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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Curzon Energy Plc | LSE:CZN | London | Ordinary Share | GB00BD97ND60 | ORD 0.01P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.775 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Drilling Oil And Gas Wells | 0 | -701k | -0.0070 | -1.10 | 767.23k |
TIDMCZN
RNS Number : 4825L
Curzon Energy PLC
13 September 2021
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 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ('MAR'). Upon the publication of this announcement via Regulatory Information Service ('RIS'), this inside information is now considered to be in the public domain.
Curzon Energy Plc
("Curzon" or the "Company")
Unaudited Half-Year Results for the Six Months Ended 30 June 2021
13 September 2021
Curzon Energy Plc (LON:CZN) the London Stock Exchange listed company, announces its unaudited interim results for the six months to 30 June 2021.
CHAIRMAN'S STATEMENT
I am pleased to present the interim report for the Company, covering its results for the six months ended 30 June 2021.
Financial Review
The Company incurred a loss of US$411,907 in the period. A majority of this loss comprised expenditures in relation to the maintenance of a commercial position at its Coos Bay Energy LLC ("Coos Bay") coalbed methane ("CBM") project as well as corporate costs and overheads associated with the UK listing. Additional expenditures were incurred conducting due diligence on a potential transaction with Poseidon Enhanced Technologies ("PET").
The Company had cash of US$113,282 as at 30 June 2021 (US$146,549 as at 30 June 2020). Basic loss per share of US$ 0.003 (period ended 30 June 2020: US$ 0.004).
Given the nature of the business and its present development strategy, it is unlikely that the Board will recommend a dividend in the foreseeable future.
Outlook
The Company's near-term goal remains focused on exploring ongoing opportunities associated with the Company's historic Coos Bay coal bed methane project, as well as completing due diligence, covering a potential transaction with Poseidon Enhanced Technologies ("PET"). The Company believes that in light of a recent resurgence in US natural gas prices that the Company's historic assets continue to have value, and as such it progressing ongoing discussions regarding a farm-in or sale of these assets.
Due diligence efforts on the potential transaction with PET continue to progress, with PET preparing its operations, its team and its balance sheet for the planned transaction with Curzon.
On behalf of the Board, I would like to take this opportunity to thank our staff and advisers for their hard work as well as our shareholders for their continued support during this extended transition process.
We look forward to updating shareholders on our progress in due course.
John McGoldrick
Chairman and Non-Executive Director
CHIEF EXECUTIVE OFFICER'S REVIEW
The Company remains focused on exploring development opportunities regarding its Coos Bay coal bed methane project, including active renewal discussions regarding license extensions with the major lease owners.
Meanwhile, discussions and data sharing continue with PET, and as demonstrated by the recent extension announced on 1 September 2021, all sides remain engaged and working towards completing this key diligence stage, including preparations of PET to ultimately operate as a listed entity.
The Company remains convinced of the sizeable opportunity that a chemical plastics recycling business offers, particularly in meeting the needs of major European and international brands, which are soon to be required to include 100% recycled PET plastic in their products.
With measurable progress on the potential transaction with PET and increasing US gas prices opening up opportunities regarding a Coos Bay transaction, the Company is well positioned to enter the exciting ESG space meeting a key ongoing industry need for recycled plastics.
Scott Kaintz
Chief Executive Officer
STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE CONDENSED INTERIM REPORT AND CONDENSED FINANCIAL STATEMENTS
The Directors confirm that the condensed interim financial information has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and that the Interim Report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R, namely: an indication of important events that have occurred during the first six months and their impact on the condensed interim financial information, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and material related-party transactions in the first six months and any material changes in the related-party transactions described in the last Annual Report.
