THE
INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY SDX TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE
REGULATION (EU) NO. 596/2014 ("MAR"). ON THE PUBLICATION OF THIS
ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS
INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN.
30 September 2024
SDX ENERGY PLC ("SDX" or the
"Company")
INTERIM RESULTS FOR THE SIX
MONTHS ENDED 30 JUNE 2024
SDX Energy plc announces its unaudited interim
results for the six months ended 30 June 2024.
The Consolidated Financial Statements of the
Group for the six months ended 30 June 2024, containing full
financial statements that comply with IFRS, is now available on the
Company's website.
Chairman's Review
The first half of 2024 saw SDX
continue to build on its strategy to be a best-in-class energy
producer. With the sale of the Company's West Gharib assets in
Egypt, the continuation of our trade-based financing and
(post-period end) the re-negotiation of the convertible loan, we
have taken large steps in turning the prospects of the business
around.
The focus during 1H 2024 was
predominantly the sale of the West Gharib assets, which represented
a milestone in the execution of SDX's growth strategy in Morocco,
where the Company is the sole independent gas producer. The
Executive team and board of directors are focused on delivering
long term sustainable value for shareholders.
Finance
In April 2024, SDX received the
first instalment of the West Gharib sales proceeds and repaid in
full the outstanding secured EBRD reserves-based lending facility
amounting to $2.7 million.
The Company's syndicated unsecured
convertible loan agreement with Aleph Finance Ltd (the
"Lender") was amended in April 2024 to extend
the draw down period. This granted the Company access to further
gross funding of $0.75 million, which was drawn down in April 2024
to pay service providers in relation to Moroccan drilling
activities and general corporate expenses. Post-period end, in
September 2024, the Lender and the Company agreed to amend the
terms of the existing convertible loan (the "Amended Facility
Agreement").
Under the terms of the Amended
Facility Agreement, the Lender will provide a term loan facility in
the amount of up to $6,500,000, such total amount to be confirmed
by the Lender (the "Loan"), to the Company to be repaid by 23 July
2025. Following repayment of the existing convertible loan, the
Company intends to draw on approximately $2.0 million of the
remaining balance of the Loan. Following the repayment of existing
financial indebtedness owed by the Company to the Lender under the
existing convertible loan and other agreements, the Company will
apply the balance of the monies borrowed under the Amended Facility
Agreement towards capital expenditure in Morocco and general
corporate creditors. The Loan will be secured against the Company's
shares in SDX Energy Morocco (Jersey) Ltd and Sea Dragon Energy
(Nile) B.V. and a debenture over the Company, including assignment
of intercompany loans and security over HSBC bank accounts in
England and various receivables. On 14 October 2024, the
Company plans to convene a general meeting to ask shareholders to
vote on the Amended Facility Agreement (the "General Meeting"). The
completion of the Amended Facility Agreement is conditional upon
the Company's shareholders voting in favour of the resolutions at
the General Meeting.
Additionally, CITIC Dicastal
subsidiary, DIKA MOROCCO AFRICA ("DMA"), continued to prepay each
quarter for gas deliveries during Q1, Q2 and Q3 in
Morocco.
Operations
During the first half of 2024, in
Morocco, the Company produced approximately 407 million cubic
feet (68,000 barrels of oil equivalent), averaging 2.3 MMscf/d
(1H 2023: 581 million cubic feet averaging
3.2 MMscf/d).
In January 2024, we tied-in the
Ksiri-21 ("KSR-21") well in Sebou Central of the Gharb Basin,
Morocco and, in April 2024, we received the necessary approvals to
commence production of gas. In April 2024, we also commenced
drilling the Beni Malek-2 well ("BMK-2") in the Rharb Basin,
Morocco, approximately 1.5 km from the BMK-1 discovery well.
In May 2024, we completed operations at BMK-2, encountering a
9-metre interval that demonstrated strong gas shows of up to
approximately 100 times background gas readings. The well has been
left temporarily suspended with a plug set to allow the well to be
sidetracked.
Despite challenging capital market
conditions and the Board's focus on completing complex
transactions, SDX has successfully delivered on the aims of its
drilling campaign, with a new well, KSR-21, entering production at
the beginning of the year and a new well at BMK-2. The Company is
making solid progress towards its goal of transitioning into a
hybrid energy producer and infrastructure operator, providing gas
to a region with an urgent need to fuel its continued
growth.
