TIDMNAUT
RNS Number : 6915Q
Nautilus Marine Services PLC
14 September 2017
14 September 2017
NAUTILUS MARINE SERVICES PLC
(the "Group" or "Nautilus")
INTERIM RESULTS FOR THE SIX-MONTH PERIODED 30 JUNE 2017
Nautilus Marine Services PLC (AIM: NAUT), the Group that is
focused on building an innovative global offshore inspection and
repair group, today announces its interim results for the six-month
period ended 30 June 2017 (the "Period").
John Payne, Managing Director of Nautilus, commented: "Going
forward in this market, offshore service providers must
differentiate their services as innovative and efficient. Nautilus
is actively reviewing the Gulf of Mexico and international markets
to identify investment prospects in offshore service assets and
service-providers with commercialised, offshore technologies. With
our expertise and available capital, we believe we can build an
offshore service group by connecting synergistic assets and
technologies and helping to expand these services into new regions.
Through balance-sheet restructuring, streamlining of administrative
functions and capital infusion, Nautilus aims to build a unique,
synergistic service provider for offshore projects in order to
create value for our shareholders."
Enquiries:
Nautilus Marine Services PLC
Anna Williams, Director of Strategy and +1 817 424 2424,
Business Development ext. 110
awilliams@nmsplc.com
www.nautilusmarineplc.com
finnCap Ltd
Christopher Raggett/Scott Mathieson/Kate
Bannatyne (Corporate Finance) 020 7220 0500
Emily Morris (Corporate Broking)
The information communicated in this announcement is inside
information for the purposes of Article 7 of Regulation
596/2014.
Notes to Editors:
Nautilus Marine Services PLC (AIM: NAUT) is an AIM-listed
company. Nautilus is aiming to create value for its shareholders
through strategic investments in the offshore service sector.
Nautilus' strategy is to build a group that provides innovative
offshore inspection and repair services which deliver operational
savings and efficiencies to the customer.
Forward-looking statements
This release may include statements that are, or may be deemed
to be, "forward-looking statements". These forward-looking
statements can be identified by the use of forward-looking
terminology, including the terms "believes", "estimates", "plans",
"projects", "anticipates", "expects", "intends", "may", "will" or
"should" or, in each case, their negative or other variations or
comparable terminology, or by discussions of strategy, plans,
objectives, goals, future events or intentions. These
forward-looking statements include all matters that are not
historical facts. They appear in a number of places throughout this
release and include, but are not limited to, statements regarding
the Group's intentions, beliefs or current expectations concerning,
among other things, the Group's results of operations, financial
position, liquidity, prospects, growth, strategies and expectations
of the industry. By their nature, forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances. Forward-looking statements are not guarantees of
future performance and the development of the markets and the
industry in which the Group operates may differ materially from
those described in, or suggested by, any forward-looking statements
contained in this release. In addition, even if the development of
the markets and the industry in which the Group operates are
consistent with the forward-looking statements contained in this
release, those developments may not be indicative of developments
in subsequent periods. A number of factors could cause developments
to differ materially from those expressed or implied by the
forward-looking statements including, without limitation, general
economic and business conditions, industry trends, competition,
commodity prices, changes in law or regulation, currency
fluctuations (including the US dollar), changes in its business
strategy, political and economic uncertainty. Save as required by
law, the Company is under no obligation to update the information
contained in this release.
Past performance cannot be relied on as a guide to future
performance.
Chairman's Statement & Review of Operations
In February 2017, the Group commenced its fundamental change of
business with the acquisition of a small fleet of
shallow-water-specific offshore vessels and equipment (the
"Transaction") and changed its name to Nautilus Marine Services
PLC. After this acquisition, the Group undertook a thorough
assessment and initial enhancement program of these assets aided by
the marine management company, Crowley Global Ship Management, Inc.
Nautilus continues to assess these vessels and evaluate shallow
water Gulf of Mexico opportunities in this complex market. The
purchase of these assets was the first step in the Group's new
strategy to acquire and invest in the offshore services sector on a
global basis.
Nautilus' strategy is to build a service group which provides
innovative and technology-led offshore services in a cost-effective
manner. Whilst oil price forecasts fluctuate, offshore energy
companies continue to focus on keeping project costs low. Offshore
energy and renewable resource companies are looking for ways to
solve problems, such as required maintenance and inspections of
pipelines, facilities and wells, more efficiently while spending
less money. Nautilus is seeking to invest in or acquire companies
which have commercialised technologies or methods that can
cost-efficiently address this need.
In a challenging market, Nautilus is pursuing investments in
viable service providers in need of possible restructuring or
additional resources in order to achieve regional growth or
increase overall market share. As the offshore services sector has
been challenged recently by stricter operating margins and
decreased utilisation rates, most offshore service providers are
struggling to survive. By streamlining costs and restructuring
highly-leveraged balance sheets, the Group believes it can
capitalise on the current distressed market and build, or be a part
of, a profitable niche offshore service company which can benefit
even at current activity levels and related thin profit margins.
Many of these offshore service companies have restricted their
services to limited regions of the world due to constrained sales
resources. By connecting companies that provide complementary
services for offshore projects like inspection, survey and repair,
Nautilus can provide a synergistic and more economical overall
product to the customer.
Financials
Pursuant to the Transaction, the Group raised and received cash
proceeds of $10.5 million and acquired twelve offshore service
vessels, dive equipment, and related inventory through the purchase
of five asset-holding companies valued at $13.6 million in exchange
for the issuance of deeply-discounted convertible loan notes with a
fair value of $16.1 million and debt forgiveness of $8 million. As
these entities held only assets without any liabilities or
contracts, these acquisitions were treated as asset purchases for
accounting purposes.
Financial Position
The convertible loan notes issued in conjunction with the
Transaction carry a nominal value of $31.6 million and were issued
at an approximate discount of 49% based on an independent, third
party valuation of $16.1 million. The related discount on the
convertible loan notes will be recognized as an accretion expense
over their respective terms, and $901 thousand in interest and
accretion expenses were recorded during the current six month
period ending 30 June 2017 (the "Period"). The Group also
recognized a $428 thousand gain which is presented within finance
income and other related to the interim revaluation of the
derivative liabilities associated with the conversion options of
the Series B and Series C convertible loan notes which indicated a
decrease in the fair value of these options from their value at
issuance.
