TIDMECHO
RNS Number : 8230X
Echo Energy PLC
02 May 2019
2 May 2019
Echo Energy plc
("Echo", the "Company" and together with its subsidiaries the
"Group")
Final Results for the Year Ended 31 December 2018
Echo Energy plc, the South and Central American focused upstream
oil and gas company, is pleased to announce its audited results for
the financial year ended 31 December 2018.
2018 Highlights
-- Successful acquisition and reverse takeover process concluded
and capital raisings during the period;
-- Commenced the 3D seismic acquisition programme on the Tapi
Aike licence in Argentina (post period end);
-- Maiden Latin American revenues achieved during the period of US$8.8 million;
-- Drilled four exploration wells in the Fracción C, D and
Laguna de Los Capones licence, completed a 3 well workover
programme and four pulling jobs in Argentina;
-- In Bolivia, signed Rio Salado TEA with YPFB and continuing
JEA with Pluspetrol over Huayco; and
-- Cash balances as at 31 December 2018 of US$15.6 million.
Commenting, Martin Hull, Echo's Managing Director and Chief
Financial Officer, said:
"Having secured the world class Tapi Aike asset as part of an
extensive acreage position in South America, Echo delivered on an
ambitious work programme with four exploration wells drilled and
three workovers completed safely and within budget. Ever
cost-conscious, negotiations for the Tapi Aike seismic campaign
translated into a significant discount, securing the acquisition of
the full 1,200 square kilometre seismic commitment which will take
us into the next stage of Echo's development. 2019 looks very
exciting as we work towards drilling Tapi Aike, evaluating Bolivia
and continuing to maximise returns across the portfolio."
For further information please contact:
Echo Energy plc
Martin Hull, Managing Director and m.hull@echoenergyplc.com
CFO
Cenkos Securities
(Nominated Adviser)
David Jones
Ben Jeynes +44 (0)20 7397 8900
Hannam & Partners (Joint Corporate
Broker)
Giles Fitzpatrick
Andrew Chubb
Ernest Bell +44 (0)20 7907 8500
Shore Capital (Joint Corporate Broker)
Jerry Keen +44 (0)20 7408 4090
Vigo Communications (PR Adviser)
Patrick d'Ancona
Chris McMahon
Simon Woods +44 (0)20 7390 0230
The information contained within this announcement is considered
to be inside information prior to its release as defined by Article
7 of the Market Abuse Regulation No. 596/2014 and disclosed in
accordance with the Company's obligations under Article 17 of those
Regulations.
Chairman's and Managing Director's Statement
The past twelve months have been incredibly busy for the Group
as it continues to execute against its Latin American growth
strategy. Having secured the farm-in agreement with Compañía
General de Combustibles S.A. ("CGC"), exploration primarily aimed
at securing the Tapi Aike position, we find ourselves with a strong
foothold within the Austral Basin in southern Argentina, a basin
which is estimated to contain approximately 34 per cent of the
country's natural gas reserves.
The completion of the acquisition gave Echo a 50 per cent
interest across four licenses: Tapi Aike, and Fracción C, Fracción
D, and Laguna De Los Capones ("CDL"), with Echo providing its
technical and operational expertise to assist in the ongoing
exploration and development of these assets. Whilst activity on CDL
has dominated 2018, the Company is now primarily focused on Tapi
Aike as we complete the acquisition of seismic data and prepare for
drilling.
Argentina -Tapi Aike
The Tapi Aike block remains one of the most exciting and
underexplored licence blocks in the basin. The acreage has three
previous interpreted historical gas discoveries, existing 2D
seismic and partial 3D seismic. The block also benefits from the
identification of three prospective independent gas exploration
plays and one oil play. Echo has worked extensively with CGC to
reprocess the pre-existing seismic data which in itself has
provided a significantly de-risked multi-trillion cubic feet
("Tcf") exploration opportunity. The 3D seismic acquisition
programme, with UGA Seismic S.A. ("UGA") commissioned to conduct a
total of 1,200 square kilometres of new 3D seismic data across the
Tapi Aike licence, is a key part of the Group's 2019 operational
plan. UGA mobilised their seismic equipment to Tapi Aike in late
2018 and are in the process of shooting the new 3D seismic. We
expect to have processed the results of this seismic data
acquisition at the end of Q3 2019, following which we anticipate
the drilling window for the first of four wells to commence on the
block from Q4 2019. Management estimates that each well will cost
approximately US$2 million to US$5 million net to Echo. A total of
41 leads were previously identified across the block from the
vintage data, with each lead estimated to have gross prospective
resources of 50-600 billion cubic feet ("Bcf") at best estimate
level.
CDL Licences
Following the three-well workover programme conducted in early
2018, in which one well was completed as a suspended gas producer
and one well as an oil producer, Echo undertook further extensive
well intervention activity on Fracción D in Q3 2018 with the aim of
increasing oil production and associated cashflows. These four
pulling jobs (wells CSo-96, CSo-104, CSo-21, and CSo-80) have now
been commissioned, with production, pumps and offtake having also
been optimised. Production from these wells has contributed to a
total average net production to the Group of 865 barrels of oil
equivalent per day ("boe/d") for the year.
Following the results of these pulling jobs and associated
production uplift, the team continues to evaluate additional
candidates for well interventions and ways to upgrade our portfolio
in Argentina.
The execution of a four-well exploration programme across the
CDL licences was carried out on time and on budget without
operational incident. Initial logging results of ELM-1004 saw gas
shows across some 40 metres through the Upper Tobifera and gas
peaks of over 195,000 parts per million ("ppm") with dry gas being
successfully recovered to the surface. ELM-1004 was then suspended
for further observation. As announced by the Company on 26 February
2019, the Company has been refining a stimulation design for
ELM-1004, incorporating the results of the mechanical stimulation
of the EMS-1001, before being in a position to make a final
decision on whether to proceed with the stimulation of ELM-1004.
There are no immediate plans to further test ELM-1004.
The EMS-1001 well encountered gas shows over some 500 metres
within the Tobifera. Post year-end, the Company has announced the
completion of mechanical stimulation on EMS-1001. Unfortunately,
the Company concluded that the EMS-1001 location is not commercial
and the well was shut-in.
The determination of precise net pay from wireline log analysis
has proved complex in the Tobifera reservoirs, and although initial
indications from the wells were encouraging, the disappointing test
results have led the Company to reassess the economic profile of
the CDL asset. Echo has therefore written down the CDL reserves and
impaired the entire value of these assets.
Bolivia
Echo believes that Bolivia remains one of the few overlooked
provinces in Latin America and one which has the potential to offer
substantial high-reward investment opportunities. In October 2018,
Echo signed a one-year Technical Evaluation Agreement ("TEA") with
Yacimientos Petrolíferos Fiscales Bolivianos ("YPFB") on the Rio
Salado block, which lies around the Pluspetrol Bolivia Corporation
S.A. ("Pluspetrol") operated Huayco block where Echo has a Joint
Evaluation Agreement ("JEA"). Following a work programme including
the interpretation and integration of 2D seismic spanning both the
Rio Salado and Huayco blocks, Echo will have the right to negotiate
a contract with YPFB covering the Rio Salado block should we elect
to do so.
We were also delighted to extend our JEA with Pluspetrol over
the Huayco block which provides additional time for further
analysis and interpretation on the block, following the
reprocessing of 250 square kilometres of 3D seismic data in
2018.
Corporate
2018 has seen management changes including the appointment of
Martin Hull as Managing Director and Chief Financial Officer of the
Company following Fiona MacAulay's transition to a non-executive
role at the Company.
We exited the year with a cash balance of US$15.6 million
enabling us to fund the Tapi Aike seismic acquisition
programme.
Finally, the board of directors (the "Board") continues to
evaluate potential M&A opportunities within the Latin American
region as we look to expand on our already strong portfolio. We
will update our shareholders with our progress in due course.
James Parsons - Non-Executive Chairman
Martin Hull - Managing Director and Chief Financial Officer
Operational Review
Having identified opportunities in 2017, in 2018 Echo completed
the acquisition of assets, kick-started operations in Latin
America, and completed the planned work programme safely and
efficiently.
Echo Argentina Awakes
For Echo, 2018 was the year where operations associated with the
newly acquired onshore Argentinian acreage ramped up with four
wells drilled - three completed and tested - plus three gas
exploration workovers and four pulling jobs undertaken. At year end
mobilisation of the seismic crew for a 1,200 square kilometre 3D
acquisition on Tapi Aike had commenced.
