TIDMLOGP
RNS Number : 4771B
Lansdowne Oil & Gas plc
21 September 2018
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). Upon the
publication of this announcement via Regulatory Information Service
("RIS"), this inside information is now considered to be in the
public domain. If you have any queries on this, then please contact
Steve Boldy, the Chief Executive Officer of the Company
(responsible for arranging release of this announcement).
Lansdowne Oil & Gas plc
Interim Results for the six months ended 30 June 2018
21 September 2018
Lansdowne Oil & Gas ("Lansdowne" or "the Company") is
pleased to announce its unaudited results for the six months ended
30 June 2018. Lansdowne is an upstream oil and gas company, focused
on exploration and appraisal activities in the North Celtic Sea
Basin, off the south coast of Ireland. The Company has targeted the
Irish offshore shelf areas close to existing operating
infrastructure for exploration, as these provide shallow water
(generally less than 100 metres), and relatively low drilling costs
and the Directors believe that these factors, combined with
favourable fiscal terms, have the potential to deliver high value
reserves and consequential shareholder value.
First Half highlights
-- Barryroe Oil Field (Standard Exploration Licence "SEL" 1/11)
o On March 28, 2018 the Company (through its wholly owned
subsidiary Lansdowne Celtic Sea Limited) and its partner Providence
Resources P.l.c. (through its wholly owned subsidiary EXOLA DAC
"EXOLA"), entered into a Farm-out agreement with APEC Energy
Enterprises Limited ("APEC") for a multi-well Drilling
Programme
o During the period work progressed to finalise details of the
Drilling Programme and to draft the associated legal
documentation
-- Helvick Lease Undertaking
o MFDEVCO continued evaluation work as required under the
Farm-Out Agreement
-- Financial
o Share Placing completed in April 2018 at Stg1.3p/share
(Placing Price) to raise GBP900,000 before costs
o Brandon Hill Capital Loan of GBP326,911 converted to shares at
the Placing Price
o LC Capital Master Fund Loan in the amount of GBP680,000
partially converted to shares at the Placing Price and the
remainder of the loan in the amount of GBP1,020,449 extended until
30 June 2019
Financial
-- Cash balances at 30 June 2018 of GBP0.07 million (31 December 2017: GBP0.02 million)
-- Loss for the period after tax of GBP0.2 million (full year to
31 December 2017: loss GBP0.3 million)
-- Loss per share of 0.02 pence (full year to 31 December 2017: loss 0.1 pence)
Post-First Half events
Barryroe Oil Field
Binding Farm-Out with APEC
On 20 September 2018, the Company announced the signing of a
revised and binding Farm-Out Agreement ("Updated FOA") with
APEC.
The Updated FOA provides for a full cost-carried firm drilling
programme comprising of the drilling and testing of four vertical
wells and one horizontal sidetrack (collectively the "Drilling
Programme"), plus the optional drilling of two further horizontal
wells.
Cash Payments
o With the signing of the Updated FOA, APEC will now proceed
with the payment of $9.0 million to EXOLA for certain agreed
front-loaded project related costs
o A further $10.5 million payment will be made to EXOLA to cover
future operational costs, such payment to be made 14 days prior to
the commencement of drilling
Drilling Programme
o The drilling of four vertical wells to allow for the
evaluation of the main Basal Wealden reservoir interval
o The first well to include the drilling of a sidetrack to
provide a 200 metre horizontal section in the Basal Wealden
o Drill stem testing is planned for three of the four vertical
wells, as well as the horizontal sidetrack
o The four vertical wells are located across the geographic
extent of the Barryroe structure and are designed to test the full
potential of the Basal Wealden
o Drilling to the underlying Purbeckian and Upper Jurassic
section is planned in three of the four wells
o Planning for the drilling of these wells is already advanced,
together with the consenting of the recently contracted Gardline
"Ocean Observer" to carry out the well site survey operations
during Q4 2018, subject to regulatory approval
o Rig procurement, based on a Q2 2019 mobilisation for the
Drilling Programme is also well advanced, as are contracts with
various oil field service providers
o At the completion of the Drilling Programme, APEC also has an
option to drill, test and complete two further horizontal wells to
the Basal Wealden reservoir interval ("Option Wells")
Financing
o APEC is directly responsible for paying 50% of all cost
obligations associated with the Drilling Programme, and the Option
Wells (if applicable)
o APEC to finance, by way of a non-recourse loan facility (the
"Loan"), the remaining 50% of all cost obligations attributable to
EXOLA and Lansdowne in respect of the Drilling Programme, as well
as the Option Wells (if applicable)
o The Loan, drawable against the budget for the Drilling
Programme, will incur an annual interest rate of LIBOR +5% and will
be repayable from production cashflow from SEL 1/11 with APEC being
entitled to 80% of production cashflow from SEL 1/11 until the Loan
is repaid in full
o Following repayment of the Loan, APEC will be entitled to 50%
of production cashflow from SEL 1/11 with EXOLA and Lansdowne being
entitled to 40% and 10% of production cashflow, respectively
Operations
o EXOLA will remain as Operator of SEL 1/11 for the execution of
the Drilling Programme
o Following completion of the Drilling Programme, APEC will have
the right to become Operator for the development/production phase
(subject to Ministerial consent)
Working Interest
o Following governmental approval for the assignment of equity
to APEC, the revised working interest will be APEC (50%), EXOLA
(40%), and Lansdowne (10%), with EXOLA retaining the role of
Operator of SEL 1/11
Lansdowne Oil and Gas plc
Interim results
For the six months ended 30 June 2018
Chairman's Statement
In March 2018, the Company announced that it, along with EXOLA,
a wholly owned subsidiary of Providence Resources, had entered into
a Farm-Out Agreement ("FOA") with APEC Energy Enterprises Limited
("APEC") over SEL 1/11, containing the Barryroe Field.
Following the signing of the FOA significant work has taken
place to finalise the Drilling Programme and to progress planning
for drilling of the multi-well programme, which is expected to
commence in the Second Quarter of 2019.
In April 2018, the Company announced that it had placed
69,230,761 new ordinary shares at a placing price of Stg1.3p/share
to raise GBP900,000 before costs.
In addition, Brandon Hill Capital agreed to convert its entire
Loan, amounting to GBP326,911 (including interest), into new shares
at the placing price. Furthermore, LC Capital Master Fund agreed to
convert a substantial portion of its loan, amounting GBP680,000,
into new shares, also at the placing price.
In May 2018, at a General Meeting of the Company, these
conversions were formally approved.
Outlook
We are delighted with the finalising of the Barryroe Farm-Out
Agreement with APEC, and we look forward to the commencement of the
multi-well drilling programme. This exciting programme will
delineate the full field potential of Barryroe and is anticipated
to lead to development sanction.
Now that Lansdowne is on a firmer footing with a clear path
forward, Steven Lampe has decided to take a step back and is
resigning from the Board, but will continue to be involved with the
Company in an observer status. On behalf of the Board and all
shareholders, I would like to place on record our thanks to Steven
Lampe and LC Capital for their relentless support through the last
few very difficult years.
Tim Torrington
Chairman
Steven Lampe commented:
"Although there have been some challenging times, it has been a
pleasure to serve on the Lansdowne Board. We at LC Capital remain
supportive of the Company and I feel this is a good time to take a
step back, which will allow me to spend more time on other assets
within the LC Capital portfolio."
For further information please contact:
Lansdowne Oil & Gas plc
Steve Boldy +353 1 495 9259
Cantor Fitzgerald Europe
Nominated Adviser and Joint Broker
David Porter +44 (0) 20 7894 7000
Nicholas Tulloch +44 (0) 131 257 4634
Brandon Hill Capital
Joint Broker
Oliver Stansfield +44 (0) 203 463 5061
Qualified Person Review
This release has been reviewed by Stephen Boldy, Chief Executive
of Lansdowne, who is a petroleum geologist with 38 years'
experience in petroleum exploration and management. Dr Boldy has
consented to the inclusion of the technical information in this
release in the form and context in which it appears.
