TIDMLBE
RNS Number : 1121T
Longboat Energy PLC
23 March 2021
Longboat Energy PLC
("Longboat Energy", the "Company" or "Longboat")
Audited Full Year Results to 31 December 2020
London, 23 March 2021 - Longboat Energy, established by the
former management team of Faroe Petroleum plc to build a
significant North Sea-focused E&P business, announces its
full-year results for the period ended 31 December 2020.
Highlights
Financial Summary
-- Cash reserves of GBP7.0 million as at 31 December 2020, no
debt and a tax receivable of GBP0.7 million (31 Dec 2019: GBP9.2
million) which allows the Company ample headroom to continue to
pursue its business development activities.
-- GBP0.7 million receivable resulting from a tax rebate for 78%
of our Norwegian E&P spend, of which the first instalment of
one third has been paid since the year end.
-- Low fixed running costs of GBP125k per month with additional variable due diligence costs.
Business Summary
-- In 2020 we experienced unprecedented changes to all aspects
of society and the global economy, with the energy sector
particularly hard hit by an unprecedented fall in demand. This
resulted in the global upstream M&A deal count reaching a
20-year low.
-- Recently introduced Norwegian tax changes have lowered
breakeven oil prices and increased Internal Rate of Return (IRR)
for non-sanctioned projects, which will accelerate new project
developments and drilling plans. The impact of these changes allows
Longboat to now consider modest exposure to Norwegian development
assets in combination with a production acquisition.
Outlook
-- Longboat is currently participating in a number of potential
acquisition processes where we have unique knowledge and can take
advantage of the continuing market dislocation.
-- The Company's core strategy remains unchanged and there are
exciting opportunities ahead as the backlog of transactions begins
to unwind.
-- This year has seen oil prices stabilizing at a much higher
level and with vaccination programmes being rolled out the
transaction market is already looking more positive.
-- Several processes have been launched recently and we expect
more assets to come to market as vendors seek to take advantage of
the uptick in commodity prices.
-- Exploration drilling results in Norway have remained very
strong and we have included the acquisition of exploration assets
as an integral part of our investment strategy
-- Longboat is well positioned to pursue the expected
forthcoming transactional opportunities, guided by a management
team with a strong track record of delivering value through
M&A.
Helge Hammer, Chief Executive Officer of Longboat Energy
commented:
"Longboat remains well-placed to transact. We have an
experienced team with excellent relationships across the industry
and we have the ability to absorb personnel as part of a
transaction, if required. With a backlog of deals under way where
sellers are under increasing pressure to exit assets, we believe
there will be many value accretive opportunities for Longboat. We
are also encouraged by good progress with the processes currently
underway, a number of which we are participating in."
This announcement does not contain
inside information
Enquiries:
Longboat Energy via FTI
Helge Hammer, Chief Executive Officer
Jon Cooper, Chief Financial Officer
Stifel (Nomad) Tel: +44 20 7710 7600
Callum Stewart
Jason Grossman
Simon Mensley
Ashton Clanfield
FTI Consulting (PR adviser) Tel: +44 20 3727 1000
Ben Brewerton
Sara Powell
Ntobeko Chidavaenzi longboatenergy@fticonsulting.com
Results
For the period to 31 December 2020, the Group's loss after
taxation was GBP1,626,179
Dividends
It is the Board's policy that the Company should seek to
generate capital growth for its shareholders but may recommend
distributions at some future date when the investment portfolio
matures, and production revenues are established and when it
becomes commercially prudent to do so
Statement of going concern
The financial statements of Longboat Energy plc have been
prepared on a going concern basis. In accordance with the AIM Rules
for Companies, if the Company has not made an acquisition or has
not substantially implemented its Investment Policy within 18
months of admission to the AIM market, which will occur on 28th May
2021, the Company is required to seek shareholder approval for its
Investment Policy at the next Annual General Meeting of the Company
and at each subsequent Annual General Meeting until such time as
there has been an acquisition or the Investment Policy has been
substantially implemented (such a resolution being referred to
hereafter as a 'Continuation Vote'). The reliance on future
shareholder approval constitutes a material uncertainty that may
cast significant doubt on the Company's ability to continue as a
going concern. The financial statements do not include any
adjustments that would result from the basis of preparation being
inappropriate.