With the closing in January 2018 of the transformational
transaction pursuant to which Echo acquired a 50% interest in each
of the Fracción C, Fracción D, and Laguna de los Capones and Tapi
Aike licences, attention with operator CGC quickly focused on
executing the contracted work programme safely and efficiently. The
drilling and workover programmes were designed to test the running
room in the CDL licences for the Springhill reservoir, a
conventional sandstone reservoir, and the Tobifera, a complex
volcaniclastic reservoir with what could have had basin opening
potential.
For 2018, our initial attention in Q2 was on investigating
potential gas resources on a mature CDL oil field, Cañadón Salto,
through up dip gas recompletions of three existing oil wells and a
new Tobifera well. Between these two Cañadón Salto activities,
three wells were drilled in Fracción C to explore for oil and gas
in the Tobifera to test that running room and basin opening
potential. Then, in the second half of the year, the Group took the
opportunity to evaluate field rehabilitation opportunities on the
mature Cañadón Salto field, where decades of oil, water and gas
production have left some considerable uncertainty in the current
distribution of fluids in the reservoir.
Following a short planning period, workover activity on Cañadón
Salto commenced on three back-to-back workovers on existing wells,
with the first well CSo-85, successfully finding and then testing
gas at a maximum rate of 2.5 million standard cubic feet per day
("mmscf/d") in the east of the field. A second workover on CSo-80
in the central crest of the former oil field produced oil. During
the field rehabilitation pulling jobs in August/September 2018,
this well was put on production through the existing production
facilities, with a maximum rate of 53 barrels per day
("bbl/d").
Following the workover campaign, Echo identified gas resources
in the eastern flank of Cañadón Salto and has engaged with operator
CGC to fully define the extent of those resources and prepare gas
development concepts. This work remains ongoing.
At the start of the year, Echo reviewed and high graded the
prospect portfolio on the CDL acreage, choosing four exploration
prospects to target on robust four-way closed structures to test
the basin running room.
The results of the well campaign were disappointing and
indicated that the running room for the Tobifera in CDL was less
than we initially expected.
The first well to spud was ELM-1004 in May 2018, which tested a
Tobifera gas closure in the north of Fracción C. This was followed
by ELA-1 at the end of May which targeted both Springhill and
Tobifera gas in the south west of the Laguna de Los Capones asset.
The third well EMS-1001 was located in the southern area of the
Fracción C licence and targeted both the Springhill and Tobifera
levels for an oil play. The final well in the four-well
back-to-back campaign was CSo-2001(d) in the Group's Fracción D
asset and spudded in July. The well was targeting gas in a Tobifera
high identified on 2D data in the west of Fracción D.
Also in July, following the drilling campaign, a completion rig
arrived to assess the productive potential of the interpreted
hydrocarbons in two of the exploration wells, ELM-1004 and
CSo-2001(d).
ELM-1004 was tested across three separate intervals in the upper
Tobifera, with the shallowest 8m interval producing gas to surface
through the rig degassing system, but at a rate insufficient for
sustained production. The well was suspended for further study and
a potential mechanical stimulation remains under consideration but
has high operational risk of penetrating water-bearing
horizons.
Well CSo-2001(d) was then completed and tested in the upper
Tobifera, however, disappointingly, decades of incidental gas
production from the adjacent Cañadón Salto Springhill oil field
appears to have also drained the Tobifera reservoir at this
location, and any remaining gas was assessed as unlikely to be
commercial.
With the completion rig already in the Cañadón Salto field, a
decision was made to assess the rehabilitation potential of the
mature oil field located in the Springhill reservoir through the
reinstallation of downhole and surface pumping equipment on three
wells, plus the installation of similar pumping equipment on
CSo-80, which had produced oil in our search for gas.
Together, these interventions were reported to have added 115
bbl/d, with wells still oiling-in. Echo is examining the potential
for further phases of oil well rehabilitation and this work remains
ongoing.
Due to the challenging nature of the volcaniclastic Tobifera
interpreted in EMS-1001 arising from the complex mineralogy,
studies continued to support a mechanical stimulation. A completion
and inflow test were carried out in September 2018. These tests
were to assess two high-graded intervals believed to be
representative of the Tobifera encountered in the well. Under the
initial inflow test, the two separate perforation intervals were
confirmed suitable for mechanical stimulation and the well was then
scheduled to be mechanically stimulated in December 2018. However
the equipment necessary to conduct an effective stimulation became
unserviceable and the activity was delayed into January 2019.
The well was mechanically stimulated through a 4m perforated
interval in the Tobifera formation between 1,892m and 1,896m.
Following clean-up operations using coiled tubing, EMS-1001
produced a mixture of pumped stimulation fluid and formation water
at an average rate of 465 bbl/d while being artificially lifted
using swabbing. Unfortunately no hydrocarbons were recovered from
the well which suggests that the interpreted hydrocarbons present
in the section from wireline logs are not mobile. This result
demonstrated the complex nature of the volcaniclastic Tobifera
reservoir, which has adversely impacted the running room in the CDL
licences.
At Tapi Aike, the seismic survey for 1,200 square kilometres in
two cubes in the east and the west of the licence was awarded to
UGA. By year-end equipment had already began to mobilise to Tapi
Aike in readiness for acquisition to commence in January 2019. Tapi
Aike provides significant growth potential available in the west of
the basin, which the Company intends to mature. This will be the
focus for 2019, following the permitting and seismic survey design
and tender that took place during this period.
Financial Review
Echo engaged in an extremely busy operational programme for the
year ended 31 December 2018. Activity was enabled by the
recapitalised balance sheet and the Group exited the year retaining
funding for the near-term Tapi Aike seismic acquisition
programme.
In its first year as a non-operating producer Echo recognised
US$8.8 million of revenue with crude oil inventories at year-end of
US$0.7 million, giving a value produced to year end of
US$9.5million. The Group realised a positive gross margin on
operations of US$0.6 million. Disappointing drilling results have
led to an impairment charge of US$15.2 million and this has led to
a Group loss before tax of US$24.4 million. The working capital
profile of the Group has changed reflecting its status as a
non-operating producer but we exit the year with a cash balance of
US$15.6 million, funding us through Tapi Aike seismic acquisition.
This is our first set of financial statements set in US
Dollars.
Income Statement
The revenue of US$8.8 million was composed of US$5.2 million in
oil sales and US$3.6 million in gas sales realised.
-- Average net oil price realised for the period was US$63.72/bbl.
-- Gas sales were 24.6 million m(3) with average realised price being US $3.99/mmbtu.
-- Cost of sales of US$8.2 million include indirect allocations
of US$1.1 million, Argentine royalty payments of US$1.4 million and
depletion costs of US $0.2 million. Direct operational costs of
US$5.9 million were significantly below budget due to continued
focus on driving down costs. These were also reduced by the effect
of the devaluation of the Argentine Peso.
-- Value of stock of crude oil US$0.7 million was based on a discounted Brent price.
-- Exploration expenses of US$0.8 million included US$0.4
million technical advisor costs largely relating to on-going
activity in Bolivia. Echo's interests in Bolivia are all
pre-licence so no costs relating to Bolivia have been capitalised.
Residual costs are time and attendance allocations from the Group
to pre-licence and business development activities.
-- Gross administration expense was lower than in 2017 even
though the team had grown slightly to support operational activity.
This reflects management's continued focus on cost control within
the Group. Changes to the executive team in late 2018, and post
balance sheet in early 2019, reduce our gross administrative spend
going forward. In order to more accurately assign costs, the Group
commenced cost allocation to assets and exploration activities with
a net allocation of US $1.6 million to operating costs and balance
sheet assets. Professional advisor fees relating to the asset
acquisitions were largely accrued in 2017 however project specific
costs in the year were US$0.9 million. Administration costs
included the non-cash cost of options of US$0.7 million.
-- Financial income is generated largely from treasury placings,
the movement of the Euro denominated debt against the US Dollar and
offset by devaluation of Peso tax balances.
-- Finance costs are composed of an actual cash cost of US$2.0
million with the amortisation of debt fees, the unwinding of the
discount on the debt issue and the accretion of right of use assets
bringing finance fees to US$4.0 million.
-- As Echo seeks to find success through the drill bit,
exploration costs in the year have led to a loss from continuing
operations of US$24.4 million in the year.
Balance Sheet
Financing
Echo began the year with the acquisition of the Fracción C,
Fracción D and Laguna De Los Capones concessions as well as the
Tapi Aike exploration permit in Argentina. The Company raised
GBP6.4 million, before expenses through the placing of 36,391,412
placing shares at 17.5 pence per placing share (GBP4.7 million net
of total estimated costs and expenses relating to both the placing
and admission). On the 25 May 2018 Echo announced a placing and
subscription to raise GBP8.5 million, before expenses, through the
issue of 71,185,447 new ordinary shares in the Company at a placing
price of 12.0 pence per ordinary share. Placing funds were used to
fund operational activity in Argentina.
