TIDMAAOG
RNS Number : 2310C
Anglo African Oil & Gas PLC
28 September 2018
Anglo African Oil & Gas / Index: AIM / Epic: AAOG / Sector:
Oil & Gas
Anglo African Oil & Gas plc ('AAOG' or the 'Company')
Half-year Report
Anglo African Oil & Gas plc, an independent oil and gas
developer, is pleased to publish its unaudited results for the six
months ended 30 June 2018.
HIGHLIGHTS
-- Appointment of James Berwick as Chief Executive Officer
-- Three non-executive directors appointed to the board
-- Operational team in-country restructured and strengthened
-- Completion of two successful workovers on TLP-101 and TLP-102
-- Drilling rig contracted, mobilised and operational ahead of schedule
-- Spud of well TLP-103C scheduled for week commencing 8 October
-- Strengthening of the Company's relationships with government and SNPC
-- Expansion of the Tilapia site in preparation for the future development programme
-- Placing raised US$10m (GBP7.4m) in June.
CHAIRMAN'S LETTER
Dear shareholder,
This report and accounts cover the six months to 30 June 2018,
during which, with new management in place, the Company finally
moved to deliver on the potential of its Tilapia asset and build up
to the drilling of a new well.
Capital and financial planning
As I mentioned in the recent annual report, the entire board and
I are very grateful to members for their support in the placing
that closed in June 2018. That placing has enabled the Company to
move forward with drilling the new well, whether or not its
partners contribute to the upfront costs. This well is pivotal to
the value of the Company.
In addition to the placing, and as part of our contingency
planning, we also took the precautionary step of discussing with
interested providers debt facilities which, if agreed, will be
structured in a way that gives the Company and its members control
over any dilutive effect on the shares. These negotiations took
place over the summer and the importance of having done so was
evident when the Company faced the situation of having to absorb
costs relating to the re-spud of the new well.
This approach to capital planning is an ongoing process. We are
very aware of the need to protect the interests of members and are
actively developing plans that will enable the Company to grow and
develop the Tilapia asset, as well as to acquire new assets, while
at the same time ensuring that in doing so there must be accretive
value to the shareholders.
New management team
As I mentioned in my letter in the annual report, we now have in
place an experienced operational team led by James Berwick
supported by a strong board with complementary skills and
experience. The new directors have proved to be invaluable in our
deliberations over the past nine months.
James Berwick's letter provides an up-to-date review of the
operational progress made by the Company since his appointment. I
would add that AAOG's team in-country have proved to be dedicated
and professional, and we are most grateful to them for their hard
work and determined approach to the challenges that we have
faced.
I would also like to take this opportunity to introduce two new
members of the non-board, executive team. Jeremy Patullo has joined
from Chevron to provide further support on the finance side and
brings with him a wealth of experience in budgeting and managing
capital projects. In addition, David Livingston has joined from
Upstream Risk Management and is providing much needed support to
James Berwick in managing the operations.
New licence
As I reported in June, the Company's investment in the Tilapia
field has been welcomed by the Congolese authorities. We have been
told by the authorities that the drilling of TLP-103C, and our
interest in other fields in the country, are the significant
factors in the granting a new licence for Tilapia, and we expect
the process to complete shortly.
Overall strategy
At the moment, the focus remains on drilling what is now
designated as TLP-103C. We have also developed plans for the full
development of the Tilapia field, with the variations on that plan
depending on the results of TLP-103C.
In addition, we have progressed discussions on new asset
opportunities which fit with the Company's continued strategy of
becoming a lean, profitable oil producer with a focus on the bottom
line and a clear and unswerving commitment to the payment of
dividends. We look forward to progressing these discussions
further.
We look forward to keeping members updated on progress.
David Sefton
Executive chairman
27 September 2018
CHIEF EXECUTIVE'S LETTER
Dear shareholder,
I would like to take this opportunity to summarise the progress
that the Company has made in the six months to 30 June 2018 and
provide an operational update on works completed and future plans
for the Tilapia site during this and the next financial period:
Six months to 30 June 2018
During the period under review, the Company made considerable
strides towards its primary goal of turning the Tilapia site into a
profitable, cash-generative asset. We have recruited new members to
the operational team and restructured our operations in the Congo
so that the Company now has a balanced and highly experienced group
of oilfield specialists. Their expertise has enabled the Company to
prepare and execute on a revised and greatly improved drilling
programme that takes account of the increased knowledge of the
asset and its geology that we have acquired since the start of the
year. We have introduced a more stringent health and safety code of
practice for our operations that provides the reassurance of best
practice to our extensive team of employees and contractors on site
(the majority of whom are Congolese nationals). In addition, we
have built strong relationships with, among many others, the
government department supervising our activities, and with SNPC,
the national oil company. I am delighted to report that the group
as a whole has worked collaboratively and most effectively during
an intense period of planning and execution.