Outlook
The initial focus of the Directors is to identify, secure and
finance a first acquisition that will deliver asset(s) that are
able to meet the Company's investment criteria (including near term
cashflow) as well as provide an appropriate basis to build on the
Company's investment objectives. In parallel, the Board will
continue to focus on seeking additional opportunities for
generating shareholder returns in the medium and long-term beyond
the first acquisition.
Consolidated Statement of profit or loss
for the Period to 31 December 2020
Year Period
ended ended
31 December 31 December
2020 2019
audited unaudited
Notes GBP GBP
GROUP
Revenue - -
Administrative expenses (2,399,204) (198,051)
Operating loss 6 (2,399,204) (198,051)
Finance income 5 18,736 1,750
Loss before taxation (2,380,468) (196,301)
Income tax credit 8 754,289 -
Loss after tax (1,626,179) (196,301)
Other comprehensive income
Currency translation differences 524 25
Loss and total comprehensive
income for the period (1,625,655) (196,276)
Loss per share 9
Basic (16.26) (9.52)
Diluted (16.26) (9.52)
The income statement has been prepared on the basis that all operations
are continuing operations.
Statement of financial position
As at 31 December 2020
2020 2019
GBP GBP
GROUP Notes audited unaudited
Non-current assets
Property, plant and equipment 10 11,798 2,245
Current assets
Trade and other receivables 11 75,807 83,104
Current tax recoverable 18 777,823 -
Cash and cash equivalents 7,021,105 9,204,257
7,874,735 9,287,361
Total assets 7,886,533 9,289,606
Current liabilities
Trade and other payables 16 351,610 227,222
351,610 227,222
Net current assets 7,534,923 9,060,139
Non-current liabilities
Deferred tax liabilities 17 431 -
Total liabilities 352,041 227,222
Net assets 7,534,492 9,062,384
Equity
Called up share capital 12 1,000,000 1,000,000
Share premium account 13 7,808,660 7,808,660
Other reserves 450,000 450,000
Share based payment reserve 14 97,763 -
Currency translation reserve 15 549 25
Retained earnings (1,822,480) (196,301)
Total equity 7,534,492 9,062,384
The financial statements were approved by the board of directors
and authorized for issue on 22 March 2021 and are signed on its
behalf by:
Helge Hammer (Chief Executive Officer) Director
22 March 2021
Statement of changes in equity
for the Period 31 December 2020
Share Share Share based Currency Other Retained Total
capital premium payment translation reserves earnings
account reserve reserve
Notes GBP GBP GBP GBP GBP GBP GBP
GROUP
Balance at 28 May 2019 - - - - - - -
Period ended 31 December 2019:
Loss and total comprehensive expense for
the period - - - 25 - (196,301) (196,276)
Issue of share capital 230,000 270,000 - - - - 500,000
Share buy-back and cancellation of share
premium (180,000) (270,000) - - 450,000 - -
Initial Public Offering 950,000 8,550,000 - - - - 9,500,000
Costs of share issue - (741,340) - - - - (741,340)
Balances at 31 December 2019 1,000,000 7,808,660 - 25 450,000 (196,301) 9,062,384
Period ended 31 December 2020:
Loss and total comprehensive expense for
the period - - - 524 - (1,626,179) (1,625,655)
Credit to equity for equity settled share-based
payments - - 97,763 - - - 97,763
Balances at 31 December 2020 1,000,000 7,808,660 97,763 549 450,000 (1,822,480) 7,535,016
Consolidated statement of cash flows
for the Period to 31 December 2020
2020 2019
Notes GBP GBP GBP GBP
GROUP
Cash flows from operating activities
Cash absorbed by operations 25 (2,164,648) (60,711)
Tax paid (23,533) -
Net cash outflow from operating
activities (2,188,181) (60,711)
Investing activities
Purchase of property, plant and
equipment (12,359) (2,245)
Interest received 18,736 1,750
Net cash generated from/(used
in) investing activities 6,377 (495)
Financing activities
Proceeds from issue of shares - 9,258,660
Net cash generated from financing
activities - 9,258,660
Net (decrease)/increase in cash
and cash equivalents (2,181,804) 9,197,454
Cash and cash equivalents at beginning
of year 9,197,479 -
Effect of foreign exchange
rates 524 25
Cash and cash equivalents
at end of year 7,016,199 9,197,479
Relating to:
Bank balances and short-term
deposits 7,021,105 9,204,257
Bank overdrafts (4,906) (6,778)
Notes to the financial statements
for the Period to 31 December 2020
1. Statutory information
Longboat Energy plc is a public limited company, limited by
shares, registered in England and Wales. The Company's registered
number is 12020297 and registered office address 5(th) Floor, One
New Change, London, England, EC4M 9AF
2. Accounting policies
Basis of preparation
The financial information set out herein does not constitute the
Company's statutory financial statements for the year ended 31
December 2020, but is derived from the Company's audited financial
statements. The auditors have reported on the 2020 financial
statements and their reports were unqualified and did not contain
statements under s498(2) or (3) Companies Act 2006 but did contain
a material uncertainty in relation to going concern.