CDL Licences
Costs capitalised to CDL consist of acquisition costs together
with the costs relating to the 2018 drilling campaign. During the
course of 2018 subsidiary Eco Energy CDL Op Ltd, through its
operating partner CGC, had a full programme of operational activity
which commenced with workovers on three wells in the Cañadón Salto
area. The joint venture proceeded to drill four wells and test
three, with a mechanical stimulation of the EMS-1001 occurring post
year end. Additional pulling jobs were carried out in Cañadón Salto
area at working interest cost to Echo in the later part of the
year. Although all the activities were a success from an
operational and HSE point of view, no commercial reserves were
added, accordingly Echo have taken the decision to fully impair the
value of the CDL assets as at 31 December of US$15.2 million.
Tapi Aike Licence
Upon acquisition of the Tapi Aike licence Echo agreed to carry
CGC for 15% of the work programme costs during the initial three
year period. Through its partner CGC, Echo has conducted a robust
tender exercise resulting in the signature of a contract with UGA
for the acquisition of a total of 1,200 km(2) 3D seismic across the
Group's asset. UGA mobilised to Tapi Aike in December 2018, and the
acquisition programme began in early 2019. Echo have committed to
spend US $7.9 million on the acquisition of seismic data over the
Tapi Aike permit.
Working Capital
The year on year change in the working capital profile of Echo
reflects the move to producing activities, the Company has
increased inventory, increasing to US$0.8 million at the year end.
The high level of receivables include US$2 million (US $1.7 million
ex VAT) in prepayments to our seismic contractor in Argentina.
Trade receivables and accrued income from operations are US$1.1
million with advance to the joint account on operations of US$0.7
million. Echo's high level of investment in the period has built-up
a VAT and retention tax balance of US$2.8 million.
The current Argentine VAT regime is such that VAT is only
recoverable against revenue streams. Argentine legislation to align
the treatment of VAT recoverability to international practise is
awaiting the enactment of a statutory instrument, once in force
this should unlock Echo's VAT position. The trade payables value at
year end 2017 was high reflecting the level of accrued costs
relating to the acquisition activities that occurred at the
beginning of 2018, our current balance recognises our share of the
payables of the Argentine joint venture of US$1.2 million.
Whilst the directors remain acutely cost conscious and value
focused, the Group recognises that in order to pursue organic and
inorganic growth opportunities and fund on-going operations it will
require additional funding, this may be sourced through debt
finance, joint venture equity or share issues. The cash balance of
US$15.6 million will be used to fund the Tapi Aike seismic
acquisition programme, progress towards drilling and our other
working capital requirements.
Consolidated Statement of Comprehensive Income
Year ended 31 December 2018
Year to Year to
31 December 31 December
2018 2017
Restated
------------ ------------
Note US$ US$
---------------------------------------------- ---- ------------ ------------
Continuing operations
Revenue 4 8,841,309 -
Cost of sales 5 (8,217,029) -
---------------------------------------------- ---- ------------ ------------
Gross profit 624,280 -
Exploration expenses (800,683) (556,999)
Administrative expenses (5,133,061) (6,854,794)
Impairment of intangible assets (14,148,371) -
Impairment of property, plant and equipment (1,068,751) -
---------------------------------------------- ---- ------------ ------------
Operating loss (20,526,586) (7,411,793)
Financial income 99,361 3,344
Financial expense 6 (4,002,312) (2,172,943)
---------------------------------------------- ---- ------------ ------------
Loss before tax (24,429,537) (9,581,392)
Taxation - -
---------------------------------------------- ---- ------------ ------------
Loss from continuing operations (24,429,537) (9,581,392)
Discontinued operations
Profit/(loss) after taxation for the
year from discontinued operations (35,629) 33,473
---------------------------------------------- ---- ------------ ------------
Loss for the year (24,465,166) (9,547,919)
Other comprehensive income:
Other comprehensive income to be reclassified
to profit or loss in subsequent periods
(net of tax)
Exchange difference on translating foreign
operations 507,849 (2,194,962)
---------------------------------------------- ---- ------------ ------------
Total comprehensive loss for the year (23,957,317) (11,742,881)
---------------------------------------------- ---- ------------ ------------
Loss attributable to:
Owners of the parent (24,465,166) (9,547,919)
---------------------------------------------- ---- ------------ ------------
Total comprehensive loss attributable
to:
Owners of the parent (23,957,317) (11,742,881)
---------------------------------------------- ---- ------------ ------------
Loss per share (cents) 7
Basic (5.49) (3.46)
---------------------------------------------- ---- ------------ ------------
Diluted (5.49) (3.46)
---------------------------------------------- ---- ------------ ------------
Loss per share (cents) for continuing
operations
Basic (5.48) (3.47)
---------------------------------------------- ---- ------------ ------------
Diluted (5.48) (3.47)
---------------------------------------------- ---- ------------ ------------
Consolidated Statement of Financial Position
Year ended 31 December 2018
31 December 31 December
2018 2017
Restated
------------ ------------
Note US$ US$
-------------------------------------- ---- ------------ ------------
Non-current assets
Property, plant and equipment 8 335,612 385,031
Other intangibles 9 1,559,931 2,500,000
-------------------------------------- ---- ------------ ------------
1,895,543 2,885,031
Current Assets
Inventories 10 802,184 -
Other receivables 11 6,911,075 1,425,020
Cash and cash equivalents 12 15,609,303 26,626,663
-------------------------------------- ---- ------------ ------------
23,322,562 28,051,683
Assets held for distribution - 73,965
-------------------------------------- ---- ------------ ------------
23,322,562 28,125,648
Current Liabilities
Trade and other payables 13 (2,200,432) (3,376,251)
Liabilities directly associated with
the assets held for sale - (38,336)
-------------------------------------- ---- ------------ ------------
(2,200,432) (3,414,587)
Net current assets 21,122,130 24,711,061
-------------------------------------- ---- ------------ ------------
Total assets less current liabilities 23,017,673 27,596,092
-------------------------------------- ---- ------------ ------------
Non-current liabilities
Loans due in over one year 15 (15,914,380) (15,410,111)
Right-of-use liability (50,709) (224,992)
-------------------------------------- ---- ------------ ------------
(15,965,089) (15,635,103)
Total Liabilities (18,165,521) (19,049,691)
-------------------------------------- ---- ------------ ------------
Net Assets 7,052,584 11,960,989
-------------------------------------- ---- ------------ ------------
Equity attributable to equity holders
of the parent
Share capital 4,444,999 4,065,713
Share premium 58,329,880 39,888,089
Warrant reserve 11,142,290 11,241,239
Share option reserve 1,195,106 961,676
Foreign currency translation reserve (2,095,334) (1,587,485)
Retained earnings (65,964,357) (42,608,243)
-------------------------------------- ---- ------------ ------------
Total Equity 7,052,584 11,960,989
-------------------------------------- ---- ------------ ------------
Consolidated Statement of Changes in Equity
Year ended 31 December 2018
Foreign
Shares Share currency
Retained Share Share to be Warrant option translation Total
earnings capital premium issued reserve reserve reserve equity
US$ US$ US$ US$ US$ US$ US$ US$
Restated Restated Restated Restated Restated Restated Restated Restated
1 January 2017 (33,087,707) 3,179,598 30,804,440 375,941 1,021,229 208,976 607,477 3,109,954
Loss for the year (9,547,919) - - - - - - (9,547,919)
Exchange reserve - - - - - - (2,194,962) (2,194,962)
------------------ ------------ --------- ----------- --------- ---------- --------- ------------ ------------
Total
comprehensive
loss for the year (9,547,919) - - - - - (2,194,962) (11,742,881)
New shares issued - 886,115 10,565,773 - - - - 11,451,888
New share warrants
issued - - - - 10,220,010 - - 10,220,010
Share issue costs - - (1,482,124) - - - - (1,482,124)
Share options
lapsed 61,264 - - - - (61,264) - -
Share-based
payments (33,881) - - (375,941) - 813,964 - 404,142
------------------ ------------ --------- ----------- --------- ---------- --------- ------------ ------------
31 December 2017
Restated (42,608,243) 4,065,713 39,888,089 - 11,241,239 961,676 (1,587,485) 11,960,989
------------------ ------------ --------- ----------- --------- ---------- --------- ------------ ------------
1 January 2018 (42,608,243) 4,065,713 39,888,089 - 11,241,239 961,676 (1,587,485) 11,960,989
Loss for the year (24,429,537) - - - - - - (24,429,537)
Discontinued
operations (35,629) - - - - - - (35,629)
Exchange Reserve 507,849 - - - - - (507,849) -
------------------ ------------ --------- ----------- --------- ---------- --------- ------------ ------------
Total
comprehensive
loss for the year (23,957,317) - - - - - (507,849) (24,465,166)
New shares issued - 379,286 19,890,017 - - - - 20,269,303
New share warrants
exercised 88,931 - 10,018 - (98,949) - - -
Share issue costs - - (1,458,244) - - - - (1,458,244)
Share options
lapsed 512,272 - - - - (512,272) - -
Share-based
payments - - - - - 745,702 - 745,702
------------------ ------------ --------- ----------- --------- ---------- --------- ------------ ------------
31 December 2018 (65,964,357) 4,444,999 58,329,880 - 11,142,290 1,195,106 (2,095,334) 7,052,584
