Interim Results

TomCo Energy

25/06/2025 07:00

RNS Number : 2301O

TomCo Energy PLC

25 June 2025

 

25 June 2025

 

TomCo Energy plc

("TomCo", the "Company" or the "Group")

 

Unaudited interim results for the six-month period ended 31 March 2025

 

TomCo (AIM: TOM), the US operating oil development group focused on using innovative technology to unlock unconventional hydrocarbon resources, announces its unaudited interim results for the six-month period ended 31 March 2025.

 

Chairman's Statement

 

During the period under review, the Company has continued to focus on its activities in Utah and, in particular, on progressing its discussions with its principal contractor and technical partner, Valkor LLC ("Valkor") with respect to agreeing terms for a potential new partnership arrangement to jointly drill on the Group's approximately 320 acres of leased acreage in Uintah County, Utah, USA, owned by Tar Sands Holdings II LLC ("TSHII") (the "Lease Area"). The Lease Area is subject to an existing 10-year lease arrangement, entered into and commencing in November 2021, between AC Oil, LLC ("AC Oil"), wholly-owned by the Company's subsidiary Greenfield Energy, LLC ("Greenfield"), and TSHII (the "Lease"). The Lease affords AC Oil the exclusive right to explore, drill and mine for, and extract, store and remove oil, gas, hydrocarbons and other associated substances on and from the Lease Area, together, inter alia, with the right to erect, construct and use such plant and equipment and infrastructure as required.

 

Valkor has continued to progress its neighbouring project, having previously secured permits from the Utah regulators for them to drill and operate on such state lands as well as on our Lease Area. Alongside its drilling activities, we understand that Valkor has also advanced plans for its own potential future oil sands separation operation in the vicinity.

 

Our current objective is for drilling operations on our Lease Area to commence in the autumn of 2025. This is dependent on the Company finalising negotiations and reaching a suitable definitive agreement with Valkor, on the prevailing economic conditions at the point of a drilling decision, and on the Company being able to raise the requisite funds to participate. In broad terms, we anticipate that each well will cost in the order of US$0.8 million to US$1.0 million to drill. Our intention is that each well should be funded individually by a consortium of investors led by Valkor, with TomCo being a significant participant in one or more of such wells.  All being well, our outline plan envisages our participation in four wells within the next twelve months to seek to generate meaningful revenue and cash flow for the Group from our share in each well if drilling is successful.

 

Whilst pursuing its own oil sands separation operation, we intend to work closely with Valkor on our longer term oil sands separation project for Greenfield. Pursuant to the agreements entered into last year as part of the Company's redemption of its 10% membership interest in TSHII, TSHII agreed to use best efforts to negotiate in good faith with Greenfield with respect to entering into an additional lease to provide mining rights on certain further acreage owned by TSHII (the "Additional Lease") which could potentially be a source of additional tar sands to feed Greenfield's future proposed separation/processing plant(s). Accordingly, once such Additional Lease is secured in due course, Greenfield will remain well positioned to continue to pursue its existing tar sands development project subject to ultimately securing the requisite project financing and permitting going forwards. Securing such substantial financing remains uncertain in the current macroeconomic environment, but funding options such as potential strategic investors, joint venture or funding partners will continue to be explored.

 

Alongside the above initiatives, the Board continues to identify, review and evaluate other potential project and development opportunities. So far, no proposal has been sufficiently compelling for us to take forward, but we are encouraged by the number and variety of opportunities we are seeing.

 

We remain a small team at TomCo. Just over a year since the tragic loss of John Potter, our former Chief Executive, we know that we carry the responsibility to pursue his plans and vision for the Group's development, and are most grateful for the ongoing support and patience of our shareholders and wider stakeholders who continue to believe in the TomCo cause. Not a day goes by without these thoughts guiding our endeavours.

 

Malcolm Groat

Executive Chairman

 

25 June 2025 

 

Enquiries:

 

TomCo Energy plc

Malcolm Groat (Executive Chairman)                                         +44 (0)20 3823 3635

 

Strand Hanson Limited (Nominated Adviser)

James Harris / Matthew Chandler                                                +44 (0)20 7409 3494

 

Novum Securities Limited (Broker)

Jon Belliss / Colin Rowbury                                                             +44 (0)20 7399 9402

 

 

For further information, please visit www.tomcoenergy.com.