The Group also amended its note receivable pursuant to the asset
acquisition to reduce the outstanding principal balance from $12
million to $4 million, to extend the maturity date from 15 January
2017 to 15 September 2018, and to lower the interest rate from 12
per cent per annum to 8 per cent per annum. The reduced principal
balance and interest rate resulted in a decrease in finance income
on the note receivable from $606 thousand during the six months
ended 30 June 2016 to $169 thousand during the Period.
Property, plant and equipment increased significantly during the
Period as the Group took delivery of the twelve offshore service
vessels, including one lay barge, subsea dive equipment and
inventory consisting of other supplies and consumables. Utilising
the independent, third party valuations, $12 million of the
purchase price was allocated to the vessels and $1.6 million was
allocated to dive equipment and inventory.
Prepayments and other assets increased during the Period with
the placement of the new maritime insurance program as well as the
payment of monthly advances pursuant to contracts for vessel
management and crewing arrangements during the Period.
Results of Operations
The Group's cost of sales increased substantially during the
Period primarily due to the acquired assets. Cost of sales
increased from $269 thousand during the prior year period to $2.7
million during the Period. Vessel operating costs comprised $1.5
million of this increase, depreciation of these assets was
responsible for $824 thousand of the increase, while the cost of
sales for the Group's legacy oil and gas assets in Colombia
remained relatively flat. Vessel operating costs for the Period
were comprised of $482 thousand in non-recurring costs to
transition and assess the vessels, $416 thousand in dock and
facility costs, $264 thousand in vessel crewing and technical
management fees, and $368 thousand in insurance, maintenance and
other expenses. Following completion of the initial assessment and
transition, the Group expects vessel operating costs to be
significantly reduced during the second half of 2017 and has
already put in place measures for these reductions.
Administrative expenses during the Period increased to $3.7
million compared to $2.3 million for the prior year. The increase
was primarily due to transaction costs related to the acquisition
of the vessels, additional staffing related to our rebranding and
growth initiatives as an offshore service provider, and incentive
compensation expense paid during the first quarter of 2017. The
Group expects administrative expenses to be reduced during the
second half of 2017 and has also put in place measures for these
reductions.
Conclusion
Nautilus' near-term goal is to build a service group through
investment or acquisition in vessels, equipment, commercialised
offshore technologies and other niche offshore service providers.
Through balance-sheet restructuring, streamlining of administrative
functions and capital infusion, Nautilus aims to build a unique,
synergistic service provider for offshore projects in order to
create value for our shareholders.
Mikel Faulkner
Chairman
13 September 2017
INDEPENT REVIEW REPORT TO NAUTILUS MARINE SERVICES PLC
Introduction
We have been engaged by the company to review the condensed set
of financial statements in the half-yearly financial report for the
six months ended 30 June 2017 which comprises the Condensed
Consolidated Statement of Comprehensive Income, Condensed
Consolidated Statement of Financial Position, Condensed
Consolidated Cash Flow Statement, Condensed Consolidated Statement
of Changes of Equity and the related explanatory notes.
We have read the other information contained in the half-yearly
financial report and considered whether it contains any apparent
misstatements or material inconsistencies with the information in
the condensed set of financial statements.
Directors' responsibilities
The interim report, including the financial information
contained therein, is the responsibility of and has been approved
by the directors. The directors are responsible for preparing the
interim report in accordance with the rules of the London Stock
Exchange for companies trading securities on AIM which require that
the half-yearly report be presented and prepared in a form
consistent with that which will be adopted in the company's annual
accounts having regard to the accounting standards applicable to
such annual accounts.
Our responsibility
Our responsibility is to express to the company a conclusion on
the condensed set of financial statements in the half-yearly
financial report based on our review.
Our report has been prepared in accordance with the terms of our
engagement to assist the company in meeting the requirements of the
rules of the London Stock Exchange for companies trading securities
on AIM and for no other purpose. No person is entitled to rely on
this report unless such a person is a person entitled to rely upon
this report by virtue of and for the purpose of our terms of
engagement or has been expressly authorised to do so by our prior
written consent. Save as above, we do not accept responsibility for
this report to any other person or for any other purpose and we
hereby expressly disclaim any and all such liability.
Scope of review
We conducted our review in accordance with International
Standard on Review Engagements (UK) 2410, "Review of Interim
Financial Information Performed by the Independent Auditor of the
Entity", issued by the Financial Reporting Council for use in the
United Kingdom. A review of interim financial information consists
of making enquiries, primarily of persons responsible for financial
and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit
conducted in accordance with International Standards on Auditing
(UK and Ireland) and consequently does not enable us to obtain
assurance that we would become aware of all significant matters
that might be identified in an audit. Accordingly, we do not
express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that
causes us to believe that the condensed set of financial statements
in the half-yearly financial report for the six months ended 30
June 2017 is not prepared, in all material respects, in accordance
with the rules of the London Stock Exchange for companies trading
securities on AIM.
BDO LLP-United Kingdom
Chartered Accountants and Registered Auditors
55 Baker Street
London W1U 7EU
13 September 2017
BDO LLP is a limited liability partnership registered in England
and Wales (with registered number
OC305127)
Unaudited Condensed Consolidated Statement of Comprehensive
Income
For the period ended 30 June 2017
Six months Six months
ended ended
30 June 2017 30 June 2016
$'000 $'000
Note (Unaudited) (Unaudited)
--------------------------------- ---------------------------
Continuing operations
Revenue 6 $ 140 $ 84
Cost of sales 7 (2,683) (269)
--------------------------------- ---------------------------
Gross loss (2,543) (185)
Gain/(loss) on disposal of assets 54 (1)
Administrative expense (3,663) (2,278)
Impairment loss (2) (184)
--------------------------------- ---------------------------
Operating loss from continuing
operations (6,154) (2,648)
Finance income and other 8 597 606
Finance expense and other 9 (1,040) (287)
--------------------------------- ---------------------------
Loss before taxation from continuing
operations (6,597) (2,329)
Tax expense (88) (87)
--------------------------------- ---------------------------
Loss from continuing operations,
net of tax (6,685) (2,416)
--------------------------------- ---------------------------
Loss from discontinued operations,
net of tax (8) (139)
--------------------------------- ---------------------------
Total comprehensive loss
attributable
to the equity holders of the parent (6,693) (2,555)
--------------------------------- ---------------------------
Loss per share for continuing
operations
- Basic and diluted 5 $(0.19) $(0.07)
Loss per share for discontinued
operations
- Basic and diluted 5 $(0.00) $(0.00)
--------------------------------- ---------------------------
Total loss per share
- Basic and diluted 5 $(0.19) $(0.07)
--------------------------------- ---------------------------
Figures in thousands except for per share information which is
stated in $.
