REG - TomCo Energy PLC - Interim Results

Wed Jun 13, 2012 2:00am EDT

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RNS Number : 2332F
TomCo Energy PLC
13 June 2012
 




13 June 2012

 

 

TOMCO ENERGY PLC

("Tomco" or the "Company")

 

 

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 MARCH 2012

 

 

TomCo Energy Plc (AIM:TOM), the US focused petroleum exploration and production company, announces its interim results for the six months ended 31 March 2012.

 

HIGHLIGHTS:

 

·      Converted outstanding loans with Kenglo One Ltd into shares. Company has no outstanding loans

·      Exercise of 34,666,667 warrants raising cash of £520,000

·      Invests $5 million in Red Leaf Resources Inc

 

  Post Period End Highlights

 

·      Paul Rankine continues role as CEO on a permanent basis

·      SRK Consulting updates Holliday Block to 126 million barrels in the JORC Code Measured category

 

 

Paul Rankine, CEO of TomCo, commented "The $5 million investment in Red Leaf highlights the confidence that we have in Red Leaf and the EcoShale process whilst the conversion of the outstanding loans during the period has further consolidated the company's finances moving forward.

 

SRK's update on the Company's Holliday Block to a JORC compliant Measured resource of 126 million barrels, combined with Total's commitment of $320 million for its 50% participation in Red Leaf's Utah assets provides us with further confidence that we have an outstanding, viable asset that will deliver significant shareholder value and we view the future with confidence."

 

Enquiries

 

TomCo Energy -                                                                        020 7766 0078

Sir Nicolas Bonsor, Chairman

 

Numis - Nominated Adviser                                                   020 7260 1000

Alastair Stratton/Oliver Cardigan, Corporate Finance

James Black, Corporate Broking

 

Newgate Threadneedle -                                                       020 7653 9840

Josh Royston, Richard Gotla



CHAIRMAN'S STATEMENT & REVIEW OF OPERATIONS

 

A lot has been achieved since we released our Annual Report and Financial Statements in March this year. We were pleased to disclose that our $5 million investment in Red Leaf Resources Inc. ("Red Leaf") was part of a $100 million raising by Red Leaf that created a Joint Venture ("JV") with Total E&P USA Oil Shale, LLC ("Total"), an affiliate of Total SA, the 5th largest international integrated oil and gas company. The JV is for the development of the Red Leaf Oil Shale assets in Utah using Red Leaf's proprietary "EcoShale" processing technology to manufacture oil from near surface shale rock. These assets are located close to those of TomCo's Holliday Block in Utah and TomCo has an existing commercial agreement to utilise the EcoShale technology. This is a highly significant development, not only for us but also potentially for energy markets in general. Commercial oil shale mining could unlock one of the world's great oil resources. The deal between Total and Red Leaf has fully funded what is anticipated to be the first commercial scale "EcoShale" process. Total's full commitment of $320 million for its 50% participation in Red Leaf's Utah assets is a meaningful investment. Red Leaf's Seep Ridge is approximately the same size as our Holliday Block and will have the same target full production rate of 9,800 barrels per day. Red Leaf has now secured the funding and key permits to fully develop the Seep Ridge project and TomCo will continue the process towards production at our Holliday Block.

 

We were also pleased to announce that SRK Consulting (UK) Limited ("SRK") has reviewed recent work carried out by TomCo on the Company's Holliday Block and has issued an updated JORC Code mineral resource statement. In doing this, SRK has upgraded the 123 million barrels previously reported in the Indicated category to 126 million barrels in the Measured category. The SRK revised mineral resource statement not only gives us increased confidence on the oil contained within our Holliday Block lease up to a JORC compliant Measured Resource, but also increases the resource magnitude from 123 to 126 million barrels. We are now working on providing SRK with the required technical reports to enable this JORC compliant Resource to be upgraded to a JORC compliant Ore Reserve.

 

Finally, I am delighted that Paul will continue as CEO of TomCo on a permanent basis, effective 1st June. Paul has vast experience at board level with AIM-listed mining companies and coupled with his considerable knowledge of the oil shale process I am confident that the company will continue to move forward and deliver on its stated strategy.

 

Sir Nicholas Bonsor Bt DL



Condensed consolidated statement of comprehensive income

For the period ended 31 March 2012

 

 



Unaudited

Six months

 ended

31 March

Unaudited

Six months

 ended

31 March

Audited

Year

 ended

30 September



2012

2011

2011



£'000

£'000

£'000






Revenue


7

8

16

Cost of sales


(2)

(2)

(5)

Gross profit


5

6

11

Administrative expenses

4

(636)

(521)

(1,687)

Operating loss


(631)

(515)

(1,676)

Finance income

Finance costs

Derivative expense


1

-

-

-

(209)

-

131

(356)

(295)

Loss on ordinary activities before taxation


(630)

(724)

(2,196)

Taxation


-

-

-

Loss from continuing operations


(630)

(724)

(2,196)

Loss for the year and total comprehensive income attributable to equity shareholders of the parent


(630)

(724)

(2,196)

 


 

 