By order of the Board
John McGoldrick
Chairman and Non-Executive Director
Consolidated statement of comprehensive income
for the six months ended 30 June 2021
Six months Six months ended ended Year ended 30 June 30 June 31 December 2021 2020 2020 Unaudited Unaudited Audited Notes US$ US$ US$ -------------------------------------- ------ ----------- ----------- ------------- Administrative expenses 5 (278,305) (287,043) (528,799) -------------------------------------- ------ ----------- ----------- ------------- Loss from operations (278,305) (287,043) (528,799) Finance expense 6 (67,847) (76,470) (88,775) Impairment of exploration and evaluation assets - - - Foreign exchange differences 266 (3,487) - -------------------------------------- ------ ----------- ----------- ------------- Loss before taxation (345,886) (367,000) (617,574) Income tax expense - - - -------------------------------------- ------ ----------- ----------- ------------- Loss for the period attributable to equity holders of the parent company (345,866) (367,000) (617,574) -------------------------------------- ------ ----------- ----------- ------------- Other comprehensive income/(expense) Gain/(loss) on translation of parent net assets and results from functional currency into presentation currency (66,041) 78,311 (82,297) -------------------------------------- ------ ----------- ----------- ------------- Total comprehensive loss for the period (411,907) (288,689) (699,871) -------------------------------------- ------ ----------- ----------- ------------- (Loss) per share Basic and diluted, US$ (0.003) ( (0.004)( (0.008)) -------------------------------------- ------ ----------- ----------- -------------
Consolidated statements of financial position
At 30 June At 30 June At 31 December 2021 2020 2020 Unaudited Unaudited Audited Notes US$ US$ US$ ------------------------------- ------ ------------- ------------- --------------- Assets Non-current assets Intangible assets - - - Property, plant and equipment - - - Restricted cash 125,000 125,000 125,000 Total non-current assets 125,000 125,000 125,000 ------------------------------- ------ ------------- ------------- --------------- Current assets Prepayments and other receivables 32,180 33,812 41,699 Cash and cash equivalents 113,282 146,549 47,188 ------------------------------- ------ ------------- ------------- --------------- Total current assets 145,462 180,361 88,887 ------------------------------- ------ ------------- ------------- --------------- Total assets 270,462 305,361 213,887 ------------------------------- ------ ------------- ------------- --------------- Liabilities Current liabilities Trade and other payables 746,570 813,274 737,835 Borrowings 1,576,746 933,382 1,183,018 ------------------------------- ------ ------------- ------------- --------------- Total current liabilities 2,323,316 1,746,656 1,920,853 ------------------------------- ------ ------------- ------------- --------------- Total liabilities 2,323,316 1,746,656 1,920,853 ------------------------------- ------ ------------- ------------- --------------- Capital and reserves attributable to shareholders Share capital 4 1,105,547 1,105,547 1,105,547 Share premium 3,619,332 3,619,332 3,619,332 Share-based payments reserve 474,792 474,792 474,792 Warrants reserve 375,198 375,198 375,198
Merger reserve 31,212,041 31,212,041 31,212,041 Foreign currency translation reserve (251,714) (25,065) (185,673) Accumulated losses (38,588,050) (38,203,140) (38,308,203) ------------------------------- ------ ------------- ------------- --------------- Total capital and reserves (2,052,854) (1,441,295) (1,706,966) ------------------------------- ------ ------------- ------------- --------------- Total equity and liabilities 270,462 305,361 213,887 ------------------------------- ------ ------------- ------------- ---------------
Consolidated statements of changes in equity
