21
June 2024
ENWELL ENERGY
PLC
2023 AUDITED
RESULTS
Enwell Energy plc ("Enwell Energy"
or the "Company", and together with its subsidiaries, the "Group"),
the AIM-quoted (AIM: ENW) oil and gas exploration and production
group, today announces its audited results for the year ended 31
December 2023.
2023 Highlights
Operational
•
|
Aggregate average daily production
of 2,644 boepd (calculated on the days when the Group's fields were
actually in production) (2022: 2,956 boepd (calculated on the days
when the Group's fields were actually in production))
|
•
|
Aggregate production volumes for
the year of 885,610 boe (not adjusted for days when the Group's
fields were off production) (2022: 965,730 boe (not adjusted for
days when the Group's fields were off production)
|
•
|
GOL-107 development well completed
in Q4 2023 and is undergoing long-term test production
|
Financial
•
|
Revenue of $62.2 million (2022:
$133.4 million), down 53%, primarily as a result of lower
production rates and gas prices
|
•
|
Gross profit of $39.0 million
(2022: $85.9 million), down 55%
|
•
|
Operating profit of $35.5 million
(2022: $75.8 million), down 53%, predominantly as a result of lower
production rates and gas prices
|
•
|
Net profit of $26.5 million (2022:
$60.2 million), down 56%
|
•
|
Cash and cash equivalents of $76.5
million as at 31 December 2023 (2022: $88.7 million), and of $91.0
million as at 27 May 2024
|
•
|
Average realised gas, condensate
and LPG prices in Ukraine were lower at $394/Mm3
(UAH14,426/Mm3), $71/bbl and $98/boe respectively (2022:
$960/Mm3 (UAH30,341/Mm3) gas, $73/bbl
condensate and $143/boe LPG)
|
•
|
Interim dividend of 15 pence per
ordinary share, £48.1 million in aggregate, paid in June 2023
(2022: nil)
|
Outlook
•
|
The Russian invasion of Ukraine in
February 2022 has had a significant impact on all aspects of life
in Ukraine, including the Group's business and operations. The
scale and duration of disruption to the Group's business continues
to be difficult to predict, and there remains significant
uncertainty about the outcome of the war in Ukraine
|
•
|
In April and May 2023, the
Ukrainian authorities took a number of regulatory actions against
the Group, which included the suspension of the VAS production
licence and SC exploration licence, and consequently all work at
these licences was suspended
|
•
|
Subject to the resolution of the
regulatory issues and the Group's ability to operate safely,
development work planned for the remainder of 2024 and 2025 at the
MEX-GOL and SV fields includes deepening the MEX-109 well to
explore a deeper horizon, investigating the hydraulic fracturing of
the SV-29 well, planning a workover of the MEX-102 well to access a
shallower horizon, evaluating the potential for sidetracking of the
MEX-119 well to access additional reserves, installing additional
compression equipment and upgrading the flow-line network and other
field infrastructure
|
•
|
Further work on the VAS field and
SC licence area will remain suspended until there is a resolution
of the regulatory issues, including the lifting of the suspension
orders
|
•
|
Currently, the Group retains a
substantial proportion of its cash outside Ukraine, which enhances
the Group's ability to navigate the current risk environment for
the foreseeable future, and provides a material buffer to any
further disruptions to the Group's operations
|
•
|
The Group's development programme
for the remainder of 2024 and 2025 is expected to be funded from
existing cash resources and operational cash flow
|
Oleksiy Zayets, Interim CEO,
commented: "While 2023 was a
solid operational year for Enwell Energy, these
achievements are significantly overshadowed by the ongoing war in
Ukraine, which is having a huge impact on all aspects of life and
business in Ukraine. We were able to continue production at our
MEX-GOL and SV fields, which is testament to the diligence and
fortitude of our operational team, but the regulatory action taken
by the Ukrainian authorities resulting in the suspension of our VAS
production licence and SC exploration licence is very
disappointing."
The Annual Report and Financial
Statements for 2023, together with the Notice of Annual General
Meeting, will be posted to shareholders and published on the
Company's website by 28 June 2024.
This announcement contains inside
information for the purposes of Article 7 of EU Regulation No.
596/2014, which forms part of United Kingdom domestic law by virtue
of the European Union (Withdrawal) Act 2018, as amended.
For further information, please contact:
Enwell Energy plc
|
Tel: 020 3427 3550
|
Chuck Valceschini,
Chairman
|
|
Oleksiy Zayets, Interim Chief
Executive Officer
|
|
Bruce Burrows, Finance
Director
|
|
|
|
Strand Hanson Limited
|
Tel: 020 7409 3494
|
Rory Murphy / Matthew
Chandler
|
|
|
|
Zeus Capital Limited
|
Tel: 020 7614 5900
|
Alexandra Campbell-Harris
(Corporate Finance)
|
|
Simon Johnson (Corporate
Broking)
|
|
|
|
Citigate Dewe Rogerson
|
Tel: 020 7638 9571
|
Ellen Wilton
|
|
Alex Winch
|
|
Dr Gehrig Schultz, BSc Geophysical
Engineering, PhD Geophysics, Member of the European Association of
Geophysical Engineers, Member of the Executive Coordinating
Committee of the Continental European Energy Council, and a
Non-Executive Director of the Company, has reviewed and approved
the technical information contained within this announcement in his
capacity as a qualified person, as required under the AIM Rules for
Companies.
Glossary
|
|
|
|
AAPG
|
American Association of Petroleum
Geologists
|
Arkona
|
LLC Arkona Gas-Energy
|
bbl
|
barrel
|
bbl/d
|
barrels per day
|
Bm3
|
thousands of millions of cubic
metres
|
boe
|
barrels of oil
equivalent
|
boepd
|
barrels of oil equivalent per
day
|
Bscf
|
thousands of millions of
scf
|
Company
|
Enwell Energy plc
|
D&M
|
DeGolyer and
MacNaughton
|
€
|
Euro
|
Group
|
Enwell Energy plc and its
subsidiaries
|
km
|
kilometre
|
km2
|
square kilometre
|
LPG
|
liquefied petroleum gas
|
MEX-GOL
|
Mekhediviska-Golotvshinska
|
m3
|
cubic metres
|
m³/d
|
cubic metres per day
|
Mboe
|
thousand barrels of oil
equivalent
|
Mm³
|
thousand cubic metres
|
MMbbl
|
million barrels
|
MMboe
|
million barrels of oil
equivalent
|
MMm3
|
million cubic metres
|
MMscf
|
million scf
|
MMscf/d
|
million scf per day
|
Mtonnes
|
thousand tonnes
|
%
|
per cent.
|
QCA Code
|
Quoted Companies Alliance
Corporate Governance Code 2018
|
QHSE
|
quality, health, safety and
environment
|
SC
|
Svystunivsko-Chervonolutskyi
|
scf
|
standard cubic feet measured at 20
degrees Celsius and one atmosphere
|
SPE
|
Society of Petroleum
Engineers
|
SPEE
|
Society of Petroleum Evaluation
Engineers
|
SV
|
Svyrydivske
|
Tscf
|
trillion scf
|
$
|
United States Dollar
|
UAH
|
Ukrainian Hryvnia
|
VAS
|
Vasyschevskoye
|
VED
|
Vvdenska
|
WPC
|
World Petroleum Council
|
Chairman's Statement
I am pleased to present the 2023
Annual Report and Financial Statements but wish that circumstances
were different. The invasion of Ukraine by Russia in February 2022
and the ongoing conflict has created a very challenging and
worrying outlook for both the current and future situation in
Ukraine, and I am greatly saddened by the terrible events occurring
there.
The ongoing war has had a
significant impact on all aspects of life in Ukraine, including the
Group's business and operations. The overall scale and duration of
disruption to the Group's business continues to be difficult to
predict, and there remains significant uncertainty about the
outcome of the war.
Notwithstanding the disruption
caused by the war, during 2023, the Group continued with some
development activities at the MEX-GOL and SV fields, as well as
some operations at the VAS field and SC exploration licence area
until regulatory action by the Ukrainian authorities in May 2023
required the suspension of all activities at both the VAS field and
SC licence. At the MEX-GOL field, the GOL-107 development well was
completed in late October 2023, and initial testing demonstrated
gas flows from the well, albeit at lower than anticipated rates.
The well has been hooked up to the gas processing facilities for
longer-term testing to establish optimal operating parameters and
to assess whether stimulation may improve production rates.
Additionally, at the MEX-GOL field, planning continued for the
deepening of the MEX-109 well to explore a deeper horizon, a
workover of the MEX-102 well to access a shallower horizon and
evaluating the potential for sidetracking of the MEX-119 well to
access additional reserves. At the SV field, hydraulic fracturing
of the SV-29 development well is being considered.
Aggregate average daily production
(calculated for the days when the fields were actually on
production) from the MEX-GOL, SV and VAS fields during the year was
2,644 boepd, which is lower than the aggregate daily production
rate of 2,956 boepd achieved during 2022 due to the disruption
caused by the war, natural field decline and the suspension of the
VAS field operations in May 2023. The aggregate production volumes
for the year were 885,610 boe (not adjusted for days when the
fields were off production), which is lower than the aggregate
production volumes of 965,730 boe in 2022 for the same
reasons.
There was also a significant
decline in gas prices during the year causing revenues to decline
to $62.2 million (2022: $133.4 million). The Group's net profit was
lower at $26.5 million (2022: $60.2 million) and operating profit
was lower at $35.5 million (2022: $75.8 million). Cash generated
from operations increased to $62.9 million (2022: $47.5 million),
predominantly due to the recovery of receivables which had built up
over previous periods.
Whilst the Group's operational
activities continued broadly in line with 2022, development
activity was significantly impacted by the increase in risks faced
by the Group in Ukraine.
There is significant disruption to
the fiscal and economic environment in Ukraine due to the ongoing
conflict, but during 2023, growth returned to the economy and the
inflation rate declined, although the Ukrainian Hryvnia weakened
further against other currencies. It is likely that fiscal and
economic uncertainties will continue in the future until
hostilities cease.
The Ukrainian Government has
implemented a number of reforms in the oil and gas sector in recent
years, which include the deregulation of the gas supply market in
late 2015, and subsequently, simplification of the regulatory
procedures applicable to oil and gas exploration and production
activities in Ukraine.
The deregulation of the gas supply
market, supported by electronic gas trading platforms and improved
pricing transparency, has meant that Ukrainian market prices for
gas are broadly correlated with the price of imported gas. During
2023, Ukrainian gas prices weakened, reflecting a similar trend in
European gas prices, as disruption to worldwide oil and gas
supplies eased. Condensate and LPG prices were also lower by
comparison to the previous year for the same reason.
Restructuring of Smart Holding Group
In January 2023, the Company was
notified that there had been a restructuring of the ownership of
the PJSC Smart-Holding Group, a member of which held a major
shareholding in the Company, and which was ultimately controlled by
Mr Vadym Novynskyi ("Mr Novynskyi"). Under this restructuring,
which occurred with effect from 1 December 2022, Mr Novynskyi
disposed of his major indirect shareholding
interest in the Company to two trusts registered in Cyprus
named the SMART Trust and the STEP Trust. Further information is
contained in the Company's announcement dated 17 January 2023, and
the TR-1 Forms published on 26 January 2023, 31 July 2023 and 20
March 2024.
Regulatory Actions by Ukrainian Authorities and
Suspension of
VAS and SC Licences
In early December 2022, the
Ukrainian Government imposed sanctions on Mr Novynskyi, as set out
in the Company's announcement dated 9 December 2022.
As announced on 4 January 2023,
new legislation, Law No. 2805-IX,
relating to the natural resources sector was
enacted in Ukraine, which came into force
on 28 March 2023. This legislation is a substantial package of new
procedures and reforms designed to improve the regulatory process
relating to the exploration and development of natural resources in
Ukraine. However, the legislation includes provisions that if the
ultimate beneficial owner of a mineral or hydrocarbon licence
becomes the subject of sanctions in Ukraine, then
the State Geologic and Subsoil Survey of Ukraine
(the "SGSS") may suspend or revoke that
licence.
Following Law No. 2805-IX coming into force on 28 March
2023, the Ukrainian
authorities have taken a number of regulatory actions against
certain of the Group's subsidiary companies in
Ukraine.
As announced on 12 April 2023,
such regulatory actions included conducting a search at the Group's
Yakhnyky office, from where the MEX-GOL and SV fields are operated,
and placing certain physical assets of the Ukrainian branch
(representative) office of Regal Petroleum Corporation Limited
("RPC") and LLC Arkona Gas-Energy ("Arkona") (which respectively
hold the MEX-GOL and SV fields and the SC exploration licence)
under seizure, thereby restricting any actions that would change
registration of the property rights relating to such assets,
although the use of such assets was not restricted and therefore
the Company has been able to continue to operate and produce gas
and condensate from the MEX-GOL and SV fields. In addition, the
Ministry of Justice of Ukraine (the "MoJ") made an Order cancelling
the registration entry made on behalf of a subsidiary of the
Company named LLC Regal Petroleum Corporation
(Ukraine) Limited in the Unified State Register of Legal
Entities, Individuals-entrepreneurs and Civil Institutions
of Ukraine (the "State Register")
relating to the ultimate beneficial owners of such
company, which were stated as being the trustees of the SMART Trust
and STEP Trust as previously notified to the Company, thereby
restoring the previous entry in the State Register, Mr
Novynskyi. Furthermore, the SGSS issued an
Order to RPC requiring that additional information be provided
and/or violations be eliminated in the disclosures relating to the
ultimate beneficial owners of the MEX-GOL and SV licences
respectively.
On 2 May 2023, the MoJ made
further Orders cancelling the registration entry made on behalf of
three further Ukrainian subsidiaries of the Company named LLC
Prom-Enerho Produkt ("PEP"), Arkona and LLC Well Investum ("Well
Investum") respectively in the State Register relating to the ultimate beneficial owners of such companies,
which again were stated as being the trustees of the SMART Trust
and STEP Trust, thereby restoring the
previous entry,
Mr Novynskyi. PEP holds
the VAS production licence, Arkona holds the SC exploration licence
and Well Investum is a dormant company.
Following the issuance of the
abovementioned Orders by the MoJ, Mr Novynskyi is registered
in the State Register as
the ultimate beneficial owner of
each of PEP and Arkona, and is consequently recognised by the SGSS
as the ultimate beneficial owner of each of the
VAS production licence and SC exploration licence. As a result, on
4 May 2023, the SGSS issued orders suspending the
VAS production licence and SC exploration licence
for a period of 5 years effective from that date.
Accordingly, the Company ceased all field and production operations
on the VAS and SC licence areas.
In July 2023, new legislation was
introduced in Ukraine, which will come into force in September
2024, and which requires that branches (or representative offices)
of foreign companies operating in Ukraine register their ultimate
beneficial owners in Ukrainian Registries. Regal Petroleum
Corporation Ltd ("RPC"), which holds the MEX-GOL and SV licences,
operates such a branch and will therefore be required to register
its ultimate beneficial owners from the implementation of this law,
which raises a potential risk that such registration will not be
accepted by the Ukrainian authorities, and possibly result in
regulatory action against RPC and/or its licences and assets,
including suspension of the MEX-GOL and SV licences.
Interim Dividend
On 15 June 2023, the Company paid
an interim dividend of 15 pence per ordinary share, aggregating to
approximately £48.1 million, which was the Company's maiden
dividend payment to its shareholders. The Company
has not declared any further dividends since
then.
Board and Management Changes
In March 2024, Chris Hopkinson
stepped down as Non-Executive Chairman of the Board, and Sergii
Glazunov stepped down as Chief Executive Officer and a Director,
and I joined the Board as Non-Executive Chairman and Igor Basai
joined the Board as a Non-Executive Director.
In addition, Oleksiy Zayets was
appointed as Interim Chief Executive Officer.
On behalf of the Board, I would
like to thank Chris and Sergii for their valued contributions
during their respective tenures with the Company, and to welcome
Igor to the Board.
Outlook
The ongoing war in Ukraine creates
a devastating humanitarian situation in Ukraine, as well as extreme
challenges to the fiscal, economic and business environment. This
has been exacerbated in respect of the Group by the regulatory
actions of the Ukrainian authorities, culminating in the suspension
of the VAS and SC licences.
Under these circumstances, it is
extremely difficult to plan future investment and operational
activities at the Group's fields. However, subject to resolution of
the current regulatory issues with the Ukrainian authorities, and
it being safe to do so, the Group is planning to undertake further
limited development activities during the remainder of 2024 and
beyond in order to continue the development of its fields. In doing
so, the Group is taking and will take all measures available to
protect and safeguard its personnel and business, with the safety
and wellbeing of its personnel and contractors being
paramount. The Group retains a significant
proportion of its cash reserves outside Ukraine, and this provides
a material buffer to any further disruptions to the Group's
operations. This has enabled the Board to reach the opinion that
the Group has sufficient resources to navigate the current risk
environment for the foreseeable future.
In conclusion, on behalf of the
Board, I would like to thank all of our staff for their continued
dedication and support during 2023, especially their remarkable
fortitude during the ongoing conflict in Ukraine.
Chuck Valceschini
Chairman
Chief Executive's Statement
Introduction
The war in Ukraine has materially
disrupted the Group's development activity at its Ukrainian fields
during 2023. During the year, production operations and some
development activities continued at the MEX-GOL and SV fields, and
this enabled the completion of the GOL-107 development well in late
October 2023. After initial testing of this well demonstrated gas
flows, albeit at lower than expected rates, the well was hooked up
to the gas processing facilities to undergo longer-term testing to
establish its optimal operating parameters and assess whether
stimulation of the well may improve flow rates.
At the VAS field, production
operations continued until May 2023, when the VAS production
licence was suspended by the Ukrainian authorities. The SC
exploration licence was also suspended in May 2023. Consequently,
all work at both licence areas has remained suspended since
then.
Overall production in 2023 was
lower than in 2022 due to the disruption to production operations
caused by the war in Ukraine, natural field decline and the
suspension of the VAS production licence.
Quality, Health, Safety and Environment
("QHSE")
The Group is committed to
maintaining the highest QHSE standards and the effective management
of these areas is an intrinsic element of its overall business
ethos. The Group's QHSE policies and performance are overseen by
the Health, Safety and Environment Committee. Through strict
enforcement of the Group's QHSE policies, together with regular
management meetings, training and the appointment of dedicated
safety professionals, the Group strives to ensure that the impact
of its business activities on its staff, contractors and the
environment is as low as is reasonably practicable. The Group
reports safety and environmental performance in accordance with
industry practice and guidelines.
I am pleased to report that during
2023, a total of 397,997 man-hours of staff and contractor time
were recorded without a Lost Time Incident occurring. The total
number of safe man-hours now stands at over 5 million man-hours
without a Lost Time Incident. No environmental incidents were
recorded during the year.
Production
The average daily production of
gas, condensate and LPG for the 2023 year from the MEX-GOL and SV
fields (351 days in 2022) and for the 124 days in 2023 (147 days in
2022) that the VAS field was producing, is shown below:
Field
|
Gas
(MMscf/d)
|
Condensate
(bbl/d)
|
LPG
(bbl/d)
|
Aggregate
boepd
|
|
2023
|
2022
|
2023
|
2022
|
2023
|
2022
|
2023
|
2022
|
MEX-GOL & SV
|
9.5
|
11.0
|
368
|
445
|
379
|
318
|
2,314
|
2,604
|
VAS
|
1.7
|
1.8
|
18
|
18
|
-
|
-
|
330
|
352
|
Total
|
11.2
|
12.8
|
386
|
463
|
379
|
318
|
2,644
|
2,956
|
As a result of the continued
operational disruptions caused by the war and deferment of
development work, the Group's average daily production rate for the
2023 year has been materially adversely affected. In addition, as
announced on 4 May 2023, as a result of regulatory actions by the
Ukrainian authorities, the VAS production licence and the SC
exploration licence have been suspended for a period of five
years.
Aggregate production volumes for
the year were 885,610 boe (not adjusted for days when the fields
were off production), which is lower than the aggregate production
volumes of 965,730 boe in 2022 for the reasons set out
above.
Nevertheless, production is
currently continuing at the MEX-GOL and SV fields at a rate of
approximately 2,000 boepd.
Operations
The war in Ukraine has
significantly affected fiscal and economic stability in Ukraine,
and the oil and gas sector in Ukraine has
been particularly affected by interruptions to power supplies, the
unavailability of oil field equipment and services and disruptions
to the markets for the sale of gas, condensate and LPG.
In addition, the decrease in gas prices in Europe
fed through to the Group's realised prices in Ukraine, impacting
the Group's revenues and profitability during the year.
During 2023, the Group continued
to refine its geological subsurface models of the MEX-GOL, SV and
VAS fields, as well as the SC licence area, in order to enhance its
strategy for the further development of such fields and licence
area, including the timing and level of future capital investment
required to exploit the hydrocarbon resources.
At the MEX-GOL and SV fields, the
GOL-107 development well, targeting production from the V-20 and
V-23 Visean formations, was completed in late October 2023. The
well was spudded in December 2022 and drilled to a final depth of
5,190 metres. One interval, at a drilled depth of 5,140 - 5,143
metres, within the V-23 formation, was perforated and demonstrated
gas flows, but at lower than anticipated rates. The well was hooked
up to the gas processing facilities to undergo longer-term testing
to establish its optimal operating parameters and assess whether
stimulation of the well may improve flow rates.
The Group continued to operate
each of the SV-2 and SV-12 wells under joint venture agreements
with NJSC Ukrnafta, the majority State-owned oil
and gas producer. Under the agreements, the gas and
condensate produced from the respective wells is sold under an
equal net profit sharing arrangement between the Group and NJSC
Ukrnafta, with the Group accounting for the hydrocarbons produced
and sold from the wells as revenue, and the net profit share due to
NJSC Ukrnafta being treated as a lease expense in cost of sales.
However, following the SV-2 well experiencing water ingress, a
workover of this well was undertaken to replace the production
string and remove obstructions in the well, but this work was
unsuccessful and the well is now shut in, and further remedial work
is not being considered at the present time.
At the VAS field, production
operations continued until May 2023, when the Ukrainian authorities
took regulatory action to suspend the VAS licence for a period of
five years.
Similarly, the SC exploration
licence was suspended by the Ukrainian authorities in May 2023 for
a period of five years.
Outlook
The ongoing war in Ukraine has
caused significant disruption to the country as a whole and to the
Group's business activities, and until there is a resolution to the
conflict, the disruption and uncertainty are likely to continue.
However, subject to resolution of the current regulatory issues
with the Ukrainian authorities and it being safe to do so, during
the remainder of 2024 and 2025, the Group plans to continue the
development of its fields to the extent it is possible to do
so.
At the MEX-GOL and SV fields, the
development programme includes deepening the MEX-109 well to
explore a deeper horizon in the Visean formation, investigating the
hydraulic fracturing of the SV-29 well, planning a workover of the
MEX-102 well to access a shallower horizon, evaluating the
potential for sidetracking of the MEX-119 well to access additional
reserves, installing additional compression equipment and upgrading
and maintaining the flow-line network and pipelines and other field
infrastructure, as well as planning for the further development of
the fields.
Further work on the VAS and SC
licence areas will remain suspended until there is a resolution of
the regulatory issues, including the lifting of the suspension
orders made in respect of those licences.
Finally, I would like to add my
thanks to all of our staff for the continued hard work and
dedication they have shown over the course of 2023, and to
especially recognise their continuing efforts and professionalism
in the face of the extremely challenging current situation in
Ukraine.
Oleksiy Zayets
Interim Chief Executive Officer
Overview of Assets
We operate four fields in the
Dnieper-Donets basin in north-eastern Ukraine. Our fields have high
potential for growth and longevity for future production - a strong
foundation for success.