------------------ ------------ --------- ----------- --------- ---------- --------- ------------ ------------
Consolidated Statement of Cash Flows
Year ended 31 December 2018
Year to Year to
31 December 31 December
2018 2017
------------ -----------
US$ US$
----------------------------------------------------- ------------ -----------
Cash flows from operating activities
Loss from continuing operations (24,429,537) (9,581,392)
Profit from discontinued operations (35,629) 33,473
----------------------------------------------------- ------------ -----------
(24,465,166) (9,547,919)
Adjustments for:
Depreciation and depletion of property, plant and
equipment 361,073 43,874
Gain on disposal of property, plant and equipment (39,873) -
Impairment of intangible assets and goodwill 14,148,371 556,999
Impairment of property, plant and equipment 1,068,751 -
Share-based payments 745,702 866,126
Financial income 534,243 (3,344)
Financial expense 3,301,747 2,497,862
----------------------------------------------------- ------------ -----------
(4,345,152) (5,586,402)
(Increase) in inventory (802,184) -
(Increase) in other receivables (6,142,997) (1,041,576)
(Decrease)/increase in trade and other payables (1,212,590) 2,511,334
----------------------------------------------------- ------------ -----------
Cash used in operations (12,502,923) (4,116,644)
Net cash used in operating activities (12,502,923) (4,116,644)
Cash flows from investing activities
Purchase of intangible assets (13,208,302) (2,546,645)
Purchase of property, plant and equipment (1,357,593) (60,846)
----------------------------------------------------- ------------ -----------
Net cash used in investing activities (14,565,895) (2,607,491)
Cash flows from financing activities
Net proceeds from debt - 17,170,525
Interest received 146,039 740,818
Interest paid (2,744,284) (696,089)
Repayment of right of use liability (161,356) (55,085)
Issue of share capital 20,269,303 17,444,795
Share issue costs (1,458,244) (1,482,124)
----------------------------------------------------- ------------ -----------
Net cash from financing activities 16,051,458 33,122,840
----------------------------------------------------- ------------ -----------
Net (decrease)/increase in cash and cash equivalents (11,017,360) 26,398,705
Cash and cash equivalents at 1 January 2018 26,626,663 227,958
----------------------------------------------------- ------------ -----------
Cash and cash equivalents at 31 December 2018 15,609,303 26,626,663
----------------------------------------------------- ------------ -----------
Notes to the Financial Information
Year ended 31 December 2018
1. Accounting Policies
General Information
The financial information contained in this announcement does
not constitute the Company's statutory financial statements for the
year ended 31 December 2018 but has been extracted from them. These
financial statements will be delivered to the Registrar of
Companies following the Company's Annual General Meeting.
The auditors have reported on these financial statements, and
their report was unqualified and did not contain any statement
under section 498(2) or (3) Companies Act 2006. The report
highlights a material uncertainty in relation to going concern as
follows:
"Material Uncertainty Related to Going Concern
Informing our opinion on the financial statements, which is not
modified, we have considered the adequacy of the disclosures made
in Note 1 and Note 2 in the financial statements concerning the
Group's and Company's ability to continue as a going concern.
Further funds will be required to finance the Group's and Company's
working capital requirements and the development of the Group's
Argentinian assets. If cash flow from existing sources was not
sufficient to meet the Group's commitments Directors are confident
that additional funds could be successfully raised from other
sources. However, there are no binding agreements in place to date.
These conditions indicate the existence of a material uncertainty
which cast significant doubt about the Group's and Company's
ability to continue as a going concern. The financial statements do
not include the adjustments that would result if the Group and
Company were unable to continue as a going concern."
The Company's functional currency was the Euro, and the
presentational currency was Great British Pounds Sterling ("GBP" or
"GBP"). Following the acquisition of the Fracción C, D and LLC
assets in Argentina a review of the primary economic operating
environment in which the Group operates determined that the Group
functional currency is the United States Dollar ("US $" or "US
Dollar"). The effect of the change in functional currency was
accounted for prospectively from the date of the change,
transactions arising in currencies other than the US $ are
translated at average exchange rates for the relevant accounting
period, with material transactions being accounted at the rate of
exchange on the date of the transaction. The presentation currency
was changed retrospectively and the comparative figures for the
period ended 31 December 2017 have been restated. Assets and
liabilities have been retranslated at the exchange rate ruling on
31 December 2017 (GBP GBP1: US $1.3503), income and expenditure for
2017 has been restated at an average rate for the period (GBP GBP1:
US $1.2789) and equity transactions were restated at transactional
rates.
The principal accounting policies are summarised below:
(a) Basis of preparation
The financial statements have been prepared in accordance with
International Financial Reporting Standards ("IFRS") as adopted by
the European Union. These financial statements are for the year 1
January 2018 to 31 December 2018. The comparatives shown are for
the year 1 January 2017 to 31 December 2017. The Group adopted IFRS
9 'Financial Instruments' for the year commencing 1 January 2018.
IFRS 9 addresses the classification, measurement and recognition of
financial assets and financial liabilities and introduces a new
impairment model for financial assets, as well as new rules for
hedge accounting, this did not have a material impact on the
financial statements.
New standards and interpretations not applied
At the date of authorisation of these financial statements, a
number of standards and interpretations were in issue but not yet
effective. The directors do not anticipate that the adoption of
these standards and interpretations, or any amendments to existing
standards as a result of the annual improvements cycle, will have a
material effect on the financial statements in the year of initial
application. IFRS 15 was adopted by Echo Energy plc in 2017 with no
impact on transition.
(b) Basis of consolidation
The Group financial statements consolidate the financial
statements of the Company and its subsidiaries under the
acquisition method. The financial statements of subsidiaries are
included in the consolidated financial statements from the date
that control commences until the date control ceases. Control is
achieved where the Company has the power to govern the financial
and operating policies of an investee entity so as to obtain
benefits from its activities.
(c) Joint arrangements
A joint arrangement is one in which two or more parties have
joint control. Joint control is the contractually agreed sharing of
control of an arrangement, which exists only when decisions about
the relevant activities require the unanimous consent of the
parties sharing control. Certain of the Group's licence interests
are held jointly with others. Accordingly, the Group accounts for
its share of assets, liabilities, income and expenditure of these
joint operations, classified in the appropriate balance sheet and
income statement headings.
(d) Revenue
Revenue comprises the invoice value of goods and services
supplied by the Group, net of value added taxes and trade
discounts. Revenue is recognised in the case of oil and gas sales
when goods are delivered and title has passed to the customer. This
generally occurs when the product is physically transferred into a
pipeline or vessel. Echo recognised revenue in accordance with IFRS
15. We have a contractual arrangements with our joint venture
partner who markets gas and crude oil on our behalf. Gas is
transferred via a metered pipeline into the regional gas
transportation system, which is part of national transportation
system. Control of the gas passes at the point at which the gas
enters this network. Gas prices vary from month to month based on
seasonal demand from customer segments and, production in the
market as a whole. Our partner agrees pricing with their portfolio
of gas clients based on agreed pricing mechanisms in multiple
contracts. Some pricing is regulated by government such as domestic
supply. Echo receive a monthly average of gas prices attained. Oil
shipments are priced in advance of a cargo and revenue is
recognised at the point at which cargoes are loaded onto shipping
vessel at terminal.
(e) Property, plant and equipment
Property, plant and equipment is stated at cost, or deemed cost
less accumulated depreciation, and any recognised impairment loss.
Land is stated at cost and is not depreciated. Depreciation is
charged so as to write off the cost or valuation of assets less any
residual value over their estimated useful lives, using the
straight-line method, on the following bases:
12% to 33.3% straight
Fixtures & fittings line
------------------- ---------------------
Motor vehicles 25% straight line
------------------- ---------------------
Oil and gas properties are depleted on a unit of production
basis commencing at the start of commercial production, or
depreciated on a straight line basis over the relevant asset's
estimated useful life. Where expenditure is depreciated on a unit
of production basis, the depletion charge is calculated according
to the proportion that production bears to the recoverable reserves
for each property.
