TIDMAST
RNS Number : 9078N
Ascent Resources PLC
28 September 2023
This announcement contains inside information for the purposes
of Article 7 of the UK version of Regulation (EU) No 596/2014 which
is part of UK law by virtue of the European Union (Withdrawal) Act
2018, as amended ("MAR"). Upon the publication of this announcement
via a Regulatory Information Service, this inside information is
now considered to be in the public domain.
28 September 2023
FOR IMMEDIATE RELEASE
Ascent Resources plc
("Ascent" or "the Company")
Interim results for the period ended 30 June 2023
Ascent Resources plc (LON:AST), the AIM quoted European and
Latin American focused natural resources company ("Company") is
pleased to report its interim results for the six months ended 30
June 2023 (the "Period" or "H1 2023").
Highlights:
-- Partial settlement of dispute with JV partner, relating to
production of hydrocarbons from the Pg-10 and Pg-11A wells for the
period January 2022 through to February 2023, resulting in
recognition of EUR1,724,689 revenue for the corresponding
period.
-- Arbitration hearing took place in June, for the Company's
continuing dispute with JV partner, relating to the parties'
different interpretations of the RJOA with regard to treatment of
hydrocarbons produced above the baseline production profile while
Ascent is still in a cost recovery position.
-- Settlement of long standing dispute with JV service provider
at an approximate discount of 30% to the amounts being claimed.
-- Restructuring of the continuing service agreement commercial
terms, resulting in an approximate 55% reduction to the prior costs
ahead of the prior concession expiry date of November 2023.
-- Submission of an application to receive automatic 30 month
concession extension submitted by the concession holder, which is
expected to extend concession expiry date through to at least May
2026.
-- Constitution of the arbitration tribunal panel in relation to
the Company's significant Energy Charter Treaty monetary damages
claim against the Republic of Slovenia.
-- Raised GBP0.4m before expenses by way of a subscription and
placement with existing and new investors.
Post Period end highlights:
-- Filing of upgraded EUR656.5 million Energy Charter Treaty
memorial, supported by independent technical oil and gas as well as
financial damage quantum experts, setting out the claimants
position, merits and jurisdiction for its claim.
-- Contracted an after the event insurance policy in relation to
the Company's EUR656.5 million ECT damages claim.
Enquiries:
Ascent Resources plc Via Vigo Consulting
Andrew Dennan, CEO
WH Ireland, Nominated Adviser
& Broker
James Joyce / Sarah Mather 0207 220 1666
Novum Securities, Joint Broker
John Belliss 0207 399 9400
Chairman and CEO's statement
The first half of the year (the "Period" or "H1 2023") has seen
the Company continue to take strides as it defends its investment
and working interests in Slovenia. The Company has successfully
resolved a long-standing dispute, which commenced in 2019, with its
joint venture ("JV") service provider, Petrol Geo, at a circa 30%
discount to the amounts claimed to be owed. As well as successfully
restructuring the costs of the continuing service provider contract
at a discount of approximately 55% to the prior amounts being
charged. The Company successfully resolved part of its disputes
with its JV partner, Geoenergo, relating to hydrocarbon production
proceeds owed to the Company pursuant to the JV contract (the
"RJOA"), resulting in the Group successfully recognising
EUR1,724,689 in hydrocarbon proceeds from the PG-10 and PG-11A
wells produced in the period January 2022 through to February 2023.
The Company continues to pursue its arbitration claim against
Geoenergo in relation to the parties' different interpretations of
the RJOA relating to the distribution of hydrocarbon proceeds
produced above the contractual baseline production profile whilst
Ascent is in a preferential recovery position. The arbitration
hearing took place in June 2023 and the Company is awaiting its
outcome.
During the Period, the Tribunal was constituted for the
Company's Energy Charter Treaty ("ECT") damages claim against the
Republic of Slovenia. Accordingly, the Company has been working
with its legal representatives, Enyo Law LLP, to prepare its ECT
memorial, which was submitted post the Period under review. As part
of the work to finalise the memorial, independent technical oil
& gas as well as financial damage quantum experts were
commissioned to provide their analysis on the Company's claim and
estimated an updated claim damages number of EUR656.5 million. It
should be cautioned that in the event the Company is successful in
its claim any amount actually received by the Company may be
significantly lower.
Gas production at the Petisovci project in Slovenia has
continued through the Period with 645,140 scm produced by the PG-10
and PG-11A wells. However, the European gas market has softened
through the Period. The JV Partner (who is also the concession
holder) submitted a concession extension application ahead of the
deadline, which was then superseded by law changes in Slovenia
which give mining right owners with concessions expiring in the
next 18 months an automatic 30-month extension to their current
concession expiry date (as a result of the administrative backlog
resulting from the COVID-19 pandemic), subject to the concession
holders filing a request within 30 days. The JV Partner filed the
necessary application to receive the 30-month extension ahead of
the deadline. Accordingly, the Company expects the concession
expiry date to be in May 2026.