MEX-GOL and SV fields
The MEX-GOL and SV fields are held
under two adjacent production licences, but are operated as one
integrated asset, and have significant gas and condensate reserves
and potential resources of unconventional gas.
Production Licences
We hold a 100% working interest
in, and are the operator of, the MEX-GOL and SV fields. The
production licences for the fields were granted to the Group in
July 2004 with an initial duration of 20 years, and the duration of
these licences have recently been extended to 2044 in order to
fully develop the remaining reserves. The economic life of these
fields extend to 2038 and 2042 respectively pursuant to the most
recent reserves and resources assessment by DeGolyer and MacNaughton ("D&M") as at 31 December
2017.
The two licences, located in
Ukraine's Poltava region, are adjacent and extend over a combined
area of 253 km², approximately 200 km east of Kyiv.
Geology
Geologically, the fields are
located towards the middle of the Dnieper-Donets sedimentary basin
which extends across the major part of north-eastern Ukraine. The
vast majority of Ukrainian gas and condensate production comes from
this basin. The reservoirs comprise a series of gently dipping
Carboniferous sandstones of Visean age inter-bedded with shales at
around 4,700 metres below the surface, with a gross thickness of
between 800 and 1,000 metres.
Analysis suggests that the origin
of these deposits ranges from fluvial to deltaic, and much of the
trapping at these fields is stratigraphic. Below these reservoirs
is a thick sequence of shale above deeper, similar, sandstones at a
depth of around 5,800 metres. These sands are of Tournasian age and
offer additional gas potential. Deeper sandstones of Devonian age
have also been penetrated in the fields.
Reserves
The development of the fields
began in 1995 by the Ukrainian State company
Chernihivnaftogasgeologiya ("CNGG"), and shortly after this time,
the Group entered a joint venture with CNGG in respect of the
exploration and development of these fields.
The fields have been mapped with
3D seismic, and a geological subsurface model has been developed
and refined using data derived from high-level reprocessing of such
3D seismic and new wells drilled on the fields.
The assessment undertaken by
D&M as at 31 December 2017 estimated proved plus probable (2P) reserves attributable to the fields
of 50.0 MMboe, with 3C contingent resources of 25.3
MMboe.
VAS field
The VAS field is a smaller field
with interesting potential. The field has assessed proved plus
probable reserves in excess of 3 MMboe and substantial contingent
and prospective resources, as well as potential resources of
unconventional gas.
Production Licence
We hold a 100% working interest
in, and are the operator of, the VAS field. The production licence
for the field was granted in August 2012 with a duration of 20
years. The economic life of the field extends to 2032 pursuant to
the most recent reserves and resources assessment by
D&M as at 31 December 2018.
The licence extends over an area
of 33.2 km² and is located 17 km south-east of Kharkiv, in the
Kharkiv region of Ukraine. The field was discovered in 1981, and
the first well on the licence area was drilled in 2004.
Geology
Geologically, the field is located
towards the middle of the Dnieper-Donets sedimentary basin in
north-east Ukraine. The field is trapped in an anticlinal structure
broken into several faulted blocks, which are gently dipping to the
north, stretching from the north-east to south-west along a main
bounding fault. The gas is located in Carboniferous sandstones of
Bashkirian, Serpukhovian and Visean age.
The productive reservoirs are at
depths between 3,370 and 3,700 metres.
Reserves
The field has been mapped with 3D
seismic, and a geological subsurface model has been developed and
refined using data derived from such 3D seismic and new wells
drilled on the field.
The assessment undertaken by
D&M as at 31 December 2018 estimated proved plus probable (2P)
reserves of 3.1 MMboe, with 3C contingent resources of 0.6 MMboe,
and prospective resources of 7.7 MMboe in the VED area of the
field. The next well planned on the field is designed to explore
the VED area of the field.
SC Licence
The SC licence area is located
near to and has similar characteristics to the SV field, and is
prospective for gas and condensate.
Exploration Licence
We hold a 100% working interest
in, and are the operator of, the SC licence. The licence was
granted in May 2017 with a duration of 20 years.
The licence extends over an area
of 97 km2, and is located in the Poltava
region in north-eastern Ukraine, approximately 15 km east of the SV
field.
Geology
Geologically, the field is located
towards the middle of the Dnieper-Donets sedimentary basin which
extends across the major part of north-eastern Ukraine. The vast
majority of Ukrainian gas and condensate production comes from this
basin. The reservoirs comprise a series of gently dipping
Carboniferous sandstones of Visean age inter-bedded with shales at
depth between 4,600 and 6,000 metres.
Resources
The licence is prospective for gas
and condensate, and has been the subject of exploration since the
1980s, with five wells having been drilled on the licence since
then, although none of these wells are currently on
production.
The assessment undertaken by
D&M as at 1 January 2021 estimated proved plus probable (2P)
reserves of 12.1 MMboe, with 3C contingent resources of 15.0
MMboe.
Overview of Reserves
1. MEX-GOL
and SV fields
The Group's estimates of the
remaining Reserves and Resources at the MEX-GOL and SV fields are
derived from an assessment undertaken by D&M, as at 31 December
2017 (the "MEX-GOL-SV Report"), which was announced on 31 July
2018. During the period from 1 January 2018 to 31 December 2023,
the Group has produced 6.99 MMboe from these fields.
The MEX-GOL-SV Report estimated
the remaining Reserves as at 31 December 2017 in the MEX-GOL and SV
fields as follows:
|
Proved
(1P)
|
Proved
+ Probable
(2P)
|
Proved
+ Probable + Possible (3P)
|
Gas
|
121.9
Bscf / 3.5 Bm3
|
218.3
Bscf / 6.2 Bm3
|
256.5
Bscf / 7.3 Bm3
|
Condensate
|
4.3
MMbbl / 514 Mtonne
|
7.9
MMbbl / 943 Mtonne
|
9.2
MMbbl / 1,098 Mtonne
|
LPG
|
2.8
MMbbl / 233 Mtonne
|
5.0
MMbbl / 418 Mtonne
|
5.8
MMbbl / 491 Mtonne
|
Total
|
27.8 MMboe
|
50.0 MMboe
|
58.6 MMboe
|
The MEX-GOL-SV Report estimated
the Contingent Resources as at 31 December 2017 in the MEX-GOL and
SV fields as follows:
|
Contingent Resources (1C)
|
Contingent Resources (2C)
|
Contingent Resources (3C)
|
Gas
|
14.7
Bscf / 0.42 Bm3
|
38.3
Bscf / 1.08 Bm3
|
105.9
Bscf / 3.00 Bm3
|
Condensate
|
1.17
MMbbl / 144 Mtonne
|
2.8
MMbbl / 343 Mtonne
|
6.6
MMbbl / 812 Mtonne
|
Total
|
3.8
MMboe
|
9.6
MMboe
|
25.3
MMboe
|
2. VAS
field
The Group's estimates of the
remaining Reserves and Resources at the
VAS field and the
Prospective Resources at the VED
prospect are derived from an
assessment undertaken by D&M as at 31 December 2018 (the
"VAS Report"), which was announced on 21 August 2019.
During the period from 1 January 2019 to 31
December 2023, 0.80 MMboe were produced from the field.
The VAS Report estimated the remaining
Reserves as at 31 December 2018
in the VAS
field as follows:
|
Proved
(1P)
|
Proved
+ Probable
(2P)
|
Proved
+ Probable + Possible (3P)
|
Gas
|
9,114
MMscf / 258 MMm3
|
15,098
MMscf / 427 MMm3
|
18,816
MMscf / 533 MMm3
|
Condensate
|
205
Mbbl / 25 Mtonne
|
346
Mbbl / 42 Mtonne
|
401
Mbbl / 48 Mtonne
|
Total
|
1.895
MMboe
|
3.145
MMboe
|
3.890
MMboe
|
The VAS Report estimated the Contingent
Resources as at 31 December 2018
in the VAS
field as follows:
|
Contingent Resources (1C)
|
Contingent Resources (2C)
|
Contingent Resources (3C)
|
Gas
|
-
|
-
|
2,912
MMscf / 83 MMm3
|
Condensate
|
-
|
-
|
74 Mbbl
/ 9 Mtonne
|
The VAS Report estimated the Prospective
Resources as at 31 December 2018
in the VED
prospect as follows:
|
Low
(1U)
|
Best
(2U)
|
High
(3U)
|
Mean
|
Gas
|
23,721
MMscf / 672 MMm3
|
38,079
MMscf / 1,078 MMm3
|
62,293
MMscf / 1,764 MMm3
|
41,291
MMscf / 1,169 MMm3
|
3. SC
Licence
The Group's estimates of the
remaining Reserves and Contingent Resources at the
SC Licence are derived
from an assessment undertaken by
D&M as at 1 January
2021 (the "SC Report"), which was announced on 2 June
2021.
The SC Report estimated the
remaining Reserves as at 1 January 2021 in the SC licence area as
follows:
|
Proved
(1P)
|
Proved
+ Probable
(2P)
|
Proved
+ Probable + Possible (3P)
|
Gas
|
17.20
Bscf / 0.49 Bm3
|
65.16
Bscf / 1.85 Bm3
|
85.03
Bscf / 2.41 Bm3
|
Condensate
|
145
Mbbl / 16 Mtonne
|
548
Mbbl / 61 Mtonne
|
716
Mbbl / 80 Mtonne
|
Total
|
3.2 MMboe
|
12.1
MMboe
|
15.7
MMboe
|
The SC Report estimated the
Contingent Resources as at 1 January 2021 in the SC licence area as
follows:
|
Contingent Resources (1C)
|
Contingent Resources (2C)
|
Contingent Resources (3C)
|
Gas
|
8.56
Bscf / 0.24 Bm3
|
14.18
Bscf / 0.40 Bm3
|
81.16
Bscf / 2.30 Bm3
|
Condensate
|
72 Mbbl
/ 8 Mtonne
|
119
Mbbl / 13 Mtonne
|
682
Mbbl / 75 Mtonne
|
Total
|
1.6 MMboe
|
2.6 MMboe
|
15.0 MMboe
|
Finance Review
Despite the continued significant
disruption caused by the war in Ukraine, the Group was still able
to generate a net profit for the period of $26.5 million, down 56%
on last year (2022: $60.2 million) due to lower production rates
and, more materially, much lower commodity prices.
Revenue for the year, derived from
the sale of the Group's Ukrainian gas, condensate and LPG
production, was down 53% at $62.2 million (2022: $133.4 million) as
a result of significantly lower commodity prices, compounded by
lower production rates.
Aggregate average daily production
for the year (calculated on the days when the Group's fields were
actually in production) was down approximately 11% at 2,644 boepd
(2022: 2,956 boepd) due to the disruption to operations as a result
of the war in Ukraine, natural field decline and the suspension of
the VAS field in May 2023. Aggregate production volumes for the
year were 885,610 boe (not adjusted for days when the fields were
off production), which is lower than the aggregate production
volumes of 965,730 boe in 2022 for the same
reasons.
During the year, global, and
particularly European, commodity prices declined as the disruption
to supplies caused by the Russian invasion of Ukraine abated, and
these decreases also occurred in Ukraine, causing a 59% decline in
average gas price realisations in the period at $394/Mm3
(UAH14,426/Mm3), with condensate and LPG average sales
prices also down by 3% and 32% at $71/bbl and $98/boe respectively
(2022: $960/Mm3 (UAH30,341/Mm3), $73/bbl and
$143/boe respectively).
During the period from 1 January
2024 to 30 April 2024, the average realised gas, condensate and LPG
prices were $306/Mm3 (UAH11,750/Mm3),
$109/bbl and $93/boe respectively.
Gross profit for the year more
than halved at $39.0 million (2022: $85.9 million).
Cost of sales for the year was
also lower at $23.2 million (2022: $47.5 million). The decline in
production resulted in a decline in depreciation, and the decreased
commodity prices also reduced the revenue-related costs of taxes
and well rental.
Cash generated from operations
increased significantly to $62.9 million (2022: $47.5 million),
predominantly as a consequence of the recovery of overdue
receivables that had built up in the period after the invasion of
Ukraine.
The subsoil tax
rates applicable to gas production were stable during the
year as follows:
(i)
|
when gas prices are up to
$150/Mm3, the rate for wells drilled prior to 1 January
2018 ("old wells") is 14.5% for gas produced from
deposits at depths shallower than 5,000 metres and 7% for gas
produced from deposits deeper than 5,000 metres, and for wells
drilled after 1 January 2018 ("new wells") is 6% for gas produced
from deposits at depths shallower than 5,000 metres and 3% for gas
produced from deposits deeper than 5,000 metres;
|
(ii)
|
when gas prices are between
$150/Mm3 and $400/Mm3, the rate for old wells
is 29% for gas produced from deposits at depths
shallower than 5,000 metres and 14% for gas produced from deposits
deeper than 5,000 metres, and for new wells is 12% for gas produced
from deposits at depths shallower than 5,000 metres and 6% for gas
produced from deposits deeper than 5,000 metres;
|
(iii)
|
when gas prices are more than
$400/Mm3, for the first $400/Mm3, the rate
for old wells is 29% for gas produced from
deposits at depths shallower than 5,000 metres and 14% for gas
produced from deposits deeper than 5,000 metres, and for new wells
is 12% for gas produced from deposits at depths shallower than
5,000 metres and 6% for gas produced from deposits deeper than
5,000 metres, and for the difference between
$400/Mm3 and the actual price, the rate for old wells is
65% for gas produced from deposits at depths
shallower than 5,000 metres and 31% for gas produced from deposits
deeper than 5,000 metres, and for new wells is 36% for gas produced
from deposits at depths shallower than 5,000 metres and 18% for gas
produced from deposits deeper than 5,000 metres.
|
The subsoil tax rates applicable
to condensate production were 31% for condensate produced from
deposits shallower than 5,000 metres and 16% for condensate
produced from deposits deeper than 5,000 metres, for both old and
new wells.
As a direct result of the war in
Ukraine, including the significant decline in domestic consumption
disrupting the previous supply, demand and pricing dynamics, there
was a divergence between domestic and European gas pricing, and
accordingly, the methodology (linked to European prices) used to
determine the reference gas price for the subsoil tax rates had a
significantly detrimental effect for domestic gas producers. In
order to address this issue, legislation was implemented in August
2022 which modified such methodology to ensure that it operates as
originally intended (with such reference price being aligned with
domestic prices).
Administrative expenses for the
year were broadly unchanged at $6.9 million (2022: $6.8
million).
The tax charge for the year was
less at $8.7 million (2022: $13.1 million charge), and comprised a
current tax charge of $6.8 million (2022: $14.3 million charge) and
a deferred tax charge of $1.9 million (2022: $1.2 million
credit).
A deferred tax asset relating to
the Group's provision for decommissioning as at 31 December 2023
of $0.6 million
(2022: $0.5 million) was recognised on the tax effect of the
temporary differences of the Group's provision for decommissioning
at the MEX-GOL and SV fields, and its tax base. A deferred tax
liability relating to the Group's development and production assets
at the MEX-GOL and SV fields as at 31 December 2023 of
$5.5 million (2022: $3.7
million) was recognised on the tax effect of the temporary
differences between the carrying value of the Group's development
and production asset at the MEX-GOL and SV fields, and its tax
base.
A deferred tax asset relating to
the Group's provision for decommissioning as at 31 December 2023
of $0.3 million
(2022: $0.3 million) was recognised on the tax effect of the
temporary differences on the Group's provision on decommissioning
at the VAS field, and its tax base. A deferred tax liability
relating to the Group's development and production assets at the
VAS field as at 31 December 2023 of $0.1 million (2022: deferred tax
liability of $0.02 million) was recognised on the tax effect of the
temporary differences between the carrying value of the Group's
development and production asset at the VAS field, and its tax
base.
Capital investment of $13.5
million reflects the investment in the Group's oil and gas
development and production assets during the year (2022: $12.9
million), primarily relating to the drilling of the GOL-107 well.
The materially consistent capital investment is a function of the
deferral of certain aspects of the Group's development plans
necessitated by the ongoing war in Ukraine.
A review of any indicators of
impairment of the carrying value of the Group's assets was
undertaken at the year end and this review did conclude that the
war in Ukraine and the suspension of the VAS production licence had
resulted in such an indicator. Impairment reviews were therefore
conducted on the carrying value of the Group's assets but did not
result in the recognition of any further impairment loss (2022:
$4.3 million loss).
Cash and cash equivalents held as
at 31 December 2023 were lower at $76.5 million (2022: $88.7
million), the decrease being predominantly the result of the
payment of the £48.1 million interim dividend in June 2023 and
despite the significant increase in cash from operations. The
Group's cash and cash equivalents balance as at 27 May 2024 was
$91.0 million, held as to $72.5 million equivalent in Ukrainian
Hryvnia and the balance of $18.5 million equivalent predominantly
in US Dollars, Euros and Pounds Sterling.
During 2023, the Ukrainian Hryvnia
was relatively stable against the US Dollar, weakening from
UAH36.6/$1.00 on 31 December 2022 to UAH38.0/$1.00 on 31 December
2023. The impact of this was $4.8 million of foreign exchange loss
(2022: $38.1 million of foreign exchange loss). Increases and
decreases in the value of the Ukrainian Hryvnia against the US
Dollar affect the carrying value of the Group's assets.
The official exchange rate of the
Ukrainian Hryvnia
to the US Dollar on 27 May 2024 was
UAH40.1/$1.00.
Cash from operations has funded
the capital investment during the year, and the Group's current
cash position and positive operating cash flow are the sources from
which the Group plans to fund the development programmes for its
assets over the remainder of 2024 and beyond. This is coupled with
the fact that the Group is currently debt-free, and therefore has
no debt covenants that may otherwise impede its ability to
implement contingency plans if domestic and/or global circumstances
dictate. This flexibility and ability to monitor and manage
development plans and liquidity is a cornerstone of our planning,
and underpins our assessments of the future. With monetary resources at the end of the year of $76.5
million and annual running costs of less than $8 million, the Group remains in a
very strong position, notwithstanding the impact of the current
conflict in Ukraine, as well as any local or global shocks that may
occur to the industry and/or the Group.
On 15 June 2023, the Company paid
an interim dividend of 15 pence per ordinary share, approximately
£48.1 million in aggregate, which was the Company's maiden dividend
payment to its shareholders. No final dividend
has been declared.
Bruce Burrows
Finance Director
Principal Risks and How We Manage Them
The Group has a risk evaluation
methodology in place to assist in the review of the risks across
all material aspects of its business. This methodology highlights
external, operational and technical, financial and corporate risks
and assesses the level of risk and potential consequences. It is
periodically presented to the Audit Committee and the Board for
review, to bring to their attention potential risks and, where
possible, propose mitigating actions. Key risks recognised and
mitigation factors are detailed below:-
Risk
|
Mitigation
|
External risks
|
|
War in Ukraine
|
|
On 24 February 2022, Russia
invaded Ukraine and there is currently a serious and ongoing war
within Ukraine. This war is having a huge impact on Ukraine and its
population, with significant destruction of infrastructure and
buildings in the areas of conflict, as well as damage in other
areas of Ukraine. The war is resulting in significant casualties
and has caused a huge humanitarian catastrophe and refugee influx
into neighbouring countries. The war is also impacting the fiscal
and economic environment in Ukraine, as well as the financial
stability and banking system in Ukraine, including restrictions on
the transfer of funds outside Ukraine. The war is an escalation of
the previous regional conflict risk faced by the business, a
dispute that has been going on since 2014 in parts of eastern
Ukraine, and since that time Russia has continued to occupy Crimea.
The current war is also having a significant adverse effect on the
Ukrainian financial markets, hampering the ability of Ukrainian
companies and banks to obtain funding from the international
capital and debt markets. The
war has disrupted the
Group's business and operations, causing periods of suspension of
field operations, and has also impacted the supply of materials and
equipment and the availability of contractors to undertake field
operations. At present, the war is ongoing
and the scope and duration of the war is uncertain.
|
The Group has assets in the areas
of conflict in the east of Ukraine, and the war has disrupted its operations in
those areas. The Group has been only
undertaking limited field and production operations at the
MEX-GOL and SV fields, as well as
at the VAS and SC
licence areas until their suspension in
May 2023. At the
MEX-GOL and SV fields, inventories of hydrocarbons are being
maintained at minimum levels. At the sites where operations are
suspended, there are no staff permanently on site, except for
necessary security staff. Where possible,
all other staff work remotely and have been supplied with all
necessary devices and software to facilitate remote working.
Additionally, the Group aims to maintain a significant proportion
of its cash resources outside Ukraine. The
Group continues to monitor the situation and endeavours to protect
its assets and safeguard its staff and contractors.
|
Risk relating to Ukraine
|
|
Ukraine is an emerging market and
as such the Group is exposed to greater regulatory, economic and
political risks than it would be in other jurisdictions. Emerging
economies are generally subject to a volatile political and
economic environment, which makes them vulnerable to market
downturns elsewhere in the world and could adversely impact the
Group's ability to operate in the market. Furthermore, the war in
Ukraine is impacting the fiscal and
economic environment, the financial and banking system, and the
economic stability of Ukraine. As a result, Ukraine will require
financial assistance and/or aid from international financial
agencies to provide economic support and assist with the
reconstruction of infrastructure and buildings damaged in the
war.
|
The Group minimises this risk by
continuously monitoring the market in Ukraine and by maintaining as
strong a working relationship as possible with the Ukrainian
regulatory authorities. The Group also maintains a significant
proportion of its cash holdings in international banks outside
Ukraine.
|
Banking system in Ukraine
|
|
The banking system in Ukraine has
been under great strain in recent years due to the weak level of
capital, low asset quality caused by the economic situation,
currency depreciation, changing regulations and other economic
pressures generally, and so the risks associated with the banks in
Ukraine have been significant, including in relation to the banks
with which the Group has operated bank accounts. This situation was
improving moderately following remedial action by the National Bank
of Ukraine, but the current war has significantly affected such
improvements, and the National Bank of Ukraine has imposed a number
of restrictive measures designed to protect the banking system,
including restrictions on
the transfer of funds outside Ukraine (albeit
that the Group aims to maintain a significant proportion of its
cash resources outside Ukraine). In addition, Ukraine continues to
be supported by funding from the International Monetary Fund, and
has requested further funding support from the International
Monetary Fund.
|
The creditworthiness and potential
risks relating to the banks in Ukraine are regularly reviewed by
the Group, but the geopolitical and economic events in Ukraine over
recent years have significantly weakened the Ukrainian banking
sector. This has been exacerbated by the current
war in Ukraine.
In light of this, the Group has taken and
continues to take steps to diversify its banking arrangements
between a number of banks in Ukraine. These measures are designed
to spread the risks associated with each bank's creditworthiness,
and the Group endeavours to use banks that have the best available
creditworthiness. Nevertheless, and despite the recent
improvements, the Ukrainian banking sector remains weakly
capitalised and so the risks associated with the banks in Ukraine
remain significant, including in relation to the banks with which
the Group operates bank accounts. As a consequence, the Group also
maintains a significant proportion of its cash holdings in
international banks outside Ukraine.
|
Geopolitical environment in Ukraine
|
|
Although there were some
improvements in recent years, there has not been a final resolution
of the political, fiscal and economic situation in Ukraine, and the
current war has had a severe detrimental effect on the economic
situation in Ukraine. The ongoing effects of this are difficult to
predict and likely to continue to affect the Ukrainian economy and
potentially the Group's business. This situation is
currently affecting the Group's production
and field operations, and the ongoing instability is disrupting the
Group's development and operational planning for its
assets.
|
The Group continually monitors the
market and business environment in Ukraine and endeavours to
recognise approaching risks and factors that may affect its
business. However, the war in Ukraine creates material challenges
in planning future investment and operations. The Group is limiting
its operational activities to minimise risk to its staff and
contractors, and to limit its financial exposure.
|
Climate change
|
|
Any near and medium-term continued
warming of the planet can have potentially increasing negative
social, economic and environmental consequences, generally,
globally and regionally, and specifically in relation to the Group.