TLP-101 and TLP-102
The Company has during this period completed two successful
workovers on wells TLP-101 and TLP-102 and is now in the process of
analysing the results with a view to increasing production from its
existing infrastructure.
TLP-103C
The TLP-103 well was spudded on 15 August but at approximately
290 metres we encountered a thief zone in the formation which
caused the rig to shift on its pads some 50cm. It was decided,
because of this movement, that it would be unsafe to continue
drilling in this location. As a result, the Company gave
instructions to abandon the current location and move 95m northwest
of the 103 well and re-spud the well as TLP-103C.
A specialist rig, drilling and site inspector was despatched to
the Tilapia site immediately on notification of the incident.
Contingency planning has been included in the new 103C well design
in order best to mitigate any further issues in the troublesome
formation encountered on well 103. In order to accommodate the
location change, the Company was required to complete remedial
civil works to extend the drilling pad by some 50m, giving ample
room for future development on the site. Construction of the new
pad is now complete, and the Company expects to spud well TLP-103C
during the week commencing 8 October 2018.
The Company through its contacts has been able to secure all the
required long lead items to replace and enhance the new well.
Summary
Whilst we have encountered a short delay in the drilling of well
103, the operational team, drilling contractor and support services
have all performed superbly over this period.
We will continue to conduct our operations in line with best
industry practice and we look forward to announcing positive news
flow in the next financial period.
James Berwick
Chief executive officer
27 September 2018
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHSED 30 JUNE 2018 (unaudited)
Six months Six months Year ended
ended ended 31 December
30 June 30 June 2017
2018 2017
(audited)
Notes GBP GBP GBP
CONTINUING OPERATIONS
Revenue 106,378 65,661 226,757
Cost of sales (385,121) (285,500) (405,349)
-------------- -------------- --------------
GROSS (LOSS) (278,743) (219,839) (178,592)
Administrative expenses (1,605,175) (587,186) (2,405,864)
Share-based payment charges (153,633) - (138,332)
OPERATING LOSS BEFORE EXCEPTIONAL
ITEMS (2,037,551) (807,025) (2,722,788)
Fundraising costs (133,254) - -
AIM admission costs - (287,615) (363,869)
LOSS FROM OPERATING ACTIVITIES (2,170,805) (1,094,640) (3,086,657)
Finance income - - 8,131
Finance costs (801) (61,941) (62,543)
-------------- -------------- --------------
LOSS BEFORE TAX (2,171,606) (1,156,581) (3,141,069)
Taxation - (3,196) -
-------------- -------------- --------------
LOSS FOR THE PERIOD FROM OPERATING
ACTIVITIES (2,171,606) (1,159,777) (3,141,069)
Exchange translation on foreign
operations (41,349) - 215,514
-------------- -------------- --------------
TOTAL COMPREHENSIVE LOSS FOR
THE PERIOD (2,212,955) (1,159,777) (2,925,555)
============== ============== ==============
Attributable to:
Owners of the company (2,212,955) (1,191,282) (2,925,555)
Non-controlling interests - 31,505 -
-------------- -------------- --------------
Basic and diluted loss per ordinary
share (pence) 6 (2.71) (3.41) (5.75)
-------------- -------------- --------------
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AT 30 JUNE 2018 (unaudited)
30 June 30 June 31 December
2018 2017 2017
(audited)
Notes GBP GBP GBP
NON-CURRENT ASSETS
Property, plant and equipment 7 2,818,066 227,138 3,048,818
Intangible assets 8 8,378,540 3,208,148 7,592,008
11,196,606 3,435,286 10,640,826
------------- ------------ -------------
CURRENT ASSETS
Trade and other receivables 1,546,955 1,114,740 245,275
Prepayments 8,305 - 4,215
Cash and cash equivalents 6,502,407 5,040,661 2,696,911
------------- ------------ -------------
8,057,667 6,155,401 2,946,401
TOTAL ASSETS 19,254,273 9,590,687 13,587,227
============= ============ =============
EQUITY
SHAREHOLDERS' EQUITY
Share capital 9 12,478,811 7,033,537 7,851,238
Share premium 14,286,058 8,091,064 12,003,418
Currency revaluation reserve 330,722 205,444 372,071
Retained deficit (12,311,610) (8,482,182) (10,293,637)
------------- ------------ -------------
EQUITY ATTRIBUTABLE TO OWNERS
OF THE COMPANY 14,783,981 6,847,863 9,933,090
Non-controlling interests - (1,164,227) -
------------- ------------ -------------
TOTAL EQUITY 14,783,981 5,683,636 9,933,090
------------- ------------ -------------
