REG - TomCo Energy PLC - Interim Results
28/06/2022 07:00
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RNS Number : 3690Q TomCo Energy PLC 28 June 2022
28 June 2022
TomCo Energy plc
("TomCo", the "Company" or the "Group")
Unaudited interim results for the six-month period ended 31 March 2022
TomCo Energy plc (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 2022 (the "Period").
Highlights
· Acquisition of an initial 10% interest in Tar Sands
Holdings II LLC ("TSHII")
· TSHII reserves report received from Netherland, Sewell
& Associates, Inc.
· A number of agreements entered into with certain third
parties to seek to enhance the potential value that can be generated from the
TSHII site and provide income for the Company
· Placing completed in January 2022, raising gross
proceeds of £1.25 million, to fund the drilling of three exploration wells
and cover corporate expenses, particularly in relation to Greenfield Energy
LLC's shorter-term plans
· Drilling of three exploration wells on the TSHII site
completed post the Period end with initial results meeting the Company's
expectations
· Appointment of Zac Phillips as a Non-Executive Director
of the Company, with Richard Horsman stepping down from the Board
Chairman's Statement
Operational
I am very pleased with the progress made during the Period as the Company's
primary focus remains on its wholly owned subsidiary, Greenfield Energy LLC
("Greenfield") and its near-term potential production plans at the Tar Sands
Holdings II LLC ("TSHII") site in the Uinta Basin, Utah, United States. As
announced on 9 June 2021, TomCo, via Greenfield, entered into an agreement to
acquire up to 100% of the ownership and membership rights and interests in
TSHII (the "Membership Interests").
On 16 November 2021, we were pleased to report that Greenfield had exercised
its option to acquire an initial 10% of the Membership Interests for a total
cash consideration of US$2 million, of which US$500,000 was satisfied by
crediting the deposits paid previously. Following this acquisition, Greenfield
retains an exclusive option, at its sole discretion, to acquire the remaining
90% of the Membership Interests for certain additional cash consideration up
to 31 December 2022, as detailed in the Company's announcement of 9 June 2021.
Alongside the acquisition of the initial 10% of the Membership Interests, a
newly incorporated subsidiary of Greenfield was granted a lease over
approximately 320 acres of the 760-acre site owned by TSHII (the "Lease
Area"), for a nominal consideration and annual rental of US$320, together with
a 12% net sales royalty per barrel of conventional oil and gas produced and
removed from the Lease Area. The lease provides Greenfield's subsidiary with
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. In addition, it affords the right, inter alia, to erect,
construct and use such plant and equipment and infrastructure as required.
The lease is for an initial term of 10 years and will continue thereafter for
so long as any oil, gas or other hydrocarbons are being produced from the
Lease Area or drilling operations are being prosecuted or as the parties may
agree.
The US$1.5 million balance of the consideration for the initial 10% of the
Membership Interests paid by Greenfield, was financed by way of an unsecured
US$1.5 million loan from Valkor Oil & Gas LLC ("Valkor") to Greenfield
(the "Loan"). Such Loan is repayable by Greenfield via a number of potential
means and although originally scheduled to be repaid on or before 30 May 2022,
the repayment date has subsequently been extended to on or before 31 July
2022.
Greenfield is engaged in ongoing discussions regarding possible funding
options, including a due diligence exercise with a potential funder, to
potentially achieve the ultimate acquisition of 100% of the Membership
Interests, as well as the drilling of several production oil wells and the
planned first 5,000 barrels of oil per day production plant, whilst
progressing other preparatory work. However, there can be no certainty that
Greenfield can secure the requisite funding or the permitting required for
such wells.
TSHII Reserves Report
On 13 January 2022, we were pleased to announce the findings of an independent
report commissioned from Netherland, Sewell & Associates, Inc. ("NSAI")
estimating the proved (1P), proved plus probable (2P), and proved plus
probable plus possible (3P) oil reserves, associated marketable sand volumes,
and future net revenue, as of 31 December 2021 in respect of a 100 per cent.
interest in a potential commercial scale project situated on the mining
properties comprising the TSHII site.