The 2020 Annual Report was approved by the Board of Directors on
22(nd) March 2021. The financial information in this statement is
audited but does not have the status of statutory accounts within
the meaning of Section 434 of the Companies Act 2006.
In 2019 the Company did not prepare consolidated financial
statements as the subsidiary activity was immaterial and the
Company therefore took advantage of the exemption under the
Companies Act 2006 s405. Accordingly, BDO LLP's audit was in
respect of the Parent Company financial statements only. As such
the 2019 Group comparatives are unaudited.
The financial statements of Longboat Energy plc and the Company
have been prepared in accordance with International Financial
Reporting Standards (IFRS) in conformity with the requirements of
the Companies Act 2006.
The financial statements have been prepared on the historical
cost basis.
Going concern
The Directors, having made due and careful enquiry and preparing
forecasts, are of the opinion that the Company has adequate working
capital to continue in operation over the next 12 months. The
directors, therefore, have made an informed judgement, at the time
of approving the financial statements, that there is a reasonable
expectation that the Company has adequate resources to continue in
operational existence for the foreseeable future. As a result, the
directors have continued to adopt the going concern basis of
accounting in preparing the annual financial statements.
In accordance with the AIM Rules for Companies, if the Company
has not made an acquisition or has not substantially implemented
its Investment Policy within 18 months of admission to the AIM
market,
which will occur on 28(th) May 2021, the Company is required to
seek shareholder approval for its Investment Policy at the next
Annual General Meeting of the Company and at each subsequent Annual
General Meeting until such time as there has been an acquisition or
the Investment Policy has been substantially implemented (such a
resolution being referred to hereafter as a 'Continuation Vote').
The reliance on shareholder approval, which is not guaranteed,
constitutes a material uncertainty that may cast significant doubt
on the Company's ability to continue as a going concern. The
financial statements do not include any adjustments that would
result from the basis of preparation being inappropriate.
Notes to the financial statements
for the Period to 31 December 2020
3. Critical accounting estimates
In the application of the company's accounting policies, the
directors are required to make judgements, estimates and
assumptions about the carrying amount of assets and liabilities
that are not readily apparent from other sources. The estimates and
associated assumptions are based on historical experience and other
factors that are considered to be relevant. Actual results may
differ from these estimates.
The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in
the period in which the estimate is revised, if the revision
affects only that period, or in the period of the revision and
future periods if the revision affects both current and future
periods.
Share-based payments (note 14)
Estimation was required in determining inputs to the share-based
payment calculations including share price volatility as detailed
in note 14.
Judgment was required in determining the point at which the
Group and recipients had a shared mutual understanding of the terms
of the awards made under the FIP. Whilst the awards were legally
granted in July 2020, the Board consider that IPO Admission
Document provided such a shared mutual understanding given the
detailed disclosure of the terms of the scheme. Accordingly, the
estimated fair value of the FIP award has been spread over the
vesting period which commenced at IPO. A charge of GBP96,396 (2019:
nil) has been recorded which includes the one-month period relevant
to the period ended 31 December 2019 as the charge of GBP7,973 was
immaterial to that period.