The Atlantic Free Zone and Kenitra
industrial region are of strategic importance not only for SDX, but
also for Morocco's long-term growth plans. As the sole independent
gas producer in Morocco, and the operator of local pipeline
infrastructure, the Board believes SDX is uniquely positioned to
power a region that has experienced double-digit growth
year-on-year and a commensurate increase in energy demand. We
continue to work closely with our partners in the region, including
CITIC Dicastal's Moroccan subsidiary, part of a trillion-dollar
global group.
To conclude, we thank our
shareholders and all our stakeholders for their continued support
over this period of transformation and transition for the Company.
We maintain our promise to work diligently and energetically to
revitalise SDX and leverage the unique position in which the
Company finds itself to create significant, sustainable value for
our shareholders.
Jay Bhattacherjee
Non-Executive Chairman
27 September 2024
Review of operations
MOROCCO
The Company's Moroccan acreage (where SDX has a
75% working interest and is operator) consists of three petroleum
agreements in the Rharb Basin in northern Morocco: Sebou Central,
Rharb Occidental and Lalla Mimouna Sud.
The Sebou Central petroleum agreement is a 105
km2 exploration permit with several exploitation
concessions contained within it. The exploitation concessions that
remain active under the Sebou and Sebou Central petroleum agreement
are:
• Ksiri Central, expiry
January 2025
• Sidi Al Harati Ouest,
expiry October 2024
• Sidi Al Harati Nord,
expiry September 2025
• Gaddari Nord, expiry
October 2025
• Oulad N'Zala Central,
expiry May 2025
• Ksiri Ouest, expiry
October 2026
In September 2021, according to the regulations
governing petroleum agreements, SDX relinquished 25% of the
original Sebou Central acreage and entered into a 2.5 year
extension period of the exploration permit. In March 2024, SDX
relinquished an additional 10% of the permit area and entered into
a Second Extension Period of 1.5 years with expiry in September
2025.
The Rharb Occidental petroleum agreement is an
806 km2 exploration permit with numerous prospects and
leads already identified on the existing 3D seismic. The
exploitation concessions that remain active under the Rharb
Occidental petroleum agreement are:
• Beni Malek Sud-Est,
expiry January 2026
• Oulad Youssef
Central, expiry August 2025
• Gueddari Sud Ouest,
expiry December 2024
• Sidi Al Harati Sud,
expiry December 2024
The Company has held the Lalla Mimouna Sud
permit since February 2019. A one year force majeure extension to
the "Initial Period" of 2.5 years was granted by the Ministry of
Energy, which expired in September 2022. SDX has entered into the
"First Extension Period" of 2.5 years, expiring in March 2025. The
Lalla Mimouna Sud concession is now a 629.9 km2
permit.
All of the Petroleum Agreements remain valid
until expiration of the last exploitation concession granted under
the relevant Petroleum Agreement.
The Company was awarded the Moulay Bouchta
Ouest exploration permit in February 2019 for a total period of
eight years. A one-year force majeure extension to the "Initial
Period" of the permit was granted by the Ministry of Energy, which
expired in September 2023. An extension of 6 months to this period
was granted by the Ministry of Energy, which expired in March 2024.
We have not sought a further extension and therefore the concession
is in process of being relinquished.
1H
2024 Activity
Testing and completion was concluded on the new
BMK-1 well in January 2024, combined with the successful connection
of the ONHYM pipeline, which connects this well and the surrounding
area to our existing infrastructure. BMK-1 commenced production in
late January 2024.
By late April 2024, KSR-21 commenced production
and the BMK-2 well had been drilled to its total depth of 1,412
metres. BMK-2 has been left temporarily suspended with a plug set
to allow the well to be sidetracked, to the target formation at
1,265 metres, once the required equipment has been mobilised. No
workovers were conducted in 1H 2024.
For the six months period ended 30 June 2024,
Morocco gross production was approximately 407 million cubic feet
(68,000 barrels of oil equivalent), averaging 2.3 MMscf/d (1H 2023:
581 million cubic feet averaging 3.2 MMscf/d).
2H
2024 Outlook
SDX has identified two new
drilling locations and is in the final stages of securing land
permits for each. The newly processed seismic data has been
integrated into the original interpretations, further de-risking
both prospects, designated as KSR-22 and OLME-A. SDX plans to
commence its next drilling campaign during Q4 2024. Gas from
these wells will supply our existing customers to serve their
expanding needs.
We are currently in discussion with ONHYM in
relation to agreeing future permit requirements, which include
undertaking new 3D seismic work either in late 2024 or early
2025.