NSAI estimated 1P oil reserves of 22.8 million barrels of oil ("bbls"), 2P oil
reserves of 33.6 million bbls and 3P oil reserves of 44.3 million bbls. NSAI
further estimated associated volumes of marketable sand at 22.8 million tonnes
(1P), 41.2 million tonnes (2P) and 59.8 million tonnes (3P). Total estimated
undiscounted future net revenues (as outlined in the Company's announcement of
13 January 2022) ranged from US$942 million based on 1P reserves, to
approximately US$2.5 billion based on 3P reserves in respect of a gross 100%
interest in TSHII. Estimated discounted future net revenues attributable to
TomCo's current 10 per cent. interest in TSHII ranged from approximately
US$30.5 million based on 1P reserves, to approximately US$57.6 million based
on 3P reserves.
TSHII Drilling
During the Period, Greenfield's wholly owned subsidiary, AC Oil LLC, secured
the permits required from the Utah Division of Oil, Gas and Mining to drill
three exploration wells on the TSHII site and post the Period end on 31 May
2022, we reported that the drilling of these three exploration wells had been
completed. Initial results met with the Company's expectations and the full
results of this drill programme are currently being independently assessed by
NSAI with a view to updating its initial TSHII reserves report in the coming
months.
Additionally, Greenfield continues to progress the requisite permitting for
its planned production well programme on the TSHII site following recent
changes to the relevant permit legislation. The Company currently
anticipates that the necessary permits will be secured in time for drilling to
commence in Q3 2022, assuming the requisite funding has been obtained
beforehand, with initial production expected to occur in Q4 2022. The number
of wells to be permitted has been increased from an initially planned five to
seven.
Third Party Agreements in relation to TSHII site
Alongside the TSHII exploration well drill programme and ongoing funding
discussions, Greenfield and TSHII entered into several agreements with certain
third parties during the Period, designed to enhance the potential value that
can be generated from the TSHII site and provide income for the Company.
TSHII entered into a 10-year lease with a tenant starting from 1 March 2022,
covering an existing refinery on the TSHII site that is not required for
Greenfield's future plans and was previously scheduled to be demolished should
Greenfield eventually acquire 100% of TSHII. The tenant intends to develop a
10,000 barrels of oil per day refinery on the site and under the terms of the
lease has two years in which to do so without potentially forfeiting the
lease. The lease requires the tenant to pay TSHII US$10,000 per month by way
of rent, together with a further payment of US$3 for every barrel of produced
hydrocarbons.
Vivakor Inc ("Vivakor") entered into a renewed lease with TSHII covering
approximately three acres of land for a term of five years, with an option to
extend for a further five years, effective from 9 March 2022, to, inter alia,
accommodate Vivakor's storage needs and planned plant operations at the TSHII
site. It is Vivakor's intention, with the assistance of Greenfield, to develop
and enhance a pre-existing oil sands processing plant on the leased land. Such
an upgraded plant, to be operated by Vivakor, would be designed to produce at
least 1,000 barrels of oil per day or equivalent tonnage of asphalt cement.
Under the lease agreement, TSHII shall supply Vivakor with such quantity of
oil sands as Vivakor determines each month, at a set minimum saturation
quality, with a maximum supply of 2,000 tons per day. Vivakor will cover the
cost of mining the oil sands and will pay TSHII US$3 per ton of oil sands
processed by way of rental for the Lease. Vivakor paid a US$30,000 advance
against future rental payments on signing of the Lease.