4. Employees and directors
GROUP
The average monthly number of persons (including directors)
employed by the group during the year was:
2020 2019
Number Number
Executive Directors 2 2
Non-Executive Directors 4 4
Staff 2 1
Total 8 7
Their aggregate remuneration comprised:
2020 2019
GBP GBP
Wages and salaries 646,485 52,163
Share based payment charge 97,763 -
Social security costs 82,826 6,504
Pension costs 41,782 3,447
868,856 62,114
Notes to the financial statements
for the Period to 31 December 2020
5. Net finance income
GROUP 2020 2019
GBP GBP
Interest income
Bank deposits 18,736 1,750
Total interest income for financial assets that are not held at
fair value through profit or loss is GBP18,736 (2019:
GBP1,750).
6. Operating Loss
The loss before income tax is stated after charging:
GROUP 2020 2019
GBP GBP
Operating loss for the period is stated after charging/(crediting):
Exchange losses/(gains) 28,037 (86,792)
Depreciation of property, plant and equipment 2,807 -
Group auditor remuneration 16,000 8,000
Other assurance services 16,000 -
Subsidiary audit fees 4,170 -
Share-based payments 97,763 -
Executive Director's remuneration 226,024 22,635
Non-Executive Director remuneration 230,541 21,145
Wages and salaries 150,719 8,383
Pensions and payroll taxes 124,608 9,951
Operating leases 96,519 9,500
7. Auditors' remuneration
GROUP 2020 2019
Fees payable to the group's auditor GBP GBP
and associates:
For audit services
Audit of the financial statements of
the group 36,170 8,000
During the prior year the auditor provided non-audit services of
GBP15,000 in their role as Reporting Accountant in relation to the
Company's Admission to AIM. No such services were provided in the
current year.
Notes to the financial statements
for the Period to 31 December 2020
8. Income tax
2020 2019
GBP GBP
Current tax
UK corporation tax on profits for the current - -
period
Foreign taxes and reliefs (754,289) -
(754,289) -
The charge for the year can be reconciled to the loss per the
income statement as follows:
2020 2019
GBP GBP
Loss before taxation (2,380,468) (196,301)
Expected tax credit based on a corporation tax
rate of 19.00% (2019: 19.00%) (452,284) (37,297)
Effect of expenses not deductible in determining
taxable profit 29,421 8,321
Effect of overseas tax rates (16,696) -
Adjust closing mainstream unrecognised deferred
tax to average rate of 19.00% - 363
Adjust closing ring fence unrecognised deferred
tax to average rate of 19.00% - (28,217)
Deferred tax not recognised 439,559 56,830
Foreign taxes and reliefs (754,289) -
Taxation credit for the period (754,289) -
Unused tax losses on which no deferred tax asset has been
recognised as at 31 December 2020 was GBP1,288,521 (2019:
GBP299,105) and the potential tax benefit was GBP439,559 (2019:
GBP56,830). Deferred tax assets, including those arising from
temporary differences, are recognised only when it is considered
more likely than not that they will be recovered, which is
dependent on the generation of future assessable income of a nature
and of an amount sufficient to enable the benefits to be
utilised.
Notes to the financial statements
for the Period to 31 December 2020
9. Loss per share
Basic earnings per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the period.
Diluted earnings per share is calculated using the weighted
average number of shares adjusted to assume the conversion of all
dilutive potential ordinary shares. These are not included because
they are anti-dilutive.
2020 2019
GBP GBP
Number of shares
Weighted average number of ordinary shares
for basic earnings per share 10,000,000 2,062,213
Earnings
Earnings for basic and diluted earnings per
share being net profit attributable to equity
shareholders of the group for continued operations (1,625,655) (196,301)
Basic and diluted earnings per share
From continuing operations (16.26) (9.52)
10. Property, plant and equipment
Computers
GROUP GBP
Cost
Additions 2,245
At 31 December 2019 2,245
Additions 12,360
At 31 December 2020 14,605
Accumulated depreciation and impairment
At 31 December 2019 -
Charge for the year 2,807
At 31 December 2020 2,807
Carrying amount
At 31 December 2020 11,798
At 31 December 2019 2,245
Notes to the financial statements
for the Period to 31 December 2020
11. Trade and other receivables
2020 2019
GROUP GBP GBP
Taxes recoverable 22,161 45,060
Prepayments and other debtors 53,646 38,044
75,807 83,104
The directors consider that the carrying amount of trade and
other receivables approximates to their fair value.
