TIDMAET
RNS Number : 9607Z
Afentra PLC
27 May 2021
27 May 2021
AFENTRA PLC
ANNUAL RESULTS FOR THE YEARED 31 DECEMBER 2020
Afentra plc is today issuing its annual results for the year
ended 31 December 2020.
OVERVIEW
Afentra plc ('Afentra' or the 'Company'), together with its
subsidiary undertakings (the 'Group'), is an upstream oil and gas
Company listed on the AIM market of the London Stock Exchange.
The Company has a refreshed strategy built around achieving
scale through the acquisition of both operated production assets
and discovered resources resulting from the accelerating energy
transition in Africa, where the Company and its new management has
extensive operational experience. The Company currently has the
high potential onshore Odewayne exploration block that is operated
by Genel Energy, where its 34% interest is fully carried.
2020 SUMMARY
Operations
-- Throughout 2020: Odewayne block, Somaliland - The Company
continued to support the Operator in progressing the technical
understanding of the block.
-- Afentra continued to review its technical assessment and
outlook on block prospectivity.
Financial
-- Cash resources net to the Group at 31 December 2020 of $42.7
million (2019: $44.9 million).
-- The Group remains debt free and fully funded for all commitments.
-- Adjusted EBITDAX(1) : loss for the Group of $761k (2019: $917k loss).
-- 2020 focus on capital discipline, general and administrative
overheads ('G&A') expenses reduced by 15% to $2.2 million
(2019: $2.6 million).
Post year end
-- 18 February 2021: Several institutional and high net worth
investors purchased the shares sold by Waterford Finance and
Investment Limited (equating to its entire 29.23% shareholding in
the Company) and Mistyvale Limited (equating to its entire 15.66%
shareholding in the Company).
-- 16 March 2021: Paul McDade and Ian Cloke join the Board of
Directors as CEO and COO respectively.
-- 30 March 2021: Jeffrey MacDonald and Gavin Wilson join the
Board of Directors as Independent non-executive Chairman and
Independent non-executive Director respectively.
-- 13 April 2021: The Company announced its intention to change
its name from Sterling Energy plc to Afentra plc and adopt new
articles of association. The proposed changes were approved at the
General Meeting held on 30 April 2021.
-- 5 May 2021: Afentra plc launched and Anastasia Deulina is
appointed as Chief Financial Officer.
(1) defined within the definitions and glossary of terms
Commenting, CEO Paul McDade, said:
"The last few months have been truly transformational for the
Company. I speak for the whole management & Board as I express
our excitement as we embark upon our updated strategy targeting
scale through the implementation of a buy and build model, focused
on the energy transition in Africa. In parallel to our updated
strategy we continue to work with our partners in Somaliland to
establish additional shareholder value from this existing early
stage asset". "I must also thank the Sterling Energy team who
despite an extremely challenging year have shown resilience and
have, like our shareholders, welcomed the new members to the team.
We look forward to 2021 and progressing our strategy as the new
Afentra team."
For further information contact:
Afentra plc +44 (0)20 7405 4133
Paul McDade, CEO
Ian Cloke, COO
Anastasia Deulina, CFO
Buchanan (Financial PR) +44 (0)20 7466 5000
Ben Romney
Chris Judd
James Husband
Peel Hunt LLP (Nominated Advisor and Joint Broker) +44 (0)20
7418 8900
Richard Crichton
David McKeown
Tennyson Securities (Joint Broker) +44 (0)20 7186 9033
Peter Krens
This announcement contains inside information as defined in
Article 7 of the Market Abuse Regulation No. 596/2014 and is
disclosed in accordance with the Company's obligations under
Article 17 of those Regulations.
CHAIRMAN'S STATEMENT
Dear Shareholders
I am delighted to be providing the first statement in my role as
Chairman, and indeed the first statement for the Company in its new
form as Afentra. Your Company has undergone a complete
transformation in recent months following the arrival of the new
executive team led by CEO Paul McDade. This transformation has
resulted in a significant shift in the shareholder register and an
ongoing restructuring of the Board. This process of change
culminated in the recent General Meeting where you approved the
renaming of the Company to Afentra plc which was followed by its
successful relaunch.
