REG - TomCo Energy PLC - Interim Results
25/06/2025 07:00
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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
(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 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 Unaudited Audited
Six months ended Six months ended Year ended
31 March 31 March 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 348
(197) 21
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 Unaudited Audited
Six months Six months Year ended
ended ended 30 September
31 March 31 March
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 Share Warrant Translation Retained Total
capital premium reserve reserve deficit
£'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 Unaudited Audited
Six months ended 31 March 2025 Six months ended 31 March 2024 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 Unaudited Audited
Six months Six months Year
ended ended ended
31 March 31 March 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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