Additionally, Greenfield entered into a Memorandum of Understanding ("MoU")
with Vivakor covering a proposed professional services agreement for the
potential supply of certain operating and engineering services, including sand
treatment and oil upscaling to Vivakor. In exchange for its services in
respect of the enhancement of Vivakor's plant, Greenfield would be entitled to
receive 50% of the net revenues received by Vivakor for any post-processed
sand material from the plant sold through offtake agreements procured by
Greenfield. The MoU includes a binding five-year exclusivity period for
agreeing and entering into any definitive agreements.
Greenfield also entered into an agreement with Heavy Sweet Oil LLC ("Heavy
Sweet Oil"), a US based oil and gas company, to assist it with permitting and
government relations in respect of their planned drilling programme adjacent
to the D Tract of the TSHII site. Should Heavy Sweet Oil progress to producing
oil it is anticipated that some of the supporting infrastructure for their
operations would be located on the TSHII site. Such assistance is being
provided alongside Greenfield's own work to progress its plans for the TSHII
site. Heavy Sweet Oil are paying TomCo US$10,000 per month for its services,
with the agreement backdated to start from 1 January 2022.
TurboShale
In January 2022, the Company acquired the residual 20% interest in TurboShale
Inc ("TurboShale") not previously held by the Company, for US$15,000.
Accordingly, TurboShale is now a wholly owned subsidiary of the Company.
Amongst other assets, TurboShale owns two 25KW Radio Frequency generators
currently valued by TomCo at over US$500,000 and which could be utilised on
the TSHII site. However, the Company continues to evaluate its future strategy
for TurboShale, which is not currently a strategic priority for the Company.
Board Changes
On 24 January 2022, Zac Phillips was appointed as a Non-Executive Director of
the Company. Zac had previously been, and continues to be, engaged by TomCo,
through his company, Oil & Gas Advisors Limited, to provide advice in
respect of a number of financing initiatives.
Zac has over 22 years' experience in the oil and gas sector, and of finance,
working for companies such as BP, Chevron, DB Petroleum, Merrill Lynch and ING
Barings, where he undertook finance or finance related roles. He is an expert
in the valuation of oil and gas exploration and production assets at all
stages of the cycle. Previously, Zac was the CFO for Dubai World's oil &
gas business (DB Petroleum), with responsibility for risk management,
valuation and authoring of investment proposals. Zac has an Honours Degree
in Chemical Engineering and a PhD in Chemical Engineering. He is a member of
the Society of Petroleum Engineers, Institute of Chemical Engineers, American
Association of Petroleum Geologists and the Association of International
Petroleum Negotiators.
At the same time, Richard Horsman resigned as a Non-Executive Director of the
Company in order to focus on his other business interests. I would like to
thank Richard for his contribution to the Company and we wish him well in his
future endeavours.
Funding
On 24 January 2022, the Company raised gross proceeds of £1.25 million via
the placing of 250,000,000 new ordinary shares at 0.50 pence per share (the
"Placing"). The Placing was undertaken to, inter alia, provide funds to
further progress Greenfield's shorter-term plans in relation to the TSHII
site. The net proceeds of the Placing are currently expected to provide
sufficient funding to cover the Company's corporate operating expenses through
to Q1 2023, and satisfied the costs associated with drilling the
abovementioned three exploration wells on the TSHII site.
The net proceeds are also being utilised to cover the Company's expenses in
relation to an ongoing due diligence exercise in order to secure potential
funding of up to US$145 million for Greenfield. Whilst there is no certainty
that such funding arrangements will be satisfactorily concluded, or as to the
terms of any such funding, such non-equity financing, if secured, would enable
Greenfield to acquire the remaining 90% of the Membership Interests in TSHII
and cover the currently estimated construction costs of an initial 5,000
barrels per day oil production plant and the requisite associated supporting
infrastructure to enable the future mining of oil baring sands at the TSHII
site.
Additionally, on 23 November 2021 the Company received £210,000 through the
exercise of broker warrants to subscribe for 46,666,666 new ordinary shares at
a price of 0.45 pence per share. This related to warrants issued as part of
the Company's placing, announced on 16 November 2020.