The Company is seeking to execute on its first ESG Metals deal
in the second half of the year. Our vision remains, by the end of
2023, to have finalised this transformation of Ascent such that the
Company has both sustainable cash flow generation from its
operations and compelling upside exposure to both near term EUR3+
million partner arbitration claim as well as medium term EUR656.5
million ECT damages claim against the Republic of Slovenia (it
should be cautioned that in the event the Company is successful in
its claim any amount actually received by the Company may be
significantly lower than the amount sought), underpinned by a new
ESG compatible metals strategy in an exciting, growth focused, part
of the world.
We thank our shareholders for their support and look forward to
achieving success together.
Slovenia Energy Charter Treaty Arbitration Claim
In September 2022 Ascent Resources Plc and its wholly owned
subsidiary, Ascent Slovenia Limited, (together the "Claimants")
registered an Energy Charter Treaty ("ECT") damages claim against
the Republic of Slovenia relating to a number of certain actions
taken by Slovenia and its administrative functions, against the
Claimants, which culminated in the expropriation of the Claimant's
investments in Slovenia by sudden changes to the country's mining
legislation, implemented in May 2022, which prohibit the use of
stimulation as a method to explore for or produce hydrocarbons.
Given that the Petišovci project is a tight gas development which
requires the use of stimulation to produce the tight gas, these
actions have expropriated the full investment value of the
Claimants investments in country, which are in breach of the duties
owned by Slovenia to the Claimants as protected investors.
During the Period the Claimants and Enyo Law LLP (the Company's
appointed specialist litigation and arbitration lawyers) have been
working alongside independent experts in the fields of geology and
oil and gas developments, as well as specialist independent quantum
analysis experts to prepare the memorial which sets out the
Claimants position, merits and jurisdiction for the claim. This
lengthy document was successfully completed and filed in July 2023,
post the Period-end, and estimated a revised claim damages amount
of EUR656.5 million.
The Claimants arbitration dispute with the Republic of Slovenia
is administered by the International Centre for Settlement of
Investment Disputes ("ICSID"). The request for arbitration follows
the Notices of Dispute filed by Ascent Resources Plc and Ascent
Slovenia Ltd on 23 July 2020 and 5 May 2022 respectively in which
Slovenia was formally notified of the existence of a dispute under
the ECT. The Request for Arbitration ("Request") was submitted
pursuant to Article 26 of the ECT and was successfully registered
with ICSID under the ECT on 1 September 2022. The Company appointed
Mr Klaus Reichert (German/Irish) as its arbitrator in November
2022. In December 2022, Slovenia appointed Ms Brigitte Stern, a
French professor. During the Period, Dr Raed Fathallah (Canadian,
French, Lebanese) was appointed as president arbitrator and,
accordingly, on 7 March 2023, the Tribunal was constituted in
accordance with Article 37(2)(a) of the ICSID Convention. Following
a first procedural session in April 2023, the case continued to
progress through the arbitration process. It should be cautioned
that in the event the Company is successful in its claim any amount
actually received by the Company may be significantly lower than
the amount sought.
The Company remains amenable to discussing settlement with the
Republic of Slovenia following its review of the matter or
otherwise pursuing its significant damages claim through to a
binding result for the Claimants and their stakeholders.
Slovenia Operations Update
The PG-10 and PG-11A wells continue to produce gas with a 1H
monthly average production of 107,000 SCM/month which is currently
being sold to local industrial buyers via the low-pressure
pipeline. Through the Period, the Company achieved success in its
dispute mediation process with the JV service provider, Petrol Geo,
in regards to their claim for payment of EUR2,083,491 (plus
interest and costs) relating to costs and invoices which Ascent has
been rejecting on the basis of a significant change in
circumstances. The Company successfully agreed to resolve the
dispute by agreeing a full and final payment of EUR1,436,000 to
settle all claimed amounts, representing a discount of
approximately 30% to the amount being claimed. Additionally, the
Company successfully renegotiated the continuing service provider
contract to reduce the fixed service charge down from EUR44,000 per
month to the higher of i) EUR20,000 a month (a discount of circa
55% to the amounts previously agreed); or ii) 35% of Ascent's
entitlement to proceeds from the PG-10 and PG-11A wells. This
structure seeks to mitigate the losses made by the project. In
tandem with this resolution to the claim against the JV, the
Company was also successful in achieving a partial resolution to
its Slovenia domestic arbitration dispute process against Geoenergo
which was instigated in December 2022, with an agreement during the
period under review that saw Ascent recognise payment of
EUR1,724,689 for hydrocarbons sales from the PG-10 and PG-11A wells
for the period January 2022 through to February 2023. Following
settlement of the amounts agreed to be paid to Petrol Geo, the
Company successfully received net proceeds of EUR288,689 in cash.