The name Afentra, which stands for African Energy Transition,
reflects the Company's strategic imperative of capitalising on
opportunities resulting from the accelerating energy transition on
the African continent. Afentra has been established to support
sustainable change in the African energy industry, a sector that
needs further responsible, well managed, independent operators. The
new Executive team have presented this very clear strategy for the
Company and it is fully supported by the Board.
As detailed in the recent launch communications, the structural
changes in the oil and gas industry across Africa present exciting
opportunities for agile, ambitious and credible operators such as
Afentra, but they also present significant risks and challenges to
the environment and the socio-economic impact for the countries and
people of the continent if the transition is not managed
responsibly. This critical point is both the opportunity and
purpose of the business. Afentra has been established to support an
efficient and responsible energy transition on the continent that
delivers positive outcomes for all the stakeholders, including the
investors who backed Afentra to achieve these objectives. Indeed, a
robust ESG agenda is embedded into the core fabric of our business
model and operating structure, as it reflects our purpose and will
support our ability to achieve our vision.
The energy transition globally is well documented and IOCs are
changing their business models as they pivot towards lower-carbon
footprints, driven by societal and investor pressure. This factor
does not alter the current importance of oil and gas within the
energy mix and the requirement for them to continue to be produced
to meet global demand, enable transition and allow the developing
countries in Africa to continue to benefit from the revenues they
generate. In order to enable a responsible transition, credible
operators must position themselves as appropriate acquirers of
these assets, so that the assets and host governments can continue
to realise the positive benefit and impact of quality operators
ensuring best practice, environmental stewardship and transparent
governance.
The Board is confident that it has an exceptional leadership
team with a proven track record for operational excellence, value
creation and stakeholder engagement across Africa. Their network
amongst the target stakeholder audiences of IOCs and host
governments, coupled with their experience of managing the
sub-surface and above ground risks on the continent, represent the
strong foundation of Afentra's investment proposition. The Company
has developed a clear, straightforward, yet impactful, strategy
that we believe this team is uniquely positioned to execute.
The team are presently screening a pipeline of assets to
identify opportunities that meet the strategic criteria. It is the
hope of the Board that we will be able to update you on our first
acquisition in the next 12 months and, rest assured, our priority
will be to ensure we execute the right deal for our
shareholders.
These recent changes are exciting developments for the Company
and I am wholly confident that Afentra has a well-defined strategy
tailored to the current and future outlook for the industry and a
leadership team with the requisite experience, drive and
capabilities to deliver long-term value for our shareholders and
positive outcomes for all the stakeholders involved in the African
energy transition.
I thank shareholders for their support through these changes and
the Board looks forward to engaging with all of you as we progress
our strategy.
Jeffrey MacDonald - Chairman
CHIEF EXECUTIVE OFFICER'S STATEMENT
I would like to express how pleased I am to take on the role as
your new CEO and for the support that I have received from both
long-term shareholders and those who have more recently invested in
our Company. I am very excited about the journey we are embarking
upon and the opportunities that the global energy transition
combined with the changes in the African upstream environment
present. We are determined to use these opportunities to transform
(build) Afentra into a responsible, well managed, independent
upstream operator.
The global energy transition is rightly at the forefront of
global consciousness and the oil and gas industry is seeking to
play its part in terms of reducing carbon footprint and
transparently communicating the impact of its activities. Although
climate change is rightfully the principle consideration of the
global energy transition, there are other key factors that need to
be considered to enable a smooth and responsible transition. We
need to ensure that the continued global demand for hydrocarbons
can be delivered in a responsible manner, and that the developing
countries, whose socio-economic development relies on these
resources, can continue to benefit from the associated revenues.
This is particularly true in Africa, a continent with vast
discovered resources, where the population is growing fast and yet
where many hundreds of millions of people remain without access to
reliable power.
As the upstream industry in Africa progresses through its
natural cycle, assets will be divested by IOCs and there will be a
requirement for credible operators to acquire these assets. Our
vision is to establish Afentra as a leading pan-African operator
with an unwavering commitment to operational and subsurface
excellence, environmental stewardship, transparent governance,
positive socio-economic impact, and strong sustainable shareholder
returns.