Foreign Share-based currency Share Share Consolidation payment Warrant translation Accumulated capital premium reserve reserve reserve reserve losses Total US$ US$ US$ US$ US$ US$ US$ US$ --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ At 1 January 2020 (audited) 1,103,457 3,586,947 31,212,041 474,792 213,250 (103,376) (37,836,140) (1,349,029) Loss for the period - - - - - (367,000) (367,000) Other comprehensive income for the period - - - - - 78,311 - 78,311 --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ Total comprehensive loss for the period - - - - - 78,311 (367,000) (288,689) Issue of share options 2,090 206,871 - - - - - 208,961 Share issue costs - (12,538) - - - - - (12,538) Issue of warrants - (161,948) - - 161,948 - - - --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ At 30 June 2020 (unaudited) 1,105,547 3,619,332 31,212,041 474,792 375,198 (25,065) (38,203,140) (1,441,295) --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ At 1 January 2020 (audited) 1,103,457 3,586,947 31,212,041 474,792 213,250 (103,376) (37,836,140) (1,349,029) Loss for the year 2020 - - - - - - (617,574) (617,574) Other comprehensive income for the year - - - - - (82,297) - (82,297) --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ Total comprehensive loss for the year - - - - - (82,297) (617,574) (699,871) Issue of shares 2,090 206,871 - - - - - 208,961 Share issue costs - (12,538) - - - - (12,538) Issue of warrants - (161,948) - - 161,948 - - - --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ At 1 January 2021 (audited) 1,105,547 3,619,332 31,212,041 474,792 375,198 (185,673) (38,308,203) (1,706,966) --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ Loss for the period - - - - - - (345,866) (345,866) Other comprehensive income for the year - - - - - (66,041) - (66,041) --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------ Total comprehensive loss for the year (66,041) (345,866) (411,907) At 30 June 2021 (unaudited) 1,105,547 3,619,332 31,212,041 474,792 375,198 (251,714) (38,588,050) (2,052,854) --------------- ---------- ---------- -------------- ------------ -------- ------------ ------------- ------------
Consolidated statement of cash flows
Six months Six months ended ended Year ended 30 June 30 June 31 December 2021 2020 2020 Unaudited Unaudited Audited Notes US$ US$ US$ ------------------------------------- ------- ----------- ----------- ------------- Cash flow from operating activities Loss before taxation (345,866) (367,000) (617,574) Adjustments for: Finance expense 67,847 76,470 111,881 Share-based payments charge - - - Impairment of exploration - - - assets Foreign exchange movements (266) 3,487 (23,106) Operating cashflows before working capital changes (278,285) (287,043) (528,799) Changes in working capital: (Increase)/decrease in receivable 9,519 (2,610) (10,496) (Decrease)/ increase in payables 8,735 (13,129) 26,464 ---------------------------------------------- ----------- ----------- ------------- Net cash used in operating activities 18,254 (302,782) (512,831) ---------------------------------------------- ----------- ----------- ------------- Financing activities Issue of ordinary shares - 196,423 196,423 Costs of share issue - - - Proceeds from new borrowings 323,974 227,341 331,760 Net cash flow from financing activities 323,974 423,764 528,183 ---------------------------------------------- ----------- ----------- ------------- Net Increase in cash and cash equivalents in the period 63,943 120,982 15,352 Cash and cash equivalents at the beginning of the period 47,188 28,709 28,709 Restricted cash held on deposits 125,000 125,000 125,000 ---------------------------------------------- ----------- ----------- ------------- Total cash and cash equivalents at the beginning of the period, including restricted cash 172,188 153,709 153,709 ---------------------------------------------- ----------- ----------- ------------- Effect of the translation of cash balances into presentation currency 2,151 (3,142) 3,127 Cash and cash equivalents at the end of the period 113,282 146,549 47,188 Restricted cash held on deposits 125,000 125,000 125,000 ---------------------------------------------- ----------- ----------- ------------- Total cash and cash equivalents at the end of the period, including restricted cash 238,282 271,549 172,188 ---------------------------------------------- ----------- ----------- -------------
This consolidated financial information has been approved by the Company's Directors.
NOTES TO THE CONSOLIDATED FINANCIAL INFORMATION
1. General information and basis of preparation
The Company was incorporated and registered in England as a public limited company. The Company's registered number is 09976843 and its registered office is at Kemp House, 152 City Road, London EC1V 2NX. On 4 October 2017, the Company's shares were admitted to the Official List (by way of Standard Listing) and to trading on the London Stock Exchange's Main Market.
With effect from admission, the Company has been subject to the Listing Rules and the Disclosure Guidance and Transparency Rules (and the resulting jurisdiction of the UK Listing Authority) to the extent such rules apply to companies with a Standard Listing pursuant to Chapter 14 of the Listing Rules.