Note

Unaudited

Six months

 ended

31 March

Unaudited

Six months

 ended

31 March

Audited

Year

 ended

30 September



2012

2011

2011



Pence per share

Pence per share

Pence per share

Loss per share attributable to the equity shareholders of the parent





Basic & Diluted Loss per share

5

(0.04)

(0.09)

(0.25)

 



Condensed consolidated statement of financial position

As at 31 March 2012


Note

Unaudited

Six months

 ended

31 March

Unaudited

Six months

 ended

31 March

Audited

Year

 ended

30 September



2012

2011

2011



£'000

£'000

£'000

Assets





Non‑current assets





Intangible assets

6

11,215

7,923

7,945

Property, plant and equipment


11

15

13



11,226

7,938

7,958

Current assets





Trade and other receivables


28

38

202

Cash and cash equivalents


905

259

1,363



933

297

1,565

TOTAL ASSETS


12,159

8,235

9,523

Liabilities





Current liabilities





Trade and other payables


(103)

(315)

(327)

Convertible loan

Derivative liability


-

-

(3,865)

-

(888)

(295)



(103)

(4,180)

(1,510)

Net current assets/(liabilities)


830

(3,883)

55

TOTAL LIABILITIES


(103)

(4,180)

(1,510)

Total net assets


12,056

4,055

8,013

Shareholders' equity





Share capital

7

8,077

3,798

6,555

Share premium


13,724

7,907

10,573

Warrant reserve


360

928

492

Retained deficit


(10,105)

(8,578)

(9,607)

Total equity


12,056

4,055

8,013

 

The financial information on pages 3 to 8 was approved and authorised for issue by the Board of Directors on 11 June and were signed on its behalf by:

 

 

 

Paul Rankine                                                                 Miikka Haromo

Director                                                                         Director


Condensed consolidated statement of changes in equity

For the six months ended 31 March 2012

 

 



Share

Share

Warrant

Retained




capital

premium

reserve

deficit

Total










£'000

£'000

£'000

£'000

£'000








Opening balance at 1 October 2010 (audited)


3,798

7,907

928

(7,854)

4,779

Total comprehensive loss for the period


-

-

-

(724)

(724)

At 31 March 2011 (unaudited)


3,798

7,907

928

(8,578)

4,055

Total comprehensive loss for the period


-

-

-

(1,472)

(1,472)

Issue of warrants


-

-

7

-

7

Expired warrants


-

-

(443)

443

-

Issue of share capital


2,757

2,666

-

-

5,423

At 30 September 2011 (audited)


6,555

10,573

492

(9,607)

8,013

Total comprehensive loss for the period


-

-

-

(630)

(630)

Expired warrants


-

-

(132)

132

-

Issue of share capital


1,522

3,151

-

-

4,673

At 31 March 2012 (unaudited)


8,077

13,724

360

(10,105)

12,056


Condensed consolidated statement of cash flows

For the period ended 31 March 2012

 



Unaudited

Six months

 ended

31 March

Unaudited

Six months

 ended

31 March

Audited

Year

 ended

30 September



2012

2011

2011



£'000

£'000

£'000

Cash flows from operating activities





Loss after tax


(630)

(724)

(2,196)

Depreciation


2

2

4

Share based payments


-

-

7

Finance income


(1)

-

(131)

Finance costs


-

209

651

 (Increase)/decrease in trade and other receivables


174

-

(164)

(Decrease)/increase in trade and other payables


(224)

70

109

Cash used in operations


(679)

(443)

(1,720)

Cash flows from investing activities





Purchase of technology licence


-

(647)

(647)

Investment in oil & gas assets


(3,213)

(263)

(249)

Net cash used in investing activities


(3,213)

(910)

(896)

Cash flows from financing activities





Issue of share capital


3,434

-

3,435

Proceeds from issue of loan note


-

1,000

1,000

Loan repayment


-

-

(1,000)

Loan interest paid


-

-

(68)

Net cash generated from financing activities


3,434

1,000

3,367






Net increase/(decrease) in cash and cash equivalents


(458)

(353)

751

Cash and cash equivalents at beginning of financial period


1,363

612

612

Cash and cash equivalents at end of financial period


905

259

1,363


UNAUDITED NOTES FORMING PART OF THE CONDENSED CONSOLIDATED

INTERIM FINANCIAL STATEMENTS

For the six months ended 31 March 2012

 

1.     Accounting Policies

 

Basis of Preparation

 

The condensed interim financial information has been prepared using policies based on International Financial Reporting Standards (IFRS and IFRIC interpretations) issued by the International Accounting Standards Board ("IASB") as adopted for use in the EU. The condensed interim financial information has been prepared using the accounting policies which will be applied in the Group's statutory financial information for the year ended 30 September 2012.

 

Going concern

 

The Directors are confident that the Group has sufficient funds to meet its working capital requirements and commitments for a period of not less than twelve months from the date of signing of these financial statements and as a result the financial statements have been prepared on the going concern basis.