Summary
Our continued focus is on progressing our plans for Greenfield and unlocking
the significant potential we see in the TSHII site.
Greenfield is engaged in ongoing discussions regarding possible funding
options to potentially achieve the ultimate acquisition of 100% of the TSHII
Membership Interests, as well as the proposed drilling of a number of
production oil wells and future construction of the planned first 5,000
barrels of oil per day production plant, whilst progressing other preparatory
work. Whilst there can be no certainty that Greenfield can secure the
requisite funding or the further permitting required for such wells, I am
optimistic, based on discussions with potential funders to date, that the
required funding to implement our plans can be secured in due course.
These continue to be very exciting times for TomCo as we look to realise
Greenfield's significant long term potential.
Malcolm Groat
Non-Executive Chairman
Enquiries:
TomCo Energy plc
Malcolm Groat (Chairman) / John Potter (CEO)
+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
IFC Advisory Limited (Financial PR)
Tim Metcalfe / Florence Chandler
+44 (0)20 3934 6630
For further information, please visit www.tomcoenergy.com
(http://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.
Condensed consolidated statement of comprehensive income
For the six-month period ended 31 March 2022
Unaudited Unaudited Audited
Six months ended Six months ended Year ended
31 March 31 March 30 September
2022 2021 2021
Notes £'000 £'000 £'000
Revenue 23 - -
Cost of sales - - -
Gross profit/(loss) 23 - -
Administrative expenses 3 (637) (738) (1,528)
Impairment losses - - (8,679)
Operating loss (614) (738) (10,207)
Finance income/(costs) (64) - -
Share of loss of joint venture - (39) (84)
Loss on ordinary activities before taxation (678) (777) (10,291)
Taxation - - -
Loss from continuing operations (678) (777) (10,291)
Loss for the period/year attributable to:
Equity shareholders of the parent (678) (739) (10,017)
Non-controlling interests - (38) (274)
(678) (777) (10,291)
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
Other comprehensive income for the year attributable to:
Equity shareholders of the parent (1) (598) (507)
Non-controlling interests (11) 13 4
Other comprehensive income (585) (503)
(12)
Total comprehensive loss attributable to:
Equity shareholders of the parent (679) (1,337) (10,524)
Non-controlling interests (11) (25) (270)
(690) (1,362) (10,794)
Loss per share attributable to the equity shareholders of the parent
Basic & Diluted Loss per share (pence) 4 (0.04) (0.06) (0.76)
Condensed consolidated statement of financial position
As at 31 March 2022
Unaudited Unaudited Audited
Six months Six months Year ended
ended ended 30 September
31 March 31 March
2022 2021 2021
Note £'000 £'000 £'000
Assets
Non-current assets
Intangible assets 5 3.989 8,192 3,947
Property, plant and equipment - 382 -
Investment in joint venture - 1,859 -
Financial assets 6 1,523 - -
Other receivables 26 24 25
5,538 10,457 3,972
Current assets
Trade and other receivables 115 138 104
Other financial assets 6 - - 371
Cash and cash equivalents 1,124 2,250 726
1,239 2,388 1,201
Total Assets 6,777 12,845 5,173
Liabilities
Current liabilities
Loans (1,208) - -
Trade and other payables (384) (228) (808)
(1,592) (228) (808)
Net current (liabilities)/assets (353) 2,160 393
Total liabilities (1,592) (228) (808)
Total Net Assets 5,185 12,617 4,365
Shareholders' equity
Share capital - - -
Share premium 32,527 30,271 31,142
Warrant reserve 8 2,145 3,466 2,579
Translation reserve (231) (316) (225)
Retained deficit (29,256) (20,606) (28,688)
Equity attributable to owners of the parent 5,185 12,815 4,808
Non-controlling interests - (198) (443)
Total Equity 5,185 12,617 4,365
