11 September 2024
ACP Energy PLC
("ACP" or "the
Company")
Interim Reports and Financial Statements
ACP Energy Plc (ACPE.L), a company formed to capture
value accretive opportunities in the oil & gas industry, is
announcing its Interim Financial Statements for the period ended 31
December 2023.
Chairman's Statement
I am pleased to report the unaudited interim
financial statements to shareholders for the period ending 31
December 2023.
During the period, ACP announced that it had
substantially concluded the documentation required to complete the
transaction and move the company's quotation to AIM. However, one
of the principal capital providers to the transaction passed away
several weeks before the closing, leaving a gap in the financing
needed to close the transaction that was not replaced, and it did
not close as anticipated in Q4 2023.
Post Period
The transaction has been subject to significant
delay, and, as announced on 7 August 2024, the company's directors
do not consider it likely to be completed. The Directors entered
into a conditional agreement ("Agreement") with a private
Singaporean-based company intended to, ultimately, result in the
purchase of a royalty interest of a natural resources asset
("Transaction"). If completed, the Agreement will additionally
provide the Company with short-term funding, and a further
announcement will be made in due course.
The Company is progressing in its efforts to complete
the transaction and looks forward to providing further updates.
Paul Welch
Executive Chairman
11 September 2024
For
further information
www.acpenergyplc.com
ACP Energy
Paul Welch, Chairman
Celicourt
Communications
+44
207 770 6424 /
acpenergy@celicourt.uk
Mark Antelme / Jimmy Lea
Responsibility
statement
This statement is being made by the Chairman, Mr.
Paul Welch, and to the best of his knowledge.
a. The financial statements, prepared in accordance
with IAS 34 'Interim financial reporting' as adopted by the United
Kingdom, give an accurate and fair view of the assets, liabilities,
financial position, and profit or loss of the issuer, and
b. The management report includes a fair review of
the business's development and performance and the issuer's
position, together with a description of the principal risks and
uncertainties it faces.
UNAUDITED INTERIM FINANCIAL
STATEMENTS FOR ACP ENERGY PLC FOR THE 6 MONTHS TO 31 DECEMBER
2023
Unaudited statement of comprehensive income
The statements of comprehensive
income of ACP Energy PLC for the periods ended 31 December 2023 and
31 December 2022 are set out below:
|
|
|
|
Unaudited
6 months
ended
31 Dec
2023
£
|
As
restated
Unaudited
6 months
ended
31 Dec
2022
£
|
|
Administrative expenses
|
|
|
(161,159)
|
(211,428)
|
|
Operating
loss
|
|
|
(161,159)
|
(211,428)
|
|
|
|
|
|
|
|
Income tax
|
|
|
-
|
-
|
|
Loss and total comprehensive
loss for the period
|
|
|
(161,159)
|
(211,428)
|
|
|
|
|
|
|
|
Earnings per share
|
|
|
|
|
|
Basic loss per share
|
|
|
(0.3458p)
|
(0.4537p)
|
|
Diluted loss per share
|
|
|
(0.3458p)
|
(0.4537p)
|
The statement of comprehensive
income has been prepared on the basis that all operations are
continuing operations.
