Europa Oil & Gas
(Holdings) plc / Index: AIM / Epic: EOG / Sector: Oil &
Gas
17 April 2024
Europa Oil & Gas
(Holdings) plc
("Europa" or the
"Company")
Interim
Results
Europa Oil & Gas (Holdings) plc,
the AIM quoted UK, Ireland and West Africa focused oil and gas
exploration, development and production company, announces its unaudited interim results for the six-month
period ended 31 January 2024.
Financial Performance
· Revenue £1.4
million (H1 2023: £3.7 million)
· Gross loss £0.1
million (H1 2023: £1.5 million profit)
· Pre-tax loss of
£1.0 million (H1 2023: pre-tax loss £1.3 million) after impairment
charge of £0.2 million (H1 2023: exploration impairment charge £1.7
million)
· Net cash used in
operating activities £0.3 million (H1 2023: £1.7 million generated
by operating activities)
· Cash balance at 31
January 2024: £3.8 million (31 July 2023: £5.2 million), of which
£1.1 million is restricted (see note 8 of the financial
statements)
Operational
Highlights
Onshore UK
· Over the three
months to January 2024, after the completion of the jet pump
installation at Wressle, production has averaged over 530 boepd
(net 160 boepd to Europa), which is above the forecast upside case
from the recent independent technical report (the "CPR")
· Total production
across our whole portfolio net to Europa averaged 116 bopd during
the H1 period, a 57% decrease on H1 last year
· Wressle net
production to Europa decreased 57%, from 207 bopd in H1 2023 to 88
bopd during H1 2024, due to a three-month shutdown period required
to source and install a jet pump for artificial lift on the
Wressle-1 well
· Wressle continues
to be the second most productive onshore UK oilfield
· During March 2024
the well is produced with 24.3% water cut and remains materially
cash generative
· A new seismic
interpretation and mapping exercise across the Wressle field has
highlighted a potentially significant increase in resources from
the Ashover Grit and the results of the analysis are now being
incorporated into the field development plan. The intention is that
two back-to-back development wells will be drilled from the
existing Wressle site and planning and permitting work for these
wells is ongoing. The wells will be drilled at the earliest
opportunity, subject to receipt of regulatory approval
· In addition to the
two development wells, work is ongoing to monetise the associated
gas being produced from Wressle by connecting to a local gas
distribution network. This work is expected to be completed around
the same time as the development wells and is subject to the same
regulatory approvals
· The revised CPR on
Wressle was completed in H1 2024 by ECRE which incorporated the new
field interpretation, historical production performance data and
the field development plan. The key highlights of the CPR
included:
o 263% increase in 2P Reserves
compared to 2016 CPR
o Reclassification of 1,883 mboe
in Penistone Flags Contingent Resources to 2P Reserves
o 59% upgrade to the Ashover
Grit and Wingfield Flags Estimated Ultimate Recoverable
o 23% upgrade to Broughton North
Prospective 2U Resources
· At Cloughton we
continue with our stakeholder engagement and believe that we have
identified a number of suitable pad locations for an appraisal well
which, following commercial rates being established from the
appraisal well, could subsequently be used to develop the
discovery. Negotiations with landowners to secure a pad are
ongoing
Equatorial
Guinea
· Europa announced a
ground-breaking deal in December 2023 with the acquisition of a
42.9% stake in Antler Global Limited ("Antler"), which has an 80%
working interest in licence EG-08 offshore Equatorial Guinea. This
gives rise to a joint venture arrangement (note 8)
· Europa agreed a
US$3 million cash subscription for new ordinary shares in Antler,
with the payments being made in four instalments (see note 8 of the
financial statements)
· EG-08 is a highly
prospective licence which already has three drill-ready prospects,
with internally estimated total prospective resources of 1.4
trillion cubic feet of gas equivalent ("TCFE")
· Antler expects to
commence a farm-down process in Q2 this year with a view to
bringing in a partner for drilling
Offshore Ireland
- Low risk / high reward infrastructure-led exploration in the
proven Slyne Basin gas play
· The FEL 4/19
licence extension was granted by the Irish Government, extending
the licence term to 31 January 2026
· Licence FEL 4/19
contains the Inishkea West gas exploration prospect, estimated by
Europa to hold 1.5 TCF of recoverable gas
· Following the
license extension, a farm-out process has begun again with the aim
of bringing in a partner to assist with the drilling of the
prospect
Offshore UK
· Progress continues
with the potential development of the Serenity oil discovery in the
Central North Sea alongside our partner i3 Energy plc, ahead of the
licence's current expiry date in September 2024
· The partners
believe that Serenity offers a commercially viable development
opportunity with a number of potential development scenarios
available given local infrastructure
· A future
development could result in approximately 1,000 bopd net to
Europa's 25% interest
· Whilst we continue
to assess various development scenarios for Serenity, we are
concerned about possible future UK fiscal changes in the event of a
change of government which could negatively impact the economics of
the project
ESG
· The Company
continues to build on the ESG review performed last year which
focused on integrating the ESG principles
adopted by Europa into the Company's planning and wider strategy.