The potential impacts include: loss of market; and increased costs
of operations through increasing regulatory oversight and controls,
including potential effective or actual loss of licences to
operate. As a diligent operator aware of and responsive to its good
stewardship responsibilities, the Group not only needs to monitor
and modify its business plans and operations to react to changes,
but also to ensure its environmental footprint is as minimal as it
can practicably be in managing the hydrocarbon resources the Group
produces.
|
The Group's plans include:
assessing, reducing and/or mitigating its emissions from its
operations; and identifying climate change-related risks and assessing the
degree to which they can affect its business, including financial
implications. The HSE Committee is specifically tasked with
overseeing, measuring, benchmarking and mitigating the Group's
environmental and climate impact, which will be reported on in
future periods. At this stage, the Group does not consider climate
change to have any material implications on the Group's financial
statements, including accounting estimates.
|
Operational and technical risks
|
|
Quality, Health, Safety and Environment
("QHSE")
|
|
The oil and gas industry, by its
nature, conducts activities which can cause health, safety,
environmental and security incidents. Serious incidents can not
only have a financial impact but can also damage the Group's
reputation and the opportunity to undertake further projects. The
war in Ukraine poses significant risks to field operations, by way
of potential threat to the lives of employees and contractors, and
damage to equipment and infrastructure.
|
The Group maintains QHSE policies
and requires that management, staff and contractors adhere to these
policies. The policies ensure that the Group meets Ukrainian
legislative standards in full and achieves international standards
to the maximum extent possible. As a result of the COVID-19
pandemic the Group has implemented processes and controls intended
to ensure protection of all our stakeholders and minimise any
disruption to our business. As a consequence of the current war in
Ukraine, operations at the MEX-GOL, SV and VAS fields and SC
licence area have been suspended for periods, and currently only limited field
and production operations are continuing at the MEX-GOL and SV
fields. Only essential staff are located at site, and all other
staff are working remotely, either from areas away from the
conflict areas or outside Ukraine. The Group has invested in
technology that allows many staff to work just as effectively from
remote locations.
|
Industry risks
|
|
The Group is exposed to risks
which are generally associated with the oil and gas industry. For
example, the Group's ability to pursue and develop its projects and
undertake development programmes depends on a number of
uncertainties, including the availability of capital, seasonal
conditions, regulatory approvals, gas, oil, condensate and LPG
prices, development costs and drilling success. As a result of
these uncertainties, it is unknown whether potential drilling
locations identified on proposed projects will ever be drilled or
whether these or any other potential drilling locations will be
able to produce gas, oil or condensate. In addition, drilling
activities are subject to many risks, including the risk that
commercially productive reservoirs will not be discovered. Drilling
for hydrocarbons can be unprofitable, not only due to dry holes,
but also as a result of productive wells that do not produce
sufficiently to be economic. In addition, drilling and production
operations are highly technical and complex activities and may be
curtailed, delayed or cancelled as a result of a variety of
factors.
|
The Group has well qualified and
experienced technical management staff to plan and supervise
operational activities. In addition, the Group engages with
suitably qualified local and international geological, geophysical
and engineering experts and contractors to supplement and broaden
the pool of expertise available to the Group. Detailed planning of
development activities is undertaken with the aim of managing the
inherent risks associated with oil and gas exploration and
production, as well as ensuring that appropriate equipment and
personnel are available for the operations, and that local
contractors are appropriately supervised.
|
Production of hydrocarbons
|
|
Producing gas and condensate
reservoirs are generally characterised by declining production
rates which vary depending upon reservoir characteristics and other
factors. Future production of the Group's gas and condensate
reserves, and therefore the Group's cash flow and income, are
highly dependent on the Group's success in operating existing
producing wells, drilling new production wells and efficiently
developing and exploiting any reserves, and finding or acquiring
additional reserves. The Group may not be able to develop, find or
acquire reserves at acceptable costs. The experience gained from
drilling undertaken to date highlights such risks as the Group
targets the appraisal and production of these
hydrocarbons.
|
In recent
years, the Group has engaged external technical consultants to
undertake a comprehensive review and
re-evaluation study of the MEX-GOL and SV fields in order to gain
an improved understanding of the geological
aspects of the fields and reservoir engineering, drilling and
completion techniques, and the results of this study and further
planned technical work are being used by the Group in the future
development of these fields. The Group has established an ongoing
relationship with such external technical consultants to ensure
that technical management and planning is of a high quality in
respect of all development activities on the Group's
fields
|
Risks relating to the further development and operation of
the Group's gas and condensate fields in Ukraine
|
|
The planned development and
operation of the Group's gas and condensate fields in Ukraine is
susceptible to appraisal, development and operational risk. This
could include, but is not restricted to, delays in the delivery of
equipment in Ukraine, failure of key equipment, lower than expected
production from wells that are currently producing, or new wells
that are brought on-stream, problematic wells and complex geology
which is difficult to drill or interpret. The generation of
significant operational cash is dependent on the successful
delivery and completion of the development and operation of the
fields. The war in Ukraine is impacting planning and implementation
of development and operations at the Group's fields.
|
The Group's technical management
staff, in consultation with its external technical consultants,
carefully plan and supervise development and operational activities
with the aim of managing the risks associated with the further
development of the Group's fields in Ukraine. This includes
detailed review and consideration of available subsurface data,
utilisation of modern geological software, and utilisation of
engineering and completion techniques developed for the fields.
With regards to operational activities, the Group ensures that
appropriate equipment and personnel are available for the
operations, and that operational contractors are appropriately
supervised. In addition, the Group performs a review of indicators
of impairment of its oil and gas assets on an annual basis, and
considers whether an assessment of its oil and gas assets by a
suitably qualified independent assessor is appropriate or
required.
|
Drilling and workover operations
|
|
Due to the depth and nature of the
reservoirs in the Group's fields, the technical difficulty of
drilling or re-entering wells in the Group's fields is high, and
this and the equipment limitations within Ukraine, can result in
unsuccessful or lower than expected outcomes for wells.
|
The utilisation of detailed
sub-surface analysis, careful well planning and engineering design
in designing work programmes, along with appropriate procurement
procedures and competent on-site management, aims to minimise these
risks.
|
Maintenance of facilities
|
|
There is a risk that production or
transportation facilities can fail due to non-adequate maintenance,
control or poor performance of the Group's suppliers.
|
The Group's facilities are
operated and maintained at standards above the Ukrainian minimum
legal requirements. Operations staff are experienced and receive
supplemental training to ensure that facilities are properly
operated and maintained. Service providers
are rigorously reviewed at the tender stage and are monitored
during the contract period.
|
Financial risks
|
|
Exposure to cash flow and liquidity risk
|
|
There is a risk that insufficient
funds are available to meet the Group's development obligations to
commercialise the Group's oil and gas assets. Since a significant proportion of the future capital
requirements of the Group is expected to be derived from
operational cash generated from production, including from wells
yet to be drilled, there is a risk that in the longer term
insufficient operational cash is generated, or that additional
funding, should the need arise, cannot be secured. The war in
Ukraine has disrupted production operations at the Group's fields,
and consequently reduced anticipated cash flows from those fields,
and this has increased the risk regarding sufficiency of capital
for development. In addition, the conflict may disrupt the sales
market for hydrocarbons that are produced. Currently, however,
hydrocarbon prices are reasonably
strong, which is ameliorating the
potential reduction in cash flows, and the Group's sales
counterparties are meeting their financial obligations.
In addition to the risk of operational cash
shortfalls, there is a risk that even with strong cash flows and
cash balances, the Group, from time to time, can suffer from
non-Ukrainian operational banking appetite for businesses such as
the Group's business, which can ultimately manifest itself in
having a restricted access to banking services.
|
The Group maintains adequate cash
reserves and closely monitors forecasted and actual cash flow, as
well as short and longer-term funding requirements.
The Group aims to maintain a significant
proportion of its cash resources outside Ukraine.
The Group does not currently have any loans
outstanding, internal financial projections are regularly made
based on the latest estimates available, and various scenarios are
run to assess the robustness of the Group's liquidity. However, as
the risk to future capital funding is inherent in the oil and gas
exploration and development industry and reliant in part on future
development success, it is difficult for the Group to take any
other measures to further mitigate this risk, other than tailoring
its development activities to its available capital funding from
time to time. The Group aims to maintain
as diverse a range of banking relationships as possible to reduce
the risks associated with limited accessibility to banking services
which may exist from time to time.
|
Ensuring appropriate business practices
|
|
The Group operates in Ukraine, an
emerging market, where certain inappropriate business practices
may, from time to time occur, such as corrupt business practices,
bribery, appropriation of property and fraud, all of which can lead
to financial loss.
|
The Group maintains anti-bribery
and corruption policies in relation to all aspects of its business,
and ensures that clear authority levels and robust approval
processes are in place, with stringent controls over cash
management and the tendering and procurement processes. In
addition, office and site protection is maintained to protect the
Group's assets.
|
Hydrocarbon price risk
|
|
The Group derives its revenue
principally from the sale of its Ukrainian gas, condensate and LPG
production. These revenues are subject to commodity price
volatility and political influence. A prolonged period of low gas,
condensate and LPG prices may impact the Group's ability to
maintain its long-term investment programme with a consequent
effect on its growth rate, which in turn may impact the Company's
share price or any shareholder returns. Lower gas, condensate and
LPG prices may not only decrease the Group's revenues per unit, but
may also reduce the amount of gas, condensate and LPG which the
Group can produce economically, as would increases in costs
associated with hydrocarbon production, such as subsoil taxes and
royalties. The overall economics of the Group's key assets (being
the net present value of the future cash flows from its Ukrainian
projects) are far more sensitive to long term gas, condensate and
LPG prices than short-term price volatility. However, short-term
volatility does affect liquidity risk, as, in the early stage of
the projects, income from production revenues is offset by capital
investment. In addition, the war in
Ukraine may disrupt the sales market for hydrocarbons, although,
currently, hydrocarbon prices are strong, and the Group's sales
counterparties are meeting their financial obligations.
|
The Group sells a proportion of
Its hydrocarbon production through offtake arrangements, which
include pricing formulae so as to ensure that it achieves market
prices for its products, as well as
utilising the electronic market platforms in
Ukraine to achieve market prices for its remaining products.
However, hydrocarbon prices in Ukraine are implicitly linked to
world hydrocarbon prices and so the Group is subject to external
price trends.
|
Currency risk
|
|
Since the beginning of
2014, the Ukrainian Hryvnia significantly
devalued against major world currencies, including
the US Dollar, where it has fallen from
UAH8.3/$1.00 on 1 January 2014 to UAH38.0/$1.00 on 31 December
2023, and
UAH40.1/$1.00
on 27 May 2024. This
devaluation has been a significant contributor to the imposition of
banking restrictions by the National Bank
of Ukraine over recent years. In addition, the geopolitical
events in Ukraine over recent years and the current war in Ukraine
are likely to continue to impact the valuation of the Ukrainian
Hryvnia against major world currencies. Further devaluation of the
Ukrainian Hryvnia against the US Dollar will affect the carrying
value of the Group's assets.
|
The Group's sales proceeds are
received in Ukrainian Hryvnia, and the majority of the capital
expenditure costs for the current investment programme will be
incurred in Ukrainian Hryvnia, thus the currency of revenue and
costs are largely matched. In light of the previous devaluation and
volatility of the Ukrainian Hryvnia against major world currencies,
and since the Ukrainian Hryvnia does not benefit from the range of
currency hedging instruments which are available in more developed
economies, the Group has adopted a policy that, where possible,
funds not required for use in Ukraine be retained on deposit in the
United Kingdom and Europe, principally in US Dollars.
|
Counterparty and credit risk
|
|
The challenging political and
economic environment in Ukraine and current war means that
businesses can be subject to significant financial strain, which
can mean that the Group is exposed to increased counterparty risk
if counterparties fail or default in their contractual obligations
to the Group, including in relation to the sale of its hydrocarbon
production, resulting in financial loss to the Group
|
The Group monitors the financial
position and credit quality of its contractual counterparties and
seeks to manage the risk associated with counterparties by
contracting with creditworthy contractors and customers.
Hydrocarbon production is sold on terms that limit supply credit
and/or title transfer until payment is received.
|
Financial markets and economic outlook
|
|
The performance of the Group is
influenced by global economic conditions and, in particular, the
conditions prevailing in the United Kingdom and Ukraine. The
economies in these regions have been subject to volatile pressures
in recent periods, with the global economy having experienced a
long period of difficulty, the COVID pandemic, and more
particularly the current war in Ukraine. This has led to
extreme foreign exchange movements in the
Ukrainian Hryvnia, high inflation and interest rates, and increased credit
risk relating to the Group's key counterparties.
|
The Group's sales proceeds are
received in Ukrainian Hryvnia
and a significant proportion of investment
expenditure is made in Ukrainian
Hryvnia, which minimises risks related to
foreign exchange volatility. However, hydrocarbon prices in Ukraine
are implicitly linked to world hydrocarbon prices and so the Group
is subject to external price movements. The Group holds a
significant proportion of its cash reserves in the United Kingdom
and Europe, mostly in US Dollars, with reputable financial
institutions. The financial status of counterparties is carefully
monitored to manage counterparty risks. Nevertheless, the
overall exposure that the Group faces as a result
of these risks cannot be predicted and many of these are outside of
the Group's control.
|
Corporate risks
|
|
Ukrainian production licences
|
|
The Group operates in a region
where the right to production can be challenged by State and
non-State parties. During 2010, this manifested itself in the form
of a Ministry Order instructing the Group to suspend all operations
and production from its MEX-GOL and SV production licences, which
was not resolved until mid-2011. In 2013, new rules relating to the
updating of production licences led to further challenges being
raised by the Ukrainian authorities to the production licences held
by independent oil and gas producers in Ukraine, including the
Group. In March 2019, a Ministry Order was issued instructing the
Group to suspend all operations and production from its VAS
production licence, which was not resolved until March 2023. In
2020, LLC Arkona Gas-Energy ("Arkona") faced a challenge
from PJSC Ukrnafta concerning the validity of its SC exploration licence, which was ultimately
resolved in Arkona's favour until
February 2021. During 2023, the Ukrainian
authorities have taken a number of regulatory actions against the
Group, which have culminated in Ministry
Orders being made in May 2023 to suspend all operations and
production at the VAS production licence and SC exploration
licence. Excepting the current suspension Orders made in respect of the VAS
production licence and SC exploration licence, all such challenges
affecting the Group have been successfully defended through the
Ukrainian legal system. In July 2023, new
legislation was introduced in Ukraine, which will come into force
in September 2024, and which requires that branches (or
representative offices) of foreign companies operating in Ukraine
register their ultimate beneficial owners in Ukrainian Registries.
Regal Petroleum Corporation Ltd ("RPC"), which holds the MEX-GOL
and SV licences, operates such a branch and will therefore be
required to register its ultimate beneficial owners from the
implementation of this law, which raises a potential risk that such
registration will not be accepted by the Ukrainian authorities, and
possibly result in regulatory action against RPC and/or its
licences and assets, including suspension of the MEX-GOL and SV
licences. The business environment is such
that these types of challenges may arise at any time in relation to
the Group's operations, licence history, compliance with licence
commitments and/or local regulations. In addition,
production licences in Ukraine are issued with
and/or carry ongoing compliance obligations, which if not met, may
lead to the loss of a licence.
|
The Group ensures compliance with
commitments and regulations relating to its production
and exploration licences
through Group procedures and controls or, where this is not
immediately feasible for practical or logistical considerations,
seeks to enter into dialogue with the relevant Government bodies
with a view to agreeing a reasonable time frame for achieving
compliance or an alternative, mutually agreeable course of action.
Work programmes are designed to ensure
that all licence obligations are met and continual interaction with
Government bodies is maintained in relation to licence obligations
and commitments.
|
Risks relating to key personnel
|
|
The Group's success depends upon
skilled management as well as technical expertise and
administrative staff. The loss of service of critical members from
the Group's team could have an adverse effect on the business. The
current war in Ukraine has meant that, as far as possible, the
Group's staff have needed to move away from areas of conflict and
work remotely.
|
The Group periodically reviews the
compensation and contractual terms of its staff. In
addition, the Group has developed
relationships with a number of technical and other professional
experts and advisers, who are used to provide specialist services
as required. As a result of the war, only
essential staff are located at site, and all other staff are
working remotely, either from areas away from the conflict areas or
outside Ukraine. The Group has invested in technology that allows
many staff to work just as effectively from remote
locations.
|
Consolidated Income Statement
for the year ended 31 December 2023
|
|
|
|
|
|
2023
|
2022
|
|
Note
|
$000
|
$000
|
|
|
|
|
Revenue
|
5
|
62,194
|
133,380
|
Cost of sales
|
6
|
(23,222)
|
(47,457)
|
Gross profit
|
|
38,972
|
85,923
|
Administrative expenses
|
7
|
(6,953)
|
(6,830)
|
Other operating
gains/(losses),
(net)
|
10
|
3,517
|
(3,320)
|
Operating profit
|
|
35,536
|
75,773
|
Finance income
|
11
|
2,144
|
1,126
|
Finance costs
|
12
|
(2,705)
|
(1,410)
|
Net impairment (losses) on
financial assets
|
|
(475)
|
(444)
|
Other gains/(losses),
(net)
|
13
|
683
|
(1,738)
|
Profit before taxation
|
|
35,183
|
73,307
|
Income tax expense
|
14
|
(8,697)
|
(13,124)
|
Profit for the year
|
|
26,486
|
60,183
|
Earnings per share (cents)
|
|
|
|
Basic and diluted
|
16
|
8.3c
|
18.8c
|
The Notes set out below are an
integral part of these consolidated financial
statements.
Consolidated Statement of Comprehensive
Income
for the year ended 31 December 2023
|
|
2023
|
2022
|
|
|
$000
|
$000
|
|
|
|
|
Profit for the year
|
|
26,486
|
60,183
|
|
|
|
|
Other comprehensive
income/(expense):
|
|
|
|
Items that may be subsequently reclassified to profit or
loss:
|
|
|
|
Equity - foreign currency
translation
|
|
(4,844)
|
(38,094)
|
Items that will not be subsequently reclassified to profit or
loss:
|
|
|
|
Re-measurements of post-employment
benefit obligations
|
|
47
|
53
|
|
|
|
|
|
|
|
|
Total other comprehensive
income/(expense)
|
|
(4,797)
|
(38,041)
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
21,689
|
22,142
|
Company Statement of Comprehensive Income
for the year ended 31 December 2023
|
Note
|
|
2023
|
2022
|
|
|
|
$000
|
$000
|
|
|
|
|
|
Profit/(loss) for the
year
|
15
|
|
7,151
|
(6,358)
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income/(loss)
for the
year
|
|
|
7,151
|
(6,358)
|
The Notes set out below are an
integral part of these consolidated financial
statements.
Consolidated Balance Sheet
as at 31 December 2023
|
|
|
|
|
|
2023
|
2022
|
|
Note
|
$000
|
$000
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Property, plant and
equipment
|
17
|
79,277
|
74,256
|
Intangible assets
|
18
|
8,372
|
8,994
|
Right-of-use assets
|
19
|
192
|
364
|
Deferred tax asset
|
26
|
352
|
287
|
Prepayments for fixed
assets
|
|
110
|
5,385
|
|
|
88,303
|
89,286
|
|
|
|
|
Current assets
|
|
|
|
Inventories
|
21
|
2,951
|
3,358
|
Trade and other
receivables
|
22
|
15,585
|
60,993
|
Cash and cash
equivalents
|
23
|
76,493
|
88,652
|
|
|
95,029
|
153,003
|
|
|
|
|
Total assets
|
|
183,332
|
242,289
|
|
|
|
|
Liabilities
|
|
|
|
Current liabilities
|
|
|
|
Trade and other
payables
|
24
|
(6,012)
|
(28,084)
|
Lease liabilities
|
19
|
(38)
|
(229)
|
Corporation tax payable
|
|
(2,175)
|
(2,447)
|
|
|
(8,225)
|
(30,760)
|
|
|
|
|
Net current assets
|
|
86,804
|
122,243
|
|
|
|
|
Non-current liabilities
|
|
|
|
Provision for
decommissioning
|
25
|
(7,305)
|
(6,964)
|
Lease liabilities
|
19
|
(245)
|
(258)
|
Defined benefit
liability
|
|
(372)
|
(323)
|
Deferred tax liability
|
26
|
(4,976)
|
(3,232)
|
Other non-current
liabilities
|
|
(88)
|
(93)
|
|
|
(12,986)
|
(10,870)
|
|
|
|
|
Total liabilities
|
|
(21,211)
|
(41,630)
|
|
|
|
|
Net assets
|
|
162,121
|
200,659
|
|
|
|
|
Equity
|
|
|
|
Called up share capital
|
27
|
28,115
|
28,115
|
Foreign exchange
reserve
|
28
|
(146,549)
|
(141,705)
|
Merger reserve
|
28
|
(3,204)
|
(3,204)
|
Capital contributions
reserve
|
28
|
7,477
|
7,477
|
Retained earnings
|
|
276,282
|
309,976
|
Total equity
|
|
162,121
|
200,659
|
The Notes set out below are an
integral part of these consolidated financial
statements.
Consolidated Statement of Changes in Equity
for the year ended 31 December 2023
|
|
Called
up share capital
|
Share
premium account
|
Merger
reserve
|
Capital
contributions reserve
|
Foreign
exchange reserve*
|
Retained
earnings/(Accumulated losses)
|
Total
equity
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
|
As at 1 January
2022
|
28,115
|
-
|
(3,204)
|
7,477
|
(103,611)
|
249,740
|
178,517
|
Profit for the year
|
-
|
-
|
-
|
-
|
-
|
60,183
|
60,183
|
Other comprehensive expense
- exchange differences
|
-
|
-
|
-
|
-
|
(38,094)
|
-
|
(38,094)
|
- re-measurements of
post-employment benefit obligations
|
-
|
-
|
-
|
-
|
-
|
53
|
53
|
Total comprehensive
income/(expense)
|
-
|
-
|
-
|
-
|
(38,094)
|
60,236
|
22,142
|
As at 31 December
2022
|
28,115
|
-
|
(3,204)
|
7,477
|
(141,705)
|
309,976
|
200,659
|
|
|
|
|
|
|
|
|
|
Called
up share
capital
|
Share
premium
account
|
Merger
reserve
|
Capital
contributions reserve
|
Foreign exchange
reserve*
|
Retained
earnings/(Accumulated losses)
|
Total
equity
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
|
As at 1 January 2023
|
28,115
|
-
|
(3,204)
|
7,477
|
(141,705)
|
309,976
|
200,659
|
Profit for the year
|
-
|
-
|
-
|
-
|
|
26,486
|
26,486
|
Other comprehensive income
- exchange
differences
|
-
|
-
|
-
|
-
|
(4,844)
|
-
|
(4,844)
|
- re-measurements of
post-employment benefit obligations
|
-
|
-
|
-
|
-
|
|
47
|
47
|
Total comprehensive
income/(expense)
|
-
|
-
|
-
|
-
|
(4,844)
|
26,533
|
21,689
|
Dividends
|
-
|
-
|
-
|
-
|
-
|
(60,227)
|
(60,227)
|
As at 31 December 2023
|
28,115
|
-
|
(3,204)
|
7,477
|
(146,549)
|
276,282
|
162,121
|
* Predominantly as a result
of exchange differences on non-monetary assets and liabilities
where the subsidiaries' functional currency is not the US
Dollar.
|
|
|
|
|
|
|
|
|
|
|
The Notes set out below
are an integral part of these consolidated
financial statements.