However, the arbitration process continues with the Company seeking
an answer to the JV partners different interpretations of the RJOA
relating to the distribution of the economics of hydrocarbon
production proceeds generated above the RJOA contractual baseline
production profile from all the wells on the concession area (as
opposed to just PG-10 and PG-11A). The Company is seeking
entitlement to 90% of the proceeds from this delta whilst it is in
a preferential cost recovery position (i.e. until it has
earned/received its investment of EUR50+ million back). The hearing
was held in June 2023 and the result is expected in due course. The
Company currently estimates the amount it is entitled to, limited
by the three-year statutory deadline, could be in excess of EUR3
million.
During the Period, the JV partner and concession holder,
Geoenergo, filed an application to extend the term of the
concession which was due to expire in November 2023. This
application was then superseded by law changes implemented in
Slovenia which have afforded mineral right owners with concessions
due to expire in the next 18 months with the option of an automatic
30-month extension, designed to ease the administrative backlog in
the ministry as a result of COVID-19 pandemic. The Company was
notified by Geoenergo that the requisite request for the 30-month
extension was submitted ahead of the deadline. The Company now
expects the concession expiry date will be 28 May 2026.
ESG Metals Strategy
The Company remains very focused on executing on its new ESG
Metals growth strategy with an initial focus on Latin America,
where the Company has selected Peru and Chile as ideal candidates
to execute our growth strategy. Peru is widely recognised as one of
the largest and most diversified mineral producers with some of the
most extensive reserves in the world with mining the most important
sector in the Peruvian economy (some 10% of national GDP). Peru is
currently the world's second largest Copper, Silver and Zinc
producer and Latin America's largest Gold, Zinc, Tin and Lead
producer. Peru's Long-Term Credit Rating is rated as BBB by most
agencies, which is amongst the strongest in the region. The country
also benefits from a long history of mining, a robust mining legal
framework and a significant pool of local expertise. Similarly, a
lot of these traits are shared by neighbouring Chile, which is the
world's largest Copper producer and has a long history or mining
and mineral processing giving rise to large accumulations of
surface stockpiled materials consistent with the Company's ESG
Metals strategy.
The Company sees significant opportunity for attractive entry
points in mining following the global pandemic which has triggered
international capital flight and significant capital constraints
for small-scale miners. The Company therefore initially expects to
focus its attention on small-scale operations (up to 350 tpd),
which the Company considers affordable, of an efficient operational
and commercial scale and which have multiple local operating and
permitting benefits. The Company is actively developing a number of
potential transactions in the gold tailing re-processing and
artisanal gold ore processing theme, however given the political
disruption in Peru towards the end of 2022 and beginning of 2023,
the Company expects its first transaction in ESG Metals may be in a
neighbouring territory, with the expectation that a new country
entry to Peru focused on precious metals would still materialise in
the Company's near future.
Corporate
In February 2023, the Company signed strategic collaboration
agreements with Beryl International Pty, a South African based
diversified investment Company, who were seeking to make a
strategic investment of GBP1 million in the Company at a premium to
the prevailing market share price, alongside appointing a new
non-executive director to the Board. However, after the
announcement of the proposed transaction, South Africa was added to
the Financial Action Task Force grey list which resulted in
significant delays for Beryl to complete the capitalisation of
their new international subsidiary set up for the purpose of the
proposed investment. Accordingly, after extending the long stop
date and Beryl's second failure to complete settlement of its
obligations, the Company terminated the proposed transaction. In
April 2023 the Company successfully raised GBP0.4 million in new
equity proceeds at a price of 3 pence per new share, being the spot
price at the close on the preceding day ahead of announcement. Each
new share was also issued with one new warrant exercisable at 5
pence per new share at any time in the next two years.
In June 2023 the Company announced an intention to bid for Amur
Minerals Plc, having been in discussions with the Amur board around
a concept of merging their cash resource post payment of their
special dividend with Ascent's business development inventory in
Latin America, to combine and execute on a joint strategy focused
on metals processing and reprocessing businesses which expose
shareholders to precious and battery metals and have a pathway
toward cashflows within 6 months to three years. However, post the
Period-end, discussion were terminated.