The above financial information was approved and authorised for issue by the
Board of Directors on 27 June 2022 and was signed on its behalf by:
J
Potter
Director
Condensed consolidated statement of changes in equity
For the six months ended 31 March 2022
Note Share Share Warrant Translation Retained Total Non-controlling Total
capital premium reserve reserve deficit interest equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 30 September 2020 (audited) - 29,222 1,288 282 (19,887) 10,905 (173) 10,732
Loss for the period - - - - (739) (739) (38) (777)
Comprehensive income for the period - - - (598) - (598) 13 (585)
Total comprehensive loss for the period - - - (598) (739) (1,337) (25) (1,362)
Issue of shares (net of costs) - 1,049 2,178 - - 3,227 - 3,227
Share based payment charge - - - 20 20 - 20
At 31 March 2021 (unaudited) - 30,271 3,466 (316) (20,606) 12,815 (198) 12,617
Loss for the period - - - - (9,278) (9,278) (236) (9,514)
Comprehensive income for the period - - - 91 - 91 (9) 82
Total comprehensive income for the period - - - 91 (9,278) (9,187) (245) (9,432)
Issue of shares (net of costs) - 871 (872) - - (1) - (1)
Expiry of warrants - - (15) - 15 - - -
Share based payment charge - 1,181 1,181
- - - - 1,181
At 30 September 2021 (audited) - 31,142 2,579 (225) (28,688) 4,808 (443) 4,365
Loss for the period - - - - (678) (678) - (678)
Comprehensive loss for the period - - - (1) - (1) (11) (12)
Total comprehensive loss for the period - - - (1) (678) (679) (11) (690)
Issue of shares (net of costs) - 1,385 - - - 1,385 - 1,385
Purchase of non-controlling interest - - - (5) (460) (465) 454 (11)
Exercise of warrants - - (140) - - - -
140
Expiry of warrants - - (294) - 294 - - -
Share-based payment charge - - - - 136 136 - 136
At 31 March 2022 (unaudited) - 32,527 2,145 (231) (29,256) 5,185 - 5,185
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.
Non-Controlling Interests Amounts attributable to the non-controlling interest in TurboShale Inc.
Condensed consolidated statement of cash flows
For the period ended 31 March 2022
Unaudited Unaudited Audited
Six months ended 31 March 2022 Six months ended 31 March 2021 Year ended
30 September
2021
Note £'000 £'000 £'000
Cash flows from operating activities
Loss after tax (678) (777) (10,291)
Finance costs 64 - -
Amortisation of intangible fixed assets - 3 6
Impairment losses - - 8,679
Share-based payment charge 136 20 135
Unrealised foreign exchange (gains)/ losses (121) 172 67
Share of loss of joint venture - 39 84
(Increase)/decrease in trade and other receivables (11) (20) 22
(Decrease)/increase in trade and other payables 49 13 63
Cash used in operations (561) (550) (1,235)
Interest received/(paid) - - -
Net cash outflows from operating activities (561) (550) (1,235)
Cash flows from investing activities
Investment in intangibles 5 (411) - (2)
Purchase of financial assets 6 (1,115) - (219)
Investment in joint venture - (761) (1,502)
Purchase of non-controlling interest (11) - -
Cash acquired on acquisition of control of joint venture - - 124
Net cash used in investing activities (1,537) (761) (1,599)
Cash flows from financing activities
Issue of share capital 1,460 3,500 3,500
Costs of share issue (75) (273) (274)
Receipt of loans 1,111 - -
Net cash generated from financing activities 2,496 3,227 3,226
Net increase in cash and cash equivalents 398 1,916 392
Cash and cash equivalents at beginning of financial period 726 334 334
Foreign currency translation differences - - -
Cash and cash equivalents at end of financial period 1,124 2,250 726
UNAUDITED NOTES FORMING PART OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL
STATEMENTS
For the six months ended 31 March 2022
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 2022,
comprise the Company and its subsidiaries (together referred to as the
"Group").