(f) Property right of use asset
The Group recognises a right-of-use asset and a lease liability
at the lease commencement date. The right of use lease is initially
measured at cost, which comprises the initial amount of the lease
liability adjusted for any lease payments made at or before
commencement date plus any initial direct costs incurred and an
estimate of costs to dismantle and remove the underlying asset. The
right-of-use asset is subsequently depreciated using the
straight-line method from the commencement date to the earlier of
the end of the useful life of the right-of-use asset or the end of
the lease term. The lease liability is initially measured at the
present value of the lease payments that are not paid at the
commencement date discounted using the Group incremental borrowing
rate.
(g) Other intangible assets - exploration and evaluation
costs
Exploration and evaluation ("E&E") expenditure comprises
costs which are directly attributable to researching and analysing
exploration data. It also includes the costs incurred in acquiring
mineral rights, the entry premiums paid to gain access to areas of
interest and amounts payable to third parties to acquire interests
in existing projects. When it has been established that a mineral
deposit has development potential, all costs (direct and applicable
overhead) incurred in connection with the exploration and
development of the mineral deposits are capitalised until either
production commences or the project is not considered economically
viable. In the event of production commencing, the capitalised
costs are amortised over the expected life of the mineral reserves
on a unit of production basis. Other pre-trading expenses are
written off as incurred. Where a project is abandoned or is
considered to be of no further interest, the related costs are
written off.
(h) Impairment of tangible and intangible assets excluding
goodwill
At each balance sheet date, the Group reviews the carrying
amounts of its tangible and intangible assets to determine whether
there is any indication that those assets have suffered an
impairment loss. If any such indication exists, the recoverable
amount of the asset is estimated in order to determine the extent
of the impairment loss (if any). Where it is not possible to
estimate the recoverable amount of an individual asset, the Group
estimates the recoverable amount of the cash-generating unit
("CGU") to which the asset belongs.
The recoverable amount is the higher of fair value less costs to
sell or value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using a
pre-tax discount rate that reflects the current market assessments
of the time value of money and the risks specific to the asset. If
the recoverable amount of an asset (or CGU) is estimated to be less
than its carrying amount, the carrying amount of the asset is
reduced to its recoverable amount. An impairment loss is recognised
immediately in profit or loss, unless the relevant asset is carried
at a revalued amount, in which case the impairment loss is treated
as a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying
amount of the asset is increased to the revised estimate of its
recoverable amount, but so that the increased carrying amount does
not exceed the carrying amount that would have been determined had
no impairment loss been recognised for the asset (CGU) in prior
years. A reversal of an impairment loss is recognised immediately
in profit or loss, unless the relevant asset is carried at a
re-valued amount, in which case the reversal of the impairment loss
is treated as a revaluation increase.
(i) Taxation
Current taxation
Current tax assets and liabilities for the current and prior
periods are measured at the amount expected to be recovered from,
or paid to, the tax authorities. The tax rates and the tax laws
used to compute the amount are those that are enacted, or
substantively enacted, by the balance sheet date.
Deferred taxation
Deferred tax is the tax expected to be payable or recoverable on
differences between the current year amounts of assets and
liabilities in the financial statements and the corresponding tax
basis used in the computation of taxable profit.
Deferred tax assets are recognised to the extent the temporary
difference will reverse in the foreseeable future and it is
probable that future taxable profit will be available against which
the asset can be utilised.
Deferred tax is recognised for all deductible temporary
differences arising from investments in subsidiaries, branches and
associates, and interests in joint ventures, to the extent it is
probable that the temporary difference will reverse in the
foreseeable future.
(j) Conversion of foreign currency
Foreign currency transactions are translated at the average
exchange rates over the year, material transactions are recorded at
the exchange rate ruling on the date of the transaction. Assets and
liabilities are translated at the rates prevailing at the balance
sheet date. The Group has significant transactions and balances
denominated in Euros and GBP. The year-end exchange rate to US
Dollars was US $1 to GBP GBP0.7837 and US $1 to EUR0.8729 (2017:
US$ 1 to GBP GBP0.7406, US $1 to Euro EUR0.8334) and the average
exchange rate during 2018 was US $1 to GBP GBP0.7489 (2017: US $1
to GBP GBP0.7765).
In the Company financial statements the income and expenses of
foreign operations are translated at the exchange rates ruling at
the dates of the transactions. The assets and liabilities of
foreign operations, both monetary and non-monetary, are translated
at exchange rates ruling at the balance sheet date, exchange
differences arising on translation are recognised directly in
equity until the disposal of the investments in the foreign
operation. The reporting currency of the company and group is the
United States Dollar.
(k) Share-based payments
The fair value of equity instruments granted to employees is
charged to the income statement, with a corresponding increase in
equity. The fair value of share options is measured at grant date,
using the binomial option pricing model or Black-Scholes pricing
model where considered more appropriate, and spread over the period
during which the employee becomes unconditionally entitled to the
award. The charge is adjusted to reflect the number of shares or
options that vest, except where forfeiture is due to market-based
criteria.
(l) Financial instruments
Financial assets and financial liabilities are recognised on the
Group's balance sheet when the Group becomes a party to the
contractual provisions of the instrument.
Trade and other receivables
Trade and other receivables are initially measured at fair value
and are subsequently reassessed at the end of each accounting
period.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and demand
deposits, and other short-term highly liquid investments that are
readily convertible to a known amount of cash and are subject to an
insignificant risk of changes in value.
Financial liabilities and equity
Financial liabilities and equity instruments issued by the Group
are classified according to the substance of the contractual
arrangements entered into and the definitions of a financial
liability and an equity instrument. An equity instrument is any
contract that evidences a residual interest in the assets of the
Group after deducting all of its liabilities. The accounting
policies adopted for specific financial liabilities and equity
instruments are set out below.
Trade payables
Trade payables are initially measured at fair value and are
subsequently measured at amortised cost, using the effective
interest rate method.
Equity instruments
Equity instruments issued by the Company are recorded at the
proceeds received, net of direct issue costs. Shares issued are
held at their fair value.
(m) Borrowings
Borrowings are recognised initially at the fair value of the
proceeds received which is determined using the corporate rate of
interest. In subsequent periods borrowings are recognised at
amortised costs, using an effective interest rate method. Any
difference between the fair value of the proceeds costs and the
redemption amount is recognised as a finance cost over the period
of the borrowings.
(n) Inventory
With the acquisition of producing assets in 2018 Echo has chosen
to value crude oil inventories, a commodity product, at net
realisable value, the value is based on a discounted observable
year-end market price. Other inventory items are valued at the
lower of net realisable value and cost.
(o) Going concern
The financial information has been prepared assuming the group
will continue as a going concern. Please see note 2. Accounting
Estimates and Judgements for an extended disclosure on this
issue.
2. Accounting Estimates and Judgements
Use of Estimate and Judgements
The preparation of financial statements in conforming with
adopted IFRSs requires management to make judgements, estimates and
assumptions that affect the reported amounts of assets and
liabilities as well as the disclosure of contingent assets and
liabilities as at the balance sheet date and the reported amount of
revenues and expenses during the period. Actual outcomes may differ
from those estimates. The key sources of uncertainty in estimates
that have a significant risk of causing material adjustment to the
carrying amounts of assets and liabilities, within the next
financial year, are the impairment of assets and the Group's going
concern assessment.
Amounts Capitalised to the Consolidated Statement of Financial
Position
In accordance with the Group policy, expenditures are
capitalised only where the Group holds a licence interest in an
area. All expenditure relating to the Bolivian assets has been
expensed to the statement of comprehensive income, as the Group has
not yet been assigned any licence interests in the country. The
Group has capitalised its participation in the CDL and Tapi Aike
licence areas. The assignment of Echo's participation in these
Argentine licences is still subject to the authorisation of the
Executive Branch of Santa Cruz Province, Echo are supported in this
process by their joint venture partner CGC, and the process of
title transfer is proceeding as anticipated.
Valuation of Assets
Expenditures recognised as E&E assets are tested for
impairment whenever facts and circumstances suggest that they may
be impaired, which includes when a licence is approaching the end
of its term and is not expected to be renewed, or there are no
substantive plans for continued exploration or evaluation of an
area, or whilst development of a licence is still likely to proceed
in an area but there are indications that the E&E assets are
unlikely to be recovered in full.