Consolidated Cash Flow Statement
for the year ended 31 December 2023
|
|
2023
|
2022
|
|
Note
|
$000
|
$000
|
|
|
|
|
Operating activities
|
|
|
|
Cash generated from
operations
|
29
|
62,947
|
47,541
|
Charitable donations
|
13
|
(17)
|
(6,534)
|
Income tax paid
|
|
(6,990)
|
(15,863)
|
Interest received
|
|
4,578
|
1,888
|
Net cash inflow from operating activities
|
|
60,518
|
27,032
|
|
|
|
|
Investing activities
|
|
|
|
Purchase of oil and gas
development, production and other
property, plant and equipment
|
|
(10,179)
|
(19,829)
|
Purchase of oil and gas
exploration and evaluation assets
|
|
(335)
|
(4,092)
|
Sale of financial
instruments
|
23
|
-
|
4,762
|
Purchase of oil and gas development, production and other intangible
assets
|
|
(320)
|
(1,482)
|
Proceeds from sale of property,
plant and equipment
|
|
7
|
4
|
Net cash outflow from investing activities
|
|
(10,827)
|
(20,637)
|
|
|
|
|
Financing activities
|
|
|
|
Payment of principal portion of
lease liabilities
|
|
(406)
|
(398)
|
Dividend paid
|
|
(59,623)
|
-
|
Net cash outflow from financing activities
|
|
(60,029)
|
(398)
|
|
|
|
|
Net increase in cash and cash equivalents
|
|
(10,338)
|
5,997
|
Cash and cash equivalents at the beginning of the
year
|
|
88,652
|
87,780
|
ECL* of cash and cash
equivalents
|
|
(494)
|
(14)
|
Effect of foreign exchange rate
changes
|
|
(1,327)
|
(5,111)
|
Cash and cash equivalents at the end of the
year
|
23
|
76,493
|
88,652
|
*ECL - Expected credit
losses
The Notes set out below are an
integral part of these consolidated financial
statements.
Notes forming part of the financial
statements
1. Statutory Accounts
The financial information set out
above does not constitute the Company's statutory accounts for the
year ended 31 December 2023 or 2022, but is derived from those
accounts. The Auditor has reported on those accounts, and its
reports were unqualified and did not contain statements under
sections 498(2) or (3) of the Companies Act 2006. The auditors'
report on the Group financial statements included a material
uncertainty in respect of the Group's ability to continue as a
going concern as explained in the section "Going Concern" in Note 3
below.
The statutory accounts for 2023
will be delivered to the Registrar of Companies following
publication.
While the financial information
included in this preliminary announcement has been prepared in
accordance with UK-adopted International Accounting Standards
("framework"), this announcement does not itself contain sufficient
information to comply with the framework. The Company expects to
distribute the full financial statements that comply with
UK-adopted International Accounting Standards by 30 June
2024.
2. General Information and
Operational Environment
Enwell Energy plc (the "Company")
and its subsidiaries (the "Group") is a gas, condensate and LPG
production group.
The Company is a public limited
company quoted on the AIM Market operated by London Stock Exchange
plc and incorporated in England and Wales under the Companies Act
2006. The Company's registered office is at 16 Old Queen Street,
London, SW1H 9HP, United Kingdom and its registered number is
4462555. The principal activities of the Group and the nature of
the Group's operations are set out above.
As at 31 December 2023, the
Company's immediate parent company was Smart Energy (CY) Limited,
which was 100% owned by Smart Holding (Cyprus) Limited, which was
100% owned by Proteas Trustees Ltd as trustee of the STEP Trust,
and Proteas Trustee Services Ltd, Afroditi Loukaidou, Elena Iona
and Maria Sokratous as trustees of the SMART Trust. Accordingly,
the Company was ultimately controlled by Proteas Trustees Ltd as trustee of the STEP Trust, and
Proteas Trustee Services Ltd, Afroditi Loukaidou, Elena Iona and
Maria Sokratous as trustees of the SMART Trust. As at 31 December
2022, the Company's immediate parent company was Smart Energy (CY)
Limited, which was 100% owned by Smart Holding (Cyprus) Limited,
which was 100% owned by Proteas Trustees Ltd as trustee of the STEP
Trust, and Proteas Trustee Services Ltd, Afroditi Loukaidou, Elena
Iona and Charoula Sofokleous as trustees of the SMART
Trust.
The Group's gas, condensate and
LPG extraction and production facilities are located in
Ukraine.
Impact of the ongoing war in Ukraine
On 24 February 2022, Russia
commenced a military invasion of Ukraine, and since then there has
been an ongoing war in Ukraine. Shortly after the invasion, the
Ukrainian Government imposed martial law, and the corresponding
introduction of related temporary restrictions that impact, amongst
other areas, the economic environment and business operations in
Ukraine. The war has caused significant economic challenges in
Ukraine, which has led to a deterioration of Ukrainian State
finances, volatility of financial markets, illiquidity on capital
markets, higher inflation and a depreciation of the national
currency against major foreign currencies.
The war is continuing, causing
very significant numbers of military and civilian casualties and
significant dislocation of the Ukrainian population. The Russian
army has occupied territories in the east and south of Ukraine,
including the majority of the Kherson, Zaporizhzhia, Luhansk and
Donetsk regions. Russian attacks have targeted and destroyed
civilian infrastructure over wide areas of Ukraine, including
hospitals and residential complexes.
According to a projection
published by the National Bank of Ukraine ("NBU") in December 2023,
Ukrainian GDP increased by 4.9% in 2023 (2022: 29.1%
decrease).
In June 2022, the NBU took a
number of measures to protect the Ukrainian economy, including
significantly increasing its key policy interest rate to 25%,
introducing temporary restrictions on foreign currency trades and
limiting cross-border payments for non-critical imports and
repayment of debt to foreign creditors, apart from international
institutions. In addition, the Ukrainian Hryvnia exchange rate with
the US Dollar was effectively fixed at UAH29.25:$1.00 in February
2022 and then at UAH36.57:$1.00 in July 2022 on the foreign
exchange market to ensure the stable operation of Ukraine's
financial system.
However, in June 2023, the NBU
lifted some of the currency restrictions, including those related
to making cross-border payments to service and repay external
credit facilities and loans established after 20 June 2023 (subject
to a number of requirements) and those that were established
earlier through an international financial organisation or secured
by a foreign export credit agency or foreign state. Furthermore,
with effect from 1 December 2023, the NBU relaxed the measures that
related, inter alia, to foreign currency sale limits for banks and
non-banking financial institutions and allowed export credit
agencies to make international fund transfers for
insurance/reinsurance contracts.
In addition, during 2023, the NBU
gradually decreased its key policy rate, and this has stood at 15%
since 15 December 2023. The NBU is now following an interest rate
policy consistent with inflation targets. The inflation rate in
Ukraine for 2023 was 5% (2022: 26.6%) according to the statistics
published by the State Statistics Service of
Ukraine.
On 3 October 2023, the NBU
returned to a floating exchange rate for the Ukrainian Hryvnia, and
as of 31 December 2023, the Ukrainian Hryvnia exchange rate with
the US Dollar was UAH37.98/$1.00 (UAH36.57/$1.00 as at 31 December
2022).
The Ukrainian Government also took
a number of actions designed to limit the negative effects of the
war on the Ukrainian economic environment during the period of
martial law, but several of these actions were relaxed with effect
from 1 August 2023, including the moratorium on tax
audits.
Since the start of the war, the
Ukrainian budget has experienced a significant deficit, which has
been financed by national and international borrowings, grants, and
other means. As a result of the inflow of international aid,
Ukrainian currency reserves have reached a record level of $41.7
billion as of 31 July 2023. This was the highest level of such
reserves in more than 30 years. However, following a slowdown of
international aid, such reserves decreased to $40.5 billion as of
31 December 2023. International support is crucially important to
Ukraine's ability to continue fighting against Russia's aggression
and to fund its budget deficit and ongoing debt
repayments.
The nature of the situation in
Ukraine and the unpredictability of the outcome means it is
impracticable to assess the full impact of the war on the economic
environment.
Overall, the final resolution and
the ongoing effects of the war and political and economic situation
in Ukraine are difficult to predict, but they may have further
severe effects on the Ukrainian economy and the Group's
business.
As at 27 May 2024, the official
NBU exchange rate of the Ukrainian Hryvnia against the US Dollar
was UAH40.1/$1.00, compared with UAH38.0/$1.00 as at 31 December
2023.
Further details of risks relating
to Ukraine can be found within the Principal Risks section of the
Strategic Report.
3. Accounting
Policies
The principal accounting policies
applied in the preparation of these consolidated financial
statements are set out below. These policies have been consistently
applied to all the years presented, unless otherwise
stated.
Basis of Preparation
On 31 December 2020, IFRS as
adopted by the European Union at that date was brought into UK law
and became UK-adopted International Accounting Standards, with
future changes being subject to endorsement by the UK Endorsement
Board. The Group and Company transitioned to UK-adopted
International Accounting Standards on 1 January 2021. This change
constitutes a change in accounting framework. However, there is no
impact on recognition, measurement or disclosure in the period
reported as a result of the change in framework. The consolidated
financial statements of the Group and the financial statements of
the Company have been prepared in accordance with UK-adopted
International Accounting Standards and with the requirements of the
Companies Act 2006 as applicable to companies reporting under those
standards.
These consolidated financial
statements have been prepared in accordance with UK-adopted
International Accounting Standards under the historical cost
convention, as modified by the initial recognition of financial
instruments based on fair value, and by the revaluation of
financial instruments categorised at fair value through profit or
loss ("FVTPL") and at fair value through other comprehensive income
("FVOCI"). The principal accounting policies applied in the
preparation of these consolidated financial statements are set out
below. Apart from the accounting policy changes effective from 1
January 2022 these policies have been consistently applied to all
the periods presented, unless otherwise stated.
The preparation of financial
statements in conformity with UK-adopted International Accounting
Standards requires the use of certain critical accounting
estimates. It also requires management to exercise its judgement in
the process of applying the Group's accounting policies. The areas
involving a higher degree of judgement or complexity, or areas
where assumptions and estimates are significant to the consolidated
financial statements are disclosed in Note 4. The consolidated
financial statements are presented in thousands of US
Dollars.
Going Concern
The Group's business activities,
together with the factors likely to affect its future operations,
performance and position are set out in the Chairman's Statement,
Chief Executive's Statement and Finance Review. The financial
position of the Group, its cash flows and liquidity position are
set out in these consolidated financial statements.
On 24 February 2022, Russia
commenced a military invasion of Ukraine, and since then there has
been an ongoing war between Russia and Ukraine. Immediately after
the commencement of the war, the Ukrainian Government imposed
martial law and introduced a number of related temporary
restrictions that impacted the economic environment and business
operations in Ukraine. While a number of restrictions remain in
place, improvements in the economic environment have led the
Ukrainian Government to relax a number of the restrictions and
stabilise the economic situation in Ukraine.
The production assets of the Group
are located in the central and eastern part of the country (Poltava
and Kharkiv regions) which are controlled by the Ukrainian
Government. As of the date of approval of these financial
statements, no assets of the Group have been damaged, and the Group
continues to operate and produce from its MEX-GOL and SV assets in
the Poltava region. However, the licences relating to the Group's
SC asset in the Poltava region and VAS asset in the Kharkiv region
are suspended after the State Geologic and
Subsoil Survey of Ukraine issued orders on 4 May 2023 for the
suspension of the SC exploration licence and VAS production licence
for a period of five years effective from that date, and
consequently the Group ceased all field and production operations
on these licences. No military activities
have occurred at the Group's field locations. The Gas Transmission
System Operator of Ukraine has maintained complete operational and
technological control over the operations of the Ukrainian Gas
Transmission System. However, as of the date of approval of these
financial statements, the war has had, and continues to have, a
material impact on the production and sales levels of the business
and execution of the Group's 2023 budget.
The Group has no debt and funds
its operations from its own cash resources. Cash and cash
equivalents were $91.0 million as at 27 May 2024. The Directors
maintain a significant level of flexibility to modify the Group's
development plans as may be required to preserve cash resources for
liquidity management. Absent the potential impact of the war in
Ukraine, the Directors are satisfied that the Group and the Company
are a going concern and will continue their operations for the
foreseeable future.
In assessing the impact of the war
on the ability of the Group and the Company to continue as a going
concern, the Directors have analysed a number of possible scenarios
of economic and military developments and the impact on the
expected cash flows of the Group and Company for 2024 and 2025.
This includes considering a possible (but in the view of the
Directors, highly unlikely) worst case scenario in which the Group
has zero production as a result of possible future military
conflict dictating field operations being completely shut-in, and
all other non-production related costs being maintained at current
levels with no reduction or mitigating actions as would otherwise
be possible. Even in this worst-case scenario, the Directors are
satisfied that the Group and the Company have sufficient liquid
resources to be able to meet their liabilities as they fall due and
to be able to continue as a going concern for the foreseeable
future.
The corporate strategy for the
near term is to:
•
|
continue production from MEX-GOL
and SV licences, generating cash to cover Group costs and add to
existing cash resources, whilst moderating development plans to
reduce cash spend exposure whilst the war and operational/political
uncertainty continues;
|
•
|
vigorously pursue legal
initiatives to protect the Group's assets, restore all licences and
production, and seek compensation for losses incurred to date and
as may be incurred in the future; and
|
•
|
tightly manage costs to ensure
cash resources are maintained at levels capable of sustaining the
business through the uncertainty that lies ahead.
|
In respect of the Group's
operations, staff and assets in Ukraine, the potential short and
long-term impact of the future development of the war is inherently
uncertain. Accordingly, this creates a material uncertainty related
to events or conditions that may cast significant doubt on the
Group's ability to continue as a going concern because of the
potential impact on its ability to continue its operations for the
foreseeable future and realise its assets in the normal course of
business. The financial statements do not include the adjustments
that would result if the Group were unable to continue as a going
concern.
The Company is a UK-based
investment holding company. The Company had cash and cash
equivalents of $18.5 million as at 27 May 2024, all of which are
held outside of Ukraine, in US Dollars, Pounds Sterling and Euros.
The Directors are satisfied that the Company is a going concern and
will be able to continue its operations for the foreseeable future,
and there is no material uncertainty in respect of its ability to
do so.
New and amended standards adopted by the
Group
The following amended standards
became effective from 1 January 2023, but did not have a material impact on the
Group's consolidated or Company's
financial statements:
•
|
IFRS 17 "Insurance Contracts".
IFRS 17 replaces IFRS 4, which has given companies dispensation to
carry on accounting for insurance contracts using existing
practices. As a consequence, it was difficult for investors to
compare and contrast the financial performance of otherwise similar
insurance companies.
|
•
|
Amendments to IFRS 17 and an
amendment to IFRS 4 (issued on 25 June 2020 and effective for
annual periods beginning on or after 1 January 2023). The
amendments include a number of clarifications intended to ease
implementation of IFRS 17, simplify some requirements of the
standard and transition.
|
•
|
Transition option to insurers
applying IFRS 17 - Amendments to IFRS 17 (issued on 9 December 2021
and effective for annual periods beginning on or after 1 January
2023). The amendment to the transition requirements in
IFRS 17 provides insurers with an option aimed at improving the
usefulness of information to investors on initial application of
IFRS 17.
|
•
|
Amendments to IAS 1 and IFRS
Practice Statement 2: Disclosure of Accounting policies (issued on
12 February 2021 and effective for annual periods beginning on or
after 1 January 2023). IAS 1 was amended to require companies to
disclose their material accounting policy information rather than
their significant accounting policies.
|
•
|
Amendments to IAS 8: Definition of
Accounting Estimates (issued on 12 February 2021 and effective for
annual periods beginning on or after 1 January 2023). The amendment
to IAS 8 clarified how companies should distinguish changes in
accounting policies from changes in accounting
estimates.
|
•
|
Deferred tax related to assets and
liabilities arising from a single transaction - Amendments to IAS
12 (issued on 7 May 2021 and effective for annual periods beginning
on or after 1 January 2023). The amendments to IAS 12 specify
how to account for deferred tax on transactions such as leases and
decommissioning obligations.
|
•
|
Amendments to IAS 12 Income taxes:
International Tax Reform - Pillar Two Model Rules (issued 23 May
2023). In May 2023, the IASB issued narrow-scope amendments to IAS
12, 'Income Taxes'. This amendment was introduced in response to
the imminent implementation of the Pillar Two model rules released
by the Organisation for Economic Co-operation and Development's
(OECD) as a result of international tax reform.
|
Impact of standards issued but not yet applied by the
Group
Certain new standards and
interpretations have been issued that are mandatory for the annual
periods beginning on or after 1 January 2024 or later, and which
the Group has not early adopted.
(a)
|
Amendments to IFRS 16 Leases:
Lease Liability in a Sale and Leaseback
|
(b)
|
Classification of liabilities as
current or non-current - Amendments to IAS 1
|
(c)
|
Amendments to IAS 7 Statement of
Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier
Finance Arrangements
|
(d)
|
Amendments to IAS 21 Lack of
Exchangeability
|
(e)
|
Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture - Amendments
to IFRS 10 and IAS 28
|
These new standards and
interpretations are not expected to affect significantly the
Group's consolidated financial statements.
Exchange differences on intra-group balances with foreign
operation
The Group has certain
inter-company monetary balances of which the Company is the
beneficial owner. These monetary balances are payable by a
subsidiary that is a foreign operation and are eliminated on
consolidation.
In the consolidated financial
statements, exchange differences arising on such payables because
the transaction currency differs from the subsidiary's functional
currency are recognised initially in other comprehensive income if
the settlement of such payables is continuously deferred and is
neither planned nor likely to occur in the foreseeable
future.
In such cases, the respective
receivables of the Company are regarded as an extension of the
Company's net investment in that foreign operation, and the
cumulative amount of the abovementioned exchange differences
recognised in other comprehensive income is carried forward within
the foreign exchange reserve in equity and is reclassified to
profit or loss only upon disposal of the foreign
operation.
When the subsidiary that is a
foreign operation settles its quasi-equity liability due to the
Company, but the Company continues to possess the same percentage
of the subsidiary, i.e. there has been no change in its
proportionate ownership interest, such settlement is not regarded
as a disposal or a partial disposal, and therefore cumulative
exchange differences are not reclassified.
The designation of inter-company
monetary balances as part of the net investment in a foreign
operation is re-assessed when management's expectations and
intentions on settlement change due to a change in
circumstances.
Where, because of a change in
circumstances, a receivable balance, or part thereof, previously
designated as a net investment into a foreign operation is intended
to be settled, the receivable is de-designated and is no longer
regarded as part of the net investment.
In such cases, the exchange
differences arising on the subsidiary's payable following
de-designation are recognised within finance costs / income in
profit or loss, similar to foreign exchange differences arising
from financing.
Foreign exchange gains and losses
not related to intra-group balances are recognised on a net basis
as other gains or losses.
Basis of Consolidation
The consolidated financial
statements incorporate the financial information of the Company and
entities controlled by the Company (and its subsidiaries) made up
to 31 December each year.
Subsidiaries
Subsidiaries are all entities
(including structured entities) over which the Group has control.
The Group controls an entity when the Group is exposed to, or has
rights to variable returns from its involvement with the entity and
has the ability to affect those returns through its power over the
entity. Subsidiaries are fully consolidated from the date on which
control is transferred to the Group. They are deconsolidated from
the date that control ceases.
The Group applies the acquisition
method to account for business combinations. The consideration
transferred for the acquisition of a subsidiary is the fair value
of the assets transferred, the liabilities incurred to the former
owners of the acquiree and the equity interests issued by the
Group. The consideration transferred includes the fair value of any
asset or liability resulting from a contingent consideration
arrangement. Identifiable assets acquired and liabilities and
contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date.
The Group recognises any non-controlling interest in the acquiree
on an acquisition-by-acquisition basis at the non-controlling
interest's proportionate share of the recognised amounts of the
acquiree's identifiable net assets.
Acquisition-related costs are
expensed as incurred.
If the business combination is
achieved in stages, the acquisition date carrying value of the
acquirer's previously held equity interest in the acquiree is
re-measured to fair value at the acquisition date; any gains or
losses arising from such re-measurement are recognised in profit or
loss.
Any contingent consideration to be
transferred by the Group is recognised at fair value at the
acquisition date. Subsequent changes to the fair value of the
contingent consideration that is deemed to be an asset or liability
is recognised in accordance with IFRS 9 in profit or
loss.
Inter-company transactions,
balances and unrealised gains on transactions between Group
companies are eliminated. Unrealised losses are also eliminated.
When necessary, amounts reported by subsidiaries have been adjusted
to conform with the Group's accounting policies.
Segment reporting
The Group's only class of business
activity is oil and gas exploration, development and production.
The Group's primary operations are located in Ukraine, with its
head office in the United Kingdom. The geographical segments
are the basis on which the Group reports its segment information to
management. Operating segments are reported in a manner consistent
with the internal reporting provided to the Board of
Directors.
Commercial Reserves
Proved and probable oil and gas
reserves are estimated quantities of commercially producible
hydrocarbons which the existing geological, geophysical and
engineering data show to be recoverable in future years from known
reservoirs. Proved reserves are those quantities of petroleum that,
by analysis of geoscience and engineering data, can be estimated
with reasonable certainty to be commercially recoverable from known
reservoirs and under defined technical and commercial conditions.
Probable reserves are those additional reserves which analysis of
geoscience and engineering data indicate are less likely to be
recovered than proved reserves but more certain to be recovered
than possible reserves. The proved and probable reserves
conform to the definition approved by the Petroleum Resources
Management System.
Oil and Gas Exploration/Evaluation and Development/Production
Assets
The Group applies the successful
efforts method of accounting for oil and gas assets, having regard
to the requirements of IFRS 6 Exploration for and Evaluation of
Mineral Resources.
Exploration costs are incurred to
discover hydrocarbon resources. Evaluation costs are incurred to
assess the technical feasibility and commercial viability of the
resources found. Exploration, as defined in IFRS 6 Exploration and
evaluation of mineral resources, starts when the legal rights to
explore have been obtained. Expenditure incurred before obtaining
the legal right to explore is generally expensed; an exception to
this would be separately acquired intangible assets such as payment
for an option to obtain legal rights.
Expenditures incurred in the
exploration activities are expensed unless they meet the definition
of an asset. The Group recognises an asset when it is probable that
economic benefits will flow to the Group as a result of the
expenditure. The economic benefits might be available through
commercial exploitation of hydrocarbon reserves or sales of
exploration findings or further development rights. Exploration and
evaluation ("E&E") assets are recognised as either property,
plant and equipment or intangible assets, according to their
nature, in single field cost centres.
The capitalisation point is the
earlier of:
(a)
|
the point at which the fair value
less costs to sell the property can be reliably determined as being
higher than the total of the expenses incurred and costs already
capitalised (such as licence acquisition costs); and
|
(b)
|
an assessment of the property
demonstrates that commercially viable reserves are present and
hence there are probable future economic benefits from the
continued development and production of the resource.
|
E&E assets are reclassified
from Exploration and Evaluation when evaluation procedures have
been completed. E&E assets that are not commercially viable are
written down. E&E assets for which commercially viable reserves
have been identified are reclassified to Development and Production
assets. E&E assets are tested for impairment immediately prior
to reclassification out of E&E.
Once an E&E asset has been
reclassified from E&E, it is subject to the normal IFRS
requirements. This includes impairment testing at the
cash-generating unit ("CGU") level and depreciation.