 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended by virtue of the Market Abuse (Amendment) (EU Exit) Regulations 2019.

 

 

 

Condensed consolidated statement of comprehensive income

For the six months ended 31 March 2025

 

Unaudited
Six months ended
31 March
Unaudited
Six months ended
31 March
Audited
Year ended
30 September
2025
2024
2024
Notes
£'000
£'000
£'000
Other income
-
-
-
Cost of sales
-
-
-
Gross profit
-
-
-
Impairment losses
-
-
(4,269)
Administrative expenses
(305)
(416)
(854)
Foreign exchange gains/(losses)
218
(208)
(817)
Operating loss
3
(87)
(624)
(5,940)
Finance costs
(28)
(30)
(59)
Loss on disposal of investment at fair value through profit and loss
-
-
(336)
Loss on ordinary activities before taxation
(115)
(654)
(6,335)
Taxation
-
-
-
Loss from continuing operations
(115)
(654)
(6,335)
Loss for the period/year attributable to:
Equity shareholders of the parent
(115)
(654)
(6,335)
(115)
(654)
(6,335)
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
Other comprehensive income for the period/year attributable to:
Equity shareholders of the parent
(197)
21
348
Other comprehensive income
(197)
21
348
Total comprehensive loss attributable to:
Equity shareholders of the parent
(312)
(633)
(5,987)
(312)
(633)
(5,987)
Loss per share attributable to the equity shareholders of the parent
Basic & Diluted Loss per share (pence)
4
(0.003)
(0.02)
(0.17)

 

 

Condensed consolidated statement of financial position

As at 31 March 2025

 

Unaudited
Six months
ended
31 March
Unaudited
Six months
ended
31 March
Audited
Year ended
30 September
2025
2024
2024
Notes
£'000
£'000
£'000
Assets
Non-current assets
Intangible assets
5
-
4,525
-
Property, plant and equipment
-
-
-
Investments at FVTPL
-
1,585
-
Other receivables
68
69
65
68
6,179
65
Current assets
Trade and other receivables
36
41
40
Cash and cash equivalents
489
90
857
525
131
897
Total Assets
593
6,310
962
Liabilities
Current liabilities
Loans
(507)
(460)
(462)
Trade and other payables
(45)
(143)
(147)
(552)
(603)
(609)
Net current (liabilities)/assets
(27)
(473)
288
Total liabilities
(552)
(603)
(609)
Total Net Assets
41
5,707
353
Shareholders' equity
Share capital
-
-
-
Share premium
35,318
35,318
35,318
Warrant reserve
7
93
390
225
Translation reserve
(74)
(204)
123
Retained deficit
(35,296)
(29,797)
(35,313)
Equity attributable to owners of the parent
41
5,707
353
Total Equity
41
5,707
353

 

The above financial information was approved and authorised for issue by the Board of Directors on 25 June 2025 and was signed on its behalf by:

 

M Groat                                              

Director                                               

 

 

Condensed consolidated statement of changes in equity

For the six months ended 31 March 2025

 

Share
capital
Share
premium
Warrant
reserve
Translation
reserve
Retained
deficit
Total
£'000
£'000
£'000
£'000
£'000
£'000
At 30 September 2023 (audited)
-
34,886
390
(225)
(29,143)
5,908
Loss for the period
-
-
-
-
(654)
(654)
Comprehensive income for the period
-
-
-
21
-
21
Total comprehensive loss for the period
-
-
-
21
(654)
(633)
Issue of shares (net of costs)
-
432
-
-
-
432
At 31 March 2024 (unaudited)
-
35,318
390
(204)
(29,797)
5,707
Loss for the period
-
-
-
-
(5,681)
(5,681)
Comprehensive income for the period
-
-
-
327
-
327
Total comprehensive income for the period
-
-
-
327
(5,681)
(5,354)
Expiry of warrants
-
-
(165)
-
165
-
At 30 September 2024 (audited)
-
35,318
225
123
(35,313)
353
Loss for the period
-
-
-
-
(115)
(115)
Comprehensive loss for the period
-
-
-
(197)
-
(197)
Total comprehensive loss for the period
-
-
-
(197)
(115)
(312)
Expiry of warrants
-
-
(132)
-
132
-
At 31 March 2025 (unaudited)
-
35,318
93
(74)
(35,296)
41

 

The following describes the nature and purpose of each reserve within owners' equity:

Reserve
Description and purpose
Share capital
Amount subscribed for share capital at nominal value, together with transfers to share premium upon redenomination of the shares to nil par value.
Share premium
Amount subscribed for share capital in excess of nominal value, together with transfers from share capital upon redenomination of the shares to nil par value.
Warrant reserve
Amounts credited to equity in respect of warrants to acquire ordinary shares in the Company.
Translation reserve
Amounts debited or credited to equity arising from translating the results of subsidiary entities whose functional currency is not sterling.
Retained deficit
Cumulative net gains and losses recognised in the consolidated statement of comprehensive income.


