hull;
· Developing the geological and geophysical models for Pilot, Bowhead,
Blakeney and Feugh based upon the new seismic data;
· Modelling the expected performance of a polymer flood scheme based
upon the results of the polymer core flood work and the new maps;
· Preparing a functional specification and basis of design to be
discussed with potential FPSO contractors;
· Executing the agreed work programme for the OGA on the
Electrification Competition; and, of course
· Exploring opportunities to finance the Pilot development scheme.
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