The principal activity of the Company is that of a holding company for its subsidiaries, as well as performing all administrative, corporate finance, strategic and governance functions of the Group. The Company's investments comprise of subsidiaries operating in the natural gas sector.
The Company has the following subsidiary undertakings:
Proportion held by Group Country at reporting Name of incorporation Issued capital date Activity ---------------- ------------------ --------------- --------------- ------------------------ Coos Bay Energy Membership LLC USA interests 100% Oil and Gas Exploration Westport Energy Acquisitions Inc. USA Shares 100% Holding Company Westport Energy Membership LLC USA interests 100% Holding Company ---------------- ------------------ --------------- --------------- ------------------------
More information on the individual group companies and timing of their acquisition is presented in the Company's audited consolidated financial information and notes thereto for the year ended 31 December 2020.
2. Accounting policies
The Group Financial statements are presented in US Dollars.
Basis of preparation
The financial statements have been prepared in accordance with International Financial Reporting Standards and IFRIC interpretations as endorsed by the EU ("IFRS") and the requirements of the Companies Act applicable to companies reporting under IFRS.
The preparation of the Group financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires the Directors to exercise their judgment in the process of applying the Group's accounting policies. The Group's accounting policies as well as the areas, involving a higher degree of judgment and complexity, or areas where assumptions and estimates are significant to the Group financial statements are disclosed in the audited annual report for the year ended 31 December 2020 and are available on the Group's website.
In the opinion of the management, the interim unaudited consolidated financial information includes all adjustments considered necessary for fair and consistent presentation of this financial information. The interim unaudited consolidated financial information should be read in conjunction with the Company's audited financial statements and notes for the year ended 31 December 2020.
Going concern
The Group financial statements have been prepared on a going concern basis as the Directors have assessed the Group's ability to continue in operational existence for the foreseeable future. The operations are currently being financed by third party loans and issuances of new equity. The Group is reliant on the continuing support from its shareholders and the expected support of future shareholders. The Group financial statements do not include the adjustments that would result if the Group were not to continue as a going concern.
Basis of consolidation
The consolidated financial statements of the Group incorporate the financial statements of the Company and entities controlled by the Company, its subsidiaries. More information on the individual group companies, details and timing of their acquisition is presented in the Company's audited consolidated financial information and notes thereto for the year ended 31 December 2020.
At the time of its acquisition by the Company, Coos Bay Energy LLC consisted of Coos Bay Energy LLC and its wholly owned US Group. It is the Directors' opinion that the Company at the date of acquisition of Coos Bay Energy LLC did not meet the definition of a business as defined by IFRS 3 and, therefore, the acquisition is outside on the IFRS 3 scope. Where a party to an acquisition fails to satisfy the definition of a business, as defined by IFRS 3, management have decided to adopt a "merger accounting" method of consolidation as the most relevant method to be used.
The Group consistently applies it to all similar transactions in the following way:
- the acquired assets and liabilities are recorded at their existing carrying values rather than at fair value;
- no goodwill is recorded;
- all intra-group transactions, balances and unrealised gains and losses on transactions are eliminated from the beginning of the first comparative period or inception, whichever is earlier;
- comparative periods are restated from the beginning of the earliest comparative period presented based on the assumption that the companies have always been together;
- all the pre-acquisition accumulated losses of the legal acquire are assumed by the Group as if the companies have always been together;
- all the share capital and membership capital contributions of all the companies included into the legal acquiree sub-group less the Company's cost of investment into these companies are included into the merger reserve; and
- the Company's called up share capital is restated at the preceding reporting date to reflect the value of the new shares that would have been issued to acquire the merged company had the merger taken place at the first day of the comparative period. Where new shares have been issued during the current period that increased net assets (other than as consideration for the merger), these are recorded from their actual date of issue and are not included in the comparative statement of financial position.