Abandonment and Retirement of Individual Items of Property,
Plant and Equipment
Normally, no gains or losses shall
be recognised if only an individual item of equipment is abandoned
or retired or if only a single lease or other part of a group of
proved properties constituting the amortisation base is abandoned
or retired as long as the remainder of the property or group of
properties constituting the amortisation base continues to produce
oil or gas. Instead, the asset being abandoned or retired shall be
deemed to be fully amortised, and its costs shall be charged to
accumulated depreciation, depletion or amortisation. When the last
well on an individual property (if that is the amortisation base)
or group of properties (if amortisation is determined on the basis
of an aggregation of properties with a common geological structure)
ceases to produce and the entire property or group of properties is
abandoned, a gain or loss shall be recognised. Occasionally, the
partial abandonment or retirement of a proved property or group of
proved properties or the abandonment or retirement of wells or
related equipment or facilities may result from a catastrophic
event or other major abnormality. In those cases, a loss shall be
recognised at the time of abandonment or retirement.
Intangible Assets other than Oil and Gas
Assets
Intangible assets other than oil
and gas assets are stated at cost less accumulated amortisation and
any provision for impairment. These assets represent exploration
licences. Amortisation is charged so as to write off the cost, less
estimated residual value on a straight-line basis of 20-25% per
annum.
Depreciation, Depletion and Amortisation
All expenditure carried within
each field is amortised from the commencement of commercial
production on a unit of production basis, which is the ratio of gas
production in the period to the estimated quantities of commercial
reserves at the end of the period plus the production in the
period, generally on a field by field basis. In certain
circumstances, fields within a single development area may be
combined for depletion purposes. Costs used in the unit of
production calculation comprise the net book value of capitalised
costs plus the estimated future field development costs necessary
to bring the reserves into production.
Impairment
At each balance sheet date, the
Group reviews the carrying amount of oil and gas development and
production assets to determine whether there is any indication that
those assets have suffered an impairment loss. This includes
exploration and appraisal costs capitalised which are assessed for
impairment in accordance with IFRS 6. If any such indication
exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss.
For oil and gas development and
production assets, the recoverable amount is the greater of fair
value less costs to dispose and value in use. In assessing value in
use, the estimated future cash flows are discounted to their
present value using an expected weighted average cost of capital.
If the recoverable amount of an asset is estimated to be less than
its carrying amount, the carrying amount of the asset is reduced to
its recoverable amount. Impairment losses are recognised as an
expense immediately. The valuation method used for determination of
fair value less cost of disposal is based on unobservable market
data, which is within Level 3 of the fair value
hierarchy.
Should an impairment loss
subsequently reverse, the carrying amount of the asset is increased
to the revised estimate of its recoverable amount, but so that the
increased carrying amount does not exceed the carrying amount that
would have been determined had no impairment loss been recognised
for the asset in prior years. A reversal of an impairment loss is
recognised as income immediately.
Decommissioning Provision
Where a material liability for the
removal of existing production facilities and site restoration at
the end of the productive life of a field exists, a provision for
decommissioning is recognised. The amount recognised is the present
value of estimated future expenditure determined in accordance with
local conditions and requirements. The cost of the relevant
property, plant and equipment is increased with an amount
equivalent to the provision and depreciated on a unit of production
basis. Changes in estimates are recognised prospectively, with
corresponding adjustments to the provision and the associated fixed
asset. The unwinding of the discount on the decommissioning
provision is included within finance costs.
Property, Plant and Equipment other than Oil and Gas
Assets
Property, plant and equipment
other than oil and gas assets (included in Other fixed assets in
Note 17 are stated at cost less accumulated depreciation and any
provision for impairment. Depreciation is charged so as to write
off the cost of assets on a straight-line basis over their useful
lives as follows:
Useful lives in years
Buildings and
constructions
|
10 to 20
years
|
Machinery and equipment
|
2 to 5
years
|
Vehicles
|
5
years
|
Office and other
equipment
|
4 to 12
years
|
Spare parts and equipment
purchased with the intention to be used in future capital
investment projects are recognised as oil and gas development and
production assets within property, plant and equipment.
Right-of-use assets
The Group leases various offices,
equipment, wells and land. Contracts may contain both lease and
non-lease components. The Group allocates the consideration in the
contract to the lease and non-lease components based on their
relative stand-alone prices.
Assets arising from a lease are
initially measured on a present value basis.
Right-of-use assets are measured
at cost comprising the following:
•
|
the amount of the initial
measurement of lease liability,
|
•
|
any lease payments made at or
before the commencement date less any lease incentives
received,
|
•
|
any initial direct costs,
and
|
•
|
costs to restore the asset to the
conditions required by lease agreements.
|
Right-of-use assets are generally
depreciated over the shorter of the asset's useful life and the
lease term on a straight-line basis. If the Group is reasonably
certain to exercise a purchase option, the right-of-use asset is
depreciated over the underlying assets' useful lives. Depreciation
on the items of the right-of-use assets is calculated using the
straight-line method over their estimated useful lives as
follows:
Useful lives in years
Land
|
40 to 50
years
|
Wells
|
10 to 20
years
|
Properties:
|
|
Buildings and
constructions
|
10 to 20
years
|
Machinery and equipment
|
2 to 5
years
|
Vehicles
|
5
years
|
Office and other
equipment
|
4 to 12
years
|
Inventories
Inventories typically consist of
materials, spare parts and hydrocarbons, and are stated at the
lower of cost and net realisable value. Cost of finished goods is
determined on the weighted average bases. Cost of other than
finished goods inventory is determined on the first in first out
basis. Net realisable value represents the estimated selling price
less all estimated costs of completion and costs to be incurred in
marketing, selling and distribution.
Revenue Recognition
Revenue is income arising in the
course of the Group's ordinary activities. Revenue is recognised by
the amount of the transaction price. Transaction price is the
amount of consideration to which the Group expects to be entitled
in exchange for transferring control over promised goods or
services to a customer, excluding the amounts collected on behalf
of third parties.
Revenue is recognised net of
indirect taxes and excise duties.
Sales of gas, condensate and LPG are recognised when control of the
good has transferred, being when the goods are delivered to the
customer, the customer has full discretion over the goods, and
there is no unfulfilled obligation that could affect the customer's
acceptance of the goods. Delivery occurs when the goods have been
shipped to the specific location, the risks of obsolescence and
loss have been transferred to the customer, and either the customer
has accepted the goods in accordance with the contract, the
acceptance provisions have lapsed, or the Group has objective
evidence that all criteria for acceptance have been
satisfied.
A receivable is recognised when
the goods are delivered as this is the point in time that the
consideration is unconditional because only the passage of time is
required before the payment is due.
The Group normally uses
standardised contracts for the sale of gas, condensate and LPG,
which define the point of control transfer. The price and quantity
of each sale transaction are indicated in the specifications to the
sales contracts.
The control over gas is
transferred to a customer when the respective act of acceptance is
signed by the parties to a contract upon delivery of gas to the
point of sale specified in the contract, normally being a certain
point in the Ukrainian gas transportation system. Acts of
acceptance of gas are signed and the respective revenues are
recognised on a monthly basis.
The control over condensate and
LPG is transferred to a customer when the respective waybill is
signed by the parties to a contract upon shipment of goods at the
point of sale specified in the contract, which is normally the
Group's production site.
Foreign Currencies
The Group's consolidated financial
statements and those of the Company are presented in US Dollars.
The functional currency of the subsidiaries which operate in
Ukraine is Ukrainian Hryvnia. The remaining entities have US
Dollars as their functional currency.
The functional currency of
individual companies is determined by the primary economic
environment in which the entity operates, normally the one in which
it primarily generates and expends cash. In preparing the financial
statements of the individual companies, transactions in currencies
other than the entity's functional currency ("foreign currencies")
are recorded at the rates of exchange prevailing on the dates of
the transactions. At each balance sheet date, monetary assets and
liabilities that are denominated in foreign currencies are
retranslated at the rates prevailing on the balance sheet date.
Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation at year-end exchange
rates of monetary assets and liabilities denominated in foreign
currencies are recognised in the Income Statement. Non-monetary
assets and liabilities carried at fair value that are denominated
in foreign currencies are translated at the rates prevailing at the
date when the fair value was determined. Non-monetary items which
are measured in terms of historical cost in a foreign currency are
not retranslated. Gains and losses arising on retranslation are
included in net profit or loss for the period, except for exchange
differences arising on balances which are considered long term
investments where the changes in fair value are recognised directly
in other comprehensive income.
On consolidation, the assets and
liabilities of the Group's subsidiaries which do not use US Dollars
as their functional currency are translated into US Dollars as
follows:
(a)
|
assets and liabilities for each
Balance Sheet presented are translated at the closing rate at the
date of that Balance Sheet;
|
(b)
|
income and expenses for each
Income Statement are translated at average monthly exchange rates
(unless this average is not a reasonable approximation of the
cumulative effect of the rates prevailing on the transaction dates,
in which case income and expenses are translated at the rate on the
dates of the transactions); and
|
(c)
|
all resulting exchange differences
are recognised in other comprehensive income.
|
The principal rates of exchange
used for translating foreign currency balances as at 31 December
2023 were $1:UAH37.98 (2022: $1:
UAH36.57),
$1:£0.779 (2022:
$1:£ 0.827), $1:€0.886
(2022: $1:€
0.934), and the average rates for the year were $1:UAH36.58 (2022:
$1:UAH32.37), $1:£0.804 (2022: $1:£
0.811), $1:€0.923 (2022: $1:€ 0.951)
None of the Group's operations are
considered to use the currency of a hyperinflationary economy,
however this is kept under review.
Pensions
The Group contributes to a local
government pension scheme in Ukraine and defined benefit plans. The
Group has no further payment obligations towards the local
government pension scheme once the contributions have been
paid.
Defined benefit plans define an
amount of pension benefit that an employee will receive on
retirement, usually dependent on one or more factors such as age,
years of service and compensation.
The Group companies participate in
a mandatory Ukrainian State-defined retirement benefit plan, which
provides for early pension benefits for employees working in
certain workplaces with hazardous and unhealthy working conditions.
The Group also provides lump sum benefits upon retirement subject
to certain conditions. The early pension benefit (in the form of a
monthly annuity) is payable by employers only until the employee
has reached the statutory retirement age. The pension scheme is
based on a benefit formula which depends on each individual
member's average salary, his/her total length of past service and
total length of past service at specific types of workplaces ("list
II" category).
The liability recognised in the
Balance Sheet in respect of defined benefit pension plans is the
present value of the defined benefit obligation at the end of the
reporting period less the fair value of plan assets. The defined
benefit obligation is calculated annually by independent actuaries
using the projected unit credit method. The present value of the
defined benefit obligation is determined by discounting the
estimated future cash outflows using interest rates of high-quality
corporate bonds that are denominated in the currency in which the
benefits will be paid, and that have terms to maturity
approximating to the terms of the related pension obligation. Since
Ukraine has no deep market in such bonds, the market rates on
government bonds are used.
The current service cost of the
defined benefit plan, recognised in the Income Statement within the
Cost of Sales in employee benefit expense, except where included in
the cost of an asset, reflects the increase in the defined benefit
obligation resulting from employee service in the current year,
benefit changes curtailments and settlements. Past-service costs
are recognised immediately in the Income Statement.
The net interest cost is
calculated by applying the discount rate to the net balance of the
defined benefit obligation and the fair value of plan assets. This
cost is included in employee benefit expense in the Income
Statement within the Cost of Sales.
Actuarial gains and losses arising
from experience adjustments and changes in actuarial assumptions
are charged or credited to equity in other comprehensive income in
the period in which they arise.
Taxation
The tax expense represents the sum
of the current tax and deferred tax.
Current tax, including UK
corporation and overseas tax, is provided at amounts expected to be
paid (or recovered) using the tax rates and laws that have been
enacted or substantively enacted by the balance sheet
date.
Deferred tax is the tax expected
to be payable or recoverable on differences between the carrying
amounts of assets and liabilities in the financial statements and
the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the balance sheet liability
method. Deferred tax liabilities are generally recognised for all
taxable temporary differences and deferred tax assets are
recognised to the extent that it is probable that taxable profits
will be available against which deductible temporary differences
can be utilised. Such assets and liabilities are not recognised if
the temporary difference arises from goodwill or from the initial
recognition (other than in a business combination) of other assets
and liabilities in a transaction that affects neither the tax
profit nor the accounting profit.
Deferred tax liabilities are
recognised for taxable temporary differences arising on investments
in subsidiaries and associates, and interests in joint ventures,
except where the Group is able to control the reversal of the
temporary difference and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax is calculated at the
tax rates which are expected to apply in the period when the
liability is settled or the asset is realised. Deferred tax is
charged or credited in the Income Statement, except when it relates
to items charged or credited directly to equity, in which case the
deferred tax is also dealt with in equity.
Other taxes which include
recoverable value added tax, excise tax and custom duties represent
the amounts receivable or payable to local tax authorities in the
countries where the Group operates.
Value added tax
Output value added tax related to
sales is payable to tax authorities on the earlier of (a)
collection of receivables from customers or (b) delivery of goods
or services to customers. Input VAT is generally recoverable
against output VAT upon receipt of the VAT invoice. The tax
authorities permit the settlement of VAT on a net basis. VAT
related to sales and purchases is recognised in the consolidated
statement of financial position on a gross basis for different
entities of the Group and disclosed separately as an asset and a
liability. Where provision has been made for expected credit losses
("ECL") of receivables, the impairment loss is recorded for the
gross amount of the debtor, including VAT.
Financial Instruments
Financial instruments - key measurement
terms. Fair value is the price that
would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the
measurement date. The best evidence of fair value is the price in
an active market. An active market is one in which transactions for
the asset or liability take place with sufficient frequency and
volume to provide pricing information on an ongoing
basis.
Fair value of financial
instruments traded in an active market is measured as the product
of the quoted price for the individual asset or liability and the
number of instruments held by the entity. This is the case even if
a market's normal daily trading volume is not sufficient to absorb
the quantity held and placing orders to sell the position in a
single transaction might affect the quoted price.
A portfolio of financial
derivatives or other financial assets and liabilities that are not
traded in an active market is measured at the fair value of a group
of financial assets and financial liabilities on the basis of the
price that would be received to sell a net long position (i.e. an
asset) for a particular risk exposure or paid to transfer a net
short position (i.e. a liability) for a particular risk exposure in
an orderly transaction between market participants at the
measurement date. This is applicable for assets carried at fair
value on a recurring basis if the Group: (a) manages the group of
financial assets and financial liabilities on the basis of the
Group's net exposure to a particular market risk (or risks) or to
the credit risk of a particular counterparty in accordance with the
Group's documented risk management or investment strategy; (b) it
provides information on that basis about the group of assets and
liabilities to the Group's key management personnel; and (c) the
market risks, including duration of the Group's exposure to a
particular market risk (or risks) arising from the financial assets
and financial liabilities are substantially the same.
Valuation techniques such as
discounted cash flow models or models based on recent arm's length
transactions or consideration of financial data of the investees
are used to measure fair value of certain financial instruments for
which external market pricing information is not available. Fair
value measurements are analysed by level in the fair value
hierarchy as follows: (i) level one are measurements at quoted
prices (unadjusted) in active markets for identical assets or
liabilities, (ii) level two measurements are valuations techniques
with all material inputs observable for the asset or liability,
either directly (that is, as prices) or indirectly (that is,
derived from prices), and (iii) level three measurements are
valuations not based on solely observable market data (that is, the
measurement requires significant unobservable inputs).
Transaction costs are incremental
costs that are directly attributable to the acquisition, issue or
disposal of a financial instrument. An incremental cost is one that
would not have been incurred if the transaction had not taken
place. Transaction costs include fees and commissions paid to
agents (including employees acting as selling agents), advisers,
brokers and dealers, levies by regulatory agencies and securities
exchanges, and transfer taxes and duties. Transaction costs do not
include debt premiums or discounts, financing costs or internal
administrative or holding costs.
Fair value is the amount at which
the financial instrument was recognised at initial recognition,
while amortised cost ("AC") is the amount at which the financial
instrument was subsequently measured after the initial recognition
less any principal repayments, plus accrued interest, and for
financial assets less any allowance for ECL. Accrued interest
includes amortisation of transaction costs deferred at initial
recognition and of any premium or discount to the maturity amount
using the effective interest method. Accrued interest income and
accrued interest expense, including both accrued coupon and
amortised discount or premium (including fees deferred at
origination, if any), are not presented separately and are included
in the carrying values of the related items in the consolidated
statement of financial position.
The effective interest method is a
method of allocating interest income or interest expense over the
relevant period, so as to achieve a constant periodic rate of
interest (effective interest rate) on the carrying amount. The
effective interest rate is the rate that exactly discounts
estimated future cash payments or receipts (excluding future credit
losses) through the expected life of the financial instrument or a
shorter period, if appropriate, to the gross carrying amount of the
financial instrument. The effective interest rate discounts cash
flows of variable interest instruments to the next interest
repricing date, except for the premium or discount which reflects
the credit spread over the floating rate specified in the
instrument, or other variables that are not reset to market rates.
Such premiums or discounts are amortised over the whole expected
life of the instrument. The present value calculation includes all
fees paid or received between parties to the contract that are an
integral part of the effective interest rate. For assets that are
purchased or originated credit impaired ("POCI") at initial
recognition, the effective interest rate is adjusted for credit
risk, i.e. it is calculated based on the expected cash flows on
initial recognition instead of contractual payments.
Financial instruments - initial
recognition. Financial instruments
at fair value through profit or loss ("FVTPL") are initially
recorded at fair value. All other financial instruments are
initially recorded at fair value adjusted for transaction costs.
Fair value at initial recognition is best evidenced by the
transaction price. A gain or loss on initial recognition is only
recorded if there is a difference between fair value and
transaction price which can be evidenced by other observable
current market transactions in the same instrument or by a
valuation technique whose inputs include only data from observable
markets. After the initial recognition, an ECL allowance is
recognised for financial assets measured at AC and investments in
debt instruments measured at fair value through other comprehensive
income ("FVOCI"), resulting in an immediate accounting
loss.
All purchases and sales of
financial assets that require delivery within the time frame
established by regulation or market convention ("regular way"
purchases and sales) are recorded at trade date, which is the date
on which the Group commits to deliver a financial asset. All other
purchases are recognised when the entity becomes a party to the
contractual provisions of the instrument.
Financial assets - classification and subsequent measurement
- measurement categories. The Group
classifies financial assets in the following measurement
categories: FVTPL, FVOCI and AC. The classification and subsequent
measurement of debt financial assets depends on: (i) the Group's
business model for managing the related assets portfolio and (ii)
the cash flow characteristics of the asset. The Group's financial
assets include cash and cash equivalents, trade and other
receivables, loans to subsidiary undertakings, all of which are
classified as AC in accordance with IFRS 9.
Financial assets - classification and subsequent measurement
- business model. The business
model reflects how the Group manages the assets in order to
generate cash flows - whether the Group's objective is: (i) solely
to collect the contractual cash flows from the assets ("hold to
collect contractual cash flows"), or (ii) to collect both the
contractual cash flows and the cash flows arising from the sale of
assets ("hold to collect contractual cash flows and sell") or, if
neither of (i) and (ii) is applicable, the financial assets are
classified as part of "other" business model and measured at
FVTPL.
Business model is determined for a
group of assets (on a portfolio level) based on all relevant
evidence about the activities that the Group undertakes to achieve
the objective set out for the portfolio available at the date of
the assessment. Factors considered by the Group in determining the
business model include past experience on how the cash flows for
the respective assets were collected.
The Group's business model for
financial assets is to collect the contractual cash flows from the
assets ("hold to collect contractual cash flows").
Financial assets - classification and subsequent measurement
- cash flow characteristics. Where
the business model is to hold assets to collect contractual cash
flows or to hold contractual cash flows and sell, the Group
assesses whether the cash flows represent solely payments of
principal and interest ("SPPI"). Financial assets with embedded
derivatives are considered in their entirety when determining
whether their cash flows are consistent with the SPPI feature. In
making this assessment, the Group considers whether the contractual
cash flows are consistent with a basic lending arrangement, i.e.
interest includes only consideration for credit risk, time value of
money, other basic lending risks and profit margin.
Where the contractual terms
introduce exposure to risk or volatility that is inconsistent with
a basic lending arrangement, the financial asset is classified and
measured at FVTPL. The SPPI assessment is performed on initial
recognition of an asset and it is not subsequently
reassessed.
Financial assets - reclassification.
Financial instruments are reclassified only when
the business model for managing the portfolio as a whole changes.
The reclassification has a prospective effect and takes place from
the beginning of the first reporting period that follows after the
change in the business model. The Group did not change its business
model during the current and comparative period and did not make
any reclassifications.
Financial assets impairment - credit loss allowance for
ECL. The Group assesses, on a
forward-looking basis, the ECL for debt instruments measured at AC
and FVOCI and for the exposures arising for contractual assets. The
Group measures ECL and recognises Net impairment losses on
financial and contractual assets at each reporting date. The
measurement of ECL reflects: (i) an unbiased and probability
weighted amount that is determined by evaluating a range of
possible outcomes, (ii) time value of money and (iii) all
reasonable and supportable information that is available without
undue cost and effort at the end of each reporting period about
past events, current conditions and forecasts of future
conditions.
Debt instruments measured at AC
and contractual assets are presented in the consolidated statement
of financial position net of the allowance for ECL. For loan
commitments and financial guarantees, a separate provision for ECL
is recognised as a liability in the consolidated statement of
financial position.
The Group applies a simplified
approach for impairment of cash and cash equivalents, other
short-term investments and trade and other receivables, by
recognising lifetime expected credit losses based on past default
experience and credit profiles, adjusted as appropriate for current
observable data. For other financial assets the Group applies a
three stage model for impairment, based on changes in credit
quality since initial recognition. A financial instrument that is
not credit-impaired on initial recognition is classified in Stage
1. Financial assets in Stage 1 have their ECL measured at an amount
equal to the portion of lifetime ECL that results from default
events possible within the next 12 months or until contractual
maturity, if shorter ("12 Months ECL"). If the Group identifies a
significant increase in credit risk ("SICR") since initial
recognition, the asset is transferred to Stage 2 and its ECL is
measured based on ECL on a lifetime basis, that is, up until
contractual maturity but considering expected prepayments, if any
("Lifetime ECL"). If the Group determines that a financial asset is
credit-impaired, the asset is transferred to Stage 3 and its ECL is
measured as a Lifetime ECL. For financial assets that are purchased
or originated credit-impaired ("POCI Assets"), the ECL is always
measured as a Lifetime ECL.
Financial assets - write-off. Financial assets are written-off, in whole or in part, when
the Group has exhausted all practical recovery efforts and has
concluded that there is no reasonable expectation of recovery. The
write-off represents a derecognition event. The Group may write-off
financial assets that are still subject to enforcement activity
when the Group seeks to recover amounts that are contractually due,
however, there is no reasonable expectation of recovery.
Financial assets - derecognition. The Group derecognises financial assets when (a) the assets
are redeemed or the rights to cash flows from the assets otherwise
expire or (b) the Group has transferred the rights to the cash
flows from the financial assets or entered into a qualifying
pass-through arrangement whilst (i) also transferring substantially
all the risks and rewards of ownership of the assets or (ii)
neither transferring nor retaining substantially all the risks and
rewards of ownership but not retaining control.