Outlook
The Company remains focused on preserving value and defending
its investments and working interests in Slovenia. Shareholders are
exposed to a near term domestic arbitration result relating to the
Company's claims to an estimated EUR3+ million in additional
revenue from all the wells in the concession area, in addition to
the PG-10 and PG-11A revenues received as a result of the partial
resolution of the partner dispute. During the Period, the Tribunal
was constituted for the Company's ECT damages claim against
Slovenia and post the Period-end the Company filed its ECT claim
memorial for an upgraded EUR656.5 million, independently estimated,
damages claim (It should be cautioned that in the event the Company
is successful in its claim any amount actually received by the
Company may be significantly lower than the amount sought).
Following clarity on the near-term live items the Company expects
to be well positioned to execute on its maiden ESG Metals deal in
Latin America.
James Parsons Andrew Dennan
Executive Chairman Chief Executive Officer
27 September 2023 27 September 2023
CEO's report
Financial performance
Revenue for H1 2023 was GBP1.36m (H1 2022: nil and FY22:
GBP581,000). In April 2023 t he Company successfully resolved part
of its disputes with its JV partner, Geoenergo, relating to
hydrocarbon production proceeds owed to the Company from the PG-10
and PG-11A wells for the period January 2022 through to February
2023 . Furthermore, at the same time the Company fully resolved all
outstanding claims with the JV service provider, Petrol Geo, over
all disputed and rejected invoices claimed since 2019 to February
2023 resulting in cost of sales for H1 2023 of GBP456,000 (H1 2022:
nil and FY22 GBP504,000).
The closing cash balance at 30 June 2023 was GBP242,000 (H1
2022: GBP174,000 and FY22: GBP325,000). During the Period the
Company agreed invoices and received payment for historic revenues
from the PG-10 and PG-11A wells for the period of January 2022
through to February 2023. Accordingly, the Company expects to
recognise historic production revenues as well as associated
production costs in its next annual accounts. During the Period the
Company also began receiving monthly revenues from continuing
production from the PG-10 and PG-11A wells as well as paying
monthly production costs.
During the Period the Company raised GBP400,000 before costs in
an equity placing in April 2023. There was a cash outflow from
operations of GBP455,000 and an inflow of GBP371,000 from
financing, resulting in net cash outflow of GBP83,000.
Operational performance
Jan Feb Mar Apr May Jun
Production KPI's 2023 2023 2023 2023 2023 2023
--------------------------- ------- ------- ------- ------- ------- -------
Total gas (k scm) 116.42 99.39 124.26 105.43 105.15 94.49
--------------------------- ------- ------- ------- ------- ------- -------
Total gas (MMcf) 4.11 3.51 4.39 3.72 3.71 3.34
--------------------------- ------- ------- ------- ------- ------- -------
Average daily gas
(k scm) 3.76 3.55 4.01 3.51 3.39 3.15
--------------------------- ------- ------- ------- ------- ------- -------
Average daily gas
(Mcf) 132.61 125.34 141.54 124.09 119.77 111.21
--------------------------- ------- ------- ------- ------- ------- -------
Total condensate (litres) 4,300 4,300 3,900 2,800 2,400 4,500
--------------------------- ------- ------- ------- ------- ------- -------
CGR (litres per 1000
scm gas) 36.94 43.26 31.39 26.56 22.82 47.62
--------------------------- ------- ------- ------- ------- ------- -------
BOE - gas 794.82 678.55 848.34 719.79 717.87 645.10
--------------------------- ------- ------- ------- ------- ------- -------
BOE - condensate 27.04 27.04 24.53 17.61 15.09 28.30
--------------------------- ------- ------- ------- ------- ------- -------
Total BOE 821.86 705.59 872.87 737.40 732.97 673.40
--------------------------- ------- ------- ------- ------- ------- -------
Total production for the Period was 645.10 thousand cubic metres
of gas and 22,200 litres of condensate.
Gas sales to INA remain suspended as wellhead pressure is below
the export pipeline pressure, which is not expected to be remedied
following the Slovenian ban which includes the prohibition of low
volume hydraulic stimulation. The Company produced gas in the year
to date which was sold locally to an industrial buyer through a
low-pressure pipeline . In April 2023, the Company agreed invoices
and began receiving payment for historic revenues from the PG-10
and PG-11A wells for the period of January 2022 through to February
2023 and as such, the Company has recognised historic and 2023
production revenues as well as associated production costs .