Condensed consolidated statement of cash flows

For the six months ended 31 March 2025

 

Unaudited
Six months ended 31 March 2025
Unaudited
Six months ended 31 March 2024
Audited
Year ended
30 September
2024
£'000
£'000
£'000
Cash flows from operating activities
Loss after tax
(115)
(654)
(6,335)
Finance costs
28
30
59
Unrealised foreign exchange (gains)/ losses
(184)
219
772
Impairment provisions
-
-
4,269
Loss on disposal of investment
-
-
336
Decrease/(increase) in trade and other receivables
4
(20)
(8)
(Decrease)/increase in trade and other payables
(102)
21
25
Cash used in operations
(369)
(404)
(882)
Interest received/(paid)
1
-
-
Net cash outflows from operating activities
(368)
(404)
(882)
Cash flows from investing activities
Sale of investments at FVTPL
-
-
1,245
Net cash used in investing activities
-
-
1,245
Cash flows from financing activities
Issue of share capital
-
450
450
Costs of share issue
-
(18)
(18)
Net cash generated from financing activities
-
432
432
Net (decrease)/increase in cash and cash equivalents
(368)
28
795
Cash and cash equivalents at beginning of financial period
857
62
62
Foreign currency translation differences
-
-
-
Cash and cash equivalents at end of financial period
489
90
857

 

 

Unaudited notes forming part of the condensed consolidated interim financial statements

For the six months ended 31 March 2025

 

1.       Accounting Policies

 

Basis of Preparation

The unaudited condensed consolidated interim financial statements of TomCo Energy plc ("TomCo" or the "Company") for the six months ended 31 March 2025, comprise the Company and its subsidiaries (together referred to as the "Group").

 

The unaudited condensed consolidated interim financial information for the Group has been prepared using the recognition and measurement requirements of International Financial Reporting Standards (IFRS and IFRIC interpretations) issued by the International Accounting Standards Board ("IASB") as adopted for use in the EU, with the exception of IAS 34 Interim Financial Reporting that is not mandatory for companies quoted on the AIM market of the London Stock Exchange.  The unaudited condensed consolidated interim financial information has been prepared using the accounting policies which will be applied in preparing the Group's statutory financial information for the year ending 30 September 2025.

 

There were no new standards, interpretations and amendments to published standards effective in the period which had a significant impact on the Group.

 

Going concern

As at 25 June 2025, the Group had cash reserves of approximately £300k, and an outstanding loan balance due to Valkor Oil & Gas LLC of approximately £428k (approximately US$568k). Such historic unsecured loan is only repayable on completion of a suitable funding transaction for Greenfield that provides sufficient funds to enable the Company to affect such repayment, however the Company made a partial US$100k repayment of the principal amount outstanding post the reporting period end which is reflected in the aforementioned balance.

 

The Directors have prepared a cash flow forecast for the period to 30 June 2026 which shows that based on the currently anticipated outgoings, the Group will need to raise additional funds by January 2026 in order to continue as a going concern for the next 12 months. The cash flow forecast does not include any further repayments of the abovementioned loan due to the uncertainty regarding consummation of a suitable funding transaction for Greenfield. Furthermore, the cash flow forecast does not provide for any participation by the Group in the potential drilling of one or more production wells on its Lease Area for which further funds will be required as appropriate.

 

Based on a history of successfully raising additional working capital when needed, the Directors currently have a reasonable expectation that the Group will be able to raise the required additional funds. These conditions represent a material uncertainty which may cast significant doubt over the Group's ability to continue as a going concern such that it may be unable to realise its assets and discharge its liabilities in the normal course of business. Whilst acknowledging this material uncertainty, the Directors remain confident of raising additional funds via further debt or equity issuances as and when required such that the Directors consider it appropriate to prepare the unaudited condensed consolidated interim financial information on a going concern basis which presumes that the Group will be able to meet its obligations as they fall due for the foreseeable future. The Board's ability to raise such funds cannot be guaranteed. The unaudited condensed consolidated interim financial statements do not include the adjustments that would result if the Group was unable to continue as a going concern.