Unaudited statement of financial position
The statements of financial position
of ACP Energy PLC as at 31 December 2023 and 30 June 2023 are set
out below:
|
ASSETS
Current
assets
|
Notes
|
Unaudited as at
31 Dec 2023
£
|
Audited
as at 30 Jun
2023
£
|
|
Trade and other
receivables
|
2
|
3,475
|
4,230
|
|
Cash and cash equivalents
|
|
26,912
|
159,648
|
|
|
|
30,387
|
163,878
|
|
Total
assets
|
|
30,387
|
163,878
|
|
EQUITY
|
|
|
|
|
Called up share capital
|
|
93,200
|
93,200
|
|
Share premium account
|
|
492,580
|
492,580
|
|
Other reserves
|
|
863,856
|
863,856
|
|
Retained earnings
|
|
(1,500,442)
|
(1,339,283)
|
|
Total
equity
|
|
(50,806)
|
110,353
|
|
LIABILITIES
|
|
|
|
|
Trade and other payables
|
3
|
81,193
|
53,525
|
|
Total
liabilities
|
|
81,193
|
53,525
|
|
Total equity and liabilities
|
|
30,387
|
163,878
|
Unaudited statement of changes in equity
The statement of changes in equity
of ACP Energy PLC for the 18-month period ended 31 December 2023 is
set out below:
|
|
Notes
|
Share
capital
£
|
Share
premium
account
£
|
Other
Reserves
£
|
Retained
earnings
£
|
Total
£
|
|
Balance at 30 June 2022 as previously
reported
|
|
93,200
|
560,183
|
229,189
|
(279,026)
|
603,546
|
|
Prior period
adjustment
|
4
|
-
|
(67,603)
|
634,667
|
(567,064)
|
-
|
|
Balance at 30 June 2022 as restated
|
|
93,200
|
492,580
|
863,856
|
(846,090)
|
603,546
|
|
Loss for the period and total
comprehensive loss for the period as previously reported
|
|
-
|
-
|
-
|
(411,221)
|
(411,221)
|
|
Share-based payments as previously
reported
|
|
-
|
-
|
199,793
|
-
|
199,793
|
|
Prior period adjustment
|
4
|
-
|
-
|
(199,793)
|
199,793
|
-
|
|
Balance at 31 December 2022 as restated
|
|
93,200
|
492,580
|
863,856
|
(1,057,518)
|
392,118
|
|
Loss for the period and total
comprehensive loss for the period
|
|
-
|
-
|
-
|
(281,765)
|
(281,765)
|
|
Balance at 30 June 2023
|
|
93,200
|
492,580
|
863,856
|
(1,339,283)
|
110,353
|
|
Loss for the period and total
comprehensive loss for the period
|
|
-
|
-
|
-
|
(161,159)
|
(161,159)
|
|
Balance at 31 December 2023
|
|
93,200
|
492,580
|
863,856
|
(1,500,442)
|
(50,806)
|
Unaudited statement of cash flows
The statements of cash flows of ACP
Energy PLC for the six months ended 31 December 2023 and 31
December 2022 are set out below:
|
|
|
Unaudited
6 months ended 31 Dec
2023
£
|
Unaudited
6 months ended 31 Dec
2022
£
|
|
Cash flows from operating activities
|
|
|
|
|
Cash absorbed by
operations
|
|
(132,736)
|
(204,199)
|
|
Net cash outflow from
operating activities
|
|
(132,736)
|
(204,199)
|
|
Net (decrease)/increase in
cash and cash equivalents
|
|
(132,736)
|
(204,199)
|
|
Cash and cash equivalents at
beginning of period
|
|
159,648
|
599,876
|
|
Cash and cash equivalents at
end of period
|
|
26,912
|
395,677
|
Notes to the unaudited interim financial
statements
|
1
|
Accounting policies
|
|
|
|
|
Company information
|
|
|
ACP Energy Plc is a public company
limited by shares incorporated in England and Wales. The registered
office is 21 High Street, Lutterworth, LE17 4AT. The
company's principal activity is intended to be that of investment
in upstream oil and gas assets.
|
|
|
|
1.1
|
Basis of preparation
|
|
|
The unaudited interim financial
statements present the financial track record of the Company for
the six months ended 31 December 2022, 31 December 2023 and the
18-month period ended 31 December 2023.
|
|
|
|
|
The accounting policies set out in
the financial statements for the period ended 30 June 2023 have
been applied consistently to all periods presented in these
unaudited interim financial statements.
|
|
|
|
|
The unaudited interim financial
statements have been prepared in accordance with the IAS 34
'Interim financial reporting' as adopted by the United Kingdom.
They should be read in conjunction with the financial statements
for the period ended 30 June 2023, which are prepared in accordance
with IFRS as adopted by the United Kingdom and with the Companies
Act 2006.
The unaudited interim financial
statements for the six months ended 31 December 2022 and for the
six months ended 31 December 2023 do not comprise statutory
accounts within the meaning of section 434 of the Companies Act
2006.