As part of this process, an emissions data gathering process has
been initiated to establish an emissions baseline to benchmark
Europa against our peers and to potentially establish targets for
future cuts
· Europa contributes
to the Wressle Community Fund, which has been operating since early
2022 and provides funds to meet the needs of local charities and
community groups. The Company and its Wressle JV partners
make an annual contribution of around £100,000 to the
fund
Board
· Following
consultations with shareholders, Simon Oddie and Stephen Williams
withdrew their candidacy for re-election at the 2023 Annual General
Meeting held on 23 November. This left the board without a majority
of non-executive directors
· On 21 December
2023 Mr Simon Ashby-Rudd was appointed to the board as a senior
independent non-executive director. Simon has extensive experience
in the upstream energy sector, which includes 30 years in
investment banking roles at large financial institutions, and
brings to the board his significant global experience in advising
energy companies on corporate strategy and capital structuring. He
has spent much of his career focused on Europe and
Africa
Post Period
·
On 14 February 2024, the North Sea Transition
Authority ("NSTA") notified Europa that it has agreed to a two-year
extension of the Initial Term to 20 July 2026 and a two-year
extension of the Second Term to 20 July 2028 for PEDL 343
(Cloughton)
·
On 8 April 2024 Dr Eleanor Rowley was appointed to
the board as independent non-executive director. Eleanor is a
proven hydrocarbon finder who has extensive experience in the
upstream energy sector working as a geoscientist in both
exploration and development projects. Her extensive knowledge of
exploration and appraisal asset evaluation will complement the
existing strengths of the board very well and her appointment as
independent non-executive director enhances the independent
governance at Europa, returning the board to a majority of
independent directors
Will Holland, CEO of Europa, said:
"It has been an exciting first half to the financial year with
Europa entering into a ground-breaking deal in Equatorial Guinea in
West Africa. The acquisition of a 42.9% stake in Antler gives the
Company material exposure to highly prospective exploration acreage
in a genuinely exciting geography. I have always believed that
Europa could extend its vast knowledge base into new territories
and am very hopeful for the future that in our new licence
provides.
We
continue to progress our activities offshore West Ireland and I am
very pleased that the Irish Government granted us an extension to
licence FEL 4/19 containing the 1.5TCF Inishkea West gas prospect,
located only 18km from existing infrastructure and the European gas
network. I remain very optimistic about our chances of farming this
out to a credible industry partner who can then carry us through
the exploration phase of the licence.
Despite the lower revenues during the interim period, due to
the temporary shutdown to install the jet pump at Wressle, our
balance sheet remains robust and we expect to continue generating
meaningful cashflow from our UK assets. This sets Europa up well
for the future and will allow us to work up our well balanced
portfolio and deliver value for shareholders."
* * ENDS
* *
For further information, please
visit www.europaoil.com or
contact:
William Holland
|
Europa Oil & Gas (Holdings)
plc
|
mail@europaoil.com
|
James Dance / James Spinney / Rob
Patrick
|
Strand Hanson Limited - Nominated
& Financial Adviser
|
+44 (0) 20 7409 3494
|
Peter Krens
|
Tennyson Securities
|
+44 (0) 20 7186 9033
|
Patrick d'Ancona / Finlay Thomson /
Kendall Hill
|
Vigo Consulting
|
+ 44 (0) 20 7390 0230
|
Chairman's Statement
A key focus of the first half of the
financial year was to identify a new opportunity that would be
highly complementary to our existing asset portfolio and help drive
the Europa business forward. The period culminated in the
potentially transformational acquisition of a 42.9% stake in
Antler, which has an 80% working interest in the highly
prospective, infrastructure-supported licence EG-08 offshore
Equatorial Guinea in West Africa.
We estimate that EG-08 has total
prospective resources of 1.4 TCFE and, given it contains what the
Company considers to be drill-ready prospects consisting of three
independent targets, we regard EG-08 as a relatively low risk, high
impact opportunity with near field exploration
potential.
The acquisition is directly in-line
with our strategy to build and maintain a balanced portfolio of
exploration and production assets in geographies where our board
and management team have extensive in-country experience.
Equatorial Guinea's Government is highly
supportive of its domestic oil and gas industry and remains
committed to seeking external investment from private and public
companies worldwide, as it aims to cement its position as one of
sub-Saharan Africa's major hydrocarbon hubs. We look forward to updating shareholders on developments at
the licence in due course.
In the period, we achieved revenue
of £1.4 million (H1 2023: £3.7 million), driven by Wressle's
ongoing production. Compared to H1 2023,
net unrestricted cash decreased to £2.7
million in the first half of the financial year (31 July 2023: £5.2
million), whilst the average realised oil price decreased by 8% to
US$81 per barrel. The investment in maintenance and upgrades to
Wressle is part of our prudent strategy to manage production rates
from the field which in turn maximise value, and we are highly
focused on our strategic field development plan. Work continues on
the two-well development programme and concurrent monetisation of
the associated gas being produced from Wressle. The timing of these
works remains subject to regulatory approvals being granted but
both Europa and the operator expect the work programme to commence
late 2024.
In January 2024, we were delighted
to receive confirmation from the Irish Government that the Minister
for the Department of the Environment, Climate and Communications
has granted an extension to Phase 1 of our offshore Ireland licence
FEL 4/19. The licence, which now runs until at least 31 January
2026, represents an exciting opportunity for Europa to support
Ireland's energy security ambitions and, as demonstrated by a
recent third-party emissions study on the licence commissioned by
the Company, gas produced from FEL 4/19 would have considerably
lower carbon emissions compared to imports from the UK. We are
committed to seeking a farm-in partner to drill this highly
prospective licence which contains the extensive 1.5 TCF Inishkea
West gas prospect.
Following the departure of two
non-executive directors at the end of 2023 we have undertaken an
extensive search to find suitable replacements and I am delighted
that Simon Ashby-Rudd agreed to join the board in December. His
extensive upstream experience as an investment banker, financial
advisor and strategic advisor will be invaluable as we look to grow
the business. Dr Eleanor Rowley then joined the Europa board in
April 2024. She has extensive experience both in exploration and
appraisal/development projects and will bring valuable technical
expertise and leadership to the board. Her deep knowledge of
exploration and appraisal asset evaluation will complement the
existing strengths of the board very well and her appointment as
independent non-executive director enhances the independent
governance at Europa, returning the board to a majority of
independent directors.
With the extensions to FEL 4/19 and
our PEDL343 (Cloughton) licence, in addition to the recently
completed EG-08 acquisition, we have solid foundations in place to
support a productive remainder of the year and future. I'd like to
thank the entire Europa team for their hard work and dedication
throughout the period, without which we wouldn't have been able to
complete the potentially significant EG-08 deal that provides
investors with exposure to a low-risk, high impact opportunity in
West Africa. As always, we will continue to ensure shareholders are
updated on activities at all Europa assets on a regular basis and
look forward to an eventful period for the Company.