 

2.       Financial reporting period

The unaudited condensed consolidated interim financial information incorporates comparative figures for the unaudited six-month interim period to 31 March 2024 and the audited financial year ended 30 September 2024. The six-month financial information to 31 March 2025 is neither audited nor reviewed.  The Directors consider the unaudited condensed consolidated interim financial information for the period to be a fair representation of the financial position, results from operations and cash flows for the period in conformity with the generally accepted accounting principles consistently applied.

 

The financial information contained in this unaudited interim report does not constitute statutory accounts as defined by the Isle of Man Companies Act 2006. 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 2024 Annual Report and Financial Statements. The comparatives for the full year ended 30 September 2024 are not the Group's full statutory accounts for that year.  The auditors' report on those accounts contained an emphasis of matter regarding a material uncertainty related to going concern.

 

3.       Operating Loss

 

Unaudited
Six months
ended
31 March
Unaudited
Six months
ended
31 March
Audited
Year
ended
30 September
2025
2024
2024
£'000
£'000
£'000
The following items have been charged in arriving at operating loss:
Directors' remuneration
147
185
301
Auditors' remuneration
29
26
41


 

4.       Loss per share

 

Basic loss per share is calculated by dividing the losses attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period concerned. Reconciliations of the losses and weighted average number of shares used in the calculations are set out below.

 

Losses
Weighted average number of shares
Per share amount
Six months ended 31 March 2025
£'000
Pence
Basic and Diluted EPS
Losses attributable to ordinary shareholders on continuing operations
(115)
3,904,135,277
(0.003)
Losses
Weighted average number of shares
Per share amount
Six months ended 31 March 2024
£'000
Pence
Basic and Diluted EPS
Losses attributable to ordinary shareholders on continuing operations
(654)
3,346,534,544
(0.02)
Losses
Weighted average number of shares
Per share amount
Year ended 30 September 2024
£'000
Pence
Basic and Diluted EPS
Losses attributable to ordinary shareholders on continuing operations
(6,335)
3,626,038,747
(0.17)

 

5.       Intangible assets

 

 

Oil & Gas Exploration and evaluation expenditure
Oil & Gas Patents and patent applications
Oil &Gas Development expenditure
Total
£'000
£'000
£'000
£'000
Cost, net of impairment and amortisation
At 30 September 2023 (audited)
220
-
4,483
4,703
Transfer to current assets
(31)
-
-
(31)
Translation differences and amortisation
(7)
-
(140)
(147)
At 31 March 2024 (unaudited)
182
-
4,343
4,525
Disposals
(30)
-
-
(30)
Impairment
(182)
-
(4,087)
(4,269)
Transfer from current assets
31
-
-
31
Translation differences and amortisation
(1)
-
(256)
(257)
At 30 September 2024 (audited)
-
-
-
-
At 31 March 2025 (unaudited)
-
-
-
-
Net book value
At 31 March 2025 (unaudited)
-
-
-
-
At 30 September 2024 (audited)
-
-
-
-
At 31 March 2024 (unaudited)
182
-
4,343
4,525

 

A wholly owned subsidiary of Greenfield, AC Oil LLC, entered into a 10-year lease from 15 November 2021 to explore for oil, gas, hydrocarbons and all associated substances over a 320-acre site in Uintah, Utah, USA owned by Tar Sands Holdings II LLC.

 

6.       Share Capital

 

31 March
31 March
30 September
2025
2024
2024
unaudited
Unaudited
audited
Number of shares
Number of shares
Number of shares
Issued and fully paid
Number of ordinary shares of no par value
3,904,135,277
3,904,135,277
3,904,135,277

 

7.       Warrants

 

31 March
31 March
30 September
2025
2024
2024
unaudited
Unaudited
Audited
Outstanding (number)
149,999,987
270,857,130
215,857,130
Exercisable (number)
149,999,987
270,857,130
215,857,130
Weighted average exercise price (pence)
0.40
0.53
0.48

 

 

 

- ENDS -

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