The unaudited condensed 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 interim financial information has been prepared
using the accounting policies which will be applied in the Group's statutory
financial information for the year ending 30 September 2022.
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 27June 2022, the Group had cash reserves of approximately £610k, and an
outstanding loan due to Valkor of approximately £1.23 million (US$1.5
million) principal amount.
The Directors have prepared a Group cash flow forecast for the period to 30
June 2023. The forecast, which includes committed capital expenditure as at
the date of this interim report, indicates that the Group will need to raise
additional finance in order to continue as a going concern. The cash flow
forecast assumes, amongst other things, the following:
• that either the Valkor Loan of US$1.5 million, which is due
for repayment by 31 July 2022, is further extended by mutual agreement, which
would lead to an increase in financing costs, or is alternatively settled by
the grant of a production share over the production wells planned to be
drilled on leased land now occupied by the Group under arrangements concluded
during the reporting period; and
• that the potential payment, which is due in respect of the
TSHII option, if exercised, by 31 December 2022 of US$16,250,000 requires
sufficient additional funding to be raised prior to December 2022 otherwise
the option will lapse. Should the option lapse because sufficient funding
cannot be secured then the Group's current business plan would be curtailed
but, in the Board's view, the Group would remain a going concern subject to
the occurrence of any other currently unforeseen events.
It is possible that rather than further extend the term or grant a production
share, the Group may wish to refinance the Valkor Loan and that additional
capital expenditure beyond that committed as at the date of this interim
report will be necessary prior to February 2023 in order to maximise the
opportunities presented by, in particular, Greenfield. Any such refinancing or
additional expenditure would be subject to funding, in whole or in part, via
additional debt or equity or a combination of both.
The Directors note that in light of both the lingering effects of COVID-19 and
the ongoing war in Ukraine there remains considerable uncertainty concerning
the global economy and that oil prices continue to be volatile, albeit
reaching higher levels of late, which may have implications in respect of
securing additional funding when required, either for the Group's day-to-day
operations or possible additional capital expenditure.
The cash reserves currently held by the Group are insufficient to fund ongoing
overhead costs for the entire forecast period to 30 June 2023. However, based
on a history of successfully raising funds, the Directors have a reasonable
expectation that the Group can raise additional funds, when necessary, albeit
there is no guarantee that adequate funds will be available at that time.
All of these conditions represent a material uncertainty which may cast
significant doubt over the Group's ability to continue as a going concern and,
therefore, 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 when required and therefore the Directors consider it appropriate to
prepare the unaudited condensed consolidated interim financial statements on a
going concern basis. 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 interim financial information incorporates comparative
figures for the unaudited six-month interim period to 31 March 2021, and the
audited financial year ended 30 September 2021. The six-month financial
information to 31 March 2022 is neither audited nor reviewed. The Directors
consider the unaudited condensed 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 2021 Annual Report and Financial Statements. The comparatives for the full
year ended 30 September 2021 are not the Group's full statutory accounts for
that year. The auditors' report on those accounts was unqualified.