To deliver this vision, Afentra has assembled a highly
experienced leadership team with a proven track record of oil and
gas operations across Africa. This team have witnessed previous
industry transition cycles in both the North Sea and Gulf of
Mexico, this provides valuable insights into how to capitalise on
the African transition. A simple review of the operating landscape
in the North Sea today, versus twenty years ago, demonstrates the
importance of many smaller independents established specifically to
capitalise on the North Sea energy transition. The African industry
transition is in its early stages, but it is expected to mirror
what has happened in the North Sea. I see Afentra being a key
player supporting a smooth transition to ensure the desired
outcomes for all stakeholders.
A key driver of our approach is to ensure the African countries
can continue to benefit from the positive impact of their natural
resources through this accelerating energy transition. This social
aspect is not as well understood or publicised, yet it is a
critical factor when considering the broader aspects of ESG and
ethical investment. The environmental aspect of the global energy
transition is better understood, and Afentra will strive to balance
both the socio-economic and environmental implications of the
energy transition. Our approach is simple, we intend to position
the Company as a credible counterparty for IOCs to divest to, and a
quality partner for host governments to work with to enhance the
benefits from their upstream assets.
Ultimately, we are seeking to acquire quality producing assets
and discovered resources that can be optimised through innovative
operating techniques to enhance production, extend field life,
realise hidden value and reduce their environmental impact. Through
this diligent approach, Afentra can turn "legacy" producing fields
and discovered resources into highly profitable assets capable of
delivering strong cash flow for reinvestment and shareholder
returns.
The assets we are targeting are mid to late life producing
assets or discovered resources across Africa, with a particular
focus on West Africa. We are seeking operated positions, but will
also consider non-operated opportunities alongside credible
operators with shared standards. We are largely commodity agnostic,
however anticipate that oil will be the main emphasis given the
opportunities we know to exist in our target markets. Our goal is
to announce a transaction in the next twelve months.
In parallel to the growth strategy we will continue to appraise
our existing asset in Somaliland with a view to establishing
additional value on behalf of shareholders. Given the asset profile
is early stage exploration we need to carefully consider its
positioning within our stated strategy and ensure that we maximise
the value of this asset which benefits from a full carry by our
partner.
We see a clear market driver for our business model and believe
we have assembled the right team, with a clear and focused
strategy, capable of capitalising on this opportunity for the
benefit of all stakeholders. Importantly, we remain pragmatic about
the challenges that are facing the oil and gas industry and have
factored these into the establishment of our business model, to
ensure we mitigate risks and meet stakeholder expectations.
I'd like to thank the Sterling Energy team that have endured a
very difficult 2020 due to the challenges caused by the global
covid pandemic, this was combined by the uncertainties surrounding
the changes within the Company. They have shown dedication and
professionalism throughout this period and have been very
supportive and welcoming to myself and the new members of the team.
We are all looking forward to working as the new Afentra team and
share our excitement about the journey we are embarking on
together.
Paul McDade - Chief Executive Officer
OPERATIONS REVIEW
Since late 2015 the Company has exited non-core exploration
portfolio assets and removed outstanding liabilities, to provide a
simpler and rejuvenated platform for M&A led growth. The Group
retains a fully carried exposure to the frontier Odewayne block in
Somaliland and a clear strategy for future M&A growth.
SOMALILAND
Somaliland offers one of the last opportunities to target an
undrilled onshore rift basin in Africa. The Odewayne block, with
access to Berbera deepwater port less than a 100km to the north, is
ideally located to commercialise any discovered hydrocarbons. A 2D
geophysical survey acquired in 2017 and reprocessed in 2019, along
with field data and legacy geological field studies, are the focus
of the Company's 2021 work programme to determine if a Mesozoic age
sedimentary basin is present in the block and its
prospectivity.
Odewayne (W.I. 34%) Exploration block
Overview
This large, unexplored, frontier acreage position covers
22,840km(2) , the equivalent of c. 100 UK North Sea blocks.
Exploration activity prior to the 2017 regional 2D seismic
acquisition program has been limited to the acquisition of airborne
gravity and magnetic data and surface fieldwork studies, with no
wells drilled on block.
The Company's wholly owned subsidiary, Sterling Energy (East
Africa) Limited ('SE(EA)L'), holds a 34% working interest in the
PSA (fully carried by Genel Energy Somaliland Limited for its share
of the costs of all exploration activities during the Third and
Fourth Periods of the PSA).
The Odewayne production sharing agreement was awarded in 2005.