Consolidated Income Statement
for the Period ended 30 June 2023
Period ended Period ended
30 June 30 June
Notes 2023 2022
GBP'000s GBP'000s
------------- -------------
Revenue 1,360 -
Cost of sales (456) -
Depreciation of oil & gas assets (1) (122)
------------- -------------
Gross Profit 903 (122)
Administrative expenses (723) (539)
------------- -------------
Profit (Loss) from operating activities 180 (661)
Finance income - -
Finance cost (38) (1)
------------- -------------
Net finance costs (38) (1)
Profit (Loss) before taxation 2 142 (662)
Income tax expense - -
------------- -------------
Profit (Loss) for the period after tax 142 (662)
Profit (Loss) for the period attributable
to equity shareholders 142 (662)
Earnings per share
Basic & fully diluted profit / (loss)
per share (GBP) 3 0.09 (0.005)
Consolidated Statement of Comprehensive Income
for the Period ended 30 June 2023
Period Period ended
ended 30 June 2022
Notes 30 June GBP'000s
2023
GBP'000s
---------- --------------
Proft / (loss) for the period 142 (662)
Other comprehensive income
Foreign currency translation differences
for foreign operations 16 599
Total comprehensive gain / (loss) for
the period 158 (63)
Consolidated Statement of Financial Position
As at 30 June 2023
30 June 31 December
2023 2022
Notes GBP'000s GBP'000s
---------- ------------
Assets
Non-current assets
Property, plant and equipment 4 3 4
Exploration and evaluation costs 4 - -
Goodwill - -
Prepaid abandonment fund 292 300
---------- ------------
Total non-current assets 295 304
Current assets
Inventory - -
Trade and other receivables 5 113 11
Cash and cash equivalents 242 325
Total current assets 355 336
---------- ------------
Total assets 650 640
========== ============
Equity and liabilities
Attributable to the equity holders of
the Parent Company
Share capital 9 8,280 8,214
Share premium account 76,603 76,298
Merger reserve 570 570
Share-based payment reserve 2,133 2,131
Translation reserves (260) (276)
Retained earnings (88,315) (88,457)
---------- ------------
Total equity attributable to the shareholders (989) (1,520)
Total equity (989) (1,520)
---------- ------------
Non-current liabilities
Borrowings 7 553 516
Provisions 646 663
---------- ------------
Total non-current liabilities 1,199 1,179
Current liabilities
Borrowings 7 5 5
Contingent consideration due on acquisitions 8 - -
Trade and other payables 6 435 976
---------- ------------
Total current liabilities 440 981
---------- ------------
Total liabilities 1,639 2,160
---------- ------------
Total equity and liabilities 650 640
========== ============
Consolidated Statement of Changes in Equity
for the period ended 30 June 2023
Share capital Share premium Merger Share based Translation Retained Total
reserve payment reserve earnings
reserve
GBP'000s GBP'000s GBP'000s GBP'000s GBP'000s GBP'000s GBP'000s
-------------- -------------- --------- ------------ ------------ ---------- ---------
Balance at 1 January
2022 7,998 75,021 570 2,129 (594) (46,566) 38,558
Comprehensive income
Loss for the period - - - - - (662) (662)
Other comprehensive
income
Currency translation
differences - - - - 599 - 599
Total comprehensive
income - - - - 599 (662) (63)
Transactions with
owners
Issue of shares during
the year net of costs 131 731 - - - - 862
Share-based payments - - - - - - -
------------------------ -------------- -------------- --------- ------------ ------------ ---------- ---------
Balance at 30 June 2022 8,129 75,752 570 2,129 5 47,228 39,357
------------------------ -------------- -------------- --------- ------------ ------------ ---------- ---------
Balance at 1 January
2022 7,998 75,021 570 2,129 (594) (46,566) 38,558
Comprehensive income
Loss for the period - - - - - (41,891) (41,891)
Other comprehensive
income
Currency translation
differences - - - - 318 - 318
Total comprehensive
income - - - - 318 (41,891) (41,573)
Transactions with
owners
Issue of ordinary
shares 216 1,366 - - - - 1,582
Costs related to share
issues - (89) - - - - (89)
Share-based payments - - - 2 - - 2
------------------------ -------------- -------------- --------- ------------ ------------ ---------- ---------
Balance at 31 December
2022 8,214 76,298 570 2,131 (276) (88,457) (1,520)
------------------------ -------------- -------------- --------- ------------ ------------ ---------- ---------
Balance at 1 January
2023 8,214 76,298 570 2,131 (276) (88,457) (1,520)
Comprehensive income
Profit for the period - - - - - 142 142
Other comprehensive
income
Currency translation
differences - - - - 16 - 16
Total comprehensive
income - - - - 16 142 158
Transactions with
owners
Issue of shares during
the year net of costs 66 334 - - - - 400
Costs related to share
issues - (29) - - - - (29)
Share-based payments - - - 2 - - 2
------------------------ -------------- -------------- --------- ------------ ------------ ---------- ---------
Balance at 30 June 2023 8,280 76,603 570 2,133 (260) (88,315) (989)
------------------------ -------------- -------------- --------- ------------ ------------ ---------- ---------