The unaudited interim financial
statements are prepared in sterling, which is the functional
currency of the company. Monetary amounts in these unaudited
interim financial statements are rounded to the nearest
£.
The unaudited interim financial
statements have been prepared on the historical cost
basis.
|
|
|
|
1.2
|
Going concern
|
|
|
The going concern disclosure within
the financial statements for the year ended 30 June 2023 included
reference to a material uncertainty in respect of the ability of
the Company to continue to operate as a going concern. In preparing
the 2023 financial statements, the Directors concluded that, taking
into account the information that they had at the time, in their
judgement it was appropriate that the Company continue as a going
concern despite there being a material uncertainty that may cause
significant doubt about the ability of the Company to continue to
operate as a going concern.
In preparing these interim financial
statements, the Directors have reviewed the latest information
available to them and concluded that there is no significant change
in circumstances since the date of signing the 2023 financial
statements. Therefore, it is their view that it is appropriate for
the Company to continue as a going concern and these interim
financial statements have consequently been prepared on a going
concern basis.
|
|
|
|
|
1.3
|
Significant accounting policies
|
|
|
The unaudited interim financial
statements have been prepared on the basis of accounting policies
adopted in the financial statements for the year ended 30 June 2023
and expected to be adopted in the financial statements for the
period ending 30 June 2024. Where new IFRS standards, amendments or
interpretations became effective in the six months to 31 December
2023 there has been no material impact on the net assets or results
of the company.
|
Notes to the unaudited interim financial statements
(continued)
|
2
|
Trade and other receivables
|
|
|
|
|
|
Unaudited
as at
31 Dec
2023
£
|
Audited
as at
30 Jun
2023
£
|
|
|
VAT recoverable
|
3,475
|
4,230
|
|
|
|
|
|
|
|
|
3,475
|
4,230
|
|
|
|
|
|
|
|
|
|
|
|
3
|
Trade and other payables
|
|
|
|
|
|
Unaudited
as at
31 Dec
2023
£
|
Audited
as at
30 Jun
2023
£
|
|
|
Trade payables
|
7,267
|
763
|
|
|
Accruals
|
73,926
|
52,762
|
|
|
|
|
|
|
|
|
81,193
|
53,525
|
4
Prior period
adjustment
During the preparation of the
financial statements for the year ended 30 June 2023, the directors
discovered some errors that were made in the application of IFRS 2
'Share-based Payment' to determine the share-based payment charge
in the 2022 financial statements and the interim financial
statements for the 6 months to 31 December 2022. This relates
mostly to the vesting conditions on share options and how these
conditions impact on the fair value of the options and the timing
of recognition of the charge. Furthermore, an element of the
adjustment relates to a reassessment of the fair value of warrants,
which were partially in respect of an IPO, resulting in adjustments
to both share premium and retained losses. Details of the effect of
this prior period adjustment are as follows:
Reconciliation of changes in equity
The prior period adjustment does not
give rise to any adjustment to equity.
Notes to the unaudited interim financial statements
(continued)
4
Prior period adjustment
(continued)
|
|
|
|
|
|
|
Audited
as at
30 Jun
2022
£
|
|
|
Unaudited
as at
31 Dec
2022
£
|
|
|
|
|
|
|
|
|
|
|
|
|
Analysis of the effect upon equity
|
|
|
|
|
|
|
|
|
|
|
Share premium
|
|
|
|
|
|
(67,603)
|
|
|
(67,603)
|
|
Other reserves
|
|
|
|
|
|
634,667
|
|
|
434,874
|
|
Retained losses
|
|
|
|
|
|
(567,064)
|
|
|
(367,271)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
-
|
|
Reconciliation of changes in loss for the previous interim
financial period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited
6 months
ended
30 Jun
2022
|
|
|
Unaudited
6 months
ended
31 Dec
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss as previously
reported
|
|
|
|
|
|
(279,026)
|
|
|
(411,221)
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments to prior periods
|
|
|
|
|
|
|
|
|
|
|
Reassessment of share-based
payments
|
|
|
|
|
(567,064)
|
|
|
199,793
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
as adjusted
|
|
|
|
|
|
(846,090)
|
|
|
(211,428)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |