TIDMNGP
RNS Number : 1124A
Niche Group (The) PLC
27 March 2012
Embargoed: 0700hrs, 27 March 2012
The Niche Group plc
("Niche" or the "Company")
Interim Results for the Six Months Ended 31 December 2011
Niche, the oil and gas focused investment company, announces
interim results for the six months ended 31 December 2011.
Chairman's Statement
The first half of the financial year has been a period of
significant progress on the corporate front. Shortly before the
period-end Niche announced that it had entered into discussions to
acquire the entire issued share capital of Oman Resources Limited
("Oman"), a company to whom Niche has extended convertible loans of
GBP18.61 million to fund development of a portfolio of onshore
petroleum licence interests in Turkey. Discussions with Oman
Resources and its partner and licence operator Arar Petrol ve Gaz
AUPAS ("Arar") have been thorough and complex as we aim to simplify
the corporate structure and establish a platform to generate
substantial value from the attractive Turkish energy market.
Yesterday we were pleased to update shareholders with respect to
the potential acquisition of Oman, which is progressing well, and
announced that Niche has agreed non-binding commercial terms with
Arar under which either Niche or Oman would acquire Arar's 50%
interest in the four petroleum licence blocks held in partnership
with Oman, ultimately delivering Niche 100% ownership of the four
licence blocks (the "Blocks"). Three of the Blocks are situated in
the Iskenderun Basin, close to the Eastern Mediterranean Sea,
whilst the fourth is situated in the Tuz Golu Basin in the Konya
region. The Blocks contain multiple gas discoveries, some of which
have near term production potential. Senergy (GB) Ltd carried out
independent evaluations for Niche of recoverable hydrocarbons
across the Blocks in June and October 2011 which identified gas
reserves and contingent and prospective resources.
Niche, Oman and Arar are working together to conclude the
transaction as soon as practicable and each of the parties has
instructed solicitors to prepare the associated documentation,
which is likely to comprise, inter alia, a reverse takeover under
the AIM Rules for Companies and the placement of equity to raise
new capital.
The Directors anticipate that the Company's shares, which were
suspended from trading on 13 December 2011, will be restored to
trading following the publication of an Admission Document once the
proposed transaction and associated fund raising have been
conditionally agreed.
Financial Review
During the six months ended 31 December 2011, Niche continued to
operate as an investing company whose two principal assets are a
convertible loan instrument to Oman of GBP18.61 million
("Convertible Loan") and a 5% shareholding in Arar.
As an Investing Company Niche has no revenues at present. The
Company made a loss for the period of GBP677,000 (H1 2010: loss of
GBP44,000). GBP278,000 of this is attributable to a share based
payment expense brought forward from the prior period and a number
of exceptional costs in the first half in respect of the above
mentioned Competent Person's Report into the reserves and
contingent and prospective resources net to Oman as well as
professional fees incurred substantially in relation to the
proposed acquisition of Oman. The Company had cash and cash
equivalents at 31 December 2011 of GBP1,192,000 (31 December 2010
GBP128,000).
Whilst Niche's Convertible Loan to Oman of GBP18.61 million was
due and payable by Oman on 30 December 2011 and remains unpaid, we
now are in advanced discussions to acquire the entire issued share
capital of Oman, therefore the Directors of the Company believe it
appropriate not to provide for impairment against the Convertible
Loan.
Outlook
Niche is making strides towards its goal of becoming a
Turkey-focused oil and gas exploration and production company. I
believe we have an opportunity to create significant value from a
transaction which, if completed, would deliver Niche 100% ownership
of four attractive petroleum licences onshore Turkey. Through our
relationship with Arar, one of Turkey's most established operators,
we are uniquely placed to achieve that. As a fellow shareholder I
am excited about the opportunity ahead.
Stuart Thomas
Executive Chairman
27 March 2012
Enquiries:
The Niche Group plc
Stuart Thomas
Tel. +44 (0)1491 629609
Daniel Stewart & Co. Plc - Nominated Adviser and Joint
Broker
Paul Shackleton or Emma Earl
Tel. +44 (0)20 7776 6550
M: Communications
Ben Simons
Tel. +44 (0)20 7920 2340
Income Statement
For the six months ended 31 December 2011
6 months 6 months Year
ended ended
31 December 31 December ended
2011 2010
(unaudited) (unaudited) 30 June
GBP'000 GBP'000 2011
(audited)
GBP'000
Administrative expenses (686) (130) (834)
Share based payments (278) - (208)
Operating loss (964) (130) (1,042)
Profit/(loss) on disposal
of available for sale
investments - 6 25
Transfer to income statement
of fair value reserve
relating to impaired assets - - (19)
Finance income 287 80 262
- - -
Finance costs
Loss on ordinary activities
before taxation (677) (44) (774)
Tax on loss on ordinary - - -
activities
Loss for the period (677) (44) (774)
============= ============= ===========
Basic & diluted loss per
ordinary share (pence) (0.10) (0.02) (0.19)
============= ============= ===========
All operating income and operating gains and losses relate to
continuing activities.
Statement of Comprehensive Income
6 months 6 months 12 months
ended ended
31 December 31 December ended
2011 2010
(unaudited) (unaudited) 30
GBP'000 GBP'000 June
2011
(audited)
GBP'000
Loss for the period (677) (44) (774)
Fair value adjustment
on available for sale
investments (40) 77 55
-------------- -------------- -----------
Total comprehensive loss
for the period (717) 33 720
============== ============== ===========
Statement of Financial Position
As at 31 December 2011
At 31 December At 30
2010 June
At 31 (unaudited)
December
2011 2011
(unaudited) GBP'000 (audited)
GBP'000 GBP'000
ASSETS
Non- current assets
Investments - available
for sale 8,023 67 8,063
Financial assets - loans - 5,610 -
and receivables
------------- --------------- -----------
8,023 5,677 8.063
------------- --------------- -----------
Current assets
Financial assets - loans
and receivables 18,610 - 18,610
Trade and other receivables 612 100 295
Cash and cash equivalents 1,192 128 1,878
20,414 228 20,783
------------- --------------- -----------
LIABILITIES
Current liabilities
Trade and other payables (196) (33) (166)
Net current assets/(liabilities) 20,218 195 20,617
------------- --------------- -----------
Net assets 28,241 5,872 28,680
SHAREHOLDERS' EQUITY
Called up share capital 6,916 3,004 6,916
Share premium account 24,129 4,708 24,129
Fair value reserves 8 52 48
Share based payments reserve 510 40 249
Retained earnings (3,322) (1,932) (2,662)
TOTAL EQUITY 28,241 5,872 28,680
Statement of Cash flows
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