CURRENT LIABILITIES
Trade and other payables 1,858,246 1,194,705 1,027,091
Loans and borrowings - - 15,000
Provisions 123,524 123,524 123,524
1,981,770 1,318,229 1,165,615
LONG TERM LIABILITIES
Provisions 2,488,522 2,588,822 2,488,522
TOTAL EQUITY AND LIABILITIES 19,254,273 9,590,687 13,587,227
============= ============ =============
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHSED 30 JUNE 2018 (unaudited)
Currency
Share revaluation Retained Non- controlling
capital Share premium reserve deficit interest Total
GBP GBP GBP GBP GBP GBP
Balance at 31 December
2016 4,463,008 1,555,144 156,557 (7,290,900) - (1,116,191)
Changes in equity
Acquisition of
subsidiary - - - - (1,195,732) (1,195,732)
Issue of share
capital 2,570,529 7,630,065 - - - 10,200,594
Costs of issuing
equity - (1,094,145) - - - (1,094,145)
Currency translation - - 48,887 - - 48,887
Total comprehensive
expense - - - (1,191,282) 31,505 (1,159,777)
Balance at 30 June
2017 7,033,537 8,091,064 205,444 (8,482,182) (1,164,227) 5,683,636
Changes in equity
Acquisition of
subsidiary - - - - 1,164,227 1,164,227
Issue of share
capital 817,701 3,954,964 - - - 4,772,665
Costs of issuing
equity - (42,610) - - - (42,610)
Share-based payment
charges - - - 138,332 - 138,332
Currency translation - - 166,627 - - 166,627
Total comprehensive
expense - - - (1,949,787) - (1,949,787)
----------- -------------- ------------- ------------- ----------------- ------------
Balance at 31 December
2017 7,851,238 12,003,418 372,071 (10,293,637) - 9,933,090
Changes in equity
Issue of share
capital 4,627,573 2,776,544 - - - 7,404,117
Costs of issuing
equity instruments - (493,904) - - - (493,904)
Share-based payment
charges - - - 153,633 - 153,633
Currency translation - - (41,349) - - (41,349)
Total comprehensive
expense - - - (2,171,606) - (2,171,606)
----------- -------------- ------------- ------------- ----------------- ------------
Balance at 30 June
2018 12,478,811 14,286,058 330,722 (12,311,610) - 14,783,981
=========== ============== ============= ============= ================= ============
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHSED 30 JUNE 2018 (unaudited)
Six months Six months Year ended
ended ended 31 December
30 June 30 June 2017 2017
2018
(audited)
GBP GBP GBP
Cash flows from operating activities
Loss for the period (2,171,606) (1,156,581) (3,141,069)
Adjustments for:
Taxation - (3,196) -
Depreciation and amortisation 901 38,167 86,473
Provision movement - 16,560 2,488,522
Currency exchange movement (41,349) 48,887 215,514
Share-based payment charge 153,633 - 138,332
------------ -------------- -------------
(2,058,421) (1,056,163) (212,228)
Increase in trade and other receivables (1,301,680) (493,759) (160,929)
Increase in prepayments (4,090) - (4,215)
Decrease/(increase) in trade
and other payables 831,155 (587,929) (2,000)
------------ -------------- -------------
Cash used in operating activities (2,533,036) (2,137,851) (379,372)
------------ -------------- -------------
Cash flows from investing activities
Purchase of tangible fixed assets (108,747) (73,202) (3,112,816)
Purchase of intangible fixed
assets (786,532) - (1,051,348)
Disposal of tangible fixed assets 338,598 - -
Acquisition of subsidiaries net
of cash received - (1,806,813) (6,563,135)
Cash used in investing activities (556,681) (1,880,015) (10,727,299)
------------ -------------- -------------
Cash flows from financing activities
Loan repayment (15,000) (50,000) (35,000)
Issue of share capital 7,404,117 10,200,594 14,973,259
Costs of issuing equity instruments (493,904) (1,094,145) (1,136,755)
------------ -------------- -------------
Cash from financing activities 6,895,213 9,056,449 13,801,504
------------ -------------- -------------
Increase in cash and cash equivalents 3,805,496 5,038,583 2,694,833
Cash and cash equivalents at
beginning of period 2,696,911 2,078 2,078
------------ -------------- -------------
Cash and cash equivalents at
end of period 6,502,407 5,040,661 2,696,911
============ ============== =============
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHSED 30 JUNE 2018 (unaudited)
1. REPORTING ENTITY
The Company is incorporated and domiciled in England and Wales.
The registered office address can be found on the Company
Information page. The consolidated interim financial statements for
the six months ended 30 June 2018 comprise the Company and
subsidiaries. The Group will continue to be primarily involved in
the extraction and exploration of natural resources in Africa.