It is in the Third Period, with a 1,000km, 10km by 10km 2D seismic
grid acquired in 2017 by BGP. The Third Period has been further
extended, through the 8th deed of amendment. This data was
reprocessed in 2019 and is currently being reviewed after the
disruption caused by Covid in 2020.
In 2H 2021 the Company will review the reprocessed 2D seismic
data set in and will update its technical assessment and outlook on
block prospectivity accordingly. Alongside the seismic reprocessing
review, the Operator is undertaking a number of work streams and it
is anticipated that these will aid the JV partnership in developing
an appropriate forward work program to further evaluate the
prospectivity of the licence.
Outlook on buy and build strategy
In March 2021 the Company shifted focus to support a responsible
energy transition in Africa by establishing itself as a credible
partner for divesting IOCs and Host Governments. The Company is
specifically targeting producing assets and discovered resources in
Africa. The focus will be on operated positions but will also
consider non-operated positions alongside credible operators with
shared standards.
FINANCIAL REVIEW
Selected financial data 2020 2019
Adjusted EBITDAX $million (0.8) (0.9)
Loss after tax $million (1.9) (1.6)
Year end cash net to the Group $million 42.7 44.9
Year end share price Pence 9.4 8.7
Non-IFRS measures
The Group uses certain measures of performance that are not
specifically defined under IFRS or other generally accepted
accounting principles. These non-IFRS measures include capital
investment, debt and adjusted EBITDAX.
Income Statement
Group G&A decreased by 15% during the year to $2.2 million
(2019: $2.6 million). The reduction in the Group's administrative
overhead is in keeping with the Board's 2020 mandate for cash
preservation.
In 2020, a portion of the Group's staff costs and associated
overheads have been expensed as pre-licence expenditure ($1.2
million), or capitalised/recharged ($74k) where they are directly
assigned to capital projects or recharged. This totalled $1.3
million in the year (2019: $1.4 million).
Interest received during the year was $326k (2019: $1.1
million). The reduction year on year was as a result of the global
pandemic amongst other factors including, banks increasing their
liquidity levels which resulted in a reduction on deposit rates.
Net finance income (finance income less finance expenses) totalled
$268k in the year (2019: $1.0 million).
The loss for the year was $1.9 million (2019: loss $1.6
million):
$' Million
Loss for year 2019 (1.6)
Decrease in G&A and pre-licence costs 0.4
Decrease in finance income (0.7)
Loss for year 2020 (1.9)
===========
Group adjusted EBITDAX loss totalled $761k (2019: $917k
loss):
2020 2019
$' Million $' Million
Loss after tax (1.9) (1.6)
Interest and finance costs (0.3) (1.0)
Depletion and depreciation 0.2 0.2
Pre-licence costs 1.2 1.4
Total EBITDAX (Adjusted) (0.8) (0.9)
=========== ===========
The basic loss per share was 0.9 cents per share (2019: loss 0.7
cents per share). No dividend is proposed to be paid for the year
ended 31 December 2020 (2019: $nil).
Statement of financial position
At the end of 2020, non-current assets totalled $22.1 million
(2019: $22.1 million) the majority of which relates to the Odewayne
block ($21.2 million).
Net assets/total equity stood at $63.9 million (2019: $65.8
million).
Net current assets reduced to $42.5 million (2019: $44.5
million). At the end of 2020 cash and cash equivalents totalled
$42.7 million (2019: $44.9 million), the reduction being related to
G&A overheads offset by interest received.
Cash flow
Total net decrease in cash and cash equivalents in the year was
$2.2 million (2019: $1.5 million), a full reconciliation of which
is provided in the Consolidated Statement of Cash Flows.
During the year there were minimal cash investments on the
Odewayne Block in Somaliland due to the Group's interest being
fully carried by Genel Energy Somaliland Limited for its share of
the costs during the Third and Fourth Periods of the PSA.
Accounting Standards
The Group has reported its 2020 and 2019 full year accounts in
accordance with international accounting standards in conformity
with the requirements of the Companies Act 2006.
Cautionary statement
This financial report contains certain forward-looking
statements that are subject to the usual risk factors and
uncertainties associated with the oil and gas exploration and
production business. Whilst the Directors believe the expectation
reflected herein to be reasonable in light of the information
available up to the time of their approval of this report, the
actual outcome may be materially different owing to factors either
beyond the Group's control or otherwise within the Group's control
but, for example, owing to a change of plan or strategy.