Notes to editors:
About Lansdowne
Lansdowne Oil & Gas (LOGP.LN) is a North Celtic Sea
focussed, oil and gas exploration and appraisal company quoted on
the AIM market and head quartered in Dublin.
Lansdowne holds acreage in the North Celtic Sea Basin, including
a 20% stake in Exploration Licence SEL1/11 which contains the
Barryroe oil field.
For more information on Lansdowne, please refer to
www.lansdowneoilandgas.com
Lansdowne Oil & Gas plc
Condensed Consolidated Income Statement and Statement of
Comprehensive Income
Six months ended 30 June 2018
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 June '18 30 June '17 31 Dec. '17
GBP000s GBP000s GBP000s
Administration expenses (99) (87) (226)
Impairment of intangible
assets - - -
______ ______ _______
Operating loss (99) (87) (226)
Finance costs (57) (57) (121)
______ ______ ______
Loss before tax (156) (144) (347)
Income tax credit - - -
______ ______ ______
Loss for the financial period (156) (144) (347)
Other Comprehensive Income - - -
______ ______ ______
Total comprehensive loss
for the financial period (156) (144) (347)
===== ===== ======
Loss per share (pence)
Basic and diluted (0.02p) (0.03p) (0.1p)
===== ===== ======
Lansdowne Oil & Gas plc
Condensed Consolidated Statement of Financial Position
As at 30 June 2018
Unaudited Unaudited Audited
30 June '18 30 June '17 31 Dec. '17
GBP000s GBP000s GBP000s
Assets
Non-Current Assets
Intangible assets 15,003 14,495 14,672
_______ _______ _______
Current Assets
Trade and other receivables 404 26 23
Cash and cash equivalents 71 31 15
_______ _______ _______
475 57 38
_______ _______ _______
Total Assets 15,478 14,552 14,710
======= ======= =======
Equity & Liabilities
Shareholders' Equity
Share capital 11,718 11,571 11,571
Share premium 26,841 25,126 25,126
Currency translation reserve 59 59 59
Share-based payment reserve 923 923 923
Accumulated deficit (25,689) (25,330) (25,533)
_______ _______ _______
Total Equity 13,852 12,349 12,146
Non-Current Liabilities
Provision for liabilities 302 275 288
Current Liabilities
Trade and other payables 304 303 367
Shareholder loan 1,020 1,625 1,909
_______ _______ _______
Total Liabilities 1,626 2,203 2,564
_______ _______ _______
Total Equity and Liabilities 15,478 14,552 14,710
======= ======= =======
Lansdowne Oil & Gas plc
Condensed Consolidated Statement of Cash flows
Six months ended 30 June 2018
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 June '18 30 June '17 31 Dec. '17
GBP000s GBP000s GBP000s
Cash flows from operating
activities
Loss for the period (156) (144) (347)
Adjustments for:
Interest payable and similar
charges 58 57 119
(Increase)/decrease in trade
and other receivables (382) 12 15
(Decrease)/increase in trade
and other payables (49) (63) 106
_______ _______ _______
Net cash used in operating
activities (529) (138) (107)
Cash flows from investing
activities
Acquisition of intangible
exploration assets (330) (96) (273)
_______ _______ _______
Net cash from investing activities (330) (96) (273)
Cash flows from financing
activities
Proceeds from the issue of
share capital 1,861 - -
Proceeds from new loan - 100 230
Repayment of loan (946) - -
_______ _______ _______
Net cash from financing activities 915 100 230
----------- ----------- -----------
Net increase/(decrease) in
cash and cash equivalents 56 (134) (150)
Cash and cash equivalents
at start of period 15 165 165
_______ _______ _______
Cash and cash equivalents
at end of period 71 31 15
======= ======= =======
Lansdowne Oil & Gas plc
Condensed Consolidated Statement of Changes in Equity
Six months ended 30 June 2018
Share Share Premium Other Retained Total
Capital Reserves Losses
GBP000s GBP000s GBP000s GBP000s GBP000s
Unaudited
At 1 January 2017 11,571 25,126 982 (25,186) 12,493
Loss for the period - - - (144) (144)
_____ _______ _______ _______ _______
Total comprehensive loss
for the period - - - (144) (144)
--------- --------- --------- ---------- ----------
At 30 June 2017 11,571 25,126 982 (25,330) 12,349
_____ _______ _______ _______ _______
Audited
At 1 January 2017 11,571 25,126 982 (25,186) 12,493
Loss for the period - - - (347) (347)
_____ _______ _______ _______ _______
Total comprehensive loss
for the period - - - (347) (347)
_____ ______ _______ _______ ______
At 31 December 2017 11,571 25,126 982 (25,533) 12,146