3. Operating Loss
Unaudited Unaudited Audited
Six months Six months Year
ended ended ended
31 March 31 March 30 September
2022 2021 2021
£'000 £'000 £'000
The following items have been charged in arriving at operating loss:
Directors' remuneration 234 160 271
Share-based payment charges 136 20 132
Auditors' remuneration 22 16 43
Operating leases for land and buildings-short term assets 12 4 10
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 2022 £'000 Pence
Basic and Diluted EPS
Losses attributable to ordinary shareholders on continuing operations (678) 1,573,769,286 (0.04)
Losses Weighted average number of shares Per share amount
Six months ended 31 March 2021 £'000 Pence
Basic and Diluted EPS
Losses attributable to ordinary shareholders on continuing operations (739) 1,193,585,125 (0.06)
Losses Weighted average number of shares Per share amount
Year ended 30 September 2021 £'000 Pence
Basic and Diluted EPS
Losses attributable to ordinary shareholders on continuing operations (10,017) 1,323,206,884 (0.76)
5. Intangible assets
Oil & Gas Exploration and development licences Oil & Gas Patents and patent applications Oil &Gas Development expenditure Total
£'000 £'000 £'000 £'000
Cost, net of impairment and amortisation
At 30 September 2020 (audited) 8,819 15 - 8,834
Additions - - - -
Translation differences and amortisation (638) (4) - (642)
At 31 March 2021 (unaudited) 8,181 11 - 8,192
Additions 2 - - 2
Acquisition of subsidiary - - 3,875 3,875
Impairment (8,287) (6) - (8,293)
Translation differences and amortisation 104 (5) 72 171
At 30 September 2021 (audited) - - 3,947 3,947
Additions 139 - 272 411
Adjustment to previously recognised asset - - (482) (482)
Translation differences and amortisation 3 - 110 113
At 31 March 2022 (unaudited) 142 - 3,847 3,989
Net book value
At 31 March 2022 (unaudited) 142 - 3,847 3,989
At 30 September 2021 (audited) - - 3,947 3,947
At 31 March 2021 (unaudited) 8,181 11 - 8,192
A newly formed wholly owned subsidiary of Greenfield, AC Oil LLC, has 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 Uinta
County, Utah, USA owned by Tar Sands Holdings II LLC.
The directors have reassessed the value of intangibles and liabilities owned
and owed by Greenfield at acquisition during the year ended 30 September 2021
and have reduced the value of both by £482,000.
6. Financial asset
£'000
At 31 March 2021 -
On acquisition of subsidiary 146
Additions 219
Other comprehensive income-translation differences 6
At 30 September 2021 (audited) 371
Additions 1,115
Other comprehensive income-translation differences 37
At 31 March 2022 1,523
In November 2021, Greenfield completed the purchase of a 10% ownership
interest in Tar Sands Holdings II LLC ("TSHII"). The investment is carried at
cost. The Group has an option to purchase the remaining 90% interest in TSHII
by 31 December 2022 for US$16.25 million. The option is recorded at its cost
of nil on the basis that there is no reliable fair value for this instrument.
7. Share Capital
31 March 31 March 30 September
2022 2021 2021
unaudited Unaudited audited
Number of shares Number of shares Number of shares
Issued and fully paid
Number of ordinary shares of no-par value 1,748,078,678 1,451,412,012 1,451,412,012
8. Warrants
31 March 31 March 30 September
2022 2021 2021
unaudited Unaudited Audited
Outstanding (number) 584,552,350 1,041,457,112 704,575,640
Exercisable (number) 584,552,350 1,041,457,112 704,575,640
Weighted average exercise price (pence) 0.9 1.0 0.9
9. Post balance sheet events
On 31 May 2022, the Company announced that the terms of the unsecured US$1.5
million Loan obtained by Greenfield from Valkor in connection with its
acquisition of the initial 10% of the Membership Interests in TSHII had been
varied in order to extend the repayment date to on or before 30 June 2022.
In addition, further to the Company's announcements of 10 February and 10
March 2022, on the same date the Company reported that the drilling of the
three exploration wells on the TSHII site has been completed with initial
results meeting with the Company's expectations. The results of the drill
programme were being assessed by NSAI with a view to it providing an update to
its initial TSHII reserves report, as announced by the Company on 13 January
2022, in the coming months.
Additionally, Greenfield was progressing the requisite permitting for its
planned production well programme on the TSHII site following recent changes
to the relevant permit legislation. The Company anticipated that the
necessary permits will be secured in time for drilling of the wells to
commence in Q3 2022, assuming the requisite funding has been secured, with
initial production then expected in Q4 2022. The number of wells to be
permitted had been increased from five to seven.
On 28 June 2022, the Company announced that the terms of the abovementioned
Loan from Valkor had been further varied in order to extend the repayment date
to on or before 31 July 2022.
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