Accordingly, no reliance may be placed on the forward-looking
statements.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
31st December 31st December
2020 2019
$000 $000
Other administrative expenses (953) (1,108)
Pre-licence costs (1,221) (1,444)
--------------------------------------------- -------------- --------------
Total administrative expenses (2,174) (2,552)
Loss from operations (2,174) (2,552)
Finance income 326 1,068
Finance expense (58) (116)
Loss before tax (1,906) (1,600)
Tax - -
Loss for the year attributable to
the owners of the parent (1,906) (1,600)
-------------- --------------
Other comprehensive income/(expense)
- items to be reclassified to the
income statement in
subsequent periods
Currency translation adjustments 7 (3)
Total other comprehensive income/(expense)
for the year 7 (3)
-------------- --------------
Total comprehensive expense for the
year attributable to the owners of
the parent (1,899) (1,603)
============== ==============
Basic and diluted loss per share
(US cents) (0.9) (0.7)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31st December 31st December
Note 2020 2019
$000 $000
Non-current assets
Intangible exploration and evaluation
assets 4 21,209 21,119
Property, plant and equipment 844 975
22,053 22,094
-------------- --------------
Current assets
Trade and other receivables 193 250
Cash and cash equivalents 42,674 44,851
42,867 45,101
-------------- --------------
Total assets 64,920 67,195
============== ==============
Equity
Share capital 28,143 28,143
Currency translation reserve (197) (204)
Retained earnings 35,945 37,844
Total equity 63,891 65,783
-------------- --------------
Current liabilities
Trade and other payables 209 439
Lease liability 205 208
414 647
-------------- --------------
Non-current liabilities
Lease liability 581 735
Long-term provision 34 30
615 765
-------------- --------------
Total liabilities 1,029 1,412
-------------- --------------
Total equity and liabilities 64,920 67,195
============== ==============
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Currency
Share translation Retained
capital reserve earnings Total
$000 $000 $000 $000
At 1 January 2019 28,143 (201) 39,444 67,386
-------- ------------ --------- --------
Loss for the year - - (1,600) (1,600)
Currency translation
adjustments - (3) - (3)
--------
Total comprehensive
expense for the year
attributable to the
owners of the parent - (3) (1,600) (1,603)
At 31 December 2019 28,143 (204) 37,844 65,783
-------- ------------ --------- --------
Adjustment to IFRS
9 - - 7 7
At 1 January 2020 28,143 (204) 37,851 65,790
-------- ------------ --------- --------
Loss for the year - - (1,906) (1,906)
Currency translation
adjustments - 7 - 7
--------
Total comprehensive
expense for the year
attributable to the
owners of the parent - 7 (1,906) (1,899)
At 31 December 2020 28,143 (197) 35,945 63,891
======== ============ ========= ========
CONSOLIDATED STATEMENT OF CASH FLOWS
Note 2020 2019
$000 $000
Operating activities:
Loss before tax (1,906) (1,600)
Depreciation, depletion & amortisation 193 191
Finance income and gains (326) (1,068)
Finance expense and losses 59 55
Operating cash flow prior to working
capital movements (1,980) (2,422)
Decrease in trade and other receivables 57 140
Decrease in trade and other payables (230) (35)
Increase in provision 4 30
Net cash flow used in operating
activities (2,149) (2,287)
Investing activities
Interest received 326 1,068
Purchase of property, plant and
equipment (12) -
Exploration and evaluation costs 4 (90) (26)
Net cash used in investing activities 224 1,042
Financing activities
Principal paid on lease liability (237) (201)
Interest paid on lease liability (46) (54)
Net cash used in financing activities (283) (255)
Net decrease in cash and cash equivalents (2,208) (1,500)
Cash and cash equivalents at beginning
of year 44,851 46,312
Effect of foreign exchange rate
changes 31 39
Cash and cash equivalents at end
of year 42,674 44,851
======== ========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. General information
The results announcement is for the year ended 31 December
2020.
The financial information set out above does not constitute the
company's statutory accounts for the years ended 31 December 2020
or 2019, but is derived from those accounts. Statutory accounts for
2019 have been delivered to the Registrar of Companies and those
for 2020 will be delivered following the Company's Annual General
Meeting. The auditors have reported on those accounts; their
reports were unqualified, did not draw attention to any matters by
way of emphasis without qualifying their report and did not contain
statements under s498(2) or (3) Companies Act 2006.