Mr Brian O'Cathain (Non-Executive
Chairman)
16 April 2024
Operational Review
Financials
Average daily H1 2024 production was
116 boepd compared to 268 boepd in H1 2023, predominantly due to
the three-month shutdown period at Wressle to install a jet pump
for artificial lift. In addition, there was an 8% decrease in
average realised oil price to US$81 per barrel (H1 2023: US$88) and
foreign exchange movements had a negative impact on revenues as US
dollar sales converted to pound sterling at US$1.27 (H1 2023:
US$1.18).
· Revenue was £1.4 million (H1 2023: £3.7 million)
· Net
cash used in operating activities was £0.3 million (H1 2023: £1.7
million net cash generated by operating activities)
· The
Group's unrestricted cash balance as at 31 January 2024 was £2.7
million (31 July 2023: £5.2 million)
During the interim period, the Company
subscribed to new equity share capital in Antler Global Limited for
a total cash consideration of £2.4 million (US$3 million) which is
payable in four instalments. As at the reporting date, a total of
£2 million consideration remained unpaid and is included in trade
and other payables. Restricted cash of £1.1 million is related to
that portion of the unpaid consideration which the Company held for
and on behalf of Antler until such time as a new Antler bank
account was operational, which occurred in March 2024.
With the Antler acquisition we have
deployed significant capital where we believe it will generate the
maximum return for our shareholders. The money invested will fund
the full exploration work programme on EG-08 until at least the end
of 2025, with a proportion of it expected to return to the Company
as we charge for the technical and commercial work that we
undertake. The further development of Wressle, progression of
evaluation work on Cloughton and the Inishkea farm-out remains top
priorities for the Company which we aim to pursue at the fastest
pace possible. We do, however, retain sufficient optionality in
terms of timing of the related expenditure and always aim to manage
expenditure profiles of any new commitments within the confines of
available resources, whilst also constantly monitoring the capital
structure of the Company and the availability of, and potential
need for, future financing.
Based upon the Group cashflow forecasts, the
Directors have concluded that there is a reasonable expectation
that the Group will be able to continue in operational existence
for the foreseeable future, which is deemed to be at least 12
months from the date of signing the consolidated financial
information. Further comments on going concern are included
in note 1 to the financial statements below.
Conclusion and Outlook
Due to the three-month shut-in
period at Wressle impacting our production and lower realised oil
prices, our H1 2024 financial performance was significantly weaker
than the previous year. The shutdown of the Wressle oilfield for
planned maintenance and the installation of a jet pump, which is
normal for an oil well and is designed to extend the life of the
field, will ultimately improve production rates and hence cashflow
from the field. Wressle production averaged a net 160 boepd over
the last three months of the reporting period. Despite the
investment in our key producing asset, and the significant
investment in Antler, our balance sheet remains robust with
unrestricted cash at the period end of £2.7 million (£5.2 million
at the end of July 2023).
As we have alluded to in the past,
we are always looking for additional geographies where we can
reallocate our inhouse expertise. Such an opportunity arose in
Equatorial Guinea towards the end of last year, where we are
investing in a very high-quality licence with three drill-ready and
potentially transformational prospects. We expect to progress this
licence as a major shareholder in Antler throughout the coming
months, with a view to commencing a farmout process within this
calendar year.
We continue to progress the FEL 4/19
licence offshore Ireland and were pleased by the support shown by
the Irish Government to extend our licence out to January 2026. We
will continue to work up the technical data around the 1.5TCF
Inishkea West exploration prospect and have restarted the farm out
process to find a suitable partner to carry us through the
exploration phase. Ireland desperately needs domestic supplies of
low emission gas and we want to play our part in delivering
this.
Our work on the offshore UK
discovery Serenity is ongoing with our partner i3 Energy and we
continue to assess development options. With its proximity to
nearby existing infrastructure, we continue to investigate the
possibility of developing the field using the infrastructure around
Repsol's Blake Field. However, we are mindful that the risk of a
future UK Government removing the Energy Profits Levy (EPL)
investment allowance may negatively impact the economics of
Serenity and may jeopardise any future development.
During the period,
we continued work to implement our ESG strategy.
We have adopted ESG practices that go
beyond the requirements of an AIM-quoted company
and will continue to progress these to help
contribute to the 2050 Net Zero target.
Will Holland
CEO
16 April 2024
Qualified Person Review
This release has been reviewed by
Alastair Stuart, Chief Operating Officer, who is a petroleum
engineer with over 35 years' experience and a member of the Society
of Petroleum Engineers and has consented to the inclusion of the
technical information in this release in the form and context in
which it appears.