Unaudited Condensed Consolidated Statement of Financial
Position
As at 30 June 2017
30 June 31 December
2017 2016
$'000 $'000
Note (Unaudited) (Audited)
-------------------------------- -----------------------------------------
Assets
Non--current assets
Intangible assets 138 144
Other non-current assets 920 888
Property, plant and equipment 11 12,606 21
Note receivable 10 4,000 -
-------------------------------- -----------------------------------------
Total non--current assets 17,664 1,053
Current assets
Inventories 12 548 259
Note receivable and accrued
interest 10 13 12,060
Trade and other receivables 870 349
Cash and cash equivalents 20,106 16,446
-------------------------------- -----------------------------------------
Total current assets 21,537 29,114
-------------------------------- -----------------------------------------
Total assets 39,201 30,167
-------------------------------- -----------------------------------------
Liabilities
Non--current liabilities
Convertible loan notes and
accrued interest 13 (14,954) -
Long--term provisions (2,241) (2,161)
Total non--current liabilities (17,195) (2,161)
Current liabilities
Trade and other payables (456) (1,422)
Short-term provisions (919) (948)
Derivative financial
liabilities 13,15 (374) -
Total current liabilities (1,749) (2,370)
-------------------------------- -----------------------------------------
Total liabilities (18,944) (4,531)
-------------------------------- -----------------------------------------
Net assets 20,257 25,636
-------------------------------- -----------------------------------------
Capital and reserves
attributable
to equity holders of the
parent
Share capital 14 608 608
Share premium 27,139 27,139
Capital reserve 14 30,435 51,855
Other reserves 13 1,307 -
Retained deficit (39,232) (53,966)
Total equity 20,257 25,636
-------------------------------- -----------------------------------------
Unaudited Condensed Consolidated Cash Flow Statement
For the period ended 30 June 2017
Six months Six months
ended ended
30 June
30 June 2017 2016
$'000
Note (Unaudited) $'000 (Unaudited)
-------------------------------- ----------------------------
Cash flows from operating
activities
Cash used by operations 4 (6,835) (3,041)
Taxes paid (continuing and
discontinued operations) (178) (155)
----------------------------------- -------------------------------- ----------------------------
Net cash used in operating
activities (7,013) (3,196)
----------------------------------- ----- -------------------------------- --- ---------------------------- ---
Cash flows from investing
activities
Placement of note receivable - (2,000)
Interest and commission fee
from note receivable 206 590
Proceeds from disposal of assets 61 38
Purchase of property plant
and equipment (94) (28)
Net cash generated from (used
in) investing activities 173 (1,400)
----------------------------------- ----- -------------------------------- --- ---------------------------- ---
Cash flows from financing
activities
Issuance of convertible loan
notes 13 10,500 -
Net cash generated from financing
activities 10,500 -
----------------------------------- ----- -------------------------------- --- ---------------------------- ---
Increase/(decrease) in cash
and cash equivalents 3,660 (4,596)
Cash and cash equivalents at
beginning period 16,446 25,608
-----------------------------------
Cash and cash equivalents at
the end of period 20,106 21,012
----------------------------------- ----- -------------------------------- --- ---------------------------- ---
Unaudited Condensed Consolidated Statement of Changes in
Equity
For the six months ended 30 June 2017
Share Share Capital Other Retained
capital premium reserve reserve deficit Total
Note $'000 $'000 $'000 $'000 $'000 $'000
------------------ ---------------- -------------- --------------- --------------- -------------
At 31 December
2016
(Audited) 608 27,139 51,855 - (53,966) 25,636
Total
comprehensive
loss
attributable
to equity
holders of
the parent - - - - (6,693) (6,693)
Share--based
payments-
options
equity
settled - - - - 7 7
Capital
reserve
transfer 14 - - (21,420) - 21,420 -
Equity
proportion of
convertible
loan note - - - 1,307 - 1,307
------------------ ---------------- -------------- --------------- --------------- -------------
At 30 June
2017
(Unaudited) 608 27,139 30,435 1,307 (39,232) 20,257
------------------ ---------------- -------------- --------------- --------------- -------------
At 31 December
2015
(Audited) 608 27,139 51,855 - (47,349) 32,253
Total
comprehensive
loss
attributable
to equity
holders of
the parent - - - - (2,555) (2,555)
Share--based
payments-
options
equity
settled - - - - 5 5
------------------ ---------------- -------------- --------------- --------------- -------------
At 30 June
2016
(Unaudited) 608 27,139 51,855 - (49,899) 29,703
------------------ ---------------- -------------- --------------- --------------- -------------
Unaudited Notes Forming Part of the Condensed Consolidated
Interim Financial Report
For the six months ended 30 June 2017
1. Basis of Preparation
The interim financial information has been prepared using
policies based on International Financial Reporting Standards (IFRS
and IFRIC interpretations) issued by the International Accounting
Standards Board ("IASB") as adopted for use in the EU. The interim
financial information has been prepared using the accounting
policies which will be applied in the Company and its subsidiaries
(together the "Group") statutory financial information for the year
ending 31 December 2017. Of the new international accounting
standards issued with effective date of 1 January 2017, none have a
material impact on the Group.
The interim financial information for the period 1 January 2017
to 30 June 2017 is unaudited. In the opinion of the Directors, the
interim financial information for the period presents fairly the
financial position, results from operations and cash flows for the
period in conformity with the generally accepted accounting
principles consistently applied. The interim financial information
incorporates unaudited comparative figures for the interim period 1
January 2016 to 30 June 2016 and the audited financial year as at
31 December 2016.
Certain prior year amounts in Condensed Consolidated Statement
of Financial Position and Condensed Consolidated Statement of
Comprehensive Income have been reclassified to conform with current
year presentation for the purposes of comparability. These
reclassifications include net losses on foreign currency exchange
previously presented separately within continuing operations which
are now presented within finance expense and other. In addition,
loss on the disposal of assets previously presented within finance
expense and other has been presented separately in the current
period. Furthermore, prepayments and other assets and corporate and
equity tax liabilities previously presented separately are now
presented within trade and other receivables and trade and other
payables, respectively.