While the financial information included in this announcement
has been prepared in accordance with the recognition and
measurement criteria of International Financial Reporting Standards
(IFRSs), this announcement does not itself contain sufficient
information to comply with IFRSs.
The Annual Report and Accounts and the notice for the Company's
Annual General meeting, which is to be held at 10.00 a.m. on 30
June 2021, will be posted to Shareholders on 1 June 2021.
2. Going concern
The Group business activities, together with the factors likely
to affect its future development, performance and position are set
out in the Operations review. The financial position of the Group
and Company, its cash flows and liquidity position are described in
the Financial Review.
The Group has sufficient cash resources for its working capital
needs and its committed capital expenditure programme at least for
the next 12 months. As a consequence, the Directors believe that
both the Group and Company are well placed to manage their business
risks successfully despite the ongoing pandemic and uncertain
economic outlook.
The Directors have, at the time of approving the financial
statements, a reasonable expectation that the Group has adequate
resources to continue in operational existence for the foreseeable
future. This assessment has been made by the Directors who remain
confident the Group has sufficient cash resources at the date of
signing the annual report to meet its liabilities as they fall due
for a period of at least 12 months from the date of signing these
financial statements, and notwithstanding the impact that COVID-19
has had, and continues to have internationally. The Directors
believe that the Group is in a strong position to absorb any
potential impact on the Group arising from COVID-19, and thus, they
continue to adopt the going concern basis of accounting in
preparation of the financial statements.
3. Operating segments
Africa operations in 2020 focused on exploration and appraisal
activities in Somaliland. The UK corporate office is a technical
and administrative cost centre focused on new ventures. The
operating results of each segment are regularly reviewed by the
Board of Directors in order to make decisions about the allocation
of resources and to assess their performance.
The following tables present income, expense and certain asset
and liability information regarding the Group's operating segments
for the year ended 31 December 2020 and for the year ended 31
December 2019.
Corporate Africa Total
2020 2019 2020 2019 2020 2019
$000 $000 $000 $000 $000 $000
Other administrative
expenses (953) (1,108) - - (953) (1,108)
Pre-licence costs (1,221) (1,444) - - (1,221) (1,444)
-------- -------- ------- ------- -------------------- --------
Loss from operations (2,174) (2,552) - - (2,174) (2,552)
Finance income 326 1,068 - - 326 1,068
Finance expense (58) (116) - - (58) (116)
-------- -------- ------- ------- -------------------- --------
Segment loss
before tax (1,906) (1,600) - - (1,906) (1,600)
-------- -------- ------- ------- -------------------- --------
Other segment
information
Depreciation 193 191 - - 193 191
Segment assets
and liabilities
Non-current assets
(1) 844 975 21,209 21,119 22,053 22,094
Segment assets
(2) 42,867 45,101 - - 42,867 45,101
Segment liabilities
(3) (1,016) (1,396) (13) (16) (1,029) (1,412)
(1) Segment non-current assets of $21.2 million in Somaliland
(2019: $21.1 million).
(2) Corporate segment assets include $42.7 million cash and
cash equivalents (2019: $44.9 million). Carrying amounts of
segment assets exclude investments in subsidiaries.
(3) Carrying amounts of segment liabilities exclude intra-group
financing.
4. Intangible Exploration and Evaluation assets
Group
$000
Net book value at 1 January 2019 21,093
Additions during the year 26
Net book value at 31 December
2019 21,119
-------
Additions during the year 90
Net book value at 31 December
2020 21,209
-------
Group intangible assets at the year end 2020:
Odewayne PSA, Somaliland: SE(EA)L 34%, Genel Energy Somaliland
Limited 50%, Petrosoma 16%
Classified as a joint arrangement in accordance with IFRS
11.
5. Subsequent events
Changes in major shareholdings and Board appointments
On the 18 February 2021 the Company announced that a number of
institutional and high net worth investors had agreed to purchase
the following shares:
Waterford Finance & Investment Limited - 64,315,517 ordinary
shares in the Company (equating to its entire 29.23% shareholding
in the Company); and
Mistyvale Limited - 34,467,790 ordinary shares in the Company
(equating to its entire 15.66% shareholding in the Company).