Financial assets - modification. If the modified terms are substantially different, the rights
to cash flows from the original asset expire and the Company
derecognises the original financial asset and recognises a new
asset at its fair value. The date of renegotiation is considered to
be the date of initial recognition for subsequent impairment
calculation purposes, including determining whether a SICR has
occurred. Any difference between the carrying amount of the
original asset derecognised and fair value of the new substantially
modified asset is recognised in profit or loss, unless the
substance of the difference is attributed to a capital transaction
with owners. If the modified asset is not substantially
different from the original asset and the modification does not
result in derecognition. The Group recalculates the gross carrying
amount by discounting the modified contractual cash flows by the
original effective interest rate (or credit-adjusted effective
interest rate for POCI financial assets), and recognises a
modification gain or loss in profit or loss.
Financial liabilities - measurement categories. Financial liabilities are classified as subsequently measured
at AC, except for (i) financial liabilities at FVTPL: this
classification is applied to derivatives, financial liabilities
held for trading (e.g. short positions in securities), contingent
consideration recognised by an acquirer in a business combination
and other financial liabilities designated as such at initial
recognition and (ii) financial guarantee contracts and loan
commitments. The Group's financial liabilities include trade and
other payables, lease
liabilities, all of which are classified
as AC in accordance with IFRS 9.
Financial liabilities - derecognition.
Financial liabilities are derecognised when they
are extinguished (i.e. when the obligation specified in the
contract is discharged, cancelled or expires).
Trade Receivables
Trade receivables are amounts due
from customers for goods sold in the ordinary course of business.
If collection is expected in one year or less, they are classified
as current assets. If not, they are presented as non-current
assets.
Trade receivables are recognised
initially at fair value and subsequently measured at amortised cost
using the effective interest method, less expected credit
losses.
Prepayments
Prepayments are carried at cost
less provision for impairment. A prepayment is classified as
non-current when the goods or services relating to the prepayment
are expected to be obtained after one year, or when the prepayment
relates to an asset which will itself be classified as non-current
upon initial recognition. Prepayments to acquire assets are
transferred to the carrying amount of the asset once the Group has
obtained control of the asset and it is probable that future
economic benefits associated with the asset will flow to the Group.
Other prepayments are written off to profit or loss when the
services relating to the prepayments are received. If there is an
indication that the assets, goods or services relating to a
prepayment will not be received, the carrying value of the
prepayment is written down accordingly and a corresponding
impairment loss is recognised in profit or loss for the
year.
Investments in subsidiaries
Investments made by the Company in
its subsidiaries are stated at cost in the Company's financial
statements and reviewed for impairment if there are indications
that the carrying value may not be recoverable.
Loans issued to subsidiaries
Loans issued by the Company to its
subsidiaries are initially recognised in the Company's financial
statements at fair value and are subsequently carried at amortised
cost using the effective interest method, less credit loss
allowance. Net change in credit losses and foreign exchange
differences on loans issued are recognised in the Company's
statement of profit or loss in the period when incurred.
Trade and Other Payables
Trade payables are obligations to
pay for goods or services that have been acquired in the ordinary
course of business from suppliers. Accounts payable are classified
as current liabilities if payment is due within one year or less.
If not, they are presented as non-current liabilities.
Trade payables are recognised
initially at fair value and subsequently measured at amortised cost
using the effective interest method.
Lease liabilities
Liabilities arising from a lease
are initially measured on a present value basis. Lease liabilities
include the net present value of the following lease
payments:
•
|
fixed payments (including
in-substance fixed payments), less any lease incentives
receivable,
|
•
|
variable lease payments that are
based on an index or a rate, initially measured using the index or
rate as at the commencement date,
|
•
|
the exercise price of a purchase
option if the Group is reasonably certain to exercise that option,
and
|
•
|
payments of penalties for
terminating the lease, if the lease term reflects the Group
exercising that option.
|
Extension and termination options
are included in a number of property and equipment leases across
the Group. These terms are used to maximise operational flexibility
in terms of managing contracts. Extension options (or period after
termination options) are only included in the lease term if the
lease is reasonably certain to be extended (or not terminated).
Lease payments to be made under reasonably certain extension
options are also included in the measurement of the
liability.
The lease payments are discounted
using the interest rate implicit in the lease. If that rate cannot
be readily determined, which is generally the case for leases of
the Group, the Group's incremental borrowing rate is used, being
the rate that the Group would have to pay to borrow the funds
necessary to obtain an asset of similar value in a similar economic
environment with similar terms and conditions.
To determine the incremental
borrowing rate, the Group:
•
|
where possible, uses recent
third-party financing received by the individual lessee as a
starting point, adjusted to reflect changes in financing conditions
since third party financing was received,
|
•
|
uses a build-up approach that
starts with a risk-free interest rate adjusted for credit risk,
and
|
•
|
makes adjustments specific to the
lease, e.g. term, country, currency and collateral.
|
The Group is exposed to potential
future increases in variable lease payments based on an index or
rate, which are not included in the lease liability until they take
effect. When adjustments to lease payments based on an index or
rate take effect, the lease liability is reassessed and adjusted
against the right-of-use asset.
Lease payments are allocated
between principal and finance costs. The finance costs are charged
to profit or loss over the lease period so as to produce a constant
periodic rate of interest on the remaining balance of the liability
for each period.
Payments associated with
short-term leases and all leases of low-value assets under $5,000
are recognised on a straight-line basis as an expense in profit or
loss. Short-term leases are leases with a lease term of 12 months
or less.
Equity Instruments
Ordinary shares are classified as
equity. Equity instruments issued by the
Company and the Group are recorded at the proceeds received, net of
direct issue costs. Any excess of the fair value of consideration
received over the par value of shares issued is recorded as share
premium in equity.
Cash and Cash Equivalents
Cash and cash equivalents comprise
cash on hand and deposits held at call with banks and other
short-term highly liquid investments which are readily convertible
to a known amount of cash with insignificant risk of change in
value. Cash and cash equivalents are carried at amortised cost.
Interest income that relates to cash and cash equivalents on
current and deposit accounts is disclosed within operating cash
flow.
Other short-term investments
Other short-term investments
include current accounts and deposits held at banks, which do not
meet the cash and cash equivalents definition. Current accounts and
deposits held at banks, which do not meet the cash and cash
equivalents definition are measured initially at fair value and
subsequently carried at amortised cost using the effective interest
method. Interest received on other short-term investments is
disclosed within operating cash flow.
Interest income
Interest income is recognised as
it accrues, taking into account the effective yield on the asset.
Interest income on current bank accounts and on demand deposits or
term deposits with the maturity less than three months recognised
as part of cash and cash equivalents is recognised as other
operating income. Interest income on term deposits other than those
classified as cash and cash equivalents is recognised as finance
income.
Certain reclassifications have
been made in the comparative numbers for better clarity and
consistency of presentation.
4. Significant Accounting
Judgements and Estimates
The Group makes estimates and
judgements concerning the future. The resulting accounting
estimates will, by definition, seldom equal the related actual
results. The estimates and judgements which have a risk of causing
material adjustment to the carrying amounts of assets and
liabilities within the next financial year are discussed
below.
Depreciation of Oil and Gas Development and Production
Assets
Development and production assets
held in property, plant and equipment are depreciated on a unit of
production basis at a rate calculated by reference to proved and
probable reserves at the end of the period plus the production in
the period, and incorporating the estimated future cost of
developing and extracting those reserves. Future development costs
are estimated using estimates about the number of wells required to
produce those reserves, the cost of the wells, future production
facilities and operating costs, together with assumptions on oil
and gas realisations, and are revised annually. The reserves
estimates used are determined using estimates of gas in place,
recovery factors, future hydrocarbon prices and also take into
consideration the Group's latest development plan for the
associated development and production asset. The latest development
plan and therefore the inputs used to determine the depreciation
charge for the MEX-GOL, SV and VAS fields continue until the end of
the economic life of the fields, which is
assessed to be 2038, 2042 and 2033 respectively, based on the
assessment contained in the DeGolyer & MacNaughton reserves
report for these fields. The licences for the MEX-GOL and SV fields
have recently been extended until 2044. Were the estimated reserves at the beginning of the year to
differ by 10% from previous assumptions, the impact on depreciation
for the year ended 31 December 2023 would be to increase it by
$1,066,000 or decrease it by $479,000 (2022: increase by $1,394,000
or decrease by $626,000).
Provision for Decommissioning
The Group has decommissioning
obligations in respect of its Ukrainian assets. The full extent to
which the provision is required depends on the legal requirements
at the time of decommissioning, the costs and timing of any
decommissioning works and the discount rate applied to such
costs.
A detailed assessment of gross
decommissioning cost was undertaken on a well-by-well basis using
local data on day rates and equipment costs. The discount rate
applied on the decommissioning cost provision as at 31 December
2023 was 4.67% (31 December 2022: 4.76%). The discount rate is calculated
in real terms based on the yield to maturity of Ukrainian
Government bonds denominated in the currency in which the liability
is expected to be settled and with the settlement date that
approximates the timing of settlement of decommissioning
obligations. Increase of the discount rate applied is caused by the
growth of the Ukrainian risk-free rate.
The change in estimate applied to
calculate the provision as at 31 December 2023 resulted from the
revision of the estimated costs of decommissioning (increase of
$556,000 in provision), an increase in the discount rate applied
(increase of $86,000 in provision), revision of the economic life
of the VAS field and SC field (decrease of $362,000 in provision).
The costs are expected to be incurred by 2038 on the MEX-GOL field,
by 2042 on the SV field, and by 2033 on the VAS field, which is the
end of the estimated economic life of the respective fields (Note
25).
Net Carrying Amount of Inter-Company Loans Receivable and
Investments by the Company into a Subsidiary
The Company has certain
inter-company loans receivable from a subsidiary, which are
eliminated on consolidation. For the purpose of the Company's
financial statements, these receivable balances are carried at
amortised cost using the effective interest method, less credit
loss allowance. Measurement of lifetime expected credit losses on
inter-company loans is a significant judgment that involves models
and data inputs including forward-looking information, current
conditions and forecasts of future conditions impacting the
estimated future cash flows that are expected to be recovered, time
value of money, etc. In previous years, significant impairment
charges were recorded against the carrying amount of the loans
issued to subsidiaries as the present value of estimated future
cash flows discounted at the original effective interest rate was
less than the carrying amount of the loans, and the resulting impairment
losses were recognised in profit or loss in the Company's financial
statements.
For the purpose of assessment of
the credit loss allowance as at 31 December 2023, the Company
considered all reasonable and supportable forward-looking
information available as at that date without undue cost and
effort, which includes a range of factors, such as estimated future
net cash flows to be generated by the subsidiaries operating in
Ukraine and cash flow management. All these factors have a
significant impact on the amounts subject to repayment on the loans
and investments. The estimated future discounted cash flows
generated by the subsidiaries operating in Ukraine are considered
as a primary source of repayment on the loans and investments. As
at 31 December 2023, the present value of future net cash
flows to be generated by the subsidiaries operating in Ukraine
during 2024 - 2028, adjusted for the subsidiaries' working capital
as at 31 December 2023 and estimated amounts reserved by
the Group for investment projects in the time horizon was
calculated.
The key assumptions used in the
discounted cash flow model are:
•
|
production levels for a period of
five years assumed to be: at the level of 6.7 MMboe for the MEX-GOL
and SV fields and zero for the period of suspension of the VAS
field and SC licence area;
|
•
|
proved plus probable (2P) reserves
at the beginning of 2024 at the MEX-GOL and SV fields of 43.0
MMboe, at the VAS field of 2.3 MMboe and
at the SC licence area of 12.1 MMboe;
|
•
|
commodity prices - the model
assumes gas prices of $423/Mm3 in 2024,
$450/Mm3 in 2025, decreasing to $414/Mm3 in
2026, and $400/Mm3 in subsequent years;
|
•
|
discount rate applied is 36.17% in
2024, 30.08% in 2025, 23.99% in 2026, 17.89% in 2027 and 11.80% in
2028, determined in real terms;
|
•
|
production taxes applicable to gas
production at variable rates under relevant legislation;
|
•
|
capital expenditure allowance for
maintenance and development of: MEX-GOL and SV fields at the level
of $750,000 per year, VAS field at the level of $250,000 per year
and SC licence area at the level of $100,000 per year;
|
•
|
future capital expenditures for a
period of five years assumed to be: for the MEX-GOL and SV fields
at the level of $195,300,000, VAS field at the level of $80,000 and
SC licence area at the level of $26,100,000;
|
•
|
life of field for the purpose of
the assessment of loans
- cash flows were taken for a period of
five years as management believes there is no
reasonably available information to build reliable expectations and
demonstrate the ability to settle the loans over a longer
perspective;
|
•
|
life of field for the purpose of
the assessment of investments - cash flows were taken for a period of the full economic life
of the respective CGUs.
|
The resulting amount, net of the
carrying value of the Company's investments in subsidiaries and
loans, was compared to the discounted cash flows and net financial
assets of the subsidiaries as at 31 December 2023. As
such, the Company has recorded $14,979,000 of loss, being the net
change in the expected credit
losses for loans issued to and investments
in subsidiaries in the Company's statement of profit or loss for
the year ended 31 December 2023.
As with any economic forecast, the
projections and likelihoods of occurrence are subject to a high
degree of inherent uncertainty, and therefore the actual outcomes
may be significantly different to those projected. The Company
considers these forecasts to represent its best estimate of the
possible outcomes.
5. Segmental
Information
In line with the Group's internal
reporting framework and management structure, the key strategic and
operating decisions are made by the Board of Directors, who review
internal monthly management reports, budget and forecast
information as part of this process. Accordingly, the Board of
Directors is deemed to be the Chief Operating Decision Maker within
the Group.
The Group's only class of business
activity is oil and gas exploration, development and production.
The Group's operations are located in Ukraine, with its head office
in the United Kingdom. These geographical regions are the basis on
which the Group reports its segment information. The segment
results as presented represent operating profit before
depreciation, amortisation and impairment of non-current
assets.
|
Ukraine
|
United
Kingdom
|
Total
|
|
2023
|
2023
|
2023
|
|
$000
|
$000
|
$000
|
|
|
|
|
Revenue
|
|
|
|
Gas sales
|
42,270
|
-
|
42,270
|
Condensate sales
|
10,466
|
-
|
10,466
|
Liquefied Petroleum Gas
sales
|
9,458
|
-
|
9,458
|
Total revenue
|
62,194
|
-
|
62,194
|
|
|
|
|
Segment result
|
43,649
|
(1,409)
|
42,240
|
Depreciation and amortisation of non-current
assets
|
(6,704)
|
-
|
(6,704)
|
Operating profit
|
|
|
35,536
|
|
|
|
|
Segment assets
|
161,232
|
22,100
|
183,332
|
|
|
|
|
Capital additions*
|
15,749
|
-
|
15,749
|
*Comprises additions to property,
plant and equipment (Note 17)
There are no inter-segment sales
within the Group and all products are sold in the geographical
region in which they are produced. The Group is not significantly
impacted by seasonality. Revenue is recognised at a point in
time.
During 2022 and until May 2023,
the Group was selling all of its gas production to its related
party, LLC Smart Energy ("Smart Energy"). Smart Energy has oil and
gas operations in Ukraine and is part of the PJSC Smart-Holding
Group, which was ultimately controlled by Mr Vadym Novynskyi,
who until 1 December 2022, through an
indirect 82.65% majority shareholding, ultimately controlled the
Group. This arrangement came about in 2017 as a consequence of the
Ukrainian Government introducing a number of new provisions into
the Ukrainian Tax Code over the previous two years, including
transfer pricing regulations for companies operating in Ukraine.
The introduction of the new regulations has meant that there is an
increased regulatory burden on affected companies in Ukraine who
must prepare and submit reporting information to the Ukrainian Tax
Authorities. Due to the corporate structure of the Group, a
substantial proportion of its gas production is produced by a
non-Ukrainian subsidiary of the Group, which operates in Ukraine as
a branch, or representative office as it is classified in Ukraine.
Under the Ukrainian tax regulations, this places additional
regulatory obligations on each of the Group's potential customers
who may be less inclined to purchase the Group's gas and/or may
seek discounts on sales prices. As a result of discussions between
the Company and Smart Energy, Smart Energy agreed to purchase all
of the Group's gas production and to assume responsibility for the
regulatory obligations under the Ukrainian tax regulations.
Furthermore, Smart Energy agreed to combine the Group's gas
production with its own gas production, and to sell such gas as
combined volumes, which was intended to result in higher sales
prices due to the larger sales volumes. In order to cover Smart
Energy's sales, administration and regulatory compliance costs, the
Group sold its gas to Smart Energy at a discount of 2.0% to the gas
sales prices achieved by Smart Energy, who sold the combined
volumes in line with market prices. The terms of sale for the
Group's gas to Smart Energy were (i) for 35% of the monthly volume
of gas by the 15th of the month following the month of
delivery, and (ii) payment of the remaining balance by the end of
that month. This arrangement was
terminated in May 2023.
|
Ukraine
|
United
Kingdom
|
Total
|
|
2022
|
2022
|
2022
|
|
$000
|
$000
|
$000
|
|
|
|
|
Revenue
|
|
|
|
Gas sales
|
109,461
|
-
|
109,461
|
Condensate sales
|
12,744
|
-
|
12,744
|
Liquefied Petroleum Gas
sales
|
11,175
|
-
|
11,175
|
Total revenue
|
133,380
|
-
|
133,380
|
|
|
|
|
Segment result
|
84,750
|
(1,140)
|
83,610
|
Depreciation and amortisation of
non-current assets
|
(7,837)
|
-
|
(7,837)
|
Operating profit
|
|
|
75,773
|
|
|
|
|
Segment assets
|
158,982
|
82,752
|
241,734
|
|
|
|
|
Capital additions*
|
19,807
|
-
|
19,807
|
*Comprises additions to property,
plant and equipment (Note 17)
6. Cost of
Sales
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Production taxes
|
8,610
|
25,271
|
Depreciation of property, plant
and equipment
|
5,719
|
6,684
|
Rent expenses (Note 19)
|
2,573
|
8,468
|
Staff costs (Note 9)
|
2,142
|
2,149
|
Cost of inventories recognised as
an expense
|
1,587
|
1,510
|
Amortisation of mineral reserves
(Note 18)
|
359
|
411
|
Transmission tariff for Ukrainian
gas system
|
322
|
493
|
Other expenses
|
1,910
|
2,471
|
|
23,222
|
47,457
|
A transmission tariff for use of
the Ukrainian gas transit system of UAH101.93/Mm3 of gas
was applicable to the Group (2022: UAH101.93/Mm3).
7. Administrative
Expenses
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Staff costs (Note 9)
|
3,585
|
4,105
|
Consultancy fees
|
1,567
|
906
|
Professional services
|
339
|
187
|
Depreciation of other fixed
assets
|
321
|
297
|
Group Auditor's
remuneration*
|
146
|
139
|
Rent expenses
|
137
|
248
|
Amortisation of other intangible
assets
|
113
|
169
|
Other expenses
|
745
|
779
|
|
6,953
|
6,830
|
|
|
|
*The Group Auditor did not provide
any non-audit services for the 2023 and 2022 audits.
8. Remuneration of
Directors
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Directors' emoluments
|
815
|
1,325
|
The emoluments of the individual
Directors were as follows:
|
Total
Emoluments
|
Total
emoluments
|
|
2023
|
2022
|
|
$000
|
$000
|
Executive Directors:
|
|
|
Sergii Glazunov
|
180
|
473
|
Bruce Burrows
|
343
|
546
|
|
|
|
Non-executive Directors:
|
|
|
Chris Hopkinson
|
124
|
124
|
Alexey Pertin
|
56
|
56
|
Yuliia Kirianova
|
56
|
56
|
Dmitry Sazonenko
|
-
|
50
|
Dr Gehrig Schultz
|
56
|
20
|
|
815
|
1,325
|
The emoluments include base
salary, bonuses and fees. According to the Register of Directors'
Interests, no rights to subscribe for shares in or debentures of
any Group companies were granted to any of the Directors or their
immediate families during the financial year, and there were no
outstanding options to Directors.
9. Staff Numbers and
Costs
The average monthly number of
employees during the year (including Executive Directors) and the
aggregate staff costs of such employees were as follows:
|
Number of
employees
|
|
|
|
2023
|
2022
|
Group
|
|
|
Management /
operational
|
169
|
166
|
Administrative support
|
70
|
81
|
|
239
|
247
|
The prior year comparative numbers
of employees were amended to conform to the current year
presentation. The number of employees
includes full-time and part-time employees.
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Wages and salaries
|
5,268
|
5,729
|
Other pension costs
|
723
|
816
|
Social security costs
|
80
|
90
|
|
6,071
|
6,635
|
10. Other Operating
Gains/(Losses), (net)
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Interest income on cash and cash
equivalents
|
4,578
|
1,888
|
Gain on sales of current
assets
|
5
|
20
|
Contractor penalties
applied
|
1
|
114
|
Impairment of property, plant and
equipment (Note 17)
|
-
|
(4,257)
|
Other operating (loss)/income,
net
|
(1,067)
|
(1,085)
|
|
3,517
|
(3,320)
|
11. Finance
Income
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Financial instrument: unwinding of
discount
|
2,144
|
1,126
|
|
2,144
|
1,126
|
12. Finance
Costs
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Unwinding of discount on financial
liabilities
|
2,291
|
996
|
Unwinding of discount on provision
for decommissioning (Note 25)
|
331
|
293
|
Interest expense on lease
liabilities
|
83
|
121
|
|
2,705
|
1,410
|
13. Other
Gains/(Losses), (net)
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Charitable donations
|
(17)
|
(6,534)
|
Foreign exchange
gains/(losses)
|
731
|
4,843
|
Other gains/(losses),
(net)
|
(31)
|
(47)
|
|
683
|
(1,738)
|
Charitable donations for the
year ended 31 December 2023 and 2022
comprise humanitarian aid for the population and armed forces of
Ukraine.
14. Income Tax
Expense
a) Income tax expense and
(benefit):
|
|
|
|
|
|
|
|
|
2023
|
2022
|
|
|
|
$000
|
$000
|
Current tax
|
|
|
|
|
UK - current year
|
|
|
131
|
54
|
UK - prior year
|
|
|
-
|
-
|
Overseas - current year
|
|
|
6,621
|
14,263
|
Overseas - prior year
|
|
|
83
|
-
|
|
|
|
|
|
Deferred tax (Note
26)
|
|
|
|
|
UK - current year
|
|
|
1,941
|
1,852
|
UK - prior year
|
|
|
-
|
(3,021)
|
Overseas - current year
|
|
|
(79)
|
(24)
|
Income tax expense
|
|
|
8,697
|
13,124
|
b) Factors affecting tax
charge for the year:
The tax assessed for the year is
different from the corporation tax rate in the UK of 19.00% rising
to 25.00% with effect from 1 April 2023. The expense for the year
can be reconciled to the profit as per the Income Statement as
follows:
|
|
|
|
2023
|
2022
|
|
$000
|
$000
|
|
|
|
Profit before taxation
|
35,183
|
73,307
|
Tax charge at UK tax rate of
19.00%/25.00% (2022: 19.00%)
|
7,010
|
13,928
|
|
|
|
Tax effects of:
|
|
|
Lower foreign corporate tax rates
in Ukraine (18.00%) (2022: 18.00%)
|
(504)
|
(699)
|
Disallowed expenses and
non-taxable income
|
3,148
|
6,708
|
Previously unrecognised tax losses
used to reduce income tax expense
|
(957)
|
(3,792)
|
Adjustments in respect of prior
periods
|
-
|
(3,021)
|
Total tax expense for the
year
|
8,697
|
13,124
|
The tax effect of disallowed
expenses and non-taxable income are mainly represented by foreign
exchange differences of LLC Regal Petroleum Corporation (Ukraine)
Limited and the net change in credit loss allowance for loans
issued to subsidiaries and shares in subsidiary
undertakings.