 

2.     Financial reporting period

 

The condensed interim financial information incorporates comparative figures for the interim period 1 October 2010 to 30 September 2011 and the audited financial year to 30 September 2011. The condensed interim financial information for the period 1 October 2011 to 31 March 2012 is unaudited. In the opinion of the Directors the condensed interim financial information for the period presents fairly the financial position, results from operations and cash flows for the period in conformity with the generally accepted accounting principles consistently applied.

 

The financial information contained in this interim report does not constitute statutory accounts as defined by the Isle of Man Companies Act 2006. The comparatives for the full year ended 30 September 2011 are not the Company's full statutory accounts for that year. A copy of the statutory accounts for the year ended 30 September 2011 has been delivered to the Registrar of Companies. The auditors' report on those accounts was unqualified, did not include references to any matters to which the auditors drew attention by way of emphasis without qualifying their report and did not contain a statement under the provisions of the Isle of Man Companies Act 2006.

 

3.     Revenue

 

Revenue is attributable to one continuing activity, which is oil production from a wholly-owned subsidiary of the Group, located in the United States.

 

4.     Operating Loss

 

 


Unaudited

Six months

 ended

31 March

(unaudited)

Unaudited

Six months

 ended

31 March

(unaudited)

Audited

Year

 ended

30 September

(audited)


2012

2011

2011

The following items have been charged/(credited)in arriving at operating loss:

£'000

£'000

£'000

Depreciation of property, plant and equipment

2

2

4

Directors' fees

287

139

489

Share‑based payments charge - statement of comprehensive income

-

-

7

Auditors' remuneration:




- audit services

22

30

62

 -non audit services

-

6

36

Rentals payable in respect of land and buildings

25

46

60

 

In relation to his termination of appointment as director in the six months to 31 March 2012, Stephen Komlosy received a compensation payment of £123,693.

 

5.     Loss per share

 

Basic loss per share is calculated by dividing the losses attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year. Reconciliations of the losses and weighted average number of shares used in the calculations are set out below.

 



 Weighted average




Number

Per share


Losses

of shares

Amount

Six months ended 31 March 2012

£'000

'000

Pence

Basic and Diluted EPS




Losses attributable to ordinary shareholders on continuing operations

(630)

1,416,071

(0.04)

Total losses attributable to ordinary shareholders

(630)

1,416,071

(0.04)

 

 



 Weighted average




Number

Per share


Losses

of shares

Amount

Six months ended 31 March 2011

£'000

'000

Pence

Basic and Diluted EPS




Losses attributable to ordinary shareholders on continuing operations

(724)

759,549

(0.09)

Total losses attributable to ordinary shareholders

(724)

759,549

(0.09)

 

 



 Weighted average




Number

Per share


Losses

of shares

Amount

Financial year ended 30 September 2011

£'000

'000

Pence

Basic and Diluted EPS




Losses attributable to ordinary shareholders on continuing operations

(2,196)

877,371

(0.25)

Total losses attributable to ordinary shareholders

(2,196)

877,371

(0.25)

 



6.             Intangible assets

 

 


Oil & Gas

Oil & Gas

Oil & Gas



Available for sale financial assets

Exploration and development licence

Technology licence

Total


£'000

£'000

£'000

£'000

Cost





At 1 October 2010

-

6,382

667

7,049

Additions

-

227

647

874

At 31 March 2011

-

6,609

1,314

7,923

Additions

-

22

-

22

At 30 September 2011

-

6,631

1,314

7,945

Additions

3,148

122

-

3,270

Net book value





At 31 March 2012

3,148

6,753

1,314

11,215

At 30 September 2011

-

6,631

1.314

7,945

At 31 March 2011

-

6,609

1,314

7,923

 

On 30 March 2012, the company announced its intention to make a $5 million investment in Red Leaf Resources Inc. ("Red Leaf") as part of a $100 million raising from Red Leaf in conjunction with the closing of a Joint Venture ("JV") with Total E&P USA Oil Shale, LLC. The completion of the investment was announced on 2 April 2012. The Investment included a £2,957,500 subscription by Altima Global Special Situations Master Fund Ltd ("AGSS"), Dominic Redfern and Mark Donegan with TomCo at 1.75p per ordinary share (the closing mid market price the day prior to the announcement of the Investment). The balance of the Investment was financed from TomCo's existing cash resources. As a result of the Investment, TomCo received 3,333.33 shares in Red Leaf Resources Inc.

 

7.             Share Capital

 



Six months ended

31 March 2012

(Unaudited)

Six months ended

31 March 2011

(Unaudited)

Year ended

30 September 2011

(Audited)


Number of shares

£,000

£'000

£,000

Issued and fully paid





At 1 October


6,555

3,798

3,798

Allotted during period:





July 2011 - placing at 1 pence per share

551,346,803

-

-

2,757

October 2011 - loan conversion at 1 pence per share

100,920,548

504

-

-

January 2012 - conversion of warrants at 1.5 pence per share

34,666,667

173

-

-

March 2012 - subscription at 1.75 pence per share

169,000,000

845

-

-

1,615,483,169 (March 2011: 759,549,151; September 2011: 1,310,895,954) ordinary shares of £0.005 each


8,077

3,798

6,555

 


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