The Company and Waterford were parties to a Relationship
Agreement dated 10 June 2016. Following the sale of Waterford's
ordinary shares in the Company as set out above, the Relationship
Agreement automatically terminated.
On the 16 March 2021 the Company announced that Paul McDade had
joined as the Company's Chief Executive Officer with Ian Cloke
joining as Chief Operating Officer. The Company's existing CEO, Mr.
Tony Hawkins, stepped down from the Board.
On the 30 March 2021 the Company announced the appointments of
Jeffrey MacDonald as Independent non-executive Chairman and Gavin
Wilson as Independent non-executive Director. These appointments
replaced the non-executive Chairman (Michael Kroupeev) and
non-executive Directors (Leo Koot and Ilya Belyaev).
On the 13 April 2021 the Company announced its intention to
change its name to Afentra plc and adopt new articles of
association. The proposed change of name and new articles were
approved at a General Meeting held on 30 April 2021.
On the 5 May 2021 Afentra plc is launched and the Company
announced the appointment of Anastasia Deulina as Chief Financial
Officer.
DEFINITIONS AND GLOSSARY OF TERMS
$ US dollars
Companies Act or Companies The Companies Act 2006, as amended
Act
2006
2D Two dimensional
AIM AIM, a SME Growth market of the London
Stock Exchange
AGM Annual general meeting
Articles The Articles of Association of the
Company
Board The Board of Directors of the Company
Company Afentra plc
Directors The Directors of the Company
E&E Exploration and evaluation assets
E&P Exploration and production
EBITDAX (Adjusted) Earnings before interest, taxation,
depreciation, depletion and amortisation,
impairment, share-based payments,
provisions, and pre-licence expenditure
EITI Extractive industries transparency
initiative
Farm-in & farm-out A transaction under which one party
(farm-out party) transfers part of
its interest to a contract to another
party (farm-in party) in exchange
for a consideration which may comprise
the obligation to pay for some of
the farm-out party costs relating
to the contract and a cash sum for
past costs incurred by the farm-out
party
FCA Financial Conduct Authority of the
United Kingdom
G&A General and administrative
G&G Geological and geophysical
GBP Pounds sterling
Genel Energy Genel energy somaliland limited
Group The Company and its subsidiary undertakings
HSSE Health, Safety, Security and Environment
hydrocarbons Organic compounds of carbon and hydrogen
IAS International accounting standards
IFRS International financial reporting
standards
IOCs International oil company
JV Joint venture
k Thousands
km Kilometre(s)
km(2) Square kilometre(s)
KPIs Key performance indicators
lead Indication of a potential exploration
prospect
London Stock Exchange or London stock exchange plc
LSE
LTIP Long-term incentive plan
M&A Mergers and acquisitions
m Metre(s)
OECD Organisation for Economic Cooperation
and Development
Ordinary Shares Ordinary shares of 10 pence each
Petroleum Oil, gas, condensate and natural
gas liquids
Petrosoma Petrosoma Limited (JV partner in
Somaliland)
Prospect An area of exploration in which hydrocarbons
have been predicted to exist in economic
quantity. A group of prospects of
a similar nature constitutes a play.
PSA Production sharing agreement
QCA Code Corporate Governance Code for Small
and Mid-Size Quoted Companies 2018
Reserves Reserves are those quantities of
petroleum anticipated to be commercially
recoverable by application of development
projects to known accumulations from
a given date forward under defined
conditions. Reserves must satisfy
four criteria; they must be discovered,
recoverable, commercial and remaining
based on the development projects
applied. Reserves are further categorised
in accordance with the level of certainty
associated with the estimates and
may be sub-classified based on project
maturity and/or characterised by
development and production status
Seismic Data, obtained using a sound source
and receiver, that is processed to
provide a representation of a vertical
cross-section through the subsurface
layers
Shares 10p ordinary shares
Shareholders Ordinary shareholders of 10p each
in the Company
Subsidiary A subsidiary undertaking as defined
in the 2006 Act
United Kingdom or UK The United Kingdom of Great Britain
and Northern Ireland
Waterford Waterford Finance and Investment
Limited
Working Interest or WI A Company's equity interest in a
project before reduction for royalties
or production share owed to others
under the applicable fiscal terms
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END
FR UNURRANUVUUR
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May 27, 2021 02:00 ET (06:00 GMT)
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