The tax effect of losses not
recognised as deferred tax assets are mainly represented by
accumulated losses of LLC Regal Petroleum Corporation (Ukraine)
Limited.
15. Profit/(Loss) for
the Year
The Company has taken advantage of
the exemption allowed under section 408 of the Companies Act 2006
and has not presented its own Income Statement in these financial
statements. The Parent Company profit after tax was
$7,151,000 for
the year ended 31 December 2023
(2022: loss after tax $6,358,000).
16. Earnings per
Share
The calculation of basic earnings
per ordinary share has been based on the profit for the year and
320,637,836 (2022: 320,637,836) ordinary shares, being the weighted average
number of shares in issue for the year. There are no dilutive
instruments.
17. Property, Plant
and Equipment
|
2023
|
|
2022
|
|
Oil and Gas Development and
Production assets
Ukraine
|
Oil and Gas Exploration and
Evaluation Assets
|
Other
fixed
assets
|
Total
|
Oil and
Gas Development and Production assets
Ukraine
|
Oil and
Gas Exploration and Evaluation Assets
|
Other
fixed assets
|
Total
|
Group
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
At the beginning of the
year
|
135,255
|
13,093
|
1,968
|
150,316
|
163,170
|
10,110
|
2,631
|
175,911
|
Additions
|
13,530
|
1,403
|
816
|
15,749
|
12,872
|
6,549
|
386
|
19,807
|
Change in decommissioning
provision
|
293
|
(13)
|
|
280
|
2,596
|
38
|
-
|
2,634
|
Disposals
|
(1,389)
|
|
(519)
|
(1,908)
|
(200)
|
(18)
|
(356)
|
(574)
|
Exchange differences
|
(5,787)
|
(539)
|
(84)
|
(6,410)
|
(43,183)
|
(3,586)
|
(693)
|
(47,462)
|
At the end of the year
|
141,902
|
13,944
|
2,181
|
158,027
|
135,255
|
13,093
|
1,968
|
150,316
|
|
|
|
|
|
|
|
|
|
Accumulated depreciation and
impairment
|
|
|
|
|
|
|
|
At the beginning of the
year
|
73,108
|
1,677
|
1,275
|
76,060
|
87,070
|
-
|
1,423
|
88,493
|
Charge for year
|
5,555
|
-
|
304
|
5,859
|
6,906
|
-
|
301
|
7,207
|
Disposals
|
(95)
|
-
|
(95)
|
(190)
|
(75)
|
-
|
(57)
|
(132)
|
Impairment charged
|
-
|
-
|
-
|
-
|
2,361
|
1,896
|
|
4,257
|
Exchange differences
|
(2,949)
|
(42)
|
12
|
(2,979)
|
(23,154)
|
(219)
|
(392)
|
(23,765)
|
At the end of the year
|
75,619
|
1,635
|
1,496
|
78,750
|
73,108
|
1,677
|
1,275
|
76,060
|
Net book value at the beginning of the year
|
62,147
|
11,416
|
693
|
74,256
|
76,100
|
10,110
|
1,208
|
87,418
|
Net book value at the end of the year
|
66,283
|
12,309
|
685
|
79,277
|
62,147
|
11,416
|
693
|
74,256
|
MEX-GOL, SV, SC and VAS gas and condensate
fields
In accordance with the Group's
accounting policies, oil and gas development and producing assets
are tested for an impairment loss at each balance sheet date. As at
31 December 2023, oil and gas development and producing assets were
tested for an impairment loss, however no loss was recognised in
the period (Note 4).
18. Intangible Assets
|
|
2023
|
|
2022
|
|
Mineral reserve
rights
|
Exploration and evaluation
intangible assets
|
Other intangible
assets
|
Total
|
Mineral
reserve rights
|
Exploration and evaluation intangible assets
|
Other
intangible assets
|
Total
|
Group
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
At the beginning of the
year
|
5,080
|
6,433
|
860
|
12,373
|
6,810
|
8,651
|
752
|
16,213
|
Additions
|
-
|
-
|
196
|
196
|
-
|
-
|
322
|
322
|
Disposals
|
-
|
-
|
(108)
|
(108)
|
-
|
-
|
(27)
|
(27)
|
Exchange differences
|
(189)
|
(243)
|
(34)
|
(466)
|
(1,730)
|
(2,218)
|
(187)
|
(4,135)
|
At the end of the year
|
4,891
|
6,190
|
914
|
11,995
|
5,080
|
6,433
|
860
|
12,373
|
|
|
|
|
|
|
|
|
|
Accumulated amortisation
|
|
|
|
|
|
|
|
At the beginning of the
year
|
2,925
|
-
|
454
|
3,379
|
3,439
|
-
|
434
|
3,873
|
Charge for year
|
359
|
-
|
130
|
489
|
411
|
-
|
182
|
593
|
Disposals
|
|
-
|
(106)
|
(106)
|
-
|
-
|
(27)
|
(27)
|
Exchange differences
|
(122)
|
-
|
(17)
|
(139)
|
(925)
|
-
|
(135)
|
(1,060)
|
At the end of the year
|
3,162
|
-
|
461
|
3,623
|
2,925
|
-
|
454
|
3,379
|
Net book value at the beginning of the year
|
2,155
|
6,433
|
406
|
8,994
|
3,371
|
8,651
|
318
|
12,340
|
Net book value at the end of the year
|
1,729
|
6,190
|
453
|
8,372
|
2,155
|
6,433
|
406
|
8,994
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets consist mainly
of the hydrocarbon production licence relating to the VAS field
which is held by one of the Group's subsidiaries, LLC Prom-Enerho
Produkt, and a hydrocarbon exploration licence relating to the
Svystunivsko-Chervonolutskyi ("SC") area which is held by LLC
Arkona Gas-Energy. The Group amortises the hydrocarbon production
licence relating to the VAS field using the straight-line method
over the term of the economic life of the VAS field until 2028.
The hydrocarbon exploration licence
relating to the SC area is not amortised due to it being in an
exploration and evaluation stage.
In accordance with the Group's
accounting policies, intangible assets are tested for impairment at
each balance sheet date as part of the impairment testing of the
Group's oil and gas development and production assets if impairment
indicators exist. As at 31 December 2023, intangible assets were
tested for an impairment loss, however no loss was recognised in
the period.
19. Right-of-use
Assets
This note provides information for
right-of-use assets and leases obligations where the Group is a
lessee.
Amount recognised in the balance
sheet:
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Right-of-use assets
|
|
|
Properties
|
-
|
150
|
Land
|
153
|
170
|
Wells
|
39
|
44
|
|
192
|
364
|
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Lease liabilities
|
|
|
Current
|
38
|
229
|
Non-current
|
245
|
258
|
|
283
|
487
|
After modification and due to
termination of contracts, disposals to the right-of-use assets
during the 2023 financial year were $115,000 (2022: disposals to the right-of-use
assets after modification and due to termination of contracts were
$271,000).
Amounts recognised in the
statement of profit or loss:
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Depreciation charge
|
|
|
Properties
|
(199)
|
(237)
|
Land
|
(11)
|
(14)
|
Wells
|
(5)
|
(5)
|
|
(215)
|
(256)
|
|
|
|
Interest expense (included in
finance cost)
|
(331)
|
(121)
|
Expense relating to short-term
leases (included in cost of sales and administrative
expenses)
|
(132)
|
(228)
|
Expense relating to variable lease
payments not included in lease liabilities (included in cost of
sales)
|
(2,522)
|
(8,430)
|
Expense relating to lease payments
for land under wells not included in lease liabilities (included in
cost of sales)
|
(42)
|
(38)
|
The total cash outflow for leases
in 2023 was
$ 3,835,000 (2022: $12,464,000).
20. Investments and Loans to
Subsidiary Undertakings
|
Shares in subsidiary
undertakings
|
Loans to subsidiary
undertakings
|
Total
|
|
$000
|
$000
|
$000
|
Company
|
|
|
|
As at 1 January 2022
|
38,527
|
48,899
|
87,426
|
Additions including accrued
interest
|
3
|
6,740
|
6,743
|
Repayment of interest and
loans
|
-
|
(1,077)
|
(1,077)
|
Impairment
|
(7,826)
|
(2,116)
|
(9,942)
|
Exchange differences
|
-
|
(2,472)
|
(2,472)
|
As at 31 December 2022
|
30,704
|
49,974
|
80,678
|
Additions including accrued
interest
|
-
|
2,795
|
2,795
|
Repayment of interest and
loans
|
-
|
-
|
-
|
Impairment
|
-
|
(14,979)
|
(14,979)
|
Exchange differences
|
-
|
1,416
|
1,416
|
As at 31 December 2023
|
30,704
|
39,206
|
69,910
|
The Company has recorded a loss of
$14,979,000, being the net change in expected credit losses for
loans issued to subsidiaries in the Company's statement of profit
or loss for the year ended 31 December 2023 (Note 4)
(2022: $2,116,000).
The Company's discounted cash flow
model used for the assessment of the investments recoverability,
flexed for sensitivities, produced the following
results:
|
31 December
2023
|
31
December 2022
|
|
$000
|
$000
|
|
|
|
Discount rate (increase)/decrease by
1%
|
1,355/1,472
|
(247)/220
|
Change in gas price increase/(decrease) by 10%
|
2,734/(13,698)
|
1,664/(1,647)
|
The table presented below
discloses the changes in the gross carrying amount and credit loss
allowance between the beginning and the end of the reporting period
for loans to subsidiary undertakings carried at amortised cost and
classified within a three-stage model for impairment assessment as
at 31 December 2023:
|
Credit loss
allowance
|
Gross carrying
amount
|
|
Stage 1
|
Stage 2
|
Stage 3
|
Total
|
Stage 1
|
Stage 2
|
Stage 3
|
Total
|
|
(12-months
ECL)
|
(lifetime ECL for
SICR)
|
(lifetime ECL for
credit
impaired)
|
(12-months
ECL)
|
(lifetime ECL for
SICR)
|
(lifetime ECL for credit
impaired)
|
|
|
|
|
|
|
|
|
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
|
|
As
at 1 January 2023
|
(1,722)
|
-
|
(17,831)
|
(19,553)
|
17,234
|
-
|
52,293
|
69,527
|
|
|
|
|
|
|
|
|
|
Movements with impact on credit loss allowance charge for the
year:
|
|
|
|
|
|
|
|
|
|
Modification of loans
|
-
|
-
|
1,522
|
1,522
|
-
|
-
|
(1,522)
|
(1,522)
|
Additions including accrued
interest
|
-
|
-
|
-
|
-
|
960
|
-
|
1,835
|
2,795
|
Payment of interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Repayment of loans
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Exchange difference
|
-
|
-
|
-
|
-
|
-
|
-
|
1,416
|
1,416
|
Changes to ECL measurement model
assumptions
|
(3,538)
|
-
|
(11,441)
|
(14,979)
|
-
|
-
|
-
|
-
|
|
|
|
|
|
|
|
|
|
Total movements with impact on credit loss allowance charge
for the year
|
(3,538)
|
-
|
(9,919)
|
(13,457)
|
960
|
-
|
1,729
|
2,689
|
|
|
|
|
|
|
|
|
|
As
at 31 December 2023
|
(5,260)
|
-
|
(27,750)
|
(33,010)
|
18,194
|
-
|
54,022
|
72,216
|
ECL - Expected credit
losses
SICR - Significant increase in
credit risk
The table presented below
discloses the changes in the gross carrying amount and credit loss
allowance between the beginning and the end of the reporting period
for loans to subsidiary undertakings carried at amortised cost and
classified within a three-stage model for impairment assessment as
at 31 December 2022:
|
Credit
loss allowance
|
Gross
carrying amount
|
|
|
Stage
1
|
Stage
2
|
Stage
3
|
Total
|
Stage
1
|
Stage
2
|
Stage
3
|
Total
|
|
|
(12-months ECL)
|
(lifetime ECL for SICR)
|
(lifetime ECL for credit
impaired)
|
(12-months ECL)
|
(lifetime ECL for SICR)
|
(lifetime ECL for credit impaired)
|
|
|
|
|
|
|
|
|
|
|
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at 1 January 2022
|
(637)
|
-
|
(16,044)
|
(16,681)
|
12,276
|
-
|
53,304
|
65,580
|
|
|
|
|
|
|
|
|
|
|
|
Movements with impact on credit loss allowance charge for the
year:
|
|
|
|
|
|
|
|
|
|
|
|
Modification of loans
|
-
|
-
|
(876)
|
(876)
|
-
|
-
|
876
|
876
|
|
Additions including accrued
interest
|
-
|
-
|
-
|
-
|
4,958
|
-
|
1,782
|
6,740
|
|
Payment of interest
|
-
|
-
|
-
|
-
|
-
|
-
|
(1,077)
|
(1,077)
|
|
Repayment of loans
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
|
Exchange difference
|
-
|
-
|
120
|
120
|
-
|
-
|
(2,592)
|
(2,592)
|
|
Changes to ECL measurement model
assumptions
|
(1,085)
|
-
|
(1,031)
|
(2,116)
|
-
|
-
|
-
|
-
|
|
|
|
|
|
|
|
|
|
|
|
Total movements with impact on
credit loss allowance charge for the year
|
(1,085)
|
-
|
(1,787)
|
(2,872)
|
4,958
|
-
|
(1,011)
|
3,947
|
|
|
|
|
|
|
|
|
|
|
|
As at 31 December 2022
|
(1,722)
|
-
|
(17,831)
|
(19,553)
|
17,234
|
-
|
52,293
|
69,527
|
|
ECL - Expected credit
losses
SICR - Significant increase in
credit risk
Subsidiary undertakings
As at 31 December 2023 and 2022,
the Company's subsidiary undertakings, all of which are included in
the consolidated financial statements, were:
|
Registered
address
|
Country of
incorporation
|
Country of
operation
|
Principal
activity
|
% of shares
held
|
|
|
|
|
|
31 December
2023
|
31 December
2022
|
|
|
|
|
|
|
|
Regal Petroleum Corporation
Limited
|
3rd Floor, Charter
Place, 23-27 Seaton Place, St Helier, Jersey, JE4 0WH
|
Jersey
|
Ukraine
|
Oil & Natural Gas
Extraction
|
100%
|
100%
|
|
|
|
|
|
|
|
Regal Petroleum Corporation Limited
(Branch Office)
|
162 Shevchenko Str., Yakhnyky
Village, Lokhvytsya District, Poltava Region, 37212
|
|
Ukraine
|
Oil & Natural Gas
Extraction
|
|
|
|
|
|
|
|
|
|
LLC Arkona Gas-Energy
|
162 Shevchenko Str., Yakhnyky
Village, Lokhvytsya District, Poltava Region, 37212
|
Ukraine
|
Ukraine
|
Exploration and Evaluation for Oil
and Natural Gas
|
100%
|
100%
|
|
|
|
|
|
|
|
LLC Regal
Petroleum Corporation (Ukraine)
Limited
|
162 Shevchenko Str., Yakhnyky
Village, Lokhvytsya District, Poltava Region, 37212
|
Ukraine
|
Ukraine
|
Holding Company
|
100%
|
100%
|
|
|
|
|
|
|
|
LLC Prom-Enerho Produkt
|
3 Klemanska Str., Kiev,
02081
|
Ukraine
|
Ukraine
|
Oil & Natural Gas
Extraction
|
100%
|
100%
|
|
|
|
|
|
|
|
Well Investum LLC
|
58 Yaroslavska str., Kyiv,
04071
|
Ukraine
|
Ukraine
|
Dormant Company
|
100%
|
-
|
|
|
|
|
|
|
|
*Regal Group Services
Limited
|
16 Old Queen Street, London, SW1H
9HP
|
United Kingdom
|
United Kingdom
|
Service Company
|
100%
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regal Group Services Limited was
dissolved on 21 February 2023.
The Parent Company, Enwell Energy
plc, holds direct interests in 100% of the share capital of Regal
Petroleum Corporation Limited, LLC
Regal Petroleum Corporation (Ukraine) Limited,
LLC Arkona Gas-Energy and Well Investum LLC, and a 100% indirect
interest in LLC Prom-Enerho Produkt through its 100%
shareholding in LLC Regal Petroleum Corporation (Ukraine) Limited,
which owns all of the share capital of LLC Prom-Enerho Produkt. The
Parent Company, Enwell Energy plc, held a direct interest in 100%
of the share capital of Regal Group Services Limited until it was
dissolved on 21 February 2023.
21. Inventories
|
Group
|
|
2023
|
2022
|
|
$000
|
$000
|
Current
|
|
|
Materials and spare
parts
|
2,336
|
1,914
|
Finished goods
|
615
|
1,444
|
|
2,951
|
3,358
|
Inventories consist of materials,
spare parts and finished goods. Materials and spare parts are
represented by spare parts that were not assigned to any new wells,
production raw materials and fuel at the storage facility. Finished
goods consist of produced gas held in underground gas storage
facilities and condensate and LPG held at the processing facility
prior to sale.
As at 31 December 2023,
allowances for impairment of materials and
spare parts amounted to $671,000 (31 December 2022:
$705,000).
All inventories are measured at
the lower of cost or net realisable value. There was no write down
of inventory as at 31 December 2023 or 2022.
22. Trade and Other
Receivables
|
Group
|
Company
|
|
2023
|
2022
|
2023
|
2022
|
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
Trade receivables
|
11,580
|
46,188
|
4
|
-
|
Other financial
receivables
|
533
|
284
|
533
|
285
|
Financial aids
|
-
|
11,316
|
-
|
-
|
Less credit loss
allowance
|
(323)
|
(433)
|
-
|
-
|
Total financial receivables
|
11,790
|
57,355
|
537
|
285
|
|
|
|
|
|
Prepayments and accrued
income
|
350
|
509
|
-
|
249
|
Other receivables
|
3,445
|
3,129
|
832
|
636
|
Total trade and other receivables
|
15,585
|
60,993
|
1,369
|
1,170
|
Due to the short-term nature of
the trade and other receivables, their carrying amount is assumed
to be the same as their fair value. All trade and other financial
receivables, except those provided for, are considered to be of
high credit quality.
As at 31 December 2023, the
Group's total trade receivables, net of expected credit losses
amounted to $11,752,000 and 100% were denominated in Ukrainian
Hryvnia (31 December 2022: $46,033,000 and 100% were
denominated in Ukrainian Hryvnia). Further description of financial
receivables is disclosed in Note 30.
Analysis by credit quality of
financial trade and other receivables and expected credit loss
allowance as at 31 December 2023 is as follows:
|
Loss rate
|
Gross carrying
amount
|
Life-time
ECL
|
Carrying
amount
|
Basis
|
|
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
Trade receivables from related
parties
|
28.91%
|
-
|
-
|
-
|
financial position of related party
|
|
|
|
|
|
|
Trade receivables
- credit
impaired
|
100%
|
95
|
(95)
|
-
|
number
of days the asset is past due
|
|
|
|
|
|
|
Trade receivables
- other
|
28.91%
|
11,485
|
(227)
|
11,258
|
historical credit losses experienced
|
|
|
|
|
|
|
Other financial
receivables
|
28.91%
|
533
|
(1)
|
532
|
individual default rates
|
|
|
|
|
|
|
Financial aids
|
-
|
-
|
-
|
-
|
-
|
|
|
|
|
|
|
Total trade and other receivables for which individual
approach for ECL is used
|
|
12,113
|
(323)
|
11,790
|
|
Analysis by credit quality of
financial trade and other receivables and expected credit loss
allowance as at 31 December 2022 is as follows:
|
Loss rate
|
Gross carrying
amount
|
Life-time
ECL
|
Carrying
amount
|
Basis
|
|
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
Trade receivables from related
parties
|
9.99%
|
46,003
|
(126)
|
45,877
|
financial position of related party
|
|
|
|
|
|
|
Trade receivables
- credit
impaired
|
100%
|
98
|
(98)
|
-
|
number
of days the asset is past due
|
|
|
|
|
|
|
Trade receivables
- other
|
9.99%
|
87
|
(1)
|
86
|
historical credit losses experienced
|
|
|
|
|
|
|
Other financial
receivables
|
9.99%
|
284
|
(25)
|
259
|
individual default rates
|
|
|
|
|
|
|
Financial aids
|
-
|
11,316
|
(183)
|
11,133
|
-
|
|
|
|
|
|
|
Total trade and other receivables for which individual
approach for ECL is used
|
|
57, 788
|
(433)
|
57,355
|
|
ECL - Expected credit
losses
The following table explains the
changes in the credit loss allowance for trade and other
receivables under the simplified ECL model between the beginning
and the end of the year:
|
2023
|
2022
|
|
$000
|
$000
|
Trade and other receivables
|
|
|
Balance as at 1 January
|
433
|
140
|
New originated or
purchased
|
151
|
441
|
Financial assets derecognised during
the year
|
(460)
|
(172)
|
Changes in estimates and
assumptions
|
210
|
61
|
Foreign exchange
movements
|
(12)
|
(37)
|
Balance as at 31 December
|
323
|
433
|
23. Cash and Cash
Equivalents
|
Group
|
Company
|
|
2023
|
2022
|
2023
|
2022
|
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
Cash and Cash Equivalents
|
|
|
|
|
Cash at bank
|
54,873
|
33,243
|
20,695
|
26,541
|
Demand deposits and term deposits
with maturity of less than 3 months
|
21,620
|
55,409
|
-
|
55,000
|
|
76,493
|
88,652
|
20,695
|
81,541
|
|
|
|
|
|
Cash at bank earns interest at
fluctuating rates based on daily bank deposit rates. Demand
deposits are made for varying periods depending on the immediate
cash requirements of the Group and earn interest at the respective
short-term deposit rates. The terms and conditions upon which the
Group's demand deposits are made allow immediate access to all cash
deposits, with no significant loss of interest.
|
Group
|
Company
|
|
2023
|
2022
|
2023
|
2022
|
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
Cash and Cash Equivalents
|
|
|
|
|
Ukrainian Hryvnia
|
55,787
|
6,874
|
-
|
-
|
US Dollars
|
20,341
|
81,282
|
20,330
|
81,046
|
British Pounds
|
116
|
223
|
116
|
223
|
Euros
|
249
|
273
|
249
|
272
|
|
76,493
|
88,652
|
20,695
|
81,541
|
|
|
|
|
|
The credit quality of cash and
cash equivalents balances may be summarised based on Moody's
ratings as follows as at 31 December:
|
Cash at bank and on
hand
|
Demand deposits and term
deposits with maturity less than 3 months
|
|
Total cash and cash
equivalents and other short-term investments
|
|
2023
|
2023
|
|
2023
|
|
$000
|
$000
|
|
$000
|
|
|
|
|
|
A- to A+
rated
|
20,708
|
-
|
|
20,708
|
B- to B+
rated
|
-
|
-
|
|
-
|
C- to C+
rated
|
4,017
|
-
|
|
4,017
|
Unrated
|
30,148
|
21,620
|
|
51,768
|
|
54,873
|
21,620
|
|
76,493
|
|
Cash at
bank and on hand
|
Demand
deposits and term deposits with maturity less than 3
months
|
|
Total
cash and cash equivalents and other short-term
investments
|
|
2022
|
2022
|
|
2022
|
|
$000
|
$000
|
|
$000
|
|
|
|
|
|
A- to A+
rated
|
26,537
|
55,000
|
|
81,537
|
B- to B+
rated
|
-
|
-
|
|
-
|
C- to C+
rated
|
3,209
|
409
|
|
3,618
|
Unrated
|
3,497
|
-
|
|
3,497
|
|
33,243
|
55,409
|
|
88,652
|
For cash and cash equivalents, the
Group assessed ECL based on the Moody's rating for rated banks and
based on the sovereign rating of Ukraine defined by Standard &
Poor's as "CCC" as at 31 December 2023 for non-rated banks. Based
on this assessment, the Group concluded that the identified
impairment loss was immaterial.