The financial information contained in this interim report does
not constitute statutory accounts as defined by section 435 of the
Companies Act 2006. The comparatives for the full year ended 31
December 2016 are not the Company's full statutory accounts for
that year. A copy of the statutory accounts for that year has been
delivered to the Registrar of Companies. The auditors' report on
those accounts was unqualified, did not include references to any
matters to which the auditors drew attention by way of emphasis
without qualifying their report and did not contain a statement
under section 498(2)-(3) of the Companies Act 2006.
In forming its opinion as to going concern, the Board prepares a
working capital forecast based upon its assumptions. The Board also
prepares a number of alternative scenarios modeling the business
variables and key risks and uncertainties. Based upon these, the
Board remains confident that the Group's current cash on hand and
current cash flow from operations will enable the Group to fully
finance its future working capital discretionary expenditures
beyond the period of 12 months of the date of this report.
2. Significant Accounting Policies
Significant new accounting policies relevant to the current
reporting period are set out below.
Property, Plant and Equipment- Offshore Service Vessels and
Equipment
Offshore service vessels, operating equipment and critical spare
parts acquired and held for future use, are measured at cost less
accumulated depreciation and accumulated impairment charges. Cost
comprises of purchase price and any directly attributable costs of
bringing the asset to operating condition. Periodic maintenance or
dry-dock expenditures are related to major inspection and overhaul
costs which occur at regular intervals of the life of a vessel in
order to maintain a vessel's classification. These expenditures
will be capitalized and depreciated on a straight-line basis until
the vessel enters the next dry-docking. No dry-dock expenditures
were incurred during the current period. All other repair and
maintenance costs are recognized in the Condensed Consolidated
Statement of Comprehensive Income.
Vessels are depreciated to their estimated residual value.
Depreciation is calculated on a straight-line basis over the useful
life of the asset as follows:
Vessels 3 to 10 years
Operating equipment 3 to 7 years
Facility site improvements 3 years
Residual values, useful economic lives and methods of
depreciation are reviewed at least annually and adjusted as
appropriate.
Gains or losses arising on disposal of property, plant and
equipment are determined as the difference between any disposal
proceeds and the carrying amount of the asset at the date of the
transaction. Gains and losses on disposal are recognised in the
Condensed Consolidated Statement of Comprehensive Income.
At each reporting date, the Group assesses whether there is any
indication that the offshore service assets may be impaired. For
the purposes of assessing impairment for the vessels, assets are
grouped at the lowest levels for which there are separately
identifiable cash flows or Cash Generating Unit ("CGU"). Each
vessel is considered as a separate CGU. A CGUs recoverable amount
is the higher of the asset's fair value less costs of disposal and
its value-in-use. Where the carrying amount of an asset exceeds its
recoverable amount, the asset is considered impaired and is written
down to its recoverable amount. In assessing value-in-use, the
estimated future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market
assessments of the time value of money and risks specific to the
asset. In determining fair value less costs of disposal, an
appropriate valuation model is used. Impairment charges are
recognised in the Condensed Consolidated Statement of Comprehensive
Income in the period incurred. At 30 June 2017, the Group's
assessment did not identify any factors that would indicate the
value of its offshore service vessels and equipment may be impaired
since the acquisition date measurement in February 2017 (see note 3
for additional information).
Financial Instruments
Financial instruments are classified on initial recognition as
financial assets, financial liabilities or equity instruments in
accordance with the substance of the contractual arrangement.
Financial Liabilities
The Group classifies its financial liabilities depending on the
purpose for which the liability was acquired. Financial liabilities
are classified as either held at 'fair value through profit or
loss' or 'other financial liabilities measured at amortised cost'
using the effective interest method.
Convertible Loan Notes
The components of the convertible loan notes that exhibit
characteristics of a liability are recognized as a liability, net
of transaction costs. The conversion features were analyzed to
determine the appropriate classification between embedded
derivative liabilities and equity.
Conversion features that meet the 'fixed for fixed'
classification under IAS 32 are accounted for as equity.
Accordingly, the proceeds received on issue of the convertible loan
notes are allocated into their host debt liability and equity
components. The amount initially attributed to the debt component
equals the discounted cash flows using a market rate of interest
that would be payable on a similar debt instrument that does not
include an option to convert. The remainder of the proceeds are
allocated to the Other Reserve within equity, net of income tax
effects, and are not subsequently remeasured.
Conversion features that fail equity classification or the
'fixed for fixed' classification under IAS 32 are accounted for as
derivative financial liabilities. Accordingly, the proceeds
received on issue of convertible loan notes are allocated into
their host debt liability and derivative financial liability
components. The debt instrument is initially measured as its fair
value plus transaction costs that are directly attributable to the
acquisition. The embedded derivative component is measured at fair
value with changes in value being recorded through profit or
loss.
Subsequent to issue, the debt components of the convertible loan
notes are accounted for as financial liabilities and measured at
amortized cost using the effective interest rate method until it is
extinguished on conversion, repurchase or redemption. Accreted
interest is charged to finance expense within the Condensed
Consolidated Statement of Comprehensive Income over the life of the
notes.
Derivative Financial Liabilities
Derivative financial liabilities, which are not designated as
hedging instruments, consist of embedded conversion options in
convertible loan notes. These liabilities are initially measured at
fair value on the contract date and are remeasured to fair value at
subsequent reporting dates. Changes in the fair value are
recognized in the Condensed Consolidated Statement of Comprehensive
Income and are included within derivative financial liabilities in
the Condensed Consolidated Statement of Financial Position.
Contingent Consideration
Contingent consideration arising as a result of asset
acquisitions are initially recognised at fair value using a
probability adjusted cash projection model. The fair value of the
contingent consideration will be remeasured to fair value at
subsequent reporting dates for the duration of the contingency
measurement period. Adjustments to contingent consideration are
recognized in the Condensed Consolidated Statement of Comprehensive
Income. The Group's cash projection model related to contingent
consideration issued pursuant to the offshore asset acquisitions
resulted in no value being assigned to the contingent consideration
derivative liability at 30 June 2017.
Fair Value Measurements
Financial instruments evaluated at fair value can be classified
according to the following valuation hierarchy, which reflects the
extent to which the inputs used in the valuation technique utilised
are observable:
-- Level 1: Quoted prices in active markets (not adjusted) for
identical items.