SDX is preparing a tender process to select a
partner for the acquisition of over 150 km2 of 3D
seismic data. The area selected for this new seismic acquisition
campaign is to the north-west of the existing newly merged seismic
surveys and has been strategically placed to allow SDX to tie-in to
its existing pipeline infrastructure, merge into the newly merged
data set while covering a thicker and prospective portion of the
basin. SDX anticipates finalising the tender and commencing the
seismic acquisition in Q1 2025. The EIA for this project commenced
in July and is expected to be completed during Q4 2024.
EGYPT (HELD
FOR SALE)
South
Disouq
South Disouq is a 115 km2
concession located 65 km north of Cairo in the Nile Delta
region. It is on trend with several other prolific gas fields in
the Abu Madi Formation.
Development leases have been granted for South
Disouq (18 km2), Ibn Yunus (24 km2), and Ibn
Yunus North (32 km2), and all development leases are
operated by SDX. Production is currently from the Messinian-aged
Abu Madi and Pliocene-aged Kafr El Sheikh formations. In addition,
SDX operates the Amendment Concession Agreement Area, which is an
exploration permit of 41 km2.
At the beginning of 2022, SDX held a 55%
interest in the South Disouq and Ibn Yunus development leases and a
100% interest in the Ibn Yunus North development lease. Its
partner, IPR, holds a 45% interest in the South Disouq and Ibn
Yunus development leases. In February 2022, it was announced that
SDX sold 33% of the shares in the entity that holds its interests
across its South Disouq concession to Energy Flow Global
("EFG"), a
private company with upstream and oilfield services activities in
Egypt, the Middle East and Asia. In February 2023, SDX re-acquired
these shares in exchange for a 33% direct share of the leases.
After this transaction, SDX Energy still has an effective 36.9%
working interest in the South Disouq and Ibn Yunus development
leases and a 67.0% working interest in the Ibn Yunus North
development lease.
1H
2024 Activity
Analysis of the exploration MA-1X well on
Mohsen has been completed and the Company is evaluating next
steps.
West
Gharib
West Gharib is 22 km2 in area and is
producing from the Meseda and Rabul fields, both of which are
included in the Block-H development lease. The concession is
covered by a production service agreement, which allows for lower
cost operations than the traditional joint venture structure. SDX
had a 50% working interest in the operation, with Dublin
International Petroleum, the operator, holding the remaining 50%
working interest.
The Meseda field produces 18o API
oil from the high-quality Miocene-aged Asl sands of the Rudeis
formation. The Rabul field produces 16o API oil from the
Miocene-aged Yusr and Bakr sands, which are also part of the Rudeis
formation.
In 2021, a 10-year extension for both Meseda
and Rabul was agreed with GPC, extending the licence to
9 November 2031. As part of the agreement, the
contractors have a minimum commitment to drill six infill
development wells (four in Meseda and two in Rabul) and one
water-injection well in Rabul by
31 December 2022, and up to
another six wells across the concession depending on the prevailing
oil price. To take advantage of low drilling costs and the current
oil price environment, however, the partnership planned to drill 13
infill development wells from 2022 onwards.
1H
2024 Activity
The infill campaign has continued in
2024.
Workovers of the existing wells have continued
in 2024 to maximise production and recovery from the Meseda and
Rabul Fields.
2024 Outlook (EGYPT)
Due to issues in relation to currency controls
and ongoing devaluations of the Egyptian Pound, it was determined
during 2023 that it would be better to focus our resources on our
Morocco operations. Therefore, offers for our interests in South
Disouq and West Gharib were entertained, and by 31 December
2023 we had entered into advanced negotiations on both
assets.
On 19 April 2024, the sale of our interest in
West Gharib had been finalised, and we continue to evaluate options
to maximise shareholder value for South Disouq, including a sale of
the asset or potentially developing it. As part of the West Gharib
sale, our investment in Brentford Oil Tools has also been sold. All
revenues and costs in relation to these operations have been
treated as discontinuing activities in the accounts for the six
months period ended 30 June 2024 - the Balance Sheet
impact is that the relevant Group Assets and Group liabilities have
been reclassified as being Held for Sale.
Environmental, Social and Governance
("ESG")
1H 2024 ESG
METRICS
• The Company's operated assets recorded a
carbon intensity of 8.8kg CO2e/boe in 1H 2024
(1H 2023: 4.5kg CO2e/boe).