When considering whether E&E assets are impaired the Group
first considers the IFRS 6 indicators. IFRS 6 requires an entity to
assess whether E&E assets require impairment when facts and
circumstance suggest that the carrying amount of the assets may
exceed their recoverable amount, these include:
-- The period for which the entity has the right to explore in
the specific area has expired during the period or will expire in
the near future and is not expected to be renewed;
-- Substantive expenditure on further exploration for and
evaluation of mineral resources in the specific area is neither
budgeted nor planned;
-- Exploration for and evaluation of mineral resources in the
specific area have not led to the discovery of commercially viable
quantities of mineral resources and the entity has decided to
discontinue such activities in the specific area;
-- Sufficient data exists to indicate that, although a
development in the specific area is likely to proceed, the carrying
amount of the E&E assets is unlikely to be recovered in full
from successful development or by sale.
The determination of recoverable amounts in any resulting
impairment test requires judgement around key assumptions, such as
future costs, both capital and operating. The results of the
drilling campaign carried out during 2018, in which four wells were
drilled and no commercial reserves were added to the CDL asset,
together with the underlying cost base of the asset led to Echo
making the decision to write down the reserves of the CDL asset to
nil. Echo has made the decision to fully impair both the
exploration and evaluation, and the property, plant and equipment
assets for the CDL CGU.
Going Concern
The financial information has been prepared assuming the Group
will continue as a going concern. Under the going concern
assumption, an entity is ordinarily viewed as continuing in
business for the foreseeable future with neither the intention nor
the necessity of liquidation, ceasing trading or seeking protection
from creditors pursuant to laws or regulations. As at the 31
December 2018 the Group had a cash balance of US $15.6 million.
This balance is sufficient to fund Echo's near term expenditures,
including a commitment to acquire seismic data in the Tapi Aike
area. Whilst rigorously pursuing cost control and value maximising
strategies, the Group recognises that in order to pursue organic
and inorganic growth opportunities and fund on-going operations it
will require additional funding. This funding may be sourced
through debt finance, joint venture equity or share issues. These
conditions indicate the existence of a material uncertainty which
may cast significant doubt about the Company's ability to continue
as a going concern. The financial statements do not include the
adjustments that would result if the Group and Company were unable
to continue as a going concern The directors have formed a
judgement based on Echo's proven success in raising capital and a
review of the strategic options available to the Group, that the
going concern basis should be adopted in preparing the financial
statements.
3. Business Segments
The Group has adopted IFRS 8 Operating Segments. Per IFRS 8,
operating segments are regularly reviewed and used by the board of
directors being the chief operating decision maker for strategic
decision-making and resources allocation, in order to allocate
resources to the segment and assess its performance. The Group's
reportable operating segments are as follows:
a. Parent Company
b. Eastern Austral Basin
c. Tapi Aike
d. Bolivia
e. Ksar Hadada
Performance is based on assessing progress made on projects and
the management of resources used. Segment assets and liabilities
are presented inclusive of inter-segment balances. Reportable
segments are based around licence activity, although the reportable
segments are reflected in legal entities, certain corporate cost
centres collate data across legal entities and the segmental
analysis reflects this.
Information regarding each of the operations of each reportable
segment within continuing operations is included in the following
table.
All revenue, which represents turnover, arises within Argentina
and relates to external parties:
Eastern
Parent Austral Ksar
Company Basin Tapi Aike Bolivia Hadada Consolidation Total
US$ US$ US$ US$ US$ US$ US$
Year to 31 December
2018
------------------------- ------------ ------------ --------- --------- ----------- ------------- ------------
Revenues - 8,841,309 - - - - 8,841,309
Cost of sales - (8,217,029) - - - - (8,217,029)
Exploration expense (322,909) (98,410) - (379,364) - - (800,683)
Administration expense (19,077,748) (264,117) (47,223) (295,468) (26,844) 14,578,339 (5,133,061)
Impairment of intangible
assets (700,536) (13,447,835) - - - - (14,148,371)
Impairment of property,
plant and equipment - (1,068,751) - - - - (1,068,751)
Financial income 778,943 (654,367) (25,914) (1,493) 200 1,992 99,361
Financial expense (3,826,027) (165,491) (4,973) (5,814) (7) - (4,002,312)
(142,
Depreciation 873) (202,081) - (16,119) - - (361,073)
Income tax - - - - - - -
Loss before tax (23,148,277) (15,074,691) (78,110) (682,139) (26,651) 14,580,331 (24,429,537)
------------------------- ------------ ------------ --------- --------- ----------- ------------- ------------
Non-current assets 9,155,775 (3,003,937) 1,203,726 (567,514) (1,577,127) (3,315,380) 1,895,543
Assets 24,201,534 4,357,142 2,081,351 (536,303) (1,577,070) (3,308,549) 25,218,105
Liabilities (16,594,151) (1,405,022) (123,842) (41,330) (1,176) - (18,165,521)
------------------------- ------------ ------------ --------- --------- ----------- ------------- ------------
Consolidation adjustments in respect of assets relate to the
impairment of intercompany assets.
Eastern
Parent Austral Ksar
Company Basin Tapi Aike Bolivia Hadada Consolidation Total
US$ US$ US$ US$ US$ US$ US$
Year to 31 December
2017
------------------------- ------------ --------- --------- --------- ----------- ------------- ------------
Interest revenue 3,343 - - - - 3,343
Interest expense (2,172,944) - - - - (2,172,944)
Depreciation (43,612) - - (260) - (43,872)
Impairment of intangible
assets - - - - (556,999) - (556,999)
Income tax - - - - - - -
Loss before tax (7,023,245) (759,472) (759,472) (362,970) (676,234) - (9,581,393)
------------------------- ------------ --------- --------- --------- ----------- ------------- ------------
Non-current assets 371,508 2,500,000 - 13,524 - - 2,885,032
Assets 29,686,086 - - 30,407 204 (1,665,014) 28,051,683
Liabilities (18,962,063) - - (162,511) (1,551,796) 1,665,014 (19,011,356)
------------------------- ------------ --------- --------- --------- ----------- ------------- ------------
Consolidation adjustments in respect of assets relate to
elimination of intercompany assets in the Tunisian company.
The geographical split of non-current assets arises as
follows:
United
Kingdom South America Total
US$ US$ US$
------------------------------ -------- ------------- ---------
31 December 2018
------------------------------ -------- ------------- ---------
Property, plant and equipment 313,386 22,226 335,612
Other intangible assets - 1,559,931 1,559,931
------------------------------ -------- ------------- ---------
31 December 2017
------------------------------ -------- ------------- ---------
Property, plant and equipment 371,508 13,524 385,032
Intangible assets - 2,500,000 2,500,000
------------------------------ -------- ------------- ---------
4. Revenue
Year to Year to
31 December 31 December
2018 2017
US$ US$
-------------- ------------ ------------
Oil revenue 5,206,501 -
Gas revenue 3,634,808 -
-------------- ------------ ------------
Total Revenue 8,841,309 -
-------------- ------------ ------------
5. Cost of Sales
Year to Year to
31 December 31 December
2018 2017
US$ US$
------------------------------- ------------ ------------
Production costs 8,334,778 -
Selling and distribution costs 424,468 -
Movement in stock of crude oil (744,298) -
Depletion 202,081 -
------------------------------- ------------ ------------
Total Costs 8,217,029 -
------------------------------- ------------ ------------
6. Financial Expense
Year to Year to
31 December 31 December
2018 2017
US$ US$
---------------------------------------- ------------ ------------
Interest payable 2,039,418 1,163,218
Unwinding of discount on long term loan 1,283,309 715,147
Amortisation of loan fees 457,485 259,550
Accretion of right of use liabilities 53,194 35,028
Bank fees and overseas transaction tax 168,906 -
---------------------------------------- ------------ ------------
Total 4,002,312 2,172,943
---------------------------------------- ------------ ------------
7. Loss Per Share
The calculation of basic and diluted loss per share at 31
December 2018 was based on the loss attributable to ordinary
shareholders. The weighted average number of ordinary shares
outstanding during the year ending 31 December 2018 and the effect
of the potentially dilutive ordinary shares to be issued are shown
below.
Year to Year to
31 December 31 December
2018 2017
-------------------------------------------------- ------------ ------------
Net loss for the year (US$) (24,465,166) (9,547,919)
-------------------------------------------------- ------------ ------------
Basic weighted average ordinary shares in issue
during the year 445,515,538 276,158,657
-------------------------------------------------- ------------ ------------
Diluted weighted average ordinary shares in issue
during the year 445,515,538 276,158,657
-------------------------------------------------- ------------ ------------
Loss per share (cents)
Basic (5.49) (3.46)
-------------------------------------------------- ------------ ------------
Diluted (5.49) (3.46)
-------------------------------------------------- ------------ ------------
In accordance with IAS 33 and as the entity is loss making,
including potentially dilutive share options in the calculation
would be anti-dilutive.
Deferred shares have been excluded from the calculation of loss
per share due to their nature.