_____ _______ _______ _______ _______
Unaudited
At 1 January 2018 11,571 25,126 982 (25,533) 12,146
Loss for the period - - - (156) (156)
_____ _______ _______ _______ _______
Total comprehensive loss
for the period - - - (156) (156)
Conversion of new shares 147 1,760 - - 1,907
Cost of share issues - (45) - - (45)
_____ _______ _______ _______ _______
At 30 June 2018 11,718 26,841 982 (25,689) 13,852
_____ _______ _______ _______ _______
Notes to the Interim Condensed Financial Statements
1. Basis of Presentation
Accounting Policies
The interim financial information for the six months ended 30
June 2018 has been prepared on the basis of the accounting policies
which were adopted in the 2016 Annual Report and Accounts and IAS
34, "Interim Financial Reporting".
The interim financial information does not comprise statutory
accounts within the meaning of section 434 of the Companies Act
2006. The results for the six months to 30 June 2018 and the
comparative results for the six months to 30 June 2017 are
unaudited. The comparative amounts for the year ended 31 December
2017 do not constitute the statutory financial statements for that
year. The interim financial information should be read in
conjunction with the annual financial statements for the year ended
31 December 2017, which have been prepared in accordance with IFRSs
as adopted by the European Union. Those financial statements have
been delivered to the Registrar of Companies and include an
auditor's report which was unqualified and did not contain a
statement under Section 498 of the Companies Act 2006. It did,
however, contain an emphasis of matter over the going concern basis
of preparation for the Group financial statements.
Going concern
The Directors have prepared the interim financial information on
the going concern basis which assumes that the Group and Company
and its subsidiaries will continue in operational existence for the
foreseeable future. The Directors have carried out a detailed
assessment of the Group's current and prospective exploration
activity, its relationship with the holder of its loan note and
cash flow projections and it is on this basis that the directors
consider it appropriate to prepare this interim financial
information on a going concern basis. This interim financial
information does not include any adjustment that would result from
the going concern basis of preparation being inappropriate.
2. Segmental Analysis
The Group has only one reportable business segment, which is the
exploration for oil and gas reserves in Ireland. All operations are
classified as continuing.
3. Loss per share
The loss for the period was wholly from continuing
operations.
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 June 31 Dec.
30 June '18 '17 '17
GBP000s GBP000s GBP000s
Loss per share for loss from
continuing operations attributable
to the equity holders of the
Company
- basic and diluted (0.02p) (0.03p) (0.1p)
The calculations were based on
the following information:
Loss attributable to equity holders
of the Company (156) (144) (347)
Weighted average number of ordinary
shares
In issue - basic and diluted 569,571,452 510,164,394 334,116,800
For diluted earnings per share, the weighted average number of
ordinary shares in issue is adjusted to assume conversion of all
dilutive potential ordinary shares. The Group has one class of
dilutive potential ordinary shares - share options. As a loss was
recorded for all periods reported, the issue of new shares would
have been anti-dilutive.
4. Intangible Assets
Oil and gas project expenditures, including geological,
geophysical and seismic costs, are accumulated as intangible assets
prior to the determination of commercial reserves. At 30 June 2018,
intangible assets totalled GBP15 million (30 June 2017: GBP14.5
million), all of which relates to Ireland. Movements in the period
relate to additional spend on the licence areas of GBP0.33
million.
5. Copies of the Interim Report
Copies of the interim results can be obtained from the Company
Secretary, Lansdowne Oil & Gas plc, 6 Northbrook Road, Dublin 6
and from the Company's website www.lansdowneoilandgas.com.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR VBLFLVKFFBBF
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