12. Called up share capital
Allotted and issued ordinary shares of ten pence each ('Ordinary
Shares'):
Number Class Nominal value GBP
-------------- ------------ --------------- -------------
10,000,000 Ordinary GBP0.10 1,000,000
Share capital history over the period:
- On incorporation on 28 May 2019, one subscriber share with a
nominal value of GBP1.00 was issued
- On 3 September 2019 the subscriber share of GBP1.00 was
subdivided into 10 Ordinary Shares and a further 999,990 Ordinary
Shares were issued at par
- On 23 October 2019 1,000,000 Ordinary Shares were issued at
par
- On 25 November 2019 300,000 Ordinary Shares were issued at a
premium of 90p per Ordinary Share and from the total Ordinary
Shares in issue (2,300,000 Ordinary Shares), 1,800,000 Ordinary
Shares were repurchased, cancelled and transferred to other
reserves leaving 500,000 Ordinary Shares in issue with total
subscription monies of GBP500,000 (which was carried out in order
to ensure that the founders' subscription price for Ordinary Shares
was equal to the price paid by the new subscribers in the initial
public offering i.e. GBP1.00 per share)
- On 25 November 2019 a capital reduction was undertaken to
convert GBP270,000 of share premium to other reserves
- On 28 November 2019 9,500,000 Ordinary Shares were allotted to
the new subscribers at a premium of 90p per Ordinary Share
13. Share Premium Account
2020 2019
GBP GBP
At the beginning of the year 7,808,660 -
Issue of new shares - 7,808,660
At the end of the year 7,808,660 7,808,660
Notes to the financial statements
for the Period to 31 December 2020
14. Share-based payment reserve
The Group operates two share-based payment schemes. It operates
a Founder Incentive Plan (FIP) under which awards are legally
granted in the form of performance units to the participants which
was detailed in the IPO Prospectus. Subject to the achievement of
performance conditions, the FIP award may be converted into nil
cost options over a number of shares on three measurement dates
during the life of the FIP. The life of the FIP is five years from
the date of the initial IPO, which was November 2019. There are two
executive directors, one non-executive director, one non-employee,
and one staff member who are members of the plan. The Group also
operates a Long-Term Incentive Plan (LTIP) under which awards are
legally granted in the form of performance units to the
participants which was detailed in the IPO Prospectus. Subject to
the achievement of performance conditions, the LTIP award may be
converted into nil cost options over a number of shares on three
measurement dates during the life of the LTIP. The life of the FIP
is three years from the date of the aware being granted, which was
September 2020.
2020 2019
GBP GBP
At the beginning of the year - -
Credit to equity for equity-settled share-based 97,763 -
payments
At the end of the year 97,763 -
Founder Incentive Plan
The Founder Incentive Plan has a five-year term, with awards
granted on 3 July 2020. Under the FIP, awards are granted in the
form of performance units to the participants. Subject to the
achievement of performance conditions, the FIP award may be
converted into nil cost options over a number of shares on three
Measurement Dates during the life of the FIP. The value of the
award is dependent on the extent to which the Measurement Total
Shareholder Return (Measurement TSR) exceeds the Threshold Total
Shareholder Return (Threshold TSR) at each Measurement Date.
Measurement Dates will be on the third, fourth and fifth
anniversaries of the IPO date.
The IFRS 2 'Share-based Payments' fair value of each performance
share granted under the FIP is estimated as of the grant date using
a Monte Carlo simulation model with weighted average assumptions as
follows:
2020 2019
GBP GBP
Weighted average share price at grant date 0.78 -
TSR performance - -
Expected volatility 50.44% -
Risk free rate (0.08)% -
Dividends yield 0.00% -
The expected share price volatility is based upon the share
price volatility from the IPO to the Date of Grant.
Notes to the financial statements
for the Period to 31 December 2020
14. Share-based payment reserve (continued)
Long Term Incentive Plan
The LTIP has a three-year term with the first award granted on
24 September 2020. Under the LTIP, awards are granted in the form
of performance units to the participants. Subject to the
achievement of performance conditions, the LTIP award may be
converted into nil cost options over a number of shares on the
vesting date. The value of the award is dependent on the extent of
the growth of the TSR per annum at the Measurement Date.