The results and cash flows of all the combining entities were brought into the financial statements of the combined entity from the beginning of the financial year in which the combination occurred, adjusted so as to achieve uniformity of accounting policies. The comparative information was restated by including the total comprehensive income for all the combining entities for the previous reporting period and their statement of financial position for the previous reporting date, adjusted as necessary to achieve uniformity of accounting policies.
At 30 June 2021, 30 June 2020 and 31 December 2020, the group results include the results of Curzon Energy Plc, Coos Bay Energy LLC, Westport Energy Acquisitions Inc. and Westport Energy LLC.
Segmental analysis
In the opinion of the Directors, the Group is primarily organised into a single operating segment. This is consistent with the Group's internal reporting to the chief operating decision maker. Separate segmental disclosures have therefore not been included.
3. Loss per share
The basic loss per share is derived by dividing the loss for the year attributable to ordinary shareholders of the Company by the weighted average number of shares in issue. Diluted loss per share is derived by dividing the loss for the year attributable to ordinary shareholders of the Company by the weighted average number of shares in issue plus the weighted average number of ordinary shares that would be issued on conversion of all dilutive potential ordinary shares into ordinary shares.
The following reflects the loss and share data used in the basic and diluted loss per share computations:
For six months For six months For year ended ended ended 30 June 30 June 31 December 2021 2020 2020 Unaudited Unaudited Audited --------------------------------------- ----------- --------------- ------------- Loss after tax (US$) (345,886) (367,000) (617,574) Weighted average number of ordinary shares of GBP0.0001 in issue 99,639,565 85,483,125 92,632,948 Effect of dilutive options and warrants - Weighted average number of ordinary shares of GBP0.01 in issue inclusive of outstanding dilutive options and warrants 99,639,565 85,483,125 92,632,948 Loss per share - basic and fully diluted (US$) (0.003) (0.004) (0.008) --------------------------------------- ----------- --------------- -------------
At 30 June 2021, 31 December 2020 and 30 June 2020, the effect of all potentially dilutive instruments was anti-dilutive as it would lead to a further reduction of loss per share, therefore, they were not included into the diluted loss per share calculation. Options and warrants, that could potentially dilute basic EPS in the future, but were not included in the calculation of diluted EPS for the periods presented:
For six For six months months For year ended ended ended 30 June 30 June 31 December 2021 2020 2020 Unaudited Unaudited Audited Share options granted to employees - fully vested at the end of the respective period 280,854 280,854 280,854 Warrants given to shareholders as a part of placing equity instruments - fully vested at the end of the respective period 17,606,594 23,243,125 20,612,925 ----------------------------------------- ----------- ----------- -------------
Total instruments fully vested 17,887,448 23,523,979 20,893,779 ----------------------------------------- ----------- ----------- ------------- Total number of instruments and potentially issuable instruments (vested and not vested) not included into the fully diluted EPS calculation 17,887,448 23,523,979 20,893,779 ----------------------------------------- ----------- ----------- --------------- 4. Share capital
Issued equity share capital
At 30 June 2021 At 30 June 2020 At 31 December Unaudited Unaudited 2020 Audited ----------------------- ------------------------ ----------------------- Number US$ Number US$ Number US$ ---------------------- ----------- ---------- ------------ ---------- ----------- ---------- Issued and fully paid Existing Ordinary - - - - - - Shares of GBP0.01 each After subdivision*: New Ordinary shares of GBP0.0001 each 99,639,565 13,124 99,639,565, 13,124 99,639,565 13,124 Deferred Shares of GBP0.0099 each 83,032,972 1,092,423 83,032,972 1,092,423 83,032,972 1,092,422 Total Share Capital, US$ 1,105,547 1,105,547 1,105,547 ---------------------- ----------- ---------- ------------ ---------- ----------- ----------
*On 6 May 2020, the Company's shareholders approved the subdivision and re-designation of the 83,032,971 Existing Ordinary Shares ("Existing Ordinary Shares") of GBP0.01 each in the capital of the Company into (i) 83,032,971 New Ordinary Shares ("New Ordinary Shares") of GBP0.0001 each and (ii) 83,032,971 Deferred Shares ("Deferred Shares") of GBP0.0099 each in the capital of the Company, and to amend the Company's Articles of Association accordingly.