2. ACCOUNTING POLICIES
Statement of compliance
This consolidated interim financial report does not include all
the information required for full annual financial statements
prepared in accordance with International Financial Reporting
Standards. The financial statements are unaudited and do not
constitute statutory accounts as defined in section 434(3) of the
Companies Act 2006. Selected explanatory notes are included to
explain events and transactions that are significant to an
understanding of the changes in financial performance and position
of the Group since the last annual consolidated financial
statements for the year ended 31 December 2017.
A copy of the audited annual report for the year ended 31
December 2017 has been delivered to the Registrar of Companies. The
auditor's report on these accounts was unqualified and did not
contain statements under s498(2) or s498(3) of the Companies Act
2006.
This consolidated interim financial report was approved by the
Board of Directors on 27 September 2018.
3. SIGNIFICANT ACCOUNTING POLICIES
The accounting policies applied by the Group in this
consolidated interim financial report are the same as those applied
by the Group in its consolidated financial statements for the year
ended 31 December 2017.
4. OPERATING SEGMENTS
The Company manages a group primarily involved in the extraction
and exploration of natural resources in Africa and is, therefore,
considered to operate in a single geographical and business
segment.
5. LOSS FROM OPERATING ACTIVITIES
The loss before taxation is stated after charging:
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP GBP GBP
Costs associated with fundraising 133,254 - -
Costs associated with admission
to AIM - 287,615 363,869
Directors' remuneration 378,083 245,860 509,705
=========== =========== =============
The directors are considered to be key management personnel.
6. BASIC AND DILUTED LOSS PER SHARE
Basic
The calculation of loss per share for the six months to 30 June
2018 is based on the loss for the period attributable to ordinary
shareholders of GBP2,212,955 divided by a weighted average number
of ordinary shares in issue of 81,776,582 (December 2017 -
GBP2,925,555/50,901,726).
In the opinion of the directors, all the outstanding share
options and warrants are anti-dilutive and, hence, basic and fully
diluted loss per share are the same.
7. PROPERTY, PLANT AND EQUIPMENT
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP GBP GBP
Cost
At start of period 4,263,055 1,150,239 1,150,239
Assets acquired as part of - 192,103 -
a business combination
Additions 108,747 128,425 3,112,816
Recharges/disposals (338,598) (55,223) -
At end of period 4,033,204 1,415,544 4,263,055
Depreciation
At start of period 1,214,237 1,150,239 1,150,239
Depreciation 901 38,167 63,998
Impairment - - -
----------- ----------- -------------
1,215,138 1,188,406 1,214,237
Carrying amounts
At end of period 2,818,066 227,138 3,048,818
=========== =========== =============
8. INTANGIBLE ASSETS
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP GBP GBP
Cost
At start of period 8,768,335 1,153,852 1,153,852
Additions 786,532 3,208,148 7,614,483
----------- ----------- -------------
At end of period 9,554,867 4,362,000 8,768,335
Amortisation
At start of period 1,176,327 1,153,852 1,153,852
Depreciation - - 22,475
Impairment - - -
----------- ----------- -------------
At end of period 1,176,327 1,153,852 1,176,327
Carrying amounts
=========== =========== =============
At end of period 8,378,540 3,208,148 7,592,008
=========== =========== =============
9. SHARE CAPITAL
Allotted, issued and fully paid:
Nominal
Number: Class: value: 30 June 30 June 31 December
2018 2017 2017
GBP GBP GBP
162,056,024 Ordinary GBP0.05 8,102,802 2,657,528 3,475,229
39,922,460 Deferred GBP0.09 3,593,021 3,593,021 3,593,021
86,998,615 B Deferred GBP0.009 782,988 782,988 782,988
========== ========== ============
The holders of deferred shares are not entitled to receive
dividends or to vote at meetings of the Company and have no
material interest in the Company's residual assets.
On 5 June 2018, the Company issued 92,551,459 ordinary shares at
a premium of three pence per share, raising GBP7,404,117 (US$10
million) (GBP6,763,740 net of costs).
10. PROVISIONS
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP GBP GBP
Provision for rehabilitation
of drilling sites 2,488,522 2,588,822 2,488,522
Provision for rehabilitation
of mining sites 123,524 123,524 123,524
----------- ----------- -------------
At end of period 2,612,046 2,712,346 2,612,046
=========== =========== =============
**S**
For further information please visit www.aaog.com or
contact:
Telephone
--------------
Anglo African Oil & Gas plc c/o St Brides
Partners
David Sefton, Executive Chairman
James Berwick, Chief Executive Officer
+44 20 7220
finnCap Ltd (Nominated Adviser and Broker) 0500
Christopher Raggett, Giles Rolls, Anthony Adams
(Corporate Finance)
Camille Gochez (Corporate Broking)
+44 20 7236
St Brides Partners (Financial PR) 1177
Frank Buhagiar, Juliet Earl
The information communicated in this announcement is inside
information for the purposes of Article 7 of Regulation
596/2014.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR LLFSEALIDFIT
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