8. Property, Plant and Equipment
Property
PPE - O&G Fixtures & Rights-of-Use
Properties Fittings Assets Total
US$ US$ US$ US$
---------------------------------- ----------- ---------- -------------- ---------
31 DECEMBER 2018
---------------------------------- ----------- ---------- -------------- ---------
Cost
1 January 2018 - 95,632 363,058 458,690
Exchange differences - - - -
Additions 1,270,832 79,848 334,625 1,685,305
Disposals - (18,926) (363,058) (381,984)
---------------------------------- ----------- ---------- -------------- ---------
31 December 2018 1,270,832 156,554 334,625 1,762,011
---------------------------------- ----------- ---------- -------------- ---------
Depreciation
1 January 2018 - 37,352 36,306 73,658
Exchange differences - - (686) (686)
Charge for the year 202,081 32,833 126,159 361,073
Impairment charge 1,068,751 - - 1,068,751
Disposals - (3,785) (72,612) (76,397)
---------------------------------- ----------- ---------- -------------- ---------
31 December 2018 1,270,832 66,400 89,167 1,426,399
---------------------------------- ----------- ---------- -------------- ---------
Carrying amount
31 December 2018 - 90,154 245,458 335,612
---------------------------------- ----------- ---------- -------------- ---------
31 December 2017 - 58,279 326,752 385,031
---------------------------------- ----------- ---------- -------------- ---------
31 DECEMBER 2017
---------------------------------- ----------- ---------- -------------- ---------
Cost
1 January 2017 - 39,173 - 39,173
Exchange differences - 8,307 16,778 25,085
Transfer to discounted operations - (9,882) - (9,882)
Additions - 58,034 346,280 404,314
---------------------------------- ----------- ---------- -------------- ---------
31 December 2017 - 95,632 363,058 458,690
---------------------------------- ----------- ---------- -------------- ---------
Depreciation
1 January 2017 - 34,675 - 34,675
Exchange differences - 3,314 1,678 4,992
Transferred to discontinued
operations - (9,882) - (9,882)
Charge for the year - 9,246 34,628 43,874
Disposals - - - -
---------------------------------- ----------- ---------- -------------- ---------
31 December 2017 - 37,353 36,306 73,659
---------------------------------- ----------- ---------- -------------- ---------
Carrying amount
31 December 2017 - 58,279 326,752 385,031
---------------------------------- ----------- ---------- -------------- ---------
31 December 2016 - 4,498 - 4,498
---------------------------------- ----------- ---------- -------------- ---------
9. Other Intangible Assets
Exploration and Evaluation
Argentina
Exploration Ksar Hadada
& Exploration
Evaluation Acreage Total
US$ US$ US$
---------------------------------- ------------ ------------ -----------
31 DECEMBER 2018
---------------------------------- ------------ ------------ -----------
Cost
1 January 2018 2,500,000 2,043,429 4,543,429
Additions 14,479,134 - 14,479,134
Transfer to PP&E (1,270,832) - (1,270,832)
---------------------------------- ------------ ------------ -----------
31 December 2018 15,708,302 2,043,429 17,751,731
---------------------------------- ------------ ------------ -----------
Impairment
1 January 2018 - 2,043,429 2,043,429
Impairment charge for the year 14,148,371 - 14,148,371
---------------------------------- ------------ ------------ -----------
31 December 2018 14,148,371 2,043,429 16,191,800
---------------------------------- ------------ ------------ -----------
Carrying amount
31 December 2018 1,559,931 - 1,559,931
---------------------------------- ------------ ------------ -----------
31 December 2017 2,500,000 - 2,500,000
---------------------------------- ------------ ------------ -----------
31 DECEMBER 2017
---------------------------------- ------------ ------------ -----------
Cost
1 January 2017 - 1,866,235 1,866,235
Exchange arising on retranslation - 177,194 177,194
Additions 2,500,000 - 2,500,000
---------------------------------- ------------ ------------ -----------
31 December 2017 2,500,000 2,043,429 4,543,429
---------------------------------- ------------ ------------ -----------
Impairment
1 January 2017 - 1,332,889 1,332,889
Impairment charge for the year - 556,999 556,999
Exchange - 153,541 153,541
---------------------------------- ------------ ------------ -----------
31 December 2017 - 2,043,429 2,043,429
---------------------------------- ------------ ------------ -----------
Carrying amount
31 December 2017 2,500,000 - 2,500,000
---------------------------------- ------------ ------------ -----------
31 December 2016 - 533,346 533,346
---------------------------------- ------------ ------------ -----------
Physical property, plant and equipment acquired as part of the
acquisition of the producing assets in Fracción C, D and Laguna De
Los Capones were transferred from intangible assets and depleted on
a unit of production basis during the year. A decision was made to
impair the CDL assets following the results of the drilling
campaign carried out during 2018.
10. Inventories
31 December 2018 31 December 2017
------------------- ---------------- ----------------
US$ US$
------------------- ---------------- ----------------
Crude oil 744,298 -
------------------- ---------------- ----------------
Parts and supplies 57,886 -
------------------- ---------------- ----------------
Total 802,184 -
------------------- ---------------- ----------------
Crude oil inventories are measured at net realisable value using
a discounted observable year-end oil market price, other inventory
items are measured at the lower of cost and net realisable
value.
11. Other Receivables
31 December 2018 31 December 2017
----------------------------------------- ---------------- ----------------
US$ US$
----------------------------------------- ---------------- ----------------
Non-current
Amounts owing by subsidiary undertakings - -
Amounts provided against - -
----------------------------------------- ---------------- ----------------
Total - -
----------------------------------------- ---------------- ----------------
Current
Trade receivables 731,416 -
Accrued income 420,690 -
Other receivables 3,672,157 688,319
Prepayments 2,086,812 736,701
----------------------------------------- ---------------- ----------------
Total 6,911,075 1,425,020
----------------------------------------- ---------------- ----------------
Other receivables in the Group and the Company principally
comprise recoverable Value Added Tax, prepayments and deposits.
Barclays Bank plc hold funds on deposit of US $377K, these balances
are included within other receivables.
The directors consider that the carrying amount of trade and
other receivables approximated their fair value.
12. Cash and Cash Equivalents
31 December
31 December 2018 2017
------------------------------------ ---------------- -----------
US$ US$
------------------------------------ ---------------- -----------
Cash held by joint venture partners 576,909 -
Cash and cash equivalents 15,032,394 26,626,663
------------------------------------ ---------------- -----------
Total 15,609,303 26,626,663
------------------------------------ ---------------- -----------
Echo have advanced cash to our joint venture partner, this cash
is held by our partner in a ring-fenced account. We recognise our
equity share of the balance held.
13. Trade and Other Payables
31 December 31 December
2018 2017
----------------------------------- ----------- -----------
US$ US$
----------------------------------- ----------- -----------
Trade payables 539,835 1,490,966
Taxation and social security costs 112,262 64,832
Non-trade payables 73,620 720,139
Accruals 258,959 1,100,314
Joint venture payables 1,215,756 -
----------------------------------- ----------- -----------
Total 2,200,432 3,376,251
----------------------------------- ----------- -----------
14. Share-Based Payments
(a) Share Options
The Group has a share option scheme established to reward and
incentivise the executive management team and staff for delivering
share price growth. The share option scheme is administered by the
remuneration committee. The expected life of the options is based
on the maximum option period and is not necessarily indicative of
exercise patterns.
Share options are valued using the stochastic Black-Scholes
model. The inputs to the model are the weighted average share
price, the expected average exercise price, expected life, the risk
free rate of return and the expected volatility. A 10 year gilt
rate is used as an equivalent to risk free rate and the expected
volatility was determined with reference to the Company's share
price.
The expected life used in the model has been adjusted, based on
management's best estimate, for the effects of non-transferability,
exercise restrictions and behavioural considerations. The cost of
options is amortised to the statement of comprehensive income over
the service period of the option.
Details of the tranches of share options outstanding at the year
end are as follows:
WAEP* WAEP*
Number (c) Number (c)
Share Options 31/12/2018 31/12/2018 31/12/2017 31/12/2017
----------------------------- ------------ ----------- ------------ -----------
Outstanding as at 1 January 75,123,144 11 197,201 98
Granted during the year 11,872,802 16 96,400,000 8.1
Expired during the year (113,143) 89 - -
Forfeited during the period (30,250,000) 18 (21,474,057) 3
Exercised during the year (1,750,000) 2 - -
Options outstanding as at 31
December 54,882,803 7 75,123,144 11
Exercisable at 31 December 10,000 96 123,143 97
----------------------------- ------------ ----------- ------------ -----------
* Weighted Average Exercise Price (WAEP)
The weighted average outstanding life of vested share options is
6.2 years. The weighted average price for outstanding options
ranges between 2.1c and 95.7c (1.6p and 75.0p). The outstanding
share options are not subject to any share performance-related
vesting conditions, but vesting is conditional upon continuity of
service.