Each New Ordinary Share carries the same rights in all respects under the amended Articles of Association as each Existing Ordinary Share did under the existing Articles of Association, including the rights in respect of voting and the entitlement to receive dividends. Each Deferred Share carries no rights and is deemed effectively valueless.
Warrants
On 3 0 June 2021 , the following warrants were in issue:
Warrant exercise Number of warrants Expiry date Fair value of price granted individual option GBP0.015 17,606,594 3 June 2022 GBP0.00731 ------------------- ------------------- ------------ ------------------- Total warrants in issue at 30 June 2021 17,606,594 ------------------- ------------------- ------------ -------------------
5. Administrative expenses
For six months For year ended For six months ended 30 June ended 31 December 2021 30June 2020 20120 Unaudited Unaudited Audited US$ US$ US$ ------------------------------- ---- ----------- --------------- ------------- Staff costs Directors' salaries 121,459 115,382 241,376 Consultants 10,411 28,363 42,445 Employer's NI 1,786 5,254 15,891 Professional services Accounting, audit & taxation 26,482 38,181 74,752 Legal 48,722 - - Marketing - 9,573 12,235 Other 13,716 18,411 - Regulatory compliance 15,805 15,681 93,484 Standard Listing Regulatory - 2,098 - Costs Travel - 485 492 Business development - - - Office and Admin General 9,204 5,215 - IT related costs 5,891 2,164 1,622 Mineral rights lease (outside of IFRS 16 scope) - 24,190 11,349 Temporary storage and office rent 4,631 9,440 19,140 Insurance 20,098 12,606 16,013 Total administrative costs 278,305 287,043 528,799 ------------------------------------- ----------- --------------- ------------- 6. Borrowings
The following loans from third parties were outstanding during the six months ended 30 June 2021. Details of the notes are disclosed in the table below:
Origination Contractual Loan value Annual Security date settlement in original interest date currency rate (principal) ------------------- ------------- -------------- ------------- ---------- ------------- C4 Energy Ltd 3 Oct 2018 1 Oct 2020 $100,000 10% Unsecured C4 Energy Ltd 25 Apr 2019 1 Oct 2020 $100,000 10% Unsecured Bruce Edwards 1 Sep 2017 1 Oct 2019 $100,000 15% Unsecured Poseidon Enhanced Technologies Limited 3 Feb 2020 3 Feb 2021 GBP240,000 10% Unsecured HNW Investor 100% of Coos Group 26 Jun 2019 1 Oct 2020 GBP200,000 13% Bay assets Sun Seven Stars Investment Group 13 Mar 2020 30 Sept 2021 GBP260,000 10% Unsecured ------------------- ------------- -------------- ------------- ---------- -------------
The Company has entered into a loan agreement with Poseidon Enhanced Technologies Limited in the form of a one-year note, carrying an annual interest rate of 10% per annum and convertible at a price of any subsequent share issue alongside the contemplated RTO transaction. A total of GBP500,000 is authorised to be made available, of which GBP240,000 has been drawn down as of 30 June 21.
No interim payments are required under the promissory notes, as the payment terms require the original principal amount of each note, and all accrued interest thereon, to be paid in single lump payments on the respective contractual settlement dates.
30 June 2021 30 June 2020 31 December Unaudited Unaudited 2020 US$ US$ Audited US$ -------------------------------- ------------- ------------- ------------ At the beginning of the period 1,183,018 698,798 698,798 Received during the year 332,040 227,341 331,760 Interest accrued during the period 67,847 49,960 109,943 Exchange rate differences (6,159) (42,717) 42,517 At the end of the period 1,576,746 933,382 1,183,018 -------------------------------- ------------- ------------- ------------ For further information please contact: Curzon Energy Plc +44 (0) 20 7747 9980 Scott Kaintz www.curzonenergy.com SP Angel Corporate Finance LLP +44 (0) 20 3470 0470
Broker
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