Consolidated Statement of Cash Flows
for the six months ended 30 June 2023
Period ended Period ended
30 June 2023 30 June 2022
GBP'000s GBP'000s
-------------- --------------
Cash flows from operations
Profit / (loss) after tax for the period 142 (662)
Depreciation (1) 122
Change in receivables (102) (35)
Change in payables (542) (179)
Increase in share-based payments 2 35
Exchange differences 9 -
Finance cost - -
-------------- --------------
Net cash used in operating activities (492) (719)
-------------- --------------
Cash flows from investing activities
Payments for fixed assets - -
Payments for investing in exploration - (1)
-------------- --------------
Net cash used in investing activities - (1)
-------------- --------------
Cash flows from financing activities
Interest paid and other finance fees 38 -
Loans repaid - -
Proceeds from borrowings - -
Proceeds from issue of shares 400 842
Share issue costs (29) (45)
-------------- --------------
Net cash generated from financing activities 409 797
-------------- --------------
Net increase in cash and cash equivalents
for the year (83) 77
Effect of foreign exchange differences - -
Cash and cash equivalents at beginning
of the year 325 97
-------------- --------------
Cash and cash equivalents at the end
of the year 242 174
============== ==============
Notes to the Interim Financial Statements
for the six months ended 30 June 2023
1. Accounting Policies
Reporting entity
Ascent Resources plc ('the Company') is a company domiciled in
England. The address of the Company's registered office is 5 New
Street Square, London EC4A 3TW. The unaudited consolidated interim
financial statements of the Company as at 30 June 2023 comprise the
Company and its subsidiaries (together referred to as the
'Group').
Basis of preparation
The interim financial statements have been prepared using
measurement and recognition criteria based on International
Financial Reporting Standards (IFRS and IFRIC interpretations)
issued by the International Accounting Standards Board (IASB) as
adopted for use in the EU. The interim financial information has
been prepared using the accounting policies which were applied in
the Group's statutory financial statements for the year ended 31
December 2022.
New Standards adopted as at 1 January 2023
Accounting pronouncements which have become effective from 1
January 2023 are:
-- IFRS 3 - Business Combinations
-- IAS 16 - Property, Plant and Equipment
-- IAS 37 - Provisions, Contingent Liabilities and Contingent Assets
These accounting pronouncements do not have a significant impact
on the Group's financial results or position.
All amounts have been prepared in British pounds, this being the
Group's presentational currency.
The interim financial information for the six months to 30 June
2023 and 30 June 2022 is unaudited and does not constitute
statutory financial information. The comparatives for the full year
ended 31 December 2022 are not the Group's full statutory accounts
for that year. The information given for the year ended 31 December
2022 does not constitute statutory financial statements as defined
by Section 435 of the Companies Act. The statutory accounts for the
year ended 31 December 2022 have been filed with the Registrar and
are available on the Company's web site www.ascentresources.co.uk .
The auditors' report on those accounts was unqualified. It did not
contain a statement under Section 498(2)-(3) of the Companies Act
2006.
Going Concern
The Financial Statements of the Group are prepared on a going
concern basis.
On 4 April 2023, the Company completed a GBP0.4 million
subscription. These funds were used for working capital and project
costs during the reporting period. In April 2023, the Company
received a payment of EUR 289,000 being EUR 1,724,689 of
hydrocarbon revenues for the period January 2022 to February 2023
less associated historic costs since 2019 through to February 2023
of EUR 1,436,000. However, the Company may require further funding
over the next twelve months to cover Slovenian operations and
discretionary spend incurred with executing on the ESG Metals
Strategy.
Based on historical and recent support from new and existing
investors the Board believes that such funding, if and when
required, could be obtained through new debt or equity issuances.
However, there can be no guarantee over the outcome of these
options and as a consequence there is a material uncertainty of the
Group's ability to raise the necessary finance, which may cast
doubt on the Group's ability to operate as a going concern.
Further, the Group may be unable to realise its assets and
discharge its liabilities in the normal course of business.
Principal Risks and Uncertainties:
The principal risks and uncertainties affecting the business
activities of the Group remain those detailed on pages 11-12 of the
Annual Review 2020 , a copy of which is available on the Company's
website at www.ascentresources.co.uk .
