TIDMCHAR
RNS Number : 8056M
Chariot Limited
19 September 2023
19 September 2023
Chariot Limited
("Chariot", the "Company")
H1 2023 Results
Chariot (AIM: CHAR), the Africa focused transitional energy
company, today announces its unaudited interim results for the
six-month period ended 30 June 2023.
Adonis Pouroulis, CEO of Chariot commented : "We continued to
progress all workstreams across the business throughout the period
and further enhanced our portfolio with the award of the Loukos
licence onshore Morocco and the acquisition of our water
desalination business. In each pillar of transitional gas,
renewable power and green hydrogen, we have the opportunity to
deliver a range of tangible benefits and drive real value. Long
term scalability is a shared theme across all of our projects, but
we are fully focused on executing our core objectives to de-risk
the business, enable further growth and deliver near term
production."
Highlights during and post period
Transitional Gas: Developing a New Gas Province in Morocco
-- Front End Engineering and Design ("FEED") phase completed for
the Anchois gas development project ("Anchois")
-- Progress made across all Anchois development workstreams,
including the project Environmental Social Impact Assessment
("ESIA") and submission of the necessary documentation into the
approval process in Morocco
-- Negotiations on partnering for Anchois and the wider Lixus
and Rissana Offshore licences in final stages
-- Partnership agreed with Vivo Energy to develop the Moroccan domestic gas-to-industry market
-- Award of the Loukos Onshore licence ("Loukos") in Morocco -
fast-track drilling project initiated with opportunity for
near-term production
Transitional Power: Building a Substantial Renewable Energy
pipeline across Africa
-- In partnership with TotalEnergies progressing developments at three key projects in Africa:
o Tharisa - 40MW solar project in South Africa
o Karo - 30MW solar project in Zimbabwe
o First Quantum Minerals - 430MW solar and wind projects in
Zambia
-- Operational Essakane 15MW solar project at IAMGOLD's gold
mine in Burkina Faso continues to perform well
-- Acquisition of water desalination business a strategic fit
for both the power and hydrogen pillars - first project in Djibouti
commissioned
-- Shareholding in Etana Energy opening up route to develop
further large-scale renewable energy projects and trading through
South Africa's national grid
Green Hydrogen - Focused on early stage production and future
scale up
-- Feasibility studies in Mauritania progressing well with
partner TEH2 (80% owned by TotalEnergies and 20% owned by the EREN
Group) and their in-house 'OneTech' engineering unit
-- Extended collaboration with Oort Energy and University
Mohammed VI Polytechnic ("UM6P") on green hydrogen proof of concept
projects in Morocco
-- Ongoing evaluation of further opportunities
Corporate and Financial
-- Well capitalized business, with cash position as at 30 June
2023 - $2.7million, supplemented by a successful and oversubscribed
fundraise completed in July 2023 raising circa US$19 million
-- No debt with minimal licence commitments
The Company announces that its Joint Broker and Nominated
Adviser has changed its name from Cenkos Securities plc to
Cavendish Securities plc following completion of its own corporate
merger.
Enquiries
Chariot Limited
Adonis Pouroulis, CEO
Julian Maurice-Williams, CFO +44 (0)20 7318 0450
Cavendish Securities Plc (Nomad and Joint
Broker)
Derrick Lee, Adam Rae +44 (0) 131 220 9778
Stifel Nicolaus Europe Limited (Joint Broker)
Callum Stewart, Ashton Clanfield +44 (0) 20 7710 7760
Celicourt Communications (Financial PR)
Mark Antelme, Jimmy Lea +44 (0) 20 7770 6424
Chariot Limited
Chief Executive's Review
We were very saddened to hear the news of the recent earthquake
in Morocco. Our deepest condolences go out to those who have been
affected by this devastating event. Our operations were not
impacted but we are in close contact with our Moroccan colleagues
and have supported the funding of relief efforts and ongoing aid in
country.
To deliver a successful, meaningful global energy transition,
the world needs to develop a balanced, diversified and accessible
energy mix driven by ongoing investment in innovation and
technology. We see the significant upside of this business
opportunity and through the Chariot Group's assets we intend to
play an important role in developing sustainable, stable and secure
sources of energy that can help drive economic growth and
contribute to a cleaner future.
Transitional Gas
Chariot holds three licences in Morocco all with 75% interest
and operatorship, alongside the Office National des Hydrocarbures
et des Mines ( ONHYM) which holds a 25% interest : the Lixus
Offshore licence, in which the Anchois gas development is located;
the Rissana Offshore licence, which surrounds Lixus and captures
further exploration upside; and the Loukos Onshore licence, which
is adjacent to and shares a common geological setting with the
offshore. With these licences Chariot holds a material, diversified
portfolio with access to attractive markets and basin-scale upside
supported by a low-risk proven gas play.
The Anchois Development Project
As announced in March 2023, we completed the FEED phase of the
Anchois gas development project, located in the Lixus licence
offshore Morocco, and we have continued to focus on the maturation
of this asset. The FEED project, undertaken in partnership with the
Subsea Integration Alliance and its constituent companies SLB and
Subsea7, was a significant milestone for the project, with over
55,000 man hours and circa 500 documents completed. We are also
close to finalisation of the ESIA, which has involved approximately
one year of work, 24 public hearings and onshore and offshore
environmental baseline surveys. We also completed geophysical and
geotechnical site surveys onshore and offshore, which further
defined pipeline routing and landfall approach. In parallel to
ensuring that the technical workstreams are bankable, we have been
lining up a debt finance consortium with Societe Generale to
provide optionality for the project's financing.
This has been an exceptionally busy period where we have taken
all our key workstreams to an advanced stage ready for Final
Investment Decision. The timing of this decision will be dependent
on partnering, which is focused on the Anchois development but is
expected to also cover both the Lixus and Rissana exploration
licences. The partnering process has taken time due to the high
level of interest, but it is now close to a conclusion and we look
forward to updating the market on this as soon as we can. Securing
a partner will be key to further de-risking this project. Getting
Anchois built and into production is our top priority.
Discussions around gas sales agreements have also been advanced
following the agreement of key principles with Office National de
l'Electricité et de l'Eau Potable (ONEE) which were announced in
December 2022 and cover an offtake of up to 60 mmscfd over a 10
year period on a take-or-pay basis. Supplying directly into the
gas-hungry domestic market is our priority but we are also
continuing discussions with European entities who are interested in
export offtake with significant demand for gas in Europe. We were
pleased to announce our partnership with Vivo Energy, part of Vitol
group, in May 2023, as this further supports the domestic
commercialisation of the Anchois gas reserves into Moroccan
industries and will be an important part of monetising future
production from the Loukos licence.
Wider Exploration Upside - looking for the next Anchois
Whilst we have been focused on partnering and development
planning at Anchois, our team has also continued to analyse the
exploration upsides in the wider Lixus and Rissana offshore
acreage. Within Lixus, there are significant upside volumes that
can be unlocked through further drilling with three key prospects
identified, all of which could be potential future development hubs
and have tie in capabilities with the planned Anchois
infrastructure. At Rissana, our team has mapped giant prospective
plays with 2U estimates of 7Tcf, independently assessed by
Netherland Sewell and Associates ("NSAI"), and further higher risk
multi Tcf targets. We will be conducting a seismic survey across
Rissana and parts of Lixus to further mature our understanding of
this basin potential and updates on the likely timing of this will
be made accordingly.
Loukos Onshore Licence
With the award of Loukos, we have secured synergistic, low-cost,
low-risk and near-term drilling opportunities, which, if
successful, could lead to fast-tracked gas production focused on
the Moroccan industrial sector. Further to early analysis of
existing well and seismic data on block, we have mapped out and
high graded a drilling inventory with targets totalling
approximately 74 Bcf gas. Permitting is underway and with a rig
available in country we will look to commence this campaign in
early 2024. Further to the recent fundraise, we plan to drill up to
four wells, noting that successful drilling in one well will
de-risk other targets and unlock a wider group of geologically
linked prospects. There is also material upside within this acreage
as the gas play is shown to extend beyond the current 3D data area,
which provides the potential for longer-term scalability. Drilling
results can also be anticipated to have a read through to prospects
identified in the offshore Lixus licence which share similarity in
reservoir and trapping configurations, bringing additional value
through further shared subsurface insights.
Near-term production from Loukos will deliver high margin cash
flow to Chariot. In Morocco, we have access to a domestic
gas-to-industry market that commands attractive gas prices which we
can deliver directly into via our agreement with Vivo Energy.
Production from Loukos will also serve as a catalyst for subsequent
sales from Anchois so will generate further benefits for the
Company and the wider Moroccan energy industry.
Transitional Power
Our Transitional Power business continues to develop each of its
mining related power projects and the operational Essakane solar
project at IAMGOLD's mine in Burkina Faso is performing well.
Tharisa is moving closer to construction with the environmental
authorisation now granted and an EPC contractor identified. As one
of the first independent projects of its kind in South Africa, the
Buffelspoort solar project has received notable support from the
Presidential Commission and has met the criteria to be recognised
as a 'Strategic Integrated Project' in country. The solar project
at the Karo mine in Zimbabwe and the solar and wind plans at First
Quantum's copper mines in Zambia are at earlier stages of
development but continue to move forward with the potential to be
of equal importance in these countries.
With our joint venture partnership in the Etana Energy trading
platform, and the opportunities that this unlocks, we see extensive
growth potential. The electricity sector is rapidly deregulating in
South Africa, and Chariot has the ability to develop and generate
power, trade through the national grid, and provide tailored energy
solutions to a range of commercial and industrial customers. By
delivering renewable power directly into the grid we can have a
positive, material impact in helping to alleviate the country's
energy crisis whilst supplying a growing offtake customer base that
has a high demand and need for stable supply. Test trading through
the platform has been successful, we were very pleased to have been
involved in the first wheeling of renewable electrons through the
City of Cape Town's grid this month, and we are working with a
range of blue chip companies to further build out each stage of
this business. As one of only three companies with a trading
licence, Etana holds a proprietary space in this sector, and
Chariot can play a major part in each phase of generation, trade
and wheeling any surplus energy back into the grid.
We are also very proud of our water desalination project in
Djibouti, which was commissioned in June this year and is now
providing clean, potable desalinated water to local communities,
powered by solar energy. This will provide access to water over the
next 20 years and is an important proof of concept project both for
our power pillar as we are looking to replicate the business model
in other regions, as well as our green hydrogen projects, with the
technology being a key part of delivering desalinated water to the
production process.
Green Hydrogen
Our Green Hydrogen team continues to work closely with TEH2 and
TotalEnergies' One Tech team on our giga scale Project Nour in
Mauritania and the feasibility study is progressing well. The
collaboration is a good balance of experience, expertise and focus
on delivering local content in country with both teams bringing
complementary skills to the partnership and the study is expected
to be completed in Q1 next year. Nour is one of the largest green
hydrogen projects in Africa, and indeed the world, at the moment
and whilst the green hydrogen industry is still at a relatively
nascent stage, the sector as a whole is gaining momentum. Green
hydrogen will be a key part of reaching net zero emissions goals
worldwide so many more projects like Nour will be needed and we
continue to evaluate new opportunities in this space.
Due to its size, Nour is a long term project, so our Green
Hydrogen team have adopted a phased approach aimed at capturing
early production and monetisation opportunities while leveraging
decreasing costs as the projects move forward. As part of our
phased approach we are working alongside UM6P and Oort Energy in
Morocco to deliver proof of concept projects.
These early stage, smaller scale trials are of great importance
to de-risk projects by showcasing project delivery and local value,
proving up technology, as well as generating early revenues and
creating the basis for deploying larger commercial phases. We also
continue to look at other proofs of concept in partnership with
other industry partners, as collaboration and sharing expertise and
resources will be key to faster progression across the sector.
Financial Review
The Group remains debt free and had a cash balance of US$2.7
million at 30 June 2023 (US$12.1 million at 31 December 2022) which
was further increased in the post-period following the equity
fundraising completed in August 2023 which raised gross proceeds of
US$19.1 million.
Hydrogen and other business development costs of $0.9 million
(30 June 2022: $1.5 million) comprise non-administrative expenses
incurred in the Group's business development activities within the
Green Hydrogen pillar.
Other administrative expenses of US$3.5 million (30 June 2022:
US$5.0 million) are lower than the prior period reflecting the
Group's focus on m aintaining a lean cost foundation, without
impacting operational capability.
Finance income of US$0.2 million (30 June 2022: US$ nil) is
higher than the prior period due to bank interest received on cash
balances, as well as foreign exchange gains on non-US$ cash.
Finance expenses of US$0.02 million (30 June 2022: US$0.4
million) are lower than the prior period reflecting the stabilising
of foreign exchange rates on the holding of cash balances in
Sterling as well as the reduced unwinding of the discount on the
lease liability under IFRS 16.
Share-based payments charges of US$3.4 million (30 June 2022:
US$0.9 million) are higher than the prior period due to the
granting of share awards to employees across the group over the
past 12 months.
We were very pleased with the support we received in our
fundraise post period in July from new and existing investors as
well an oversubscribed open offer. We thank our shareholders for
their ongoing support and we look forward to putting the funds into
our drilling campaign in the near future.
Outlook
We are passionate about the platform we are creating and the
important, overarching themes we are addressing with regard to
energy security and sustainability of power supply in Africa. We
have laid down solid foundations across our portfolio, on which we
continue to steadily build our business, and we look forward to
providing updates with regard to our partnering on Anchois,
drilling on Loukos and further activity across our Power and
Hydrogen pillars over the coming months. We are building a
transitional company in a transitional world and whilst we are
focused on generating material cashflows as quickly as we can, we
will continue to look to partner with some of the best companies
within this space in order to continue to grow and scale.
A Pouroulis
Chief Executive Officer
19 September 2023
Chariot Limited
Consolidated statement of comprehensive income for the six
months ended 30 June 2022
Six months Six months Year ended
ended 30 ended 30 31 December
June 2023 June 2022 2022
US$000 US$000 US$000
Notes Unaudited Unaudited Audited
Share based payments (3,447) (938) (4,168)
Hydrogen and other business development
costs (905) (1,463) (1,704)
Other administrative expenses (3,471) (4,970) (8,478)
---------------------------------------------------- -------------- --------------- ---------------
Total operating expenses (7,823) (7,371) (14,350)
---------------------------------------------------- -------------- --------------- ---------------
Loss from operations (7,823) (7,371) (14,350)
Finance income 150 - 74
Finance expense (15) (390) (608)
---------------------------------------------------- -------------- --------------- ---------------
Loss for the period before and
after taxation (7,688) (7,761) (14,884)
---------------------------------------------------- -------------- --------------- ---------------
Other comprehensive income:
Items that will be reclassified
subsequently to profit or loss
Exchange differences on translating
foreign operations 13 - (3)
---------------------------------------------------- -------------- --------------- ---------------
Other comprehensive income for
the period, net of tax 13 - (3)
Total comprehensive loss for
the period (7,675) (7,761) (14,887)
---------------------------------------------------- -------------- --------------- ---------------
Loss for the period attributable
to:
Owners of the parent (7,687) (7,761) (14,882)
Non-controlling interest (1) - (2)
---------------------------------------------------- -------------- --------------- ---------------
(7,688) (7,761) (14,884)
--------------------------------------------------- -------------- --------------- ---------------
Total comprehensive loss attributable
to:
Owners of the parent (7,674) (7,761) (14,885)
Non-controlling interest (1) - (2)
---------------------------------------------------- -------------- --------------- ---------------
(7,675) (7,761) (14,887)
--------------------------------------------------- -------------- --------------- ---------------
Loss per Ordinary share attributable 3 US$(0.01) US$(0.01) US$(0.02)
to the equity holders of the
parent - basic and diluted
------------------------------------------ -------- -------------- --------------- ---------------
Chariot Limited
Consolidated statement of changes in equity for the six months
ended 30 June 2023
For the six
months ended
30 June 2023 Total Non-controlling
(unaudited) Share attributable interest
based Other to equity Total
Share Share payment components Retained holders equity
capital premium reserve of equity deficit of the
parent
US$000 US$000 US$000 US$000 US$000 US$000 US$000 US$000
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ -----------
As at 1
January
2023 14,263 413,843 6,099 935 (374,081) 61,059 (2) 61,057
Loss for the
year - - - - (7,687) (7,687) (1) (7,688)
Other
comprehensive
income - - - 13 - 13 - 13
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ -----------
Loss and total
comprehensive
loss for the
period - - - 13 (7,687) (7,674) (1) (7,675)
Issue of
capital 48 566 (114) - - 500 - 500
Movements
on shares
to be issued - - - (42) 142 100 - 100
Share based
payments - - 3,447 - - 3,447 - 3,447
As at 30
June 2023 14,311 414,409 9,432 906 (381,626) 57,432 (3) 57,429
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ -----------
For the six
months ended
30 June 2022 Total
(unaudited) Share attributable
based Other to equity Non-controlling
Share Share payment components Retained holders interest Total
capital premium reserve of equity deficit of the equity
parent
US$000 US$000 US$000 US$000 US$000 US$000 US$000 US$000
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ ---------
As at 1
January
2022 11,696 383,318 2,207 938 (359,199) 38,960 - 38,960
Loss for the
year - - - - (7,761) (7,761) - (7,761)
Other
comprehensive
income - - - - - - - -
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ ---------
Loss and total
comprehensive
loss for the
period - - - - (7,761) (7,761) - (7,761)
Issue of
capital 2,541 31,892 - - - 34,433 - 34,433
Issue costs - (1,618) - - - (1,618) - (1,618)
Share based
payments - - 938 - - 938 - 938
As at 30
June 2022 14,237 413,592 3,145 938 (366,960) 64,952 - 64,952
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ ---------
For the year
ended 31
December Total
2022 (audited) Share attributable
based Other to equity Non-controlling
Share Share payment components Retained holders interest Total
capital premium reserve of equity deficit of the equity
parent
US$000 US$000 US$000 US$000 US$000 US$000 US$000 US$000
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ ----------
As at 1
January
2022 11,696 383,318 2,207 938 (359,199) 38,960 - 38,960
Loss for the
year - - - - (14,882) (14,882) (2) (14,884)
Other
comprehensive
income - - - (3) - (3) - (3)
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ ----------
Loss and total
comprehensive
loss for the
year - - - (3) (14,882) (14,885) (2) (14,887)
Issue of
capital 2,567 32,143 (276) - - 34,434 - 34,434
Issue costs - (1,618) - - - (1,618) - (1,618)
Share based
payments - - 4,168 - - 4,168 - 4,168
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ ----------
As at 31
December 2022 14,263 413,843 6,099 935 (374,081) 61,059 (2) 61,057
---------------- ---------- ---------- ---------- ------------- ----------- --------------- ------------------ ----------
Chariot Limited
Consolidated statement of financial position as at 30 June
2023
30 June 30 June 31 December
2023 2022 2022
US$000 US$000 US$000
Notes Unaudited Unaudited Audited
Non-current assets
Exploration and evaluation
assets 4 57,650 44,967 51,795
Investment in power projects 448 450 380
Goodwill 5 790 380 448
Property, plant and equipment 663 85 428
Right of use asset: office
lease 118 164 332
------------------------------------ ------- ----------- ----------- ------------
Total non-current assets 59,669 46,046 53,383
------------------------------------ ------- ----------- ----------- ------------
Current assets
Trade and other receivables 1,153 642 755
Inventory 1,424 1,306 1,424
Cash and cash equivalents 6 2,725 23,391 12,052
------------------------------------ ------- ----------- ----------- ------------
Total current assets 5,302 25,339 14,231
------------------------------------ ------- ----------- ----------- ------------
Total assets 64,971 71,385 67,614
------------------------------------ ------- ----------- ----------- ------------
Current liabilities
Trade and other payables 7,392 6,244 6,198
Lease liability: office lease 150 189 359
------------------------------------ ------- ----------- ----------- ------------
Total current liabilities 7,542 6,433 6,557
------------------------------------ ------- ----------- ----------- ------------
Total liabilities 7,542 6,433 6,557
------------------------------------ ------- ----------- ----------- ------------
Net assets 57,429 64,952 61,057
------------------------------------ ------- ----------- ----------- ------------
Capital and reserves attributable
to equity holders of the parent
Share capital 7 14,311 14,237 14,263
Share premium 414,409 413,592 413,843
Share based payment reserve 9,432 3,145 6,099
Other components of equity 906 938 935
Retained deficit (381,626) (366,960) (374,081)
Capital and reserves attributable
to equity holders of the parent 57,432 64,952 61,059
------------------------------------ ------- ----------- ----------- ------------
Non-controlling interest (3) - (2)
------------------------------------ ------- ----------- ----------- ------------
Total equity 57,429 64,952 61,057
------------------------------------ ------- ----------- ----------- ------------
Chariot Limited
Consolidated cash flow statement for the six months ended 30
June 2023
Six months Six months Year ended
ended 30 ended 30 31 December
June 2023 June 2022 2022
US$000 US$000 US$000
Unaudited Unaudited Audited
----------------------------------------- -------------- -------------- ---------------
Operating activities
Loss for the period before taxation (7,688) (7,761) (14,884)
Adjustments for:
Finance income (150) - (74)
Finance expense 15 390 608
Depreciation and amortisation 233 188 472
Share based payments 3,447 938 4,168
Net cash outflow from operating
activities before changes in working
capital (4,143) (6,245) (9,710)
(Increase) / decrease in trade and
other receivables (227) 285 210
Increase / (decrease) in trade and
other payables 486 3,481 (132)
Increase in inventories - (123) -
Cash outflow from operating activities (3,884) (2,602) (9,632)
Net cash outflow from operating
activities (3,884) (2,602) (9,632)
----------------------------------------- -------------- -------------- ---------------
Investing activities
Finance income 40 - 62
Payments in respect of property,
plant and equipment (311) (25) (256)
Payments in respect of exploration
and evaluation assets (5,052) (25,572) (29,243)
Net cash outflow used in investing
activities (5,323) (25,597) (29,437)
----------------------------------------- -------------- -------------- ---------------
Financing activities
Issue of ordinary share capital
net of fees - 32,815 32,816
Payment of lease liabilities (209) (241) (501)
Finance expense on lease (8) (10) (27)
Net cash (outflow)/ inflow from
financing activities (217) 32,564 32,288
----------------------------------------- -------------- -------------- ---------------
Net (decrease)/ increase in cash
and cash equivalents in the period (9,424) 4,365 (6,781)
Cash and cash equivalents at start
of the period 12,052 19,406 19,406
Effect of foreign exchange rate
changes on cash and cash equivalent 97 (380) (573)
Cash and cash equivalents at end
of the period 2,725 23,391 12,052
----------------------------------------- -------------- -------------- ---------------
Chariot Limited
Notes to the interim financial statements for the six months
ended 30 June 2023
1. Accounting policies
Basis of preparation
The interim financial statements have been prepared in
accordance with UK adopted International Accounting Standards.
The interim financial information has been prepared using the
accounting policies which were applied in the Group's statutory
financial statements for the year ended 31 December 2022. The Group
has not adopted IAS 34: Interim Financial Reporting in the
preparation of the interim financial statements.
There has been no impact on the Group of any new standards,
amendments or interpretations that have become effective in the
period. The Group has not early adopted any new standards,
amendments or interpretations.
2. Financial reporting period
The interim financial information for the period 1 January 2023
to 30 June 2023 is unaudited. The financial statements also
incorporate the unaudited figures for the interim period 1 January
2022 to 30 June 2022 and the audited figures for the year ended 31
December 2022.
The financial information contained in this interim report does
not constitute statutory accounts as defined by sections 243-245 of
the Companies (Guernsey) Law 2008.
The figures for the year ended 31 December 2022 are not the
Group's full statutory accounts for that year. The auditors' report
on those accounts was unqualified and did not contain a statement
under section 263 (3) of the Companies (Guernsey) Law 2008.
3. Loss per share
The calculation of the basic earnings per share is based on the
loss attributable to ordinary shareholders divided by the weighted
average number of shares in issue during the period.
Six months Six months Year ended
ended 30 ended 30 31 December
June 2023 June 2022 2022
Loss for the period US$000 (7,687) (7,761) (14,882)
------------- ------------- --------------
Weighted average number of
shares 962,067,995 822,031,912 891,215,431
------------- ------------- --------------
Loss per share, basic and US$(0.01) US$(0.01) US$(0.02)
diluted*
------------- ------------- --------------
*Inclusion of the potential ordinary shares would result in a
decrease in the loss per share and, as such, is considered to be
anti-dilutive. Consequently a separate diluted loss per share has
not been presented.
