INFT Infinity Eng.

29 September 2017

Infinity Energy S.A.

(“Infinity Energy” or the “Company”)

Unaudited Interim Results for the six months ended 30 June 2017

Infinity Energy (AIM: INFT) today reports its unaudited interim results for the six months ended 30 June 2017.

Interim Highlights:

·      The Company received interest income of £3k (2016: £3k).

·      Staff costs amounted to £23k (2016: £24k) and related solely to Directors fees.  Directors’ fees have been accrued and are shown in the balance sheet under ‘Provisions for other liabilities and charges’.

·      Administrative costs for the period amounted to £197k (2016: £69k).

·      The total loss for the period was £230k (2016: £102k).

Key Developments during the Interim Period:

Fund raising - During the period the company raised £1,100,000 in equity from new and existing shareholders.    The proceeds received net of issue costs amounted to £1,043,000.

Conversion of Convertible loan note - Mr. Gerwyn Llewellyn Williams, Company Director and Chief Executive Officer, converted his convertible loan totalling £480,000 into new ordinary shares.

Reverse Acquisition - On 19 April 2017, the board announced that the Company was investigating a number of potential reverse takeover candidates in the oil and gas sector and was focussed on completing a suitable reverse takeover transaction as soon as possible.   Given this decision, the Company became an AIM Rule 15 cash shell which requires the Company to make an acquisition or acquisitions which constitute a reverse takeover under Rule 14 of the AIM rules by 12 October 2017, otherwise trading of the Company’s shares on AIM will be suspended.  If the Company does not make an acquisition or acquisitions which constitute a reverse takeover under Rule 14 of the AIM rules within six months of such suspension, the admission of the Company’s shares to trading on AIM will be cancelled.  

It is envisaged that the Company will complete a reverse acquisition in the near future in line with its stated objective.

Bruce Vandenberg – On 31 May 2017, Mr. Bruce Vandenberg stepped down as a Director of the company to pursue other business interests.

Post Balance Sheet Events:

It is envisaged that the Company will complete a reverse acquisition in the near future in line with its stated objective.

For further information:

Infinity Energy S.A.
Gerwyn Williams                                                     Tel:  +44 7889 677 397

Nomad
Cairn Financial Advisers LLP
Sandy Jamieson/James Caithie                               Tel: + 44 207 213 0880

Joint Broker
W H Ireland Limited
Paul Shackleton/Nick Prowting                                Tel: +44 207 220 1666

Peterhouse Corporate Finance Limited
Eran Zucker / Lucy Williams                                    Tel: +44 207 469 0930

STATEMENT OF COMPREHENSIVE INCOME

STATEMENT OF FINANCIAL POSTION

STATEMENT OF CASH FLOWS

STATEMENT OF CHANGES IN EQUITY

Notes to the interim report:

1.             Activities

Infinity Energy became an Investing Company under the AIM Rules on 17 February 2012.  On 18 March 2013, shareholders approved the new investing policy which is to make investments and acquisitions, either through the issues of securities or for cash, in quoted and non-quoted companies and their securities, in the commodities sector with an emphasis on oil and gas service sectors.  Such investments include the provision of financing by way of farm-ins, earn-ins, loans, equity or other forms of financing and investments in and to companies in these sectors.

On 19 April 2017, the board announced that the Company was investigating a number of potential reverse takeover candidates in the oil and gas sector and was focussed on completing a suitable reverse takeover transaction as soon as possible.   Given this decision, the Company became an AIM Rule 15 cash shell which requires the Company to make an acquisition or acquisitions which constitute a reverse takeover under Rule 14 of the AIM rules by 12 October 2017, otherwise trading of the Company’s shares on AIM will be suspended.  If the Company does not make an acquisition or acquisitions which constitute a reverse takeover under Rule 14 of the AIM rules within six months of such suspension, the admission of the Company’s shares to trading on AIM will be cancelled.  

It is envisaged that the company will complete a reverse acquisition in the near future in line with its stated objective.

2.            Directors’ responsibility

The consolidated interim report and financial information contained therein are the responsibility of the Board of Directors of Infinity Energy.  The interim report was approved by the Directors on 28 September 2017.  The interim report for the six month period to 30 June 2017 is unaudited.

The financial information for the year ended 31 December 2016 is extracted from the statutory audited annual accounts as adjusted for International Financial Reporting Standards (“IFRS”).  The report of the auditors, Baker Tilly Luxembourg, on the statutory annual accounts and on the IFRS financial statements, as at 31 December 2016, was unqualified.

3.            Basis of accounting

The interim financial statements of Infinity Energy for the six month period ended 30 June 2017 and 30 June 2016 have been prepared using accounting policies on a basis consistent with those adopted for the year ended 31 December 2016.

The Company is an investment entity as defined by IFRS 10.  This requires the Company to consolidate all controlled entities involved in the provision of investment related services (either directly or through a subsidiary to third parties as well as its investors) and report all other subsidiary investments at fair value in the financial statements.

The Company controls Gas Exploration Finance Limited (GEF) through its 100% holding of GEF’s issued ordinary share capital.  GEF is incorporated in England and Wales.  GEF is the only subsidiary of the Company and does not provide investment related services.  GEF is therefore measured at fair value through the profit and loss.

4.            Analysis of results

The Company received interest income of £3k (2016: £3k).

Staff costs amounted to £23k (2016: £24k) and related solely to Directors fees.  Directors’ fees have been accrued and are shown in the balance sheet under ‘Provisions for other liabilities and charges’.

Administrative costs for the period amounted to £197k (2016: £69k).

The total loss for the period was £230k (2016: £102k).

5.            Earnings / (loss) per share

The calculation of the basic earnings per share is determined on the loss attributable to ordinary shareholders divided by the number of shares in issue during the period.

6.            Convertible loan

Mr. Gerwyn Llewellyn Williams, Company Director and Chief Executive Officer, converted his convertible loan totalling £480,000 into new ordinary shares.