-- Level 2: Observable direct or indirect inputs other than
Level 1 inputs.
-- Level 3: Unobservable inputs (not derived from market
data).
The classification of an item into the above levels is based on
the lowest level of the inputs used that has a significant effect
on the fair value measurement of the item. Transfers of items
between levels are recognised in the period in which they
occur.
3. Acquisition of Offshore Service Vessel-Owning Companies
On 16 January 2017, the Group announced the proposed acquisition
of offshore service vessel-owning companies through two separate
transactions. Shareholders approved the resolution to complete
these transactions on 8 February 2017, and the Group's shares were
re-admitted to the AIM, a market operated by the London Stock
Exchange, as Nautilus Marine Services PLC (LSE-AIM: "NAUT").
Previously, the Company's shares had been traded on the AIM since
March 2002 as Global Energy Development PLC (LSE-AIM: "GED"). The
Group's principal activity is now the acquisition of offshore
service vessels and technology and the provision of offshore oil
services. These two acquisitions are described below:
Transaction A: The Group acquired three offshore service vessels
through the acquisition of vessel-owning companies from Everest
Hill Group, Inc. ("Everest"), a related party, in exchange for: (i)
forgiveness of $8 million of the outstanding principal amount of
the Note Receivable; (ii) the amendment of the terms of the Note
Receivable to reduce the interest rate from 12 per cent to 8 per
cent and to extend the maturity date from 15 January 2017 to 15
September 2018; and (iii) contingent additional consideration equal
to the lower of $5 million or 75 per cent of the net cash inflows
attributable to the three vessels for the period of eighteen months
following completion of their acquisition by the Group. Part of the
existing collateral under the Note Receivable, comprising Everest's
and its affiliates' shareholdings in HKN, which is a substantial
shareholder in the Company, will remain in place. Please see note
10 for further information on the Note Receivable.
For accounting purposes, this acquisition has been treated as an
asset acquisition with the acquisition date fair value of $8
million in consideration issued allocated between the three
offshore service vessels acquired based on independent, third-party
valuations. The fair value of the consideration was determined to
be the value of the forgiveness of the outstanding Note Receivable.
No gain or loss was recorded on the extinguishment of the debt as a
result of the proximity of the maturity date of the original loan
and the extinguishment date upon acquisition and the amended note
terms being at arms-length terms. In addition, the fair value of
the contingent consideration related to the future net cash inflows
of the three vessels was determined to be $nil as of the
acquisition date. This Level 3 fair value was based on internal
probability weighted cash projections and operating assumptions
related to the three vessels (see note 15 for further
information).
Transaction B: The Group acquired (i) a barge vessel through the
acquisition of Everest Vessel Holdings, LLC from a related-party,
Alan Quasha, HKN's Chairman of the Board, and (ii) eight offshore
service vessels along with related subsea dive equipment through
the acquisition of a vessel-owning company, Maritime Finance, LLC,
owned by McLarty Capital Partners ("MCP") and Caleura Limited. As
consideration, the Group issued three series of convertible loan
notes: Series A Convertible Loan Notes ("Series A Loan Notes"),
Series B Convertible Loan Notes ("Series B Loan Notes") and Series
C Convertible Loan Notes ("Series C Loan Notes"). In addition to
the acquired vessels and equipment, the Group received $10.5
million in cash. Please see note 13 for further information on the
convertible loan notes.
For accounting purposes, this acquisition has been treated as an
asset acquisition. The acquisition date fair value of $16.1 million
in consideration issued consisted of $10.5 million received in
cash, with the remaining $4 million allocated to the offshore
service vessels and $1.6 million allocated to offshore equipment
and inventory based on independent, third-party valuations. The
fair value of the convertible loan notes issued as consideration
was based on an independent, third-party valuation using a binomial
lattice model. This Level 3 fair value was calculated with inputs
such as volatility, risk-free interest rate and credit spread (see
note 15 for further information).
4. Notes to the Condensed Consolidated Cash Flow Statement
(a) Reconciliation of loss before taxation to net cash flow from
operations
Six months
Six months ended ended
30 June 2017 30 June 2016
$'000 $'000
(Unaudited) (Unaudited)
----------------------------------------- ------------------------ ----------------------
Continuing operations
Loss before tax (6,597) (2,329)
Adjustments for:
Depreciation of property, plant
& equipment 838 49
Amortisation of intangible
assets 7 -
Gain on derivative financial
instruments (428) -
(Gain)/loss on disposal of
assets (54) 1
Impairment charge 2 184
Provision for uncollectible
accounts - 4
Share based expense 7 5
Finance income (206) (590)
Interest and accretion expense
on convertible loan notes 901 -
Unwinding of discount on decommissioning
provision 111 93
Operating cash flow before
movements in working capital (5,419) (2,583)
----------------------------------------- ------------------------ ----------------------
Decrease/(increase) in inventories 14 (5)
Increase in trade and other
receivables (507) (16)
Decrease in trade and other
payables (913) (425)
Cash used in continuing operations (6,825) (3,029)
----------------------------------------- ------------------------ ----------------------
Discontinued operations
Loss before tax (8) (139)
Adjustments for:
Provision for uncollectible
accounts 1 130
Operating cash flow before
movements in working capital (7) (9)
----------------------------------------- ------------------------ ----------------------
Increase in trade and other
receivables - (5)
(Decrease) / increase in trade
and other payables (3) 2
----------------------------------------- ------------------------ ----------------------
Cash used in discontinued operations (10) (12)
----------------------------------------- ------------------------ ----------------------
Cash used by operations (6,835) (3,041)
----------------------------------------- ------------------------ ----------------------
(b) Significant non-cash transactions
During the six months ended 30 June 2017, the Group acquired
property, plant and equipment comprised of offshore service vessels
and dive and operating equipment valued at $13.3 million and
inventory valued at $303 thousand through the forgiveness of $8
million of the outstanding principal amount of the Note Receivable
and issuance of convertible loan notes.
5. Loss per Share
Basic loss per share amounts are calculated by dividing loss for
the period attributable to ordinary equity holders of the parent by
the weighted average number of ordinary shares outstanding for the
period.