4. Exploration and evaluation assets
30 June 2023 30 June 2022 31 December 2022
US$000 US$000 US$000
-------------- -------------- ------------------
Balance brought forward 51,795 31,750 31,750
-------------- -------------- ------------------
Additions 5,855 13,217 20,286
-------------- -------------- ------------------
Transferred to inventory - - (241)
-------------- -------------- ------------------
Net book value 57,650 44,967 51,795
-------------- -------------- ------------------
As at 30 June 2023 the net book value of the Moroccan geographic
area is US$57.7 million (31 December 2022: US$51.8 million).
5. Goodwill
30 June 2023 30 June 2022 31 December 2022
US$000 US$000 US$000
-------------- -------------- ------------------
Balance brought forward 380 380 380
-------------- -------------- ------------------
Acquired through business combination 410 - -
-------------- -------------- ------------------
Balance carried forward 790 380 380
-------------- -------------- ------------------
Business combination
On 27 January 2023 the Company entered into a sales agreement
for the acquisition of the business and assets of an independent
water producer, ENEO Water PTE Limited ("ENEO"), an African company
focused on delivering clean water solutions using renewable
energy.
ENEO utilises an efficient, modular and scalable reverse osmosis
technology that can be 100% powered by solar energy to produce
desalinated water which is an essential component of green hydrogen
production and will be critical for the feasibility of Project Nour
in Mauritania and other green hydrogen projects.
Consideration and fair value of assets and liabilities
acquired
As initial consideration for the acquisition the Company issued
2,267,694 new ordinary shares at a value of US$0.5 million.
Deferred consideration representing 453,538 new ordinary shares is
payable dependent on certain project pipeline targets being met,
which has been recognised in equity. The consideration shares were
valued at US$0.22 (19.14p) being the 30-day VWAP prior to financial
closing of the Djibouti project.
At acquisition, total identifiable assets and liabilities
assumed were US$0.19 million. The balance of the consideration of
US$0.41 million has been allocated to goodwill, indicative of
intellectual property, management team and customer relationships
acquired. None of the goodwill is expected to be deductible for
income tax purposes. No impairment of goodwill was identified in
the short period from acquisition to 30 June 2023.
The amounts recognised in respect of the identified assets
acquired and liabilities assumed are set out in the table
below.
30 June 2023
US$000
--------------
Other receivables 190
--------------
Total identifiable assets acquired and liabilities assumed 190
--------------
Goodwill 410
--------------
Total consideration 600
--------------
Satisfied by:
--------------
New ordinary shares 500
--------------
Contingent consideration payable in shares to be issued 100
--------------
Total consideration transferred 600
--------------
Contingent payments
Further contingent payments representing a maximum of 1,814,156
new ordinary shares are payable to key members of the ENEO team
dependent on certain project pipeline targets being met and will be
recognised as share based payments in the Consolidated Statement of
Comprehensive Income over the retention period.
6. Cash and cash equivalents
As at 30 June 2023 the cash balance of US$2.7 million (31
December 2022: US$12.1 million ) contains the following cash
deposits that are secured against bank guarantees given in respect
of exploration work to be carried out:
30 June 2023 30 June 2022 31 December 2022
US$000 US$000 US$000
-------------- -------------- ------------------
Moroccan licences 750 750 750
-------------- -------------- ------------------
750 750 750
-------------- -------------- ------------------
The funds are freely transferrable but alternative collateral
would need to be put in place to replace the cash security.
7. Share capital
Allotted, called up and fully paid
At At At At 31 December 31
30 June 30 June 30 June 30 June 2022 December
2023 2023 2022 2022 2022
--------------- ---------- --------------- ---------- --------------- -----------
Number US$000 Number US$000 Number US$000
--------------- ---------- --------------- ---------- --------------- -----------
Ordinary
shares
of 1p
each 963,694,463 14,311 958,002,421 14,237 959,841,091 14,263
--------------- ---------- --------------- ---------- --------------- -----------
Details of the Ordinary shares issued during the six month
period to 30 June 2023 are given in the table below:
Date Description Price No of shares
per share
US$
1 January
2023 Opening Balance 959,841,091
------------------------------------ ------------ --------------
24 February Issue of initial consideration
2023 for acquisition of ENEO 0.22 2,267,694
------------------------------------ ------------ --------------
Issue of contingent consideration
17 April 2023 for acquisition of AEMP 0.07 1,585,678
------------------------------------ ------------ --------------
30 June 2023 Closing balance 963,694,463
------------------------------------ ------------ --------------
The ordinary shares have a nominal value of 1p. The share
capital has been translated at the historic rate at the date of
issue, or, in the case of the LTIP, the date of grant.