The IFRS 2 'Share-based Payments' fair value of each performance
share granted under the LTIP is estimated as of the grant date
using a Monte Carlo simulation model with weighted average
assumptions as follows:
2020 2019
GBP GBP
Weighted average share price at grant date 0.885 -
TSR performance - -
Expected volatility 58.00% -
Risk free rate (0.10)% -
Dividends yield 0.00% -
The expected share price volatility is based upon the share
price volatility from the IPO to the Date of Grant.
15. Currency translation reserve
2020 2019
GBP GBP
At the beginning of the year 25 -
Currency translation differences 524 25
At the end of the year 549 25
The currency translation reserve relates to the movement in
translating operations denominated in currencies other than
sterling into the presentation currency.
Notes to the financial statements
for the Period to 31 December 2020
16. Trade and other payables
2020 2019
GROUP GBP GBP
Trade payables 129,713 94,452
Accruals 115,309 63,877
Social security and other taxation 94,850 6,504
Other payables 11,738 62,389
351,610 227,222
17. Deferred Tax
The following are the major deferred tax liabilities and assets
recognised by the company and movements thereon during the current
and prior reporting period.
GBP
Deferred tax liability at 1 January 2019 and 1 January -
2020
Deferred tax movements in current year
Differences in tax basis for depreciation in Norway 431
Deferred tax liability at 31 December 2020 431
Deferred tax assets and liabilities are offset in the financial
statements only where the company has a legally enforceable right
to do so.
18. Current Tax Receivable
2020 2019
GROUP GBP GBP
Current tax receivable 777,823 -
Current tax receivable relates to a balance which is due to be
refunded to the Group under the negative tax instalment regime
which applies to oil and gas companies which are operating in
Norway. This relates to expenses incurred in 2020 and is
recoverable in 2021.
19. Retirement benefit schemes
Defined contribution schemes
The Group operates a defined contribution pension scheme for all
qualifying employees. The assets of the scheme are held separately
from those of the company in an independently administered
fund.
The total costs charged to income in respect of defined
contribution plans is GBP41,782 (2019: GBP3,447).
Notes to the financial statements
for the Period to 31 December 2020
20. Related party transactions
Members of the Board of Directors are deemed to be key
management personnel. Key management personnel compensation for the
financial period is the same as the Director remuneration set out
in note 6 to the accounts.
Directors' and the Company Secretary's interests in the shares
of the Company, including family interests, were as follows:
Ordinary shares
Helge Hammer 300,000
Jonathan Cooper 125,000
Graham Stewart 150,000
Jorunn Saetre 25,000
Julian Riddick 100,000
In addition, the following conditional awards have been made to
the Executive Directors and Company Secretary under the FIP which
are expressed as a percentage of the total maximum potential award,
being 10% of the Company's issued share capital:
Maximum percentage
Percentage entitlement entitlement Maximum percentage
of Initial Award of growth in of issued share
Founder pool value from IPO capital
% % %
Helge Hammer 23.5000% 3.525% 2.3500%
Graham Stewart 19.7500% 2.963% 1.9750%
Jonathan Cooper 19.1250% 2.869% 1.9125%
Julian Riddick 18.5000% 2.775% 1.8500%
------------------ --------------------- --------------------
The Company also recharged costs onto its subsidiary which
totalled GBP436,141 during the year. At the year end, GBP10,253 was
outstanding.
The Group does not have one controlling party.
Notes to the financial statements
for the Period to 31 December 2020
21. Cash absorbed by operations
2020 2019
GROUP GBP GBP
Loss for the year after tax (1,626,179) (196,301)
Adjustments for:
Deferred tax 431 -
Corporation tax (754,289)
Investment income (18,736) (1,750)
Depreciation and impairment of property, plant 2,807 -
and equipment
Equity settled share-based payment expense 97,763 -
Movements in working capital:
Decrease/(increase) in trade and other receivables 7,192 (83,104)
Increase in trade and other payables 126,363 220,444
Cash absorbed by operations (2,164,648) (60,711)
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FR DKBBNNBKBANB
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March 23, 2021 03:00 ET (07:00 GMT)
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