Diluted loss per share amounts are calculated by adjusting the
loss attributable to ordinary equity holders and the weighted
average number of ordinary shares outstanding for the effects of
all dilutive potential ordinary shares, comprised of those related
to convertible loan notes and share options. The convertible loan
notes are assumed to have been converted into ordinary shares and
the net loss is adjusted to eliminate the related finance costs,
including interest and accretion, and any gain or loss recognized
on the derivative financial liability related to the convertible
loan notes. The calculation of the dilutive potential ordinary
shares related to employee and Director share option plans includes
only those options with exercise prices below the average share
trading price for each period.
The following table reflects the loss and share data used in the
basic and diluted loss per share calculations:
(Figures in thousands except for share and per share information
which is disclosed in $)
Six months Six months
ended ended
30 June 2017 30 June 2016
$'000 $'000
(Unaudited) (Unaudited)
------------------------------- ------------------------------------
Loss from continuing operations
after taxation (6,685) (2,416)
Loss from discontinued operations
after taxation (8) (139)
------------------------------- ------------------------------------
Net loss attributable to equity
holders (6,693) (2,555)
------------------------------- ------------------------------------
Loss per share for continuing
operations
- Basic and diluted $(0.19) $(0.07)
Loss per share for discontinued
operations
- Basic and diluted $(0.00) $(0.00)
Total loss per share
- Basic and diluted $(0.19) $(0.07)
Basic weighted average number
of shares 36,112,187 36,112,187
Dilutive potential ordinary
shares:
Employee and Director share
option plans - -
Shares on conversion of loan
notes - -
Diluted weighted average number
of shares 36,112,187 36,112,187
------------------------------- ------------------------------------
The calculation of the diluted earnings per share assumes all
criteria giving rise to the dilution of the earnings per share are
achieved and all outstanding share options with exercise prices
lower than the average period share price are exercised. However,
where a loss has occurred, basic and diluted loss per share are the
same because the following potentially dilutive shares were
considered to be anti dilutive due to the loss arising in the
period:
Six months Six months
ended ended
30 June 2017 30 June 2016
------------------------ ------------------------------------
Employee and Director share
option plans 3,550,000 3,955,752
Shares on conversion of loan
notes 25,802,596 -
6. Segmental Analysis
Prior to February 2017, the Group organised its business units
based upon the field locations of its production, development and
sale of hydrocarbons and related activities in Colombia, South
America. As a result of the February 2017 asset acquisitions, the
Group's principal focus is now the acquisition of offshore service
vessels and technology and the provision of offshore oil services.
As such, the Group restructured its operating segments consistent
with the internal reporting provided to the chief operating
decision-makers. For management purposes, the Group is comprised of
three operating segments as defined below:
-- Offshore (comprised of offshore services investments and
operations, currently located in the Gulf of Mexico)
-- Oil and Gas (comprised of the Bolivar and Bocachico Contracts in the Magdalena valley)
-- Corporate (comprised of the Group's corporate overhead and
investing activities which were not allocated to the Offshore or
Oil and Gas segments)
Corporate overhead expenses are allocated to the segments based
on the estimated split of personnel services delivered to each
segment. Group financing (including finance costs and finance
income) is allocated among the segments based upon the segment
receiving the benefit of the financing activities. However, the
related financing assets and liabilities are held within the
Corporate segment and not allocated to the operation segments as
these facilities are managed on a Group basis.
Summarized selected financial information concerning each
operating segment is as follows:
For the six months ended 30 June 2017
Oil and
(in $'000) Offshore Gas Corporate Total
------------------------------- ------------------ --------------------- ------------------ ----------------
Revenue - 140 - 140
Operating expenses (1,531) (307) - (1,838)
Depreciation, amortisation
and impairment (824) (2) (21) (847)
Finance expense and
other (901) (80) (59) (1,040)
Loss from continuing
operations before tax (3,137) (608) (2,852) (6,597)
------------------------------- ------------------ --------------------- ------------------ ----------------
For the six months ended
30 June 2016
Oil and Corporate Total
(in $'000) Offshore Gas (1) (1) (1)
------------------------------- ------------------ --------------------- ------------------ ----------------
Revenue - 84 - 84
Operating expenses - (220) - (220)
Depreciation, amortisation
and impairment - (219) (14) (233)
Finance expense and
other - (260) (27) (287)
Loss from continuing
operations before tax - (682) (1,647) (2,329)
------------------------------- ------------------ --------------------- ------------------ ----------------
(1) Re-presented due to the reorganisation of the
operating segments effective February 2017.
For the six months ended 30 June 2017
Oil and
(in $'000) Offshore Gas Corporate Total
------------------------------- ------------------ --------------------- ------------------ ----------------
Total non-current assets 12,554 1,021 4,089 17,664
Total non-current liabilities - (2,241) (14,954) (17,195)
------------------------------- ------------------ --------------------- ------------------ ----------------
For the year ended 31
December 2016
Oil and Corporate Total
(in $'000) Offshore Gas (1) (1) (1)
------------------------------- ------------------ --------------------- ------------------ ----------------
Total non-current assets - 923 130 1,053
Total non-current liabilities - (2,161) - (2,161)
------------------------------- ------------------ --------------------- ------------------ ----------------
(1) Re-presented due to the reorganisation of the
operating segments effective February 2017.
All revenues from the Group's business units are generated from
one continuing activity which is oil liftings from the Group's
Bocachico field located in Colombia. This activity results in sales
of crude oil to one Colombia-based customer which amounted to $140
thousand and $84 thousand for the six months ended 30 June 2017 and
2016, respectively.
Operating expenses for offshore services comprised of
non-recurring costs to transition the offshore service vessel
ownership and technical management and to complete an initial
assessment of the vessels and equipment of approximately $482
thousand, with the remaining costs consisting of $416 thousand in
dock and facility costs, $264 thousand in vessel crewing and
technical management fees, and $368 thousand in insurance,
maintenance and other expenses.
Impairment losses of $2 thousand and $184 thousand are included
in depreciation, amortization and impairment for the oil and gas
segment for the six months ended 30 June 2017 and 2016,
respectively.