On 27 January 2023 Chariot Limited entered into a sales
agreement for the acquisition of the business and assets of an
independent water producer, ENEO Water PTE Limited, an African
company focused on delivering clean water solutions using renewable
energy. Consideration for the acquisition shall be payable in
Chariot Ordinary Shares with an initial US$0.5 million paid on
completion of the sales agreement (representing 2,267,694 shares
issued on 17 April 2023) and a further deferred consideration of up
to US$0.5 million payable (representing a maximum of 2,267,694
shares) on the achievement of financial close on further
projects.
Under the terms of the June 2021 Africa Energy Management
Platform share purchase agreements, a maximum of 5,946,288 shares
were payable as deferred and contingent consideration. On 17 April
2023 a portion of the contingent consideration was settled through
the issue of 1,585,678 new ordinary shares. Deferred consideration
recognised in equity of 1,982,096 shares has now lapsed, and there
is a remaining balance of 2,378,514 contingent consideration
shares, recognised as share-based payments, for which retention and
target conditions attached to issuance were extended until 22 March
2024.
8. Other components of equity
The details of other components of equity are as follows:
Shares to be issued Foreign exchange
Contributed equity reserve reserve
Total
US$000 US$000 US$000 US$000
--------------------------- ---------------------- -------------------------- -------------------------- ---------
As at 1 January 2023 796 142 (3) 935
Loss for the period - - - -
Other comprehensive
income - - 13 13
--------------------------- ---------------------- -------------------------- -------------------------- ---------
Loss and total
comprehensive loss for
the year - - 13 13
Transfer of reserves due
to lapsed share based
deferred consideration - (142) - (142)
Share based deferred
consideration - 100 - 100
As at 30 June 2023 796 100 (3) 906
--------------------------- ---------------------- -------------------------- -------------------------- ---------
Shares to be issued Foreign exchange
Contributed equity reserve reserve
Total
US$000 US$000 US$000 US$000
--------------------------- ---------------------- -------------------------- -------------------------- ---------
As at 1 January 2022 796 142 - 938
Loss for the period - - - -
Other comprehensive - - - -
income
--------------------------- ---------------------- -------------------------- -------------------------- ---------
Loss and total - - - -
comprehensive loss for
the year
As at 30 June 2022 796 142 - 938
--------------------------- ---------------------- -------------------------- -------------------------- ---------
Shares to be issued Foreign exchange
Contributed equity reserve reserve
Total
US$000 US$000 US$000 US$000
--------------------------- ---------------------- -------------------------- -------------------------- ---------
As at 1 January 2022 796 142 - 938
Loss for the year - - - -
Other comprehensive
income - - (3) (3)
--------------------------- ---------------------- -------------------------- -------------------------- ---------
Loss and total
comprehensive loss for
the year - - (3) (3)
As at 31 December 2022 796 142 (3) 935
--------------------------- ---------------------- -------------------------- -------------------------- ---------
9. Events after the balance sheet date
On 1 August 2023 the Company announced that it has signed a
Petroleum Agreement for a new exploration licence, Loukos Onshore
("Loukos"), located onshore Morocco. A wholly owned subsidiary of
Chariot Limited holds a 75% interest in partnership with the Office
National des Hydrocarbures et des Mines ("ONHYM") which holds a 25%
interest.
On 2 August 2023 the Company announced the approval by
shareholders at a General Meeting of an equity Fundraising for
106,246,564 New Ordinary Shares at a price of 14 pence per share.
The new Ordinary Shares were admitted and the Company received
gross proceeds totalling US$19.1 million. The net proceeds of the
Fundraising will be used for near term onshore drilling and
development planning on the Loukos Onshore licence, and new
ventures and working capital.
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END
IR UWROROVUKAAR
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September 19, 2023 02:00 ET (06:00 GMT)
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