Licence Interests Table
Country
|
Area
|
Licence
|
Field/
Prospect
|
Operator
|
Equity
|
Status
|
Equatorial
Guinea
|
Douala Sub Basin, Gulf of
Guinea
|
EG-08
|
Amberjack, Barracuda,
Corvina
|
Antler[1]
|
34.32%[2]
|
Exploration
|
Ireland
|
Slyne Basin
|
FEL 4/19
|
Inishkea, Inishkea West
|
Europa
|
100%
|
Exploration
|
UK
|
East Midlands
|
DL 003
|
West Firsby
|
Europa
|
100%
|
Production
|
DL 001
|
Crosby Warren
|
Europa
|
100%
|
Production
|
PL199/215 199/215
|
Whisby-4
|
BPEL
|
65%
|
Production
|
PEDL180
|
Wressle
|
Egdon
|
30%
|
Production
|
PEDL182
|
Broughton North
|
Egdon
|
30%
|
Exploration
|
PEDL299
|
Hardstoft
|
Ineos
|
25%
|
Exploration
|
PEDL343
|
Cloughton
|
Europa
|
40%
|
Exploration
|
Central North Sea
|
P.2358, BLOCK 13/23C
|
Serenity
|
i3
|
25%
|
Appraisal
|
Financials
Unaudited condensed consolidated statement of comprehensive
income
|
6 months to 31 January
2024
|
6 months to 31 January
2023
|
Year to 31
July 2023
(audited)
|
|
£000
|
£000
|
£000
|
Continuing operations
|
|
|
|
Revenue
|
1,420
|
3,695
|
6,653
|
Cost of sales
|
(1,381)
|
(2,135)
|
(3,448)
|
Impairment of producing
fields
|
(174)
|
(18)
|
177
|
Total cost of sales
|
(1,555)
|
(2,153)
|
(3,271)
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Gross (loss) / profit
|
(135)
|
1,542
|
3,382
|
|
|
|
|
Exploration write off (note
3)
|
-
|
(1,685)
|
(1686)
|
Administrative expenses
|
(914)
|
(846)
|
(1872)
|
Finance income
|
245
|
1
|
9
|
Finance expense
|
(220)
|
(299)
|
(717)
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Loss before taxation
|
(1,024)
|
(1,287)
|
(884)
|
Taxation (note 5)
|
-
|
-
|
32
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Loss for the period
|
(1,024)
|
(1,287)
|
(852)
|
Other comprehensive loss
|
|
|
|
Items that will not be reclassified
to profit or loss, net of tax
|
|
|
|
Loss on investment
revaluation
|
-
|
(8)
|
5
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Total comprehensive loss for the period attributed to the
equity shareholders of the parent
|
(1,024)
|
(1,295)
|
(847)
|
|
========================
|
========================
|
========================
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pence per
share
|
Pence per
share
|
Pence per
share
|
Earnings per share (EPS) attributable
to
the equity shareholders of the parent
Attributable to the equity shareholders of
the
|
|
|
|
Basic EPS (note 4)
|
(0.11)p
|
(0.13)p
|
(0.09p)
|
Diluted EPS (note 4)
|
(0.11)p
|
(0.13)p
|
(0.09p)
|
Unaudited condensed consolidated statement of financial
position
|
|
|
|
|
31 January
2024
|
31 January
2023
|
31
July
2023
(audited)
|
|
£000
|
£000
|
£000
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Intangible assets (note
6)
|
7,476
|
6,769
|
7,146
|
Property, plant and equipment (note
7)
|
2,374
|
2,526
|
2,417
|
Investment in joint venture (note
8)
|
2,425
|
-
|
-
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Total non-current assets
|
12,275
|
9,295
|
9,563
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Current assets
|
|
|
|
Investments
|
-
|
16
|
-
|
Inventories
|
10
|
26
|
19
|
Trade and other
receivables
|
989
|
1,509
|
893
|
Restricted cash (note 8)
|
1,121
|
-
|
-
|
Cash and cash equivalents
|
2,709
|
5,146
|
5,165
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Total current assets
|
4,829
|
6,697
|
6,077
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
|
|
|
|
Total assets
|
17,104
|
15,992
|
15,640
|
|
====================
|
====================
|
========================
|
|
|
|
|
Liabilities
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables (note
9)
|
(3,030)
|
(1,602)
|
(781)
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Total current liabilities
|
(3,030)
|
(1,602)
|
(781)
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Non-current liabilities
|
|
|
|
Trade and other payables
|
(6)
|
(15)
|
(12)
|
Long-term provisions (note
10)
|
(4,586)
|
(4,372)
|
(4,368)
|
|
----------------------------------
|
----------------------------------
|
-------------------------------------
|
Total non-current liabilities
|
(4,592)
|
(4,387)
|
(4,380)
|
|
----------------------------------
|
----------------------------------
|
-------------------------------------
|
Total liabilities
|
(7,622)
|
(5,989)
|
(5,161)
|
|
-----------------------------------
|
-----------------------------------
|
-------------------------------------
|
Net
assets
|
9,482
|
10,003
|
10,479
|
|
====================
|
====================
|
========================
|
Capital and reserves attributable to equity holders of the
parent
|
|
|
|
Share capital
|
9,592
|
9,592
|
9,592
|
Share premium
|
23,682
|
23,682
|
23,682
|
Merger reserve
|
2,868
|
2,868
|
2,868
|
Retained deficit
|
(26,660)
|
(26,139)
|
(25,663)
|
|
----------------------------------
|
----------------------------------
|
-------------------------------------
|
Total equity
|
9,482
|
10,003
|
10,479
|
|
=====================
|
========================
|
=======================
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Unaudited condensed consolidated statement of changes in
equity
|
Share
capital
|
Share
premium
|
Merger
reserve
|
Retained
deficit
|
Total
equity
|
|
£000
|
£000
|
£000
|
£000
|
£000
|
Unaudited
|
|
|
|
|
|
Balance at 1 August 2023
|
9,592
|
23,682
|
2,868
|
(25,663)
|
10,479
|
Comprehensive loss for the period
|
|
|
|
|
|
Loss for the period attributable to
the equity shareholders of the parent
|
-
|
-
|
-
|
(1,024)
|
(1,024)
|
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
-------------------------------
|
Total comprehensive loss for the period
|
-
|
-
|
-
|
(1,024)
|
(1,024)
|
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
-------------------------------
|
Contributions by and distributions to owners
|
|
|
|
|
|
Share-based payments
|
-
|
-
|
-
|
27
|
27
|
|
----------------------------------
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
Total transactions with owners
|
-
|
-
|
-
|
27
|
27
|
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
Balance at 31 January 2024
|
9,592
|
23,682
|
2,868
|
(26,660)
|
9,482
|
|
=======================
|
=======================
|
=======================
|
=======================
|
=======================