2. Operating Profit / loss is stated after charging
Period ended Period ended
30 June 2023 30 June 2022
GBP'000s GBP'000s
-------------- --------------
Employee costs 441 363
Share based payment charge 2 -
Included within Administrative Expenses
Audit fees - 9
Fees payable to the Company's auditor - -
for other services
-------------- --------------
- 9
3. Earnings per share
Period ended Period ended
30 June 2023 30 June 2022
GBP'000s GBP'000s
-------------- --------------
Result for the period
Total profit / (loss) for the period attributable
to equity shareholders 142 (662)
Weighted average number of ordinary shares Number Number
For basic earnings per share 157,084,682 128,149,204
Earnings per share (GBP) 0.09 (0.005)
4. Property, plant & equipment and Exploration and Evaluation assets
Computer Developed Total Property Exploration
Equipment Oil Plant & &
& Gas Assets Equipment Evaluation
GBP'000s GBP'000s GBP'000s GBP'000s
----------- -------------- --------------- ------------
Cost
At 1 January 2022 11 22,963 22,974 18,463
Additions 1 - 1 -
Effect of exchange rate movements - 573 573 113
----------- -------------- --------------- ------------
At 30 June 2022 12 23,536 23,548 18,576
----------- -------------- --------------- ------------
At 1 January 2022 11 22,963 22,974 18,463
Additions 1 - 1 -
Effect of exchange rate movements - 1,203 1,203 357
----------- -------------- --------------- ------------
At 31 December 2022 12 24,166 24,178 18,820
----------- -------------- --------------- ------------
At 1 January 2023 12 24,166 24,178 18,820
Additions - - - -
Effect of exchange rate movements - - - -
----------- -------------- --------------- ------------
At 30 June 2023 12 24,166 23,178 18,820
----------- -------------- --------------- ------------
Depreciation
At 1 January 2022 (6) (1,857) (1,863) -
Charge for the year (3) (121) (124) -
Effect of exchange rate movements - (49) (49) -
---- --------- --------- ---------
At 30 June 2022 (9) (2,027) (2,036) -
---- --------- --------- ---------
At 1 January 2022 (6) (1,857) (1,863) -
Charge for the year (2) (212) (214) -
Impairment - (21,193) (21,193) 18,820)
Effect of exchange rate movements - (904) (904) -
---- --------- --------- ---------
At 31 December 2022 (8) (24,166) (24,178) (18,820)
---- --------- --------- ---------
At 1 January 2023 (8) (24,166) (24,178) (18,820)
Charge for the year (1) - (1) -
Effect of exchange rate movements - - - -
---- --------- --------- ---------
At 30 June 2023 (9) (24,166) (24,178) (18,820)
---- --------- --------- ---------
Carrying Value
------- ------- -------
At 30 June 2023 3 - 3 -
------- ------- -------
At 31 December 2022 4 - 4 -
------- ------- -------
At 30 June 2022 3 21,509 21,512 18,576
------- ------- -------
In April 2022, the Republic of Slovenia approved amendments to
its Mining Law which include a total ban on hydraulic stimulation.
Consequently, the operational and development review conducted by
the Company determined that further field development was not
economically viable and that the current producing wells had a
remaining production life of approximately 5.5 years. As such in
2022 the Company fully impaired all Developed Oil and Gas Assets as
well all Exploration and Evaluation assets. Details of the
impairment judgments and estimates in the fair value less cost to
develop assessment is set out in Note 1 of the statutory accounts
for the year ended 31 December 2022 and is available on the
Company's website www.ascentresources.co.uk . The auditors' report
on those accounts was unqualified.
5. Trade & other receivables
30 June 2023 31 December
GBP'000s 2022
GBP'000s
------------- ------------
Trade receivables - -
VAT recoverable 17 73
Prepaid abandonment liability 292 300
Prepayments & accrued income 96 (30)
------------- ------------
405 343
============= ============
Less non-current portion (292) (300)
------------- ------------
Current portion 113 43
6. Trade & other payables
30 June 2023 31 December
GBP'000s 2022
GBP'000s
------------- ------------
Trade payables 387 525
Tax and social security payable 46 47
Other payables 2 -
Accruals and deferred income - 20
------------- ------------
435 592
============= ============
7. Borrowings
30 June 2023 31 December
GBP'000s 2022
GBP'000s
------------- ------------
Group
Non-current
Convertible loan notes 553 536
------------- ------------
553 536
------------- ------------
30 June 2023 31 December
GBP'000s 2022
GBP'000s
------------- ------------
Group
Current
Convertible loan notes 5 5
Borrowings - -
------------- ------------
Liability at the end of the period 5 5
------------- ------------
In December 2022, the Company reprofiled its outstanding debt
with Riverfort Global Opportunities repaying GBP50,000 of the total
outstanding obligations of GBP561,620, with GBP25,000 in cash plus
GBP25,000 satisfied with the issue of 625,000 new shares. The
remaining balance of GBP511,620 was re-profiled such that it will
incur a coupon of 8 per cent and now be redeemable in six equal
cash instalments of GBP92,091.60 as of 14 September 2023 and
monthly thereafter with final payment on 14 February 2024.