On 17 April 2018 1,750,000 share options were exercised at a
weighted average price of 2.1c (1.6p). The Group recognises total
expenses of US $745,702 (2017: US $908,090) related to
equity-settled, share-based payment transactions during the
year.
A deferred taxation asset has not been recognised in relation to
the charge for share-based payments due to the availability of tax
losses to be carried forward.
(b) Warrants Over Ordinary Shares
The Company issued warrants over ordinary shares to subscribers
of new ordinary shares and as fundraising commission in respect of
a former director of the Company completed during the years to 31
December 2016 and 31 December 2017.
Details of the tranches of warrants outstanding at the year-end
are as follows:
WAEP* WAEP*
Number (c) Number (c)
Warrants 2018 2018 2017 2017
------------------------------ ----------- ----- ------------ -----
Outstanding as at 1 January 286,223,645 16.2 47,928,584 9.5
Granted during the year - - 287,723,646 16.2
Forfeited during the period (400,000) 29.1 (7,282,294) 37.8
Exercised during the year (4,072,552) 6.0 (42,146,291) 4.1
Outstanding as at 31 December 281,751,093 16.0 286,223,645 16.2
------------------------------ ----------- ----- ------------ -----
* Weighted Average Exercise Price (WAEP)
Warrants values are calculated using the Black Scholes option
pricing model within the same inputs variables as discussed for
share options.
The weighted average price for outstanding warrants as at 31
December 2018 ranges between 3.8c and 20.7c (3.0p and 16.2p).
The residual weighted average contractual life for the warrants
is 3.35 years.
15. Loans Due in Over One Year
31 December 31 December
2018 2017
US$ US$
------------------------ ------------ ------------
Five-year secured bonds (14,757,291) (14,218,323)
Other loans (1,157,089) (1,191,788)
------------------------ ------------ ------------
Total (15,914,380) (15,410,111)
------------------------ ------------ ------------
Amortised
Balance as finance
at charges less
31 December cash Exchange 31 December
2017 interest paid adjustments 2018
US$ US$ US$ US$
-------------------------------- ------------- -------------- ------------ -----------
EUR20 million five-year secured
bonds 16,239,849 718,619 (731,717) 16,226,751
Other loans 1,191,788 30,321 (65,020) 1,157,089
Loan fees (2,021,526) 457,485 94,581 (1,469,460)
-------------------------------- ------------- -------------- ------------ -----------
Total 15,410,111 1,206,425 (702,156) 15,914,380
-------------------------------- ------------- -------------- ------------ -----------
On 22 May 2017 the Company announced that Nusakan plc
("Nusakan") subscribed for five-year non-amortising secured bonds
with an aggregate issue value of EUR20million ("the Bonds").
Alongside the Bonds, the Company issued 169,402,469 warrants to
subscribe for new ordinary shares in the Company at an exercise
price of 15.1875 pence per ordinary share and an exercise period of
approximately five years, concurrent with the terms of the Bonds to
Nusakan ("the Warrants"). The Bonds are secured over the share
capital of Echo Energy Limited. The Bonds have an 8% coupon and
were issued at a 20% discount to par value. A total cash fee of GBP
GBP1.7 million (EUR2 million) was payable by the Company.
The Warrants were recorded within equity at fair value on the
date of issuance and the proceeds of the notes net of issue costs
were recorded as non-current liability. The coupon rate for the
Bonds ensures that the Company's on-going cash out-flow on interest
payments remains low, conserving the Company's cash resources. The
effective interest rate is approximately 21.55%. The five-year
secured Bonds are due in May 2022.
Maturity Analysis
Contractual undiscounted cash flows:
31 December 31 December
2018 2017
US$ US$
------------------------------------- ----------- -----------
Amounts due within one year 1,985,960 2,081,780
Amounts due after more than one year 28,633,503 32,087,049
------------------------------------- ----------- -----------
30,619,463 34,168,829
------------------------------------- ----------- -----------
16. Change in Presentation and Functional Currency
The Group is primarily funded through GBP equity with Euro
denominated debt. Until the acquisition of the Tapi Aike and CDL
assets in Argentina all material costs were in GBP. The farm-in
agreement signed with CGC committed Echo to fund a carried work
programme denominated in US Dollars across the two licence areas.
The CDL licence areas are also producing with revenues pegged to,
or actually denominated in, US Dollars and all of the operating
cost cash calls issued by our partner in the joint operation were
also denominated in US Dollars. This represented a fundamental
shift in the underlying currency of the business. As an oil and gas
company with a core strategy of operating in South America where
the underlying currency of transactional business is the US Dollar,
the economic fundamentals of our business are now best reflected by
a switch to a US Dollar functional currency.
The effect of the change in functional currency was accounted
for prospectively from the date of the change, transactions arising
in currencies other than the US $ are translated at average
exchange rates for the relevant accounting period, with material
transactions being accounted at the rate of exchange on the date of
the transaction. Balance sheet balances denominated in other
currencies were retranslated to US $ at the balance sheet closing
rates GBP GBP1: US $1.276. Euro EUR1: US $1.145.
The presentation currency was changed retrospectively and the
comparative figures for the period ended 31 December 2017 have been
restated. Assets and liabilities have been retranslated at the
exchange rate ruling on 31 December 2017 (GBP GBP1: US $1.3503),
income and expenditure for 2017 has been restated at an average
rate for the period (GBP GBP1:US $1.2789) and equity transactions
were restated at transactional rates. For comparative purposes we
have restated the opening balance sheet for 2017, we have used the
year-end rate for 2016 GBP GBP1:US $1.2332 to restate. Retained
earnings balances brought forward have been restated at average
exchange rate for the relevant period. Other equity balances
brought forward have been recalculated at transactional exchange
rates.
Consolidated Statement of Financial Position - Comparative
31 December 1 January
2017 2017
Restated Restated
------------ ------------
US$ US$
-------------------------------------- ------------ ------------
Non-current assets
Property, plant and equipment 385,031 4,498
Other intangibles 2,500,000 533,346
--------------------------------------- ------------ ------------
2,885,031 537,844
Current Assets
Other receivables 1,425,020 373,676
Cash and cash equivalents 26,626,663 227,958
--------------------------------------- ------------ ------------
28,051,683 601,634
Assets held for distribution 73,965 23,298
--------------------------------------- ------------ ------------
28,125,648 624,932
Current Liabilities
Trade and other payables (3,376,251) (528,490)
Liabilities directly associated with
the assets held for sale (38,336) (989)
--------------------------------------- ------------ ------------
(3,414,587) (529,479)
Net current assets 24,711,061 95,943
--------------------------------------- ------------ ------------
Total assets less current liabilities 27,596,092 633,297
--------------------------------------- ------------ ------------
Non-current liabilities
Loans due in over one year (15,410,111) -
Right-of-use liability (224,992) -
--------------------------------------- ------------ ------------
(15,635,103) -
Total Liabilities (19,049,691) (529,479)
--------------------------------------- ------------ ------------
Net Assets 11,960,989 633,297
--------------------------------------- ------------ ------------
Equity attributable to equity holders
of the parent
Share capital 4,065,713 3,179,599
Share premium 39,888,089 30,804,440
Shares to be issued - 368,519
Warrant reserve 11,241,239 1,021,229
Share option reserve 961,676 208,976
Foreign currency translation reserve (1,587,485) (1,829,646)
Retained earnings (42,608,243) (33,119,820)
--------------------------------------- ------------ ------------
Total Equity 11,960,989 633,297
--------------------------------------- ------------ ------------
17. Subsequent Events
On the 12th of February 2019 the Company announced completion of
the mechanical stimulation and testing operation on the EMS-1001
well. Based on the test results the Company concluded that the
EMS-1001 location is not commercial. This result combined with the
other three exploration well results let to the Company to
re-evaluate the economics of the CDL assets and as a result
impaired the value of the assets by US $15.2 million and wrote down
the 2P reserves.
On the 15th of February chief operating officer Geoffrey Probert
left the Company to take up another position.
On the 26th of February Echo announced the safe and efficient
completion of the 3D seismic survey across the eastern cube of Tapi
Aike. The survey was completed on schedule and the initial
indications suggest very good quality data. The equipment was then
moved to the western cube and commenced operation on the remaining
790km(2) of seismic acquisition. Echo advanced the cash to fund its
seismic acquisition commitments to its joint venture partner CGC in
January 2019.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
FR UGUAAAUPBPUG
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May 02, 2019 02:00 ET (06:00 GMT)
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