|
Unaudited
|
|
|
|
|
|
Balance at 1 August 2022
|
9,565
|
23,660
|
2,868
|
(24,864)
|
11,229
|
Comprehensive loss for the period
|
|
|
|
|
|
Loss for the period attributable to
the equity shareholders of the parent
|
-
|
-
|
-
|
(1,287)
|
(1,287)
|
Other comprehensive loss
attributable to the equity shareholders of the parent
|
-
|
-
|
-
|
(8)
|
(8)
|
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
-------------------------------
|
Total comprehensive loss for the period
|
-
|
-
|
-
|
(1,295)
|
(1,295)
|
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
-------------------------------
|
Contributions by and distributions to owners
|
|
|
|
|
|
Issue of share capital
|
27
|
22
|
-
|
-
|
49
|
Share-based payments
|
-
|
-
|
-
|
20
|
20
|
|
----------------------------------
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
Total transactions with owners
|
27
|
22
|
-
|
20
|
69
|
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
Balance at 31 January 2023
|
9,592
|
23,682
|
2,868
|
(26,139)
|
10,003
|
|
=======================
|
=======================
|
=======================
|
=======================
|
=======================
|
Audited
|
|
|
|
|
|
Balance at 1 August 2022
|
9,565
|
23,660
|
2,868
|
(24,864)
|
11,229
|
Comprehensive loss for the period
|
|
|
|
|
|
Loss for the year attributable to
the equity shareholders of the parent
|
-
|
-
|
-
|
(852)
|
(852)
|
Other comprehensive profit
attributable to the equity shareholders of the parent
|
-
|
-
|
-
|
5
|
5
|
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
-------------------------------
|
Total comprehensive loss for the year
|
-
|
-
|
-
|
(847)
|
(847)
|
|
---------------------------------
|
---------------------------------
|
--------------------------------
|
------------------------------
|
-------------------------------
|
Contributions by and distributions to owners
|
|
|
|
|
|
Issue of share capital
|
27
|
22
|
-
|
-
|
49
|
Share-based payments
|
-
|
-
|
-
|
48
|
48
|
|
----------------------------------
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
Total contributions by and distributions to
owners
|
27
|
22
|
-
|
48
|
97
|
|
----------------------------------
|
----------------------------------
|
---------------------------------
|
------------------------------
|
-------------------------------
|
Balance at 31 July 2023
|
9,592
|
23,682
|
2,868
|
(25,663)
|
10,479
|
|
==================================
|
==================================
|
==================================
|
===============================
|
==============================
|
Unaudited condensed consolidated statement of cash
flows
|
6 months to
31 January
2024
|
6 months
to
31 January
2023
|
Year
to
31
July
2023
(audited)
|
|
£000
|
£000
|
£000
|
Cash flows generated from operating
activities
|
|
|
|
Loss after taxation
|
(1,024)
|
(1,287)
|
(852)
|
Adjustments for:
|
|
|
|
Share-based
payments
|
27
|
20
|
48
|
Depreciation
|
323
|
551
|
1,133
|
Taxation charge recognised in profit
and loss
|
-
|
-
|
(32)
|
Impairment/(reversal) of producing
fields
|
174
|
18
|
(177)
|
Exploration write-off
|
-
|
1,685
|
1,686
|
Finance income
|
(245)
|
-
|
-
|
Finance expense
|
220
|
299
|
717
|
(Increase)/decrease in trade and
other receivables
|
(96)
|
356
|
973
|
Decrease in inventories
|
9
|
10
|
17
|
Increase/(decrease) in trade and
other payables
|
302
|
54
|
(765)
|
|
-----------------------------------
|
-----------------------------------
|
-------------------------------------
|
Net
cash (used in) / generated from operations
|
(310)
|
1,706
|
2,748
|
Income taxes paid
|
-
|
-
|
32
|
|
-----------------------------------
|
-----------------------------------
|
-------------------------------------
|
Net
cash (used in) / generated from operating
activities
|
(310)
|
1,706
|
2,780
|
|
========================
|
========================
|
========================
|
Cash flows (used in) / from investing
activities
|
|
|
|
Purchase of property, plant &
equipment
|
(454)
|
(74)
|
(564)
|
Purchase of intangibles
|
(330)
|
(4,669)
|
(5047)
|
Consideration paid for investment in
joint venture (note 8)
|
(464)
|
-
|
-
|
Cash guarantee re Morocco
|
-
|
260
|
263
|
Cash escrow deposit re
Serenity
|
-
|
6,622
|
6,622
|
|
-------------------------------------
|
-------------------------------------
|
-----------------------------------------------
|
Net
cash (used in) / generated from investing
activities
|
(1,248)
|
2,139
|
1,274
|
|
========================
|
========================
|
========================
|
Cash flows used in financing activities
|
|
|
|
Gross proceeds from issue of share
capital
|
-
|
49
|
49
|
Proceeds from borrowings
|
-
|
1,000
|
1,000
|
Repayment of borrowings
|
-
|
(1,040)
|
(1,040)
|
Lease liability payments
|
(20)
|
(14)
|
(20)
|
Lease liability interest
payments
|
(2)
|
(2)
|
(2)
|
Finance costs
|
-
|
(89)
|
(35)
|
Disposal of listed shares
|
-
|
-
|
29
|
|
-------------------------------------
|
-------------------------------------
|
--------------------------------------
|
Net
cash used in financing activities
|
(22)
|
(96)
|
(19)
|
|
========================
|
========================
|
========================
|
Net
(decrease) / increase in cash and cash
equivalents
|
(1,580)
|
3,749
|
4,035
|
|
|
|
|
Exchange gain/(loss) on cash and
cash equivalents
|
245
|
3
|
(264)
|
Cash and cash equivalents at beginning of
period
|
5,165
|
1,394
|
1,394
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
Cash and cash equivalents at end of period
|
3,830
|
5,146
|
5,165
|
|
========================
|
========================
|
========================
|
Of which:
|
|
|
|
Unrestricted
|
2,709
|
5,164
|
5,165
|
Restricted
|
1,121
|
-
|
-
|
|
-------------------------------------
|
-------------------------------------
|
-------------------------------------
|
|
3,830
|
5,146
|
5,165
|
|
========================
|
========================
|
========================
|
Notes to the consolidated interim statement
1
Nature of operations and general information
Europa Oil & Gas (Holdings) plc
("Europa Oil & Gas") and its subsidiaries' (the "Group")
principal activities consist of investment in oil and gas
exploration, development and production.