7. Cost of Sales
A reconciliation of cost of sales by nature is as follows:
Six months Six months
ended ended
30 June
30 June 2017 2016
$'000 $'000
(Unaudited) (Unaudited)
---------------------------- -----------------------------
Operating expenses 1,838 220
Depreciation and
amortization 845 49
---------------------------- -----------------------------
Total cost of sales 2,683 269
---------------------------- -----------------------------
8. Finance Income and other
Six months
ended Six months ended
30 June 2017 30 June 2016
$'000 $'000
(Unaudited) (Unaudited)
----------------------------- -------------------------------
Income on note receivable
and other 169 606
Unrealized gain on derivative
financial liabilities 428 -
----------------------------- -------------------------------
Total finance income and
other 597 606
----------------------------- -------------------------------
9. Finance Expense and other
Six months Six months
ended ended
30 June 2017 30 June 2016
$'000 $'000
(Unaudited) (Unaudited)
-------------------------------- ---------------------------------------
Unwinding of discount on decommissioning
provision 111 93
Accretion expense on convertible
loan notes 318 -
Interest payable on convertible
loan notes 583 -
Net loss on foreign currency
exchange 28 194
-------------------------------- ---------------------------------------
Total finance expense and other 1,040 287
-------------------------------- ---------------------------------------
10. Note Receivable
The Note Receivable was amended on 8 February 2017 as a result
of the completion of Transaction A (as disclosed in note 3). As a
result, the principal balance of the note decreased from $12
million to $4 million and the maturity date was extended from 15
January 2017 to 15 September 2018. In addition, interest was
amended from payable monthly in arrears at 12 per cent per annum to
payable quarterly in arrears at 8 per cent per annum. Part of the
existing collateral under the Note Receivable, comprised of
Everest's and its affiliates' shareholdings in HKN, which is a
substantial shareholder in the Company, remains in place.
As a result, the outstanding principal balance of $4 million on
the Note Receivable was classified as non-current, while the
related accrued interest of $13 thousand was classified as current
at 30 June 2017.
11. Property, Plant and Equipment
Offshore
equipment Office
and site Facilities equipment
Vessels improvements Oil properties and pipelines and other Total
$'000 $'000 $'000 $'000 $'000 $'000
----------------- ---------------------- ------------------ ------------------- --------------- --------------
Cost:
At 31 December
2016 (Audited) - - 45,264 2,956 867 49,087
Additions 12,025 1,359 - - 46 13,430
Disposals - (8) - - (396) (404)
Change in
decommissioning
and
environmental
provision - - 2 - - 2
----------------- ---------------------- ------------------ ------------------- --------------- --------------
At 30 June 2017
(Unaudited) 12,025 1,351 45,266 2,956 517 62,115
----------------- ---------------------- ------------------ ------------------- --------------- --------------
Accumulated
Depreciation:
At 31 December
2016 (Audited) - - (45,264) (2,956) (846) (49,066)
Provided during
the period (687) (137) - - (14) (838)
Disposals - 1 - - 396 397
Impairment loss - - (2) - - (2)
----------------- ---------------------- ------------------ ------------------- --------------- --------------
At 30 June 2017
(Unaudited) (687) (136) (45,266) (2,956) (464) (49,509)
----------------- ---------------------- ------------------ ------------------- --------------- --------------
Net book value
at 30 June
2017
(Unaudited) 11,338 1,215 - - 53 12,606
----------------- ---------------------- ------------------ ------------------- --------------- --------------
Net book value
at 31 December
2016 (Audited) - - - - 21 21
----------------- ---------------------- ------------------ ------------------- --------------- --------------
As a result of the February 2017 asset acquisitions, the Group
acquired 11 offshore service vessels, one barge vessel, and related
offshore equipment. Three of the acquired offshore service vessels
were scrapped prior to delivery to the Group's dock facility and
certain offshore equipment was sold during the period. These
disposals resulted in a gain on disposal of assets of $54 thousand
for the six months ended 30 June 2017.
As at 31 December 2016, the Group's Bolivar and Bocachico area
oil assets were fully impaired and remained fully impaired as at 30
June 2017 due to the oil reserves within the Bocachico and Bolivar
areas being uneconomic at current pricing. As a result, any capital
costs following the impairment at 31 December 2016, including
plugging and abandonment activities and related changes of
estimates in the associated provisions, are recorded to impairment
expense as incurred.
12. Inventories
Six months
ended Year ended
31 December
30 June 2017 2016
$'000 $'000
(Unaudited) (Audited)
--------------------------------------- -----------------------------------------
Oil stocks 11 17
Materials, supplies
and non-critical spares 362 242
Marine diesel fuel-
at cost 175 -
--------------------------------------- -----------------------------------------
Total inventories 548 259
--------------------------------------- -----------------------------------------
Increases in inventories for the six months ended 30 June 2017
are primarily related to the acquisition of offshore service
vessel-owning companies in February 2017 (see note 3 for additional
information).
13. Convertible Loan Notes and Interest Payable
As a result of the completion of Transaction B on 8 February
2017 (as disclosed in note 3), the Group issued three series of
convertible loan notes in exchange for $10.5 million in cash and
vessels, equipment and inventory with a fair market value of $5.6
million. All three series have been issued and all consideration
has been received by the Group as at 30 June 2017.
A summary of the terms of the convertible loan notes are as
follows:
Convertible Loan Note
--------------------------------------------------------------------------------------
Term: Series A Series B Series C
------------ --------------------------- ---------------------------- ---------------------------
Principal
Amount: $10.5 million $6.1 million $15.0 million
Maturity 1 January 2027 1 January 2029 (unless 1 January 2032
Date: (unless converted converted to Ordinary (unless converted
to Ordinary Shares Share before then). to Ordinary Share
before then). Payments on maturity before then). Payments
Payments on maturity are to be settled on maturity are
are to be settled in cash or satisfied to be settled in
in cash. in whole or in part cash or satisfied
by the issue of Ordinary in whole or in
Shares at the option part by the issue
of the Group. of Ordinary Shares
at the option of
the Group.
Interest: Non-compounding Non-compounding interest Non-compounding
interest will be will be payable upon interest will be
payable upon maturity maturity or conversion payable upon maturity
or conversion (calculated (calculated on a or conversion (calculated
on a 360-day calendar 360-day calendar on a 360-day calendar
year) at 8 per year) at 6 per cent, year) at 6 per
cent. payable in cash or cent, payable in
satisfied by the cash or satisfied
issue of Ordinary by the issue of
Shares at the option Ordinary Shares
of the Group. at the option of
the Group.
Conversion The outstanding The outstanding principal The outstanding
Price: principal amount amount will be convertible principal amount
will be convertible into Ordinary Shares will be convertible
into Ordinary Shares at 160 pence per into Ordinary Shares
at 50 pence per share, subject to at 225 pence per
share, subject adjustment in certain share, subject
to adjustment in circumstances. to adjustment in
certain circumstances. certain circumstances.