8. Contingent consideration due on acquisitions
30 June 2023 31 December
GBP'000s 2022
GBP'000s
-------------- ------------
Group
Non-current
Ascent Hispanic Resources UK Limited - 450
-------------- ------------
- 450
----------------------------------------------------- ------------
The contingent consideration is based on the defined contingent
consideration in the acquisition of Ascent Hispanic Limited
(Formerly Energetical Limited), comprising GBP100,000 in cash and a
further GBP350,000 in shares. The Company has not discounted the
contingent consideration since the impact would not be material.
The Company took to decision to cease evaluating assets in Cuba on
15 August 2022 and as such write down the value of the contingent
consideration in full.
9. Share capital
30 June 2023 31 December
GBP'000s 2022
GBP'000s
---------------- ----------------
Authorised
2,000,000,000 ordinary shares of 0.5p
each 10,000 10,000
Allotted, called up and fully paid
3,019,648,452 deferred shares of 0.195p
each 5,888 5,888
1,737,110,763 deferred shares of 0.09p
each 1,563 1,563
165,751,348 ordinary shares of 0.5p each
(2022: 135,560,515 ordinary shares of
0.5p each) 829 547
8,280 8,129
Reconciliation of share capital movement Ordinary shares Ordinary shares
No. No.
Opening 152,418,051 109,376,804
Issue of shares during the year 13,333,333 43,041,211
---------------- ----------------
Closing 165,751,348 152,418,051
================ ================
The deferred shares have no voting rights and are not eligible
for dividends.
Shares issued during the year
Issuance of equity throughout the year:
-- On 4 April 2023, the Company raised total gross new equity
proceeds of GBP0.4 million from the issue of 13,333,333 new
ordinary shares at a placing price of 3 pence per share.
10. Share based payments
The Company has provided the Directors, certain employees and
institutional investors with share options and warrants
('options'). Options are exercisable at a price equal to the
closing market price of the Company's shares on the date of grant.
The exercisable period varies and can be up to seven years once
fully vested after which time the option lapses.
Details of the share options outstanding during the year are as
follows:
Shares Weighted Average
price (pence)
--------------------------------- ---------- -----------------
Outstanding at 1 January 2022 7,348,142 253.72
Outstanding at 31 December 2022 7,848,142 253.72
Exercisable at 31 December 2022 1,450,763 248.72
Outstanding at 1 January 2023 7,348,142 253.72
Granted during the year -
Outstanding at 30 June 2023 7,348,142 253.72
Exercisable at 30 June 2023 7,348,142 248.72
--------------------------------- ---------- -----------------
Options outstanding at 30 June 2023 have an exercise price in
the range of 2.9p and 778p and a weighted average contractual life
of 4 years.
Details of the warrants issued in the period are as follows:
Issued Exercisable from Expiry date Number outstanding Exercise
price
-------------- ------------------ -------------- ------------------- ---------
4 April 2023 Anytime until 3 April 2025 13,333,333 5.00p
-------------- ------------------ -------------- ------------------- ---------
Details of total warrants outstanding at the end of the period
are as follows:
Warrants Weighted
Average price
(pence)
------------------------------- ----------- ---------------
Outstanding at 1 January 2023 58,121,262 5.00
Granted during the period 13,333,333 5.00
Exercised during the period - -
Expired during the period - -
Outstanding at 30 June 2023 71,454,595 5.00
Exercisable at 30 June 2023 71,454,595 5.00
------------------------------- ----------- ---------------
The warrants outstanding at the period end have a weighted
average remaining contractual life of 2.1 years. The exercise
prices of the warrants are between 4.00 - 7.50p per share.
11. Events after the reporting period
On 21 July 2023 Enyo Law LLP filed on behalf of the Claimants,
the arbitration memorial. This memorial is a lengthy document,
which includes the narrative and legal reasoning underpinning its
claim, as well as witness statements from key individuals and
independent third party technical and quantum expert reports.
On 22 September 2023 the Company secured an after the event
("ATE") insurance policy in relation to the Company's EUR656.5
million Energy Charter Treaty damages claim against the Republic of
Slovenia.
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END
IR VDLFLXKLFBBE
(END) Dow Jones Newswires
September 28, 2023 02:00 ET (06:00 GMT)
Ascent Resources (LSE:AST)
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