24. Trade and Other
Payables
|
Group
|
Company
|
|
2023
|
2022
|
2023
|
2022
|
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
Taxation and social
security
|
1,632
|
3,347
|
32
|
51
|
Trade payables
|
1,293
|
1,079
|
-
|
-
|
Accruals and other
payables
|
2,934
|
22,365
|
2,139
|
20,464
|
Advances received
|
153
|
1,293
|
-
|
-
|
|
|
6,012
|
28,084
|
2,171
|
20,515
|
|
|
|
|
|
|
The carrying amounts of trade and
other payables are assumed to be the same as their fair values, due
to their short-term nature. Financial payables are disclosed in
Note 30.
25. Provision for
Decommissioning
|
2023
|
2022
|
|
$000
|
$000
|
Group
|
|
|
At the beginning of the
year
|
6,964
|
5,467
|
Amounts provided
|
-
|
137
|
Unwinding of discount
|
331
|
293
|
Change in estimate
|
280
|
2,497
|
Effect of exchange
difference
|
(270)
|
(1,430)
|
At the end of the year
|
7,305
|
6,964
|
|
|
|
The provision for decommissioning
is based on the net present value of the Group's estimated
liability for the removal of the Ukrainian production facilities
and well site restoration at the end of production life.
The non-current provision of
$7,305,000 (31 December 2022: $6,964,000) represents a provision
for the decommissioning of the Group's MEX-GOL, SV, VAS and SC
production and exploration facilities, including site
restoration.
The change in estimates applied to
calculate the provision as at 31 December 2023 is explained in
Note 4.
The principal assumptions used are
as follows:
|
31 December
2023
|
31
December 2022
|
|
|
|
Discount rate
|
4.67%
|
4.76%
|
Average cost of restoration per well
($000)
|
339
|
326
|
The sensitivity of the restoration
provision to changes in the principal assumptions to the provision
balance and related asset is presented below:
|
31 December
2023
|
31
December 2022
|
|
$000
|
$000
|
|
|
|
Discount rate (increase)/decrease by
1%
|
(1,005)/1,187
|
(561)/665
|
Change in average cost of well
restoration increase/ (decrease) by 10%
|
653/(653)
|
451/(451)
|
26. Deferred Tax
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Deferred tax (liability)/asset recognised relating to oil and
gas development and production assets at the MEX-GOL-SV fields and
provision for decommissioning
|
|
|
At the beginning of the
year
|
(3,232)
|
(5,197)
|
Charged to Income Statement - UK
current year
|
(1,941)
|
(1,852)
|
Charged to Income Statement - UK
prior year
|
-
|
3,021
|
Effect of exchange
difference
|
197
|
796
|
At the end of the year
|
(4,976)
|
(3,232)
|
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Deferred tax asset/(liability) recognised relating to
development and production assets at the VAS field and provision
for decommissioning
|
|
|
At the beginning of the
year
|
287
|
361
|
Credited to Income Statement -
overseas current year
|
79
|
24
|
Effect of exchange
difference
|
(14)
|
(98)
|
At the end of the year
|
352
|
287
|
There was a further
$77,523,000
(31 December 2022: $77,072,000) of unrecognised UK tax
losses carried forward for which no deferred tax asset in the
amount of $19,380,750 has been recognised. These losses can be
carried forward indefinitely, subject to certain rules regarding
capital transactions and changes in the trade of the Company.
However, as at the balance sheet date, there is no evidence that
taxable profit will be available against which the unused tax
losses can be realised.
The deferred tax asset relating to
the Group's provision for decommissioning as at 31 December 2023 of
$555,000
(31 December 2022: $449,000) was recognised on the tax
effect of the temporary differences of the Group's provision for
decommissioning at the MEX-GOL and SV fields, and its tax base. The
deferred tax liability relating to the Group's development and
production assets at the MEX-GOL and SV fields as at
31 December 2023 of $5,531,000
(31 December 2022: $3,681,000)
was recognised on the tax effect of the temporary differences
between the carrying value of the Group's development and
production asset at the MEX-GOL and SV fields, and its tax base.
The deferred tax liability will be settled more than twelve months
after the reporting period.
The deferred tax asset relating to
the Group's provision for decommissioning as at 31 December
2023 of $280,000
(31 December 2022: $310,000)
was recognised on the tax effect of the temporary differences on
the Group's provision on decommissioning at the VAS field, and its
tax base. The deferred tax asset relating to the Group's
development and production assets at the VAS field as at 31
December 2023 of
$72,000 (31 December 2022: deferred tax liability of
$23,000) was
recognised on the tax effect of the temporary differences between
the carrying value of the Group's development and production asset
at the VAS field, and its tax base. The deferred tax assets are
expected to be recovered more than twelve months after the
reporting period.
Losses accumulated in a Ukrainian
subsidiary service company of UAH1,443,349,000 ($38,000,000) as at 31 December
2023 and
UAH877,268,000
($23,990,000)
as at 31 December 2022 mainly originated as foreign exchange differences on
inter-company loans and for which no deferred tax asset was
recognised as this subsidiary is not expected to have taxable
profits to utilise these losses in the future.
As at 31 December 2023 and 2022,
the Group has not recorded a deferred tax liability in respect of
taxable temporary differences associated with investments in
subsidiaries as the Group is able to control the timing of the
reversal of those temporary differences and does not intend to
reverse them in the foreseeable future.
UK Corporation Tax change
The Corporation Tax rate of 19%
effective at the beginning of the year, changed with effect from 1
April 2023, when it was replaced by variable rates ranging from 19%
to 25%. A small profits rate of 19% applies to companies whose
profits are equal to or less than £50,000, while the main
Corporation Tax rate of 25% applies to companies with profits in
excess of £250,000.
Double tax treaty
On 30 October 2019, the Parliament
of Ukraine voted for ratification of a Protocol changing the Double
Tax Treaties between Ukraine and the United Kingdom. The Protocol
and the new Treaty will enter into force upon completion of
ratification formalities, and for the purposes of withholding tax,
commence applying from 1 January 2020. The Group accrues
and pays withholding tax on current amounts of interest at the
moment when such interest accrues and is paid.
27. Called Up Share
Capital
|
2023
|
2022
|
|
Number
|
$000
|
Number
|
$000
|
|
Allotted, called up and fully paid
|
|
|
|
|
|
Opening balance as at 1
January
|
320,637,836
|
28,115
|
320,637,836
|
28,115
|
|
Issued during the year
|
-
|
-
|
-
|
-
|
|
Closing balance as at 31
December
|
320,637,836
|
28,115
|
320,637,836
|
28,115
|
|
|
|
|
|
|
|
There are no restrictions over
ordinary shares issued. The Company is a public company limited by
shares.
28. Other
Reserves
The holders of ordinary shares are
entitled to receive dividends as declared and are entitled to one
vote per share at any general meeting of shareholders.
Other reserves, the movements in
which are shown in the statements of changes in equity, comprise
the following:
Capital contributions reserve
The capital contributions reserve
is non-distributable and represents the value of equity invested in
subsidiary entities prior to the Company listing.
Merger reserve
The merger reserve represents the
difference between the nominal value of shares acquired by the
Company and those issued to acquire subsidiary undertakings. This
balance relates wholly to the acquisition of Regal Petroleum
(Jersey) Limited and that company's acquisition of Regal Petroleum
Corporation Limited during 2002.
Foreign exchange reserve
Exchange reserve movement for the
year attributable to currency fluctuations. This balance
predominantly represents the result of exchange differences on
non-monetary assets and liabilities where the subsidiaries'
functional currency is not the US Dollar.
29. Reconciliation of
Operating Profit to Operating Cash Flow
|
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Group
|
|
|
Operating profit
|
35,536
|
75,773
|
Depreciation and
amortisation
|
6,704
|
7,837
|
Less interest income recorded
within operating profit
|
(4,578)
|
(1,888)
|
Impairment of property, plant and
equipment
|
-
|
4,256
|
Fines and penalties
received
|
(1)
|
(114)
|
Gain on sales of current assets,
net
|
(5)
|
(20)
|
Net (gain)/loss on sale of
non-current assets
|
(1)
|
(44)
|
Change in working capital:
|
|
|
Increase in provisions
|
(492)
|
117
|
(Increase)/decrease in
inventory
|
1,880
|
(1,480)
|
(Increase)/decrease in
receivables
|
44,956
|
(56,849)
|
Increase/(decrease) in
payables
|
(21,052)
|
19,953
|
Cash generated from operations
|
62,947
|
47,541
|
|
2023
|
2022
|
|
$000
|
$000
|
Company
|
|
|
Operating profit
|
(16,994)
|
(8,112)
|
Interest received
|
(1,661)
|
(2,740)
|
Change in working capital:
|
|
|
Movement in provisions (including
impairment of subsidiary loans)
|
14,979
|
9,942
|
Decrease/(increase) in
receivables
|
(754)
|
(316)
|
(Decrease)/increase in
payables
|
1,455
|
22,917
|
Cash used in operations
|
(2,975)
|
21,691
|
30. Financial
Instruments
Capital Risk Management
The Group defines its capital as
equity. As at 31 December 2023, net assets were $162,121,000
(31 December 2022: $200,659,000). The primary source of the
Group's liquidity has been cash generated from operations. The
Group's objectives when managing capital are to safeguard the
Group's and the Company's ability to continue as a going concern in
order to provide returns for shareholders and benefits for other
stakeholders and to maintain an optimal capital structure to reduce
the cost of capital.
In order to maintain or adjust the
capital structure, the Group may adjust the amount of dividends
paid to shareholders, return capital to shareholders, issue new
shares or sell assets.
The capital structure of the Group
consists of equity attributable to the equity holders of the
parent, comprising issued share capital, share premium, reserves
and retained earnings.
There are no capital requirements
imposed on the Group.
Financial Risk Management
The Group's financial instruments
comprise cash and cash equivalents and various items such as
debtors and creditors that arise directly from its operations. The
Group has bank accounts denominated in British Pounds, US Dollars,
Euros and Ukrainian Hryvnia. The Group does not have any external
borrowings. The main future risks arising from the Group's
financial instruments are currently currency risk, interest rate
risk, liquidity risk and credit risk.
The Group's financial assets and
financial liabilities comprise the following:
Financial Assets
|
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Group
|
|
|
Cash and cash
equivalents
|
76,493
|
88,652
|
Trade and other financial
receivables
|
11,790
|
46,039
|
|
88,283
|
134,691
|
|
2023
|
2022
|
|
$000
|
$000
|
Company
|
|
|
Cash and cash
equivalents
|
20,695
|
81,541
|
Loans to subsidiary
undertakings
|
39,206
|
49,974
|
|
59,901
|
131,515
|
Financial Liabilities
|
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Group
|
|
|
Lease liabilities
|
283
|
487
|
Trade and other
payables
|
1,293
|
1,079
|
Other financial
liabilities
|
1,248
|
20,422
|
|
2,824
|
21,988
|
|
|
|
|
2023
|
2022
|
|
$000
|
$000
|
Company
|
|
|
Trade and other
payables
|
2,139
|
19,923
|
|
2,139
|
19,923
|
Financial assets and financial
liabilities are measured at amortised cost, which approximates
their fair value as the instruments are mostly short-term. Assets
and liabilities of the Group where fair value is disclosed are
level 2 in the fair value hierarchy and valued using the current
cost accounting technique.
Financial instruments that
potentially subject the Group to concentrations of credit risk
consist primarily of cash and cash equivalents and accounts
receivable, and financial instruments that potentially subject the
Company to concentrations of credit risk consist primarily of cash
and cash equivalents and loans to subsidiary
undertakings.
Currency Risk
The functional currencies of the
Group's entities are US Dollars and Ukrainian Hryvnia. The
following analysis of net monetary assets and liabilities shows the
Group's currency exposures. Exposures comprise the monetary assets
and liabilities of the Group that are not denominated in the
functional currency of the relevant entity.
|
2023
|
2022
|
Currency
|
$000
|
$000
|
|
|
|
British Pounds
|
182
|
223
|
US Dollars
|
-
|
235
|
Euros
|
262
|
273
|
Net monetary assets less liabilities
|
444
|
731
|
The Group's exposure to currency
risk at the end of the reporting period is not significant due to
immaterial balances of monetary assets and liabilities denominated
in foreign currencies.
The sensitivity of the exchange
rate of US Dollars is presented below:
|
31 December
2023
|
31
December 2022
|
|
$000
|
$000
|
|
|
|
Increase/(decrease) by
10%
|
-
|
23/(23)
|
The prior year comparative figures
were amended to conform to the current year
presentation.
Interest Rate Risk Management
The Group is not exposed to
interest rate risk on financial liabilities as none of the entities
in the Group have any external borrowings. The Group does not use
interest rate forward contracts and interest rate swap contracts as
part of its strategy.
The Group is exposed to interest
rate risk on financial assets as entities in the Group hold money
market deposits at floating interest rates. The risk is managed by
fixing interest rates for a period of time when indications exist
that interest rates may move adversely.
The Group's exposure to interest
rates on financial assets and financial liabilities are detailed in
the liquidity risk section below.
Interest Rate Sensitivity Analysis
The sensitivity analysis below has
been determined based on exposure to interest rates for
non-derivative instruments at the balance sheet date. A 0.5%
increase or decrease is used when reporting interest rate risk
internally to key management personnel and represents management's
assessment of a reasonably possible change in interest
rates.
If interest rates earned on money
market deposits had been 0.5% higher / lower and all other
variables were held constant, the Group's:
•
|
profit for the year ended 31
December 2023 would increase by $141,000 in the event of 0.5%
higher interest rates and decrease by $141,000 in the event of 0.5%
lower interest rates (profit for the year ended 31 December 2022
would increase by $97,000 in the event of 0.5% higher interest
rates and decrease by $97,000 in the event of 0.5% lower interest
rates). This is mainly attributable to the Group's exposure to
interest rates on its money market deposits; and
|
•
|
other equity reserves would not be
affected (2022: not affected)
|
Interest payable on the Group's
liabilities would have an immaterial effect on the profit or loss
for the year.
Liquidity Risk
The Group's objective throughout
the year has been to ensure continuity of funding. Operations have
primarily been financed through revenue from Ukrainian
operations.
The table below shows liabilities
by their remaining contractual maturity. The amounts disclosed in
the maturity table are the contractual undiscounted cash flows
including future interest. Such undiscounted cash flows differ from
the amount included in the statement of financial position because
the statement of financial position amount is based on discounted
cash flows and does not include the interest that will be accrued
in future periods.
When the amount payable is not
fixed, the amount disclosed is determined by reference to the
conditions existing at the reporting date. Foreign currency
payments are translated using the spot exchange rate at the end of
the reporting period. The maturity analysis of financial
liabilities as at 31 December 2023 is as follows:
As at 31 December 2023
|
On demand and less than
1 month
|
From 1 to
3 months
|
From 3 to
12 months
|
From
12 months to 5
years
|
More than 5
years
|
Total
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
Liabilities
|
|
|
|
|
|
|
Trade and other
payables
|
2,311
|
-
|
307
|
-
|
-
|
2,618
|
Lease liabilities
|
54
|
110
|
515
|
1,064
|
383
|
2,126
|
Other non-current
liabilities
|
-
|
-
|
-
|
102
|
143
|
245
|
Total future payments, including future principal and
interest payments
|
2,365
|
110
|
822
|
1,166
|
526
|
4,989
|
The maturity analysis of financial
liabilities as at 31 December 2022 is as follows:
As at 31 December
2022
|
On
demand and less than 1 month
|
From 1
to 3 months
|
From 3
to 12 months
|
From
12 months to
5 years
|
More
than 5 years
|
Total
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
Liabilities
|
|
|
|
|
|
|
Trade and other
payables
|
21,194
|
-
|
307
|
-
|
-
|
21,501
|
Lease liabilities
|
29
|
60
|
284
|
492
|
367
|
1,232
|
Other non-current
liabilities
|
-
|
-
|
-
|
106
|
170
|
276
|
Total future payments, including
future principal and interest payments
|
21,223
|
60
|
591
|
598
|
537
|
23,009
|
Details of the Group's cash
management policy are explained in Note 23.
Liquidity risk for the
Group is further detailed under the
Principal Risks section above.
Credit Risk
Credit risk principally arises in
respect of the Group's cash balance. For balances held outside
Ukraine, where $20,695,000 of the overall cash and cash equivalents
is held (31 December 2022: $81,537,000), the Group only deposits
cash surpluses with major banks of high quality credit standing
(Note 23). As at 31 December 2023, the remaining balance
of $55,786,000 of cash and cash equivalents was held in Ukraine (31
December 2022: $7,115,000 of cash and cash equivalents was held in
Ukraine). As at 31 December 2023, Standard & Poor's affirmed Ukraine's
sovereign credit rating of 'CCC', Outlook Negative. There is no
international credit rating information available for the specific
banks in Ukraine where the Group currently holds its cash and cash
equivalents.
The Group has taken steps to
diversify its banking arrangements between a number of banks in
Ukraine and increased the quality of cash placed with UK and
European banking institutions. These measures are designed to
spread the risks associated with each bank's
creditworthiness. Management considers the
credit risk to be immaterial.
Interest Rate Risk Profile of Financial
Assets
The Group had the following cash
and cash equivalent balances which are included in financial assets
as at 31 December with an exposure to interest rate
risk:
Currency
|
|
Total
|
Floating rate financial
assets
|
Fixed rate financial
assets
|
Total
|
Floating
rate financial assets
|
Fixed
rate financial assets
|
|
|
2023
|
2023
|
2023
|
2022
|
2022
|
2022
|
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
|
Euros
|
|
249
|
249
|
-
|
273
|
273
|
-
|
British Pounds
|
|
116
|
116
|
-
|
223
|
223
|
-
|
Ukrainian Hryvnia
|
|
55,787
|
-
|
55,787
|
6,874
|
-
|
6,874
|
US Dollars
|
|
20,341
|
20,341
|
-
|
81,282
|
81,282
|
-
|
|
|
76,493
|
20,706
|
55,787
|
88,652
|
81,778
|
6,874
|
Cash deposits included in the
above balances comprise term deposits with maturity less than 3
months of $21,620,000 and term deposits with maturity more than 3
months but less than a year of $nil (2022: term deposits with
maturity less than 3 months of $55,409,000 and term deposits with
maturity more than 3 months but less than a year of
$nil).
As at 31 December 2023, cash and
cash equivalents of the Company of $20,695,000 were held in
US Dollars at a floating rate (2022: $81,046,000).
Interest Rate Risk Profile of Financial
Liabilities
As at 31 December 2023 and 2022,
the Group had no interest bearing financial liabilities.
Maturity of Financial Liabilities
The maturity profile of financial
liabilities, on an undiscounted basis, is as follows:
|
|
2023
|
2022
|
|
|
$000
|
$000
|
Group
|
|
|
|
In one year or less
|
|
2,824
|
21,988
|
|
|
2,824
|
21,988
|
|
|
|
|
|
|
2023
|
2022
|
|
|
$000
|
$000
|
Company
|
|
|
|
In one year or less
|
|
2,139
|
19,923
|
|
|
2,139
|
19,923
|
|
|
|
|
Borrowing Facilities
As at 31 December 2023 and 2022,
the Group did not have any borrowing facilities available to
it.
Fair Value of Financial Assets and
Liabilities
The fair value of all financial
instruments is not materially different from their book
value.
31. Contingencies and
Commitments
Amounts contracted in relation to
the Group's 2023 investment programme in the MEX-GOL, SV, VAS and
SC fields in Ukraine, but not provided for in the financial
statements at 31 December 2023, were $118,000 related to Oil
and Gas Exploration and Evaluation assets and $597,000 related to
Oil and Gas Development and Production assets (2022: $156,000
related to Oil and Gas Exploration and Evaluation assets and
$8,607,000 related to Oil and Gas Development and Production
assets).
Since 2010, the Group has been in
dispute with the Ukrainian tax authorities in respect of VAT
receivables on imported leased equipment, with a disputed liability
of up to UAH8,487,000 ($302,000) inclusive of penalties and other
associated costs. There is a level of ambiguity in the
interpretation of the relevant tax legislation, and the position
adopted by the Group has been challenged by the Ukrainian tax
authorities, which has led to legal proceedings to resolve the
issue. The Group had been successful in three court cases in
respect of this dispute in courts of different levels. On 20
September 2016, a hearing was held in the Supreme Court of Ukraine
of an appeal of the Ukrainian tax authorities against the decision
of the Higher Administrative Court of Ukraine, in which the appeal
of the Ukrainian tax authorities was upheld. As a result of this
appeal decision, all decisions of the lower courts were cancelled,
and the case was remitted to the first instance court for a new
trial. On 1 December 2016 and 7 March 2017 respectively, the Group
received positive decisions in the first and second instance
courts, but no appointment of hearings has been settled yet. No
liability has been recognised in these consolidated financial
statements for the year ended 31 December 2023 (31 December
2022: nil), as the Group has been successful in previous court
cases in respect of this dispute in courts of different levels, the
date of the next legal proceedings has not been set and as
management believes that adequate defences exist to the
claim.
32. Related Party
Disclosures
Key management personnel of the
Group are considered to comprise only the Directors. Details of
Directors' remuneration are disclosed in Note 8.
During the year, Group companies
entered into the following transactions with related parties who
are not members of the Group:
|
Total
|
LLC Smart
Energy
|
Other
|
Total
|
LLC
Smart Energy
|
Other
|
|
2023
|
2023
|
2023
|
2022
|
2022
|
2022
|
|
$000
|
$000
|
$000
|
$000
|
$000
|
$000
|
|
|
|
|
|
|
|
Sale of goods/services
|
19,409
|
19,408
|
1
|
113,787
|
113,741
|
46
|
Purchase of
goods/services
|
689
|
306
|
383
|
1,061
|
571
|
490
|
Amounts owed by related
parties
|
1
|
-
|
1
|
56,230
|
56,227
|
3
|
Amounts owed to related
parties
|
48
|
10
|
38
|
20,603
|
20,576
|
27
|
All related party transactions
were with subsidiaries of the ultimate Parent Company, and
primarily relate to the sale of gas (see Note 5 for more details),
the rental of office facilities and a vehicle and the sale of
equipment. The amounts outstanding were unsecured and will be
settled in cash.
As at the date of this report,
none of the Company's controlling parties prepares consolidated
financial statements available for public use.
33. Post Balance Sheet
Events
The ongoing war in Ukraine means
that the fiscal, economic and humanitarian situation in Ukraine is
unstable and extremely challenging and the final resolution and
consequences of the ongoing war are hard to predict, but they may
have a further serious impact on the Ukrainian economy and business
of the Group. Management continues to identify and mitigate, where
possible, the impact on the Group, but the majority of these
factors are beyond their control, including the duration and
severity of war, as well as the further actions of various
governments and diplomacy.
34. Auditor's
Limitation Liability Agreement
It is proposed that an Auditor's
Limitation of Liability Agreement in respect of the financial year
ended 31 December 2023 between the Company and Zenith Audit Ltd
will be entered into following shareholders approval being obtained
at the next Annual General Meeting of the Company. The principal
terms and conditions of such Agreement are set out
below:
-
|
The Agreement limits the amount of
any liability owed to the Company by the Auditor in respect of any
negligence, default, breach of duty or breach of trust, occurring
in the course of the audit of the Company's financial statements
for the year ended 31 December 2023, for which the Auditor may
otherwise be liable to the Company.
|
-
|
The Agreement also stipulates the
maximum aggregated amount payable in event of any of the
circumstances stated above.
|