Europa Oil & Gas is the Group's
ultimate parent Company. It is incorporated and domiciled in
England and Wales. The address of Europa Oil & Gas's registered
office head office is 30 Newman Street, London, W1T 1PT. Europa Oil
& Gas's shares are admitted to trading on the AIM market of the
London Stock Exchange.
Basis of preparation
The Group's condensed consolidated
interim financial information is presented in Pounds Sterling (£),
which is also the functional currency of Europa Oil &
Gas.
The condensed consolidated interim
financial information has been approved for issue by the Board of
Directors on 16 April 2024.
The condensed consolidated interim
financial statements have been prepared in accordance with the
requirements of the AIM Rules for Companies. As permitted, the
Group has chosen not to adopt IAS 34 "Interim Financial Statements"
in preparing this interim financial information.
The condensed consolidated interim
financial information for the period 1 August 2023 to 31 January
2024 is unaudited. In the opinion of the Directors, the condensed
consolidated interim financial information for the period presents
fairly the financial position, and results from operations and cash
flows for the period in conformity with the generally accepted
accounting principles consistently applied. The condensed
consolidated interim financial information incorporates unaudited
comparative figures for the interim period 1 August 2022 to 31
January 2023 and the audited financial year to 31 July
2023.
The financial information contained
in this interim report does not constitute statutory accounts as
defined by section 435 of the Companies Act 2006. The report should
be read in conjunction with the consolidated financial statements
of the Group for the year ended 31 July 2023.
The comparatives for the full year
ended 31 July 2023 are not the Group's full statutory accounts for
that year. A copy of the statutory accounts for that year has been
delivered to the Registrar of Companies. The auditors' report on
those accounts was unqualified and did not contain a statement
under section 498 (2) - (3) of the Companies Act 2006.
Going concern
The Directors have prepared a cash
flow forecast, which considers the continuing and forecast cash
inflow from the Group's producing assets, the cash held by the
Group at the half year end, less administrative expenses, planned
capital expenditure and the committed further consideration
payments in relation to the investment in the Antler joint venture.
The Directors have concluded, at the time of approving the
financial statements, that there is a reasonable expectation, based
on the Group's cash flow forecasts, that the forecasts are
achievable and that the Group retains sufficient optionality in
relation to the timing of planned expenditure to accommodate
potentially adverse scenarios. Accordingly, the Group will be able
to continue as a going concern and meet its obligations as and when
they fall due for a period of at least 12 months from the date of
signing the consolidated financial information. Accordingly, they
continue to adopt the going concern basis in preparing the
condensed consolidated interim financial information.
Critical accounting judgements and estimates
The preparation of condensed
consolidated interim financial information requires management to
make judgements and estimates that affect the reported amounts of
assets and liabilities at the end of the reporting period.
Significant items subject to such judgements and estimates are set
out in Note 1 of the Group's 2023 Annual Report and Financial
Statements. Developments in relation to significant judgements
during the interim period are set out below.
Serenity appraisal intangible
asset
The cost of the 2022 appraisal well
and subsequent expenditure on appraising the opportunity to develop
discovered hydrocarbon accumulations have been capitalised within
intangible assets. Despite not incurring significant expenditure on
the Serenity appraisal prospect during the interim period, Europa
Oil and Gas and its joint venture partner, i3 Energy plc, have
continued efforts to establish a framework for a commercial
development for the prospect. This work was ongoing as at 31
January 2024. The directors have performed an assessment of the
existence of indicators of impairment as set out in IFRS 6 and the
Group's accounting policy for exploration and evaluation assets and
have considered the near-term expiry of the licence in September
2024 as a potential indicator of impairment. In the directors'
judgment the potential value of reserves that were discovered by
the discovery well, based on management's best estimate calculated
on a discounted cash flow basis, exceeds the carrying amount of the
related capitalised Serenity intangible asset as at 31 January
2024. There cannot however be certainty that at the end of the
evaluation period or at the expiry date of the licence, if earlier,
a commercial development of Serenity volumes can be
achieved.
Based on judgements at 31 January
2024 there was no write-off of capitalised exploration and
evaluation costs, but should the joint venture not be able to
extend the licence in September 2024 on terms that are acceptable
to the Group, or secure an out of round licence renewal, the full
carrying value of the Serenity asset of £4.7 million may be
impaired in full.
Accounting for investment in Antler
Global Limited ("Antler")
During the interim period, Europa
Oil and Gas acquired an equity interest of 42.9% in Antler (note
8), a company incorporated in the United Kingdom which is party to
a hydrocarbon production sharing agreement in Equatorial Guinea.
Under IFRS, the accounting for an interest in another entity
depends on the level of influence held over the investee by the
investor. The nature and extent of the influence that Europa Oil
and Gas exercises over this investment was assessed, and it was
determined that it constituted a joint venture. This assessment was
based on the contractual arrangement and the facts and
circumstances that evidence joint control over the joint venture.
Joint ventures are accounted for using the equity method, which is
described in note 2.
Assessment of indicators of
impairment of investment in Antler
The Company acquired its interest in
Antler in December 2023, as discussed above. No indicators of
impairment arose in the short period between investment date and 31
January 2024.
FEL4/19 (Inishkea)
The Phase 1 period of this licence
was extended on 29 January 2024 for a for a further period until 31
January 2026. The impairment indicator in relation to the near-term
expiry date of the licence that existed as at 31 July 2023 no
longer existed as at 31 January 2024.
The nature and amounts of other
estimates have not changed significantly during the interim
period.
2
Summary of significant accounting policies
The condensed consolidated financial
information has been prepared using policies based on UK adopted
International Accounting Standards. Except for the new policy in
relation investments in joint ventures described below, the
condensed consolidated financial information has been prepared
using the accounting policies which were applied in the Group's
statutory financial information for the year ended 31 July
2023.