• Scope 1 greenhouse gas emissions from all
operated assets were 4,800 tons of CO2e (1H 2023:
5,400 tons of CO2e). Scope 3 greenhouse gas
emissions in Morocco were 24,800 tons of CO2e
(1H 2023: 30,100 tons of CO2e), which is
approximately 11,300 tons of CO2e (1H 2023:
13,800 tons of CO2e) less than using alternative
heavy fuel oil.
• There were no Lost Time Injuries at any of
the Company's assets during 1H 2024 (1H 2023: none).
• No produced water was discharged into the
environment in Morocco or at South Disouq (100% processed or
evaporated).
• There were no hydrocarbon spills at operated
assets (1H 2023: nil).
• The Company continues to adopt high standards
of Governance through its adherence to the QCA Code on Corporate
Governance.
Financial Review
Discontinued activities
As at 31 December 2023, the Group
had committed itself to the sale of its Egyptian operations. This
has translated into the completion of the sale of its 50% holding
in Brentford Oil Tools and its interest in the West Gharib
concession on 19 April 2024 and a commitment to sell its
interest in the South Disouq concession later in 2024 or
2025.
In effect, this renders the Group's entire
Egyptian operations as discontinued as at 30 June 2024, and
requires their results to be treated as such in the Consolidated
Statement of Comprehensive Income and the Consolidated Statement of
Cash Flows for the period ending 30 June 2024 and related
comparatives under IFRS 5 "Disposal of subsidiaries, business and
non-current assets".
Further details, including the results of these
discontinued operations, can be found in note 23 to the
Consolidated Financial Statements.
Operational
and Financial Highlights
Unless specified, all matters discussed going
forward in this Financial Review will refer to the Group's
continuing operations (in Morocco) only. In accordance with
industry practice, production volumes and revenues are reported on
a Group interest basis, before the deduction of
royalties.
|
Six
months ended 30 June
|
$'000s
|
2024
|
2023
|
|
|
|
Morocco gas sales revenue
|
4,767
|
4,901
|
Royalties
|
541
|
(51)
|
Net Morocco gas sales
revenue
|
5,308
|
4,850
|
|
|
|
Total net revenue
|
5,308
|
4,850
|
|
|
|
Direct operating expense
|
(491)
|
(1,169)
|
Netback: Morocco gas
|
4,817
|
3,681
|
|
|
|
Netback (pre-tax)
|
4,817
|
3,681
|
|
|
|
EBITDAX
|
2,651
|
1,673
|
|
|
|
Morocco gas sales (boe/d)
|
254
|
383
|
|
|
|
Total sales volumes (boe/d)
|
254
|
383
|
|
|
|
Morocco gas sales (boe)
|
46,171
|
69,249
|
|
|
|
Total sales volumes (boe)
|
46,171
|
69,249
|
|
|
|
Realised Morocco gas price
(US$/mcf)
|
$17.21
|
$11.80
|
Realised Morocco gas price
(US$/boe)
|
$103.24
|
$70.77
|
|
|
|
Royalties (US$/boe)
|
-$11.71
|
$0.74
|
Operating costs (US$/boe)
|
$10.63
|
$16.88
|
|
|
|
Netback (US$/boe)
|
$104.32
|
$53.15
|
|
|
|
Capital expenditures
|
7,625
|
2,870
|
Morocco gas sales revenue
The Group currently sells natural
gas to seven industrial customers in Kenitra, northern
Morocco.
Morocco gas sales variance from prior year
For the six months ending 30 June
2024 (compared to the six months ending 30 June 2023), the decrease
in Morocco gas sales revenue of $0.1 million was mainly as a result
of a $1.6 million decrease in production due to our producing wells
getting older in general despite new wells (BMK-1 and KSR-21)
commencing production during the period. The group is seeking to
accelerate the number of wells being brought into production in
2024. This was partially offset by a favourable price variance of
$1.5 million, which was caused by increases in gas prices and
increased sales to higher-priced contracts.
$'000s
|
|
Six months ended 30 June 2023
|
4,901
|
Price variance
|
1,499
|
Production variance
|
(1,633)
|
Six months ended 30 June
2024
|
4,767
|
Royalties
In Morocco, sales-based royalties
become payable when certain inception-to-date production thresholds
are reached, according to the terms of each exploitation
concession. Royalties were a net credit of $0.5 million in the six
months ending 30 June 2024 due to a reassessment of the
historic liability, which was also impacted by favourable foreign
exchange rate movements during the period.
Direct operating costs
Direct operating costs for the six
months ending 30 June 2024 were $0.5
million, compared to $1.2 million for the comparative
period.