A holder of convertible loan notes may convert any portion of
the outstanding principal amount and (in the case of the Series B
Loan Notes and Series C Loan Notes only) any unpaid and accrued
interest of the convertible loan notes into Ordinary Shares at the
applicable conversion price at any time following thirty days from
the issue of the relevant convertible loan notes with a 20-day
notice to the Group. All three series of convertible loan notes
contain both a fixed exchange rate of $1.22:GBP1 and the right for
the Group to force conversion if the Group's average share price
equals or exceeds 110 per cent. of the conversion price for a
period of ten consecutive business days. Furthermore, the Group may
redeem each issue of convertible loan notes any time after issuance
at their nominal value with a 10-day notice to the note holder. For
the Series B Loan Notes and Series C Loan Notes only, any amounts
not previously converted into shares at maturity will be repaid in
cash or by the issuance of shares at a price equal to the higher of
(i) the conversion price and (ii) 110 per cent of the average
closing price of the Group's shares for ten consecutive business
days, at the option of the Group. As a result, the Series B Loan
Notes and Series C Loan Notes failed the 'fixed for fixed'
classification under IAS 32.
The Group determined the convertible loan notes issued to be
compound financial liabilities. The Group classified the conversion
features of the Series A Loan Notes as equity due to the fixed
settlement terms. Accordingly, the proceeds received on issuance
were allocated into their liability and equity components. The
Group classified the conversion features of the Series B Loan Notes
and Series C Loan Notes as derivative financial liabilities.
Accordingly, the proceeds received on issuance were allocated into
their host debt liability and embedded derivative components.
The following table details the movements of the convertible
loan note issuances during the period:
Six months
ended
30 June 2017
$'000
(Unaudited)
--------------------------------
Balance at 31 December 2016 -
Issuance of convertible loan notes 16,140
Proportion classified as equity (1,307)
Proportion classified as derivative
financial liabilities (780)
Interest payable 583
Accretion expense 318
--------------------------------
Convertible loan notes and accrued
interest 14,954
--------------------------------
14. Share Capital
Six months
ended Year ended
31 December
30 June 2017 2016
(Unaudited) (Audited)
---------------------------- -------------------------
Number Number
of shares $'000 of shares $'000
-------------------- ------ ----------------- ------
Allotted, called
up and fully paid
-------------------- ------
Ordinary shares
of 1p each 36,112,187 608 36,112,187 608
-------------------- ------ ----------------- ------
The ordinary shares confer the right to vote at general meetings
of the Company, to a repayment of capital in the event of
liquidation or winding up and certain other rights as set out in
the Company's articles of association. The ordinary shares also
confer the right to receive dividends if declared by the Directors
and approved by the Company.
The following describes the nature and purpose of each reserve
within owners' equity:
Reserve Description and purpose
----------------- ----------------------------------------------------
Share capital Represents the nominal value of shares issued.
Share premium Amount subscribed for share capital in excess of
nominal value.
Other reserve Equity element of convertible loan notes accounted
for in accordance with IAS 32 and IAS 39.
Retained deficit Cumulative net gains and losses recognised in the
Condensed Consolidated Statement of Comprehensive
Income.
Capital reserve Reserve created on issue of shares for acquisitions
of subsidiaries in prior years.
The transfer from the Capital Reserve to Retained Deficit during
2017 of $21.4 million is a result of a presentation adjustment to
reflect the Capital Reserve net of a previously recorded capital
reserve allowance of $21.4 million presented within Retained
Deficit. The net effect of the transfer within owners' equity is
$nil.
15. Financial Instruments Measured at Fair Value
During 2017, the Group issued financial instruments measured at
fair value. The Group has assessed the different levels in the fair
value hierarchy, for its financial instruments, based on the inputs
used in the valuation techniques. The following tables show the
valuation techniques used in measuring level 3 fair values, as well
as the significant unobservable inputs used.
Significant unobservable
Type Level Measurement Valuation technique inputs
------------------------- ------ -------------- -------------------- -------------------------
Equity component 3 Non-recurring Discounted cash Risk-free interest
of convertible flow rate, volatility
loan notes and credit spread
------------------------- ------ -------------- -------------------- -------------------------
Derivative financial 3 Recurring Binomial lattice Share price volatility
liabilities (derivative model
component of
convertible loan
notes)
------------------------- ------ -------------- -------------------- -------------------------
Contingent consideration 3 Recurring Probability Operating and cash
weighted cash flow projections
forecasts
------------------------- ------ -------------- -------------------- -------------------------
During the six months ended 30 June 2017, a gain of $428
thousand was recognised on the revaluation of the derivative
financial liabilities within finance income and other in the
Condensed Consolidated Statement of Comprehensive Income. The
contingent consideration relates to the acquisition of offshore
service vessel-owning companies as a result of the completion of
Transaction B (as disclosed in note 3). The fair value of the
contingent consideration related to the future net cash inflows of
the three vessels was determined to be $nil at acquisition and 30
June 2017. Changes to the Group's key assumptions regarding the
projected net cash inflows generated by the vessels and the
expected timing of potential revenues could impact the fair value
of the contingent consideration, which will be assessed at each
reporting period for the duration of the 18-month contingency
measurement period.
16. Related Party Disclosures
During 2017, the Group completed the acquisition of offshore
service vessel-owning companies through two separate transactions
from Everest and other related parties (see note 3 for additional
information). As part of the transactions, the Group amended its
outstanding Note Receivable with Everest (see note 10 for
additional information).
HKN and its parties in concert are major shareholders of the
Company. The Group entered into a Shared Services Agreement with
HKN during 2015 to allow employees to provide or cause to be
provided certain contract services, as needed. The Group paid $nil
and $29.7 thousand to HKN for contract services for due diligence
purposes during the six months ended 30 June 2017 and 2016,
respectively.
In addition, during the six months ended 30 June 2017, the Group
purchased an automobile for $35 thousand and $3.8 thousand in
furniture and computer equipment from HKN. During the prior year
period, the Group purchased $22 thousand in furniture and computer
equipment from HKN and also sold $39 thousand in furniture and
computer equipment to HKN, resulting in a loss on the disposal of
assets of $1 thousand.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR DXLFFDKFBBBK
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