(a) Investment in joint
ventures
Investments in joint ventures shall
be recognised when the Group has joint control and rights to the
net assets of the arrangement. The equity method of accounting will
be applied to investments in joint ventures. Under this method, the
investment is initially recognised at cost, including direct
incremental transaction costs, and adjusted thereafter for the
post-acquisition change in the Group's share of net assets of the
joint venture. The Group's share of joint ventures' profit or loss
is recognised in the Group's statement of comprehensive income.
Where necessary, adjustments are made to the financial statements
of joint ventures to bring the accounting policies used into line
with those of the Group. Distributions received from joint ventures
will reduce the carrying amount of the investments. Unrealised
gains or losses on other transactions between the Group and its
joint ventures are eliminated to the extent of the Group's interest
in them. At each reporting date, the Group will assess whether
there is any indication that investments in joint ventures may be
impaired. An impairment loss will be recognised when the
recoverable amount of the investment is less than its carrying
amount.
(b) Accounting developments
during 2023
The International Accounting
Standards Board (IASB) issued various amendments and revisions to
International Financial Reporting Standards and IFRIC
interpretations. The amendments and revisions were applicable for
the period ended 31 January 2024 but did not result in any material
changes to the financial statements of the Group.
(c) New standards,
amendments and interpretations in issue but not yet
effective
There are a number of standards,
amendments to standards, and interpretations which have been issued
by the IASB that are effective in future accounting periods that
the Group has decided not to adopt early. The Group is evaluating
the impact of the new and amended standards which are not expected
to have a material impact on the Group's results or shareholders'
funds.
3 Exploration
write off
|
31 Jan 2024
|
31 Jan
2023
|
31 July
2023
|
|
£000
|
£000
|
£000
|
Exploration write-off -
Morocco
|
-
|
(1,685)
|
(1,686)
|
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
|
-
|
(1,685)
|
(1,686)
|
|
===================================
|
===================================
|
===================================
|
4 Earnings
per share (EPS)
Basic EPS has been calculated on the
loss after taxation divided by the weighted average number of
shares in issue during the period. Diluted EPS uses an average
number of shares adjusted to allow for the issue of shares, on the
assumed conversion of all in-the-money options.
As the Group made a loss from
continuing operations during the interim period ending 31 January
2024, any potentially dilutive instruments were considered to be
anti-dilutive. Therefore, the diluted EPS is equal to the basic
EPS.
The calculation of the basic and
diluted earnings per share is based on the following:
|
6 months to
31 January
2024
|
6 months
to
31 January
2023
|
Year
to
31 July
2023 (audited)
|
|
£000
|
£000
|
£000
|
Loss
|
|
|
|
Loss for the period attributable to
the equity shareholders of the parent
|
(1,024)
|
(1,287)
|
(852)
|
|
==================
|
==================
|
====
|
Number of shares
|
|
|
|
Weighted average number of ordinary
shares for the purposes of basic EPS
|
959,184,178
|
957,457,085
|
958,804,515
|
|
==== =====
===== ====================
|
==== =====
===== ====================
|
==== =====
===== ====================
|
Number of shares
|
|
|
|
Weighted average number of ordinary
shares for the purposes of diluted EPS
|
959,184,178
|
957,457,085
|
958,804,515
|
|
==== =====
===== ====================
|
======= ===
========================
|
============
===========
========== =
|
5
Taxation
Consistent with the year-end
treatment, current and deferred tax assets and liabilities have
been calculated at tax rates which were expected to apply to their
respective period of realisation at the period end. Due to
existence of qualifying carried forward tax losses, the Group did
not generate profits subject to the Energy Profits Levy during the
interim period.
6
Intangible assets
|
31 Jan 2024
|
31 Jan
2023
|
31 July
2023
|
|
£000
|
£000
|
£000
|
At 1 August
|
7,146
|
3,785
|
3,785
|
Additions
|
330
|
4,669
|
5,047
|
Exploration write-off
|
-
|
(1,685)
|
(1,686)
|
|
-----------------------------------
|
-----------------------------------
|
-------------
|
At period end
|
7,476
|
6,769
|
7,146
|
|
===================================
|
===================================
|
===================================
|
Intangible assets comprise the
Group's pre-production expenditure on licence interests as
follows:
|
31 Jan 2024
|
31 Jan
2023
|
31 July
2023
|
|
£000
|
£000
|
£000
|
Serenity
|
4,746
|
4,647
|
4,726
|
Ireland FEL 4/19
(Inishkea)
|
2,408
|
1,890
|
2,166
|
UK PEDL181
|
113
|
106
|
112
|
UK PEDL182 (Broughton
North)
|
35
|
34
|
34
|
UK PEDL343 (Cloughton)
|
174
|
92
|
108
|
|
-----------------------------
|
-----------------------------
|
--------------------------------
|
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
Total
|
7,476
|
6,769
|
7,146
|
|
============================
|
================================
|
================================
|
|
|
|
|
|
|
|
|
|
==================================
|
==================================
|
=================================
|
7
Tangible assets
Property, plant &
equipment
|
Furniture &
computers
|
Producing
fields
|
Right of use
assets
|
Total
|
|
|
£000
|
£000
|
£000
|
£000
|
|
Cost
|
|
|
|
|
|
At 1 August 2022
|
18
|
15,714
|
67
|
15,799
|
|
Additions
|
38
|
290
|
24
|
352
|
|
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
|
At 31 July 2023
|
56
|
16,004
|
91
|
16,151
|
|
Additions
|
13
|
441
|
-
|
454
|
|
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
|
At
31 January 2024
|
69
|
16,445
|
91
|
16,605
|
|
|
====================
|
====================
|
=================
|
======================
|
|
|
|
|
|
|
|
Depreciation, depletion and impairment
|
|
|
|
|
|
At 1 August 2022
|
4
|
12,723
|
51
|
12,778
|
|
Charge for year
|
24
|
1,090
|
19
|
1,133
|
|
Impairment
|
-
|
(177)
|
-
|
(177)
|
|
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
|
At 31 July 2023
|
28
|
13,636
|
70
|
13,734
|
|
|
|
|
|
|
|
Charge for period
|
9
|
309
|
5
|
323
|
|
Impairment
|
-
|
174
|
-
|
174
|
|
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
|
At
31 January 2024
|
37
|
14,119
|
75
|
14,231
|
|
===================
|
======================
|
=================
|
====================
|
Net
Book Value
|
|
|
|
|
At
31 January 2024
|
32
|
2,326
|
16
|
2,374
|
|
===============================
|
===============================
|
===============================
|
===============================
|
At 31 July 2023
|
28
|
2,368
|
21
|
2,417
|
|
===============================
|
===============================
|
===============================
|
===============================
|
Cost
|
|
|
|
|
At 1 August 2022
|
18
|
15,714
|
67
|
15,799
|
Additions
|
35
|
15
|
24
|
74
|
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
|
At 31 January 2023
|
53
|
15,729
|
91
|
15,873
|
|
|
===================
|
======================
|
=================
|
====================
|
|
|
|
|
|
|
Depreciation, depletion and impairment
|
|
|
|
|
At 1 August 2022
|
4
|
12,723
|
51
|
12,778
|
Charge for period
|
10
|
532
|
9
|
551
|
Impairment
|
-
|
18
|
-
|
18
|
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
-------------------------------
|
At 31 January 2023
|
14
|
13,273
|
60
|
13,347
|
|
===================
|
======================
|
=================
|
====================
|
Net
Book Value
|
|
|
|
|
At
31 January 2023
|
39
|
2,456
|
31
|
2,526
|
|
===============================
|
===============================
|
===============================
|
===============================
|
|
|
|
|
|
|
|
| |
8
Investments in joint ventures
On 20 December 2023, the Company
completed the acquisition of an interest of 42.9% in Antler Global
Limited ("Antler") by way of a subscription for 750,000 new
ordinary shares for a total cash consideration of US$3,000,000
(£2,353,000). The consideration is payable in four instalments over
a period between the completion date and 1 October 2024 according
to the following schedule:
|
|
|
|
US$000
|
£000
|
Five business days post
completion
|
1,927
|
1,511
|
1 April 2024
|
387
|
304
|
1 July 2024
|
317
|
249
|
1 October 2024
|
369
|
289
|
|
-----------------------------
|
-----------------------------
|
|
-----------------------------------
|
-----------------------------------
|
Total
|
3,000
|
2,353
|
|
============================
|
============================
|
Antler is a special purpose entity
which on the date of the subscription for shares by the Company
held no identifiable assets, apart from the interest in licence
EG-08 offshore Equatorial Guinea, and no identifiable liabilities.
The investment has been initially recognised at the value of the
purchase price and direct incremental transaction costs of £72,000
for a total investment value of £2,425,000. Antler made no material
profit or loss during the short period between the acquisition date
and 31 January 2024. Summarised financial information for Antler at
31 January 2023 is included below:
|
|
|
31 January
2024
|
|
|
|
£000
|
Current assets
|
|
|
1,961
|
Non-current assets
|
|
|
3,530
|
Net assets
|
|
|
5,491
|
Company % interest in
Antler
|
|
|
42.857%
|
|
|
|
-----------------------------------
|
Company share of net assets in
£000
|
|
|
2,353
|
|
|
|
===================================
|
Antler currently has a financial
year end date of 30 September, and the financial information is
based on management accounts which have been adjusted to have
consistent IFRS accounting policies as the Group.
As prescribed in the subscription
agreement, the Company held the first installment in its own bank
account for and on behalf of Antler until such time as Antler's new
bank account was fully operational. During this period, the Company
disbursed £392,000 (US$500,000) on behalf of Antler for the
acquisition of seismic data in partial satisfaction of the first
installment. Resultantly an amount of £1,121,000 (US$ 1,427,000),
comprising that portion of the first installment that remained in
the Company's bank account for and on behalf of Antler as at 31
January 2024 is designated as restricted cash. This remaining
amount was paid to Antler in March 2024.
9 Trade
and other payables
Current trade and other payables
|
|
31 January
2024
|
31 January
2023
|
31 July
2023 (audited)
|
|
|
£000
|
£000
|
£000
|
Trade payables
|
|
325
|
1,331
|
454
|
Lease liabilities
|
|
9
|
15
|
10
|
Corporation tax payable
|
|
-
|
32
|
-
|
Other payables
|
|
2,696
|
224
|
317
|
|
|
--------------------------------------
|
---------------------------------------
|
--------------------------------------
|
|
|
3,030
|
1,602
|
781
|
|
|
===================
|
====================
|
===================
|
Non-current trade and other payables
|
|
|
|
|
Lease liabilities
|
|
6
|
15
|
12
|
Included within current trade and
other payables is £1,961,000 comprising the total unpaid
subscription consideration as at the reporting date.
10 Long term
provisions
|
31 Jan 2024
|
31 Jan
2023
|
31 July
2023
|
|
£000
|
£000
|
£000
|
At 1 August
|
4,368
|
4,164
|
4,164
|
Change in estimated phasing of cash
flows
|
-
|
-
|
(212)
|
Charged to the statement of
comprehensive income
|
218
|
208
|
416
|
|
-----------------------------------
|
-----------------------------------
|
-----------------------------------
|
At period end
|
4,586
|
4,372
|
4,368
|
|
===================================
|
===================================
|
===================================
|
Long term provisions relate
exclusively to decommissioning obligations related the Group's UK
licences.
11 Post
reporting date
On 14 February 2024 the North Sea
Transition Authority ("NSTA") notified Europa Oil and Gas that it
has agreed to a two-year extension of the Initial Term to 20 July
2026 and a two-year extension of the Second Term to 20 July 2028
for PEDL 343 (Cloughton).
On 8 April 2024 the Company announce
the appointment of Dr Eleanor Rowley to the board as Independent
Non-executive Director with immediate effect.