The direct operating costs for
concessions that are continued operations were:
|
Six months ended 30
June
|
$'000s
|
2024
|
2023
|
Morocco
|
491
|
1,169
|
Total direct operating
expense
|
491
|
1,169
|
|
|
| |
The direct operating costs per unit
for concessions that are continued operations were:
|
Six months ended 30
June
|
US$/boe
|
2024
|
2023
|
Morocco
|
10.63
|
16.88
|
Total direct operating costs per
boe
|
10.63
|
16.88
|
Morocco
Operational expenditure in Morocco
is less dependent on production than in many other
hydrocarbon-producing countries, as much Moroccan operational
expenditure is fixed in nature, e.g. headcount and
compressor/separator rentals, and might be impacted by expenditure
that is one-off in nature.
Direct operating costs for the six
months ended 30 June 2024 were $0.7 million
lower compared to the comparative period due to newer wells
(requiring less maintenance) entering into production during the
current period. This has caused the direct operating costs per boe
to decrease by 37% to $10.63/boe for the six months ended 30 June
2024 (in comparison to $16.88/boe for the comparative
period).
General and administrative expenses
|
Six months ended 30
June
|
$'000s
|
2024
|
2023
|
Wages and employee costs
|
836
|
1,388
|
Consultants - inc. PR/IR
|
218
|
156
|
Legal fees
|
60
|
57
|
Audit, tax and accounting
services
|
103
|
140
|
Public company fees
|
178
|
319
|
Travel
|
103
|
90
|
Office expenses
|
404
|
208
|
IT expenses
|
56
|
54
|
Other expenses
|
0
|
0
|
Service recharges
|
(32)
|
(349)
|
Ongoing general and administrative
expenses
|
1,926
|
2,063
|
Transaction costs
|
202
|
55
|
Total net G&A
|
2,128
|
2,118
|
Ongoing general and administrative
("G&A") costs for the six months ended 30 June 2024 were $0.2
million lower compared to the comparative period mainly due to a
reduction in employee-related expenditure primarily due to
significantly reduced headcount in the corporate part of the
business, partially offset by a lower G&A recharge much of
which is due to these savings and other operational efficiencies
across the group.
Transaction costs increased by $0.1
million compared to the comparative period mainly due to
professional services associated with the sale in 19 April 2024 of
the Group's working interest in West Gharib being incurred from
from late 2023 onwards.
Capital expenditures
The following table shows the capital
expenditure for the Group overall. It agrees with notes 7, 8 and 23
to the Consolidated Financial Statements for the period ended 30
June 2024, which include discussion therein.
|
Six months ended 30
June
|
$'000s
|
2024
|
2023
|
Property, plant and equipment expenditures
("PP&E")
|
2,150
|
505
|
Exploration and evaluation expenditures
("E&E")
|
5,475
|
2,358
|
Office furniture and fixtures
|
-
|
7
|
Total capital expenditures
(1)
|
7,625
|
2,870
|
(1) For continuing operations,
capital expenditure was US$5.9 million for the six months ended 30
June 2024 (six months ended 30 June 2023: US$2.2
million)
|
The Group has future capital
commitments associated with its oil and gas assets, details of
which can be found in note 20 to the Consolidated Financial
Statements
Exploration and evaluation expense
For the six months ended 30 June
2024, exploration and evaluation expenses stood at $4.4 million,
compared to $0.1 million in the comparative period.
The current period expense relates
mainly to:
· $4.5
million non-cash write off of exploration expenditure incurred in
continuing activities (Morocco) predominantly relating to the BMK-2
well, representing the total of their book value exceeding their
recoverable amount.
· $0.1
million credit related to refunded overpayments for business
evaluation activities and reductions in provisions for obsolete
drilling inventory in Morocco.
The prior period expense relates
mainly to:
· $0.1
million incurred for new business evaluation activities in
Morocco.
Depletion, depreciation and amortisation
For the six months ended 30 June
2024, depletion, depreciation, and amortisation ("DD&A")
amounted to $1.2 million, compared to the $2.6 million in
the comparative period, a reduction of $1.4 million.
|
Six
months ended 30 June
|
$'000s
|
2024
|
2023
|
Morocco
|
994
|
2,409
|
Right of use assets -
Continuing
|
165
|
192
|
Other (F&F, Computer, Office
Equip) - Continuing
|
4
|
8
|
Total DD&A
|
1,163
|
2,609
|
The DD&A movement is primarily
due to a $1.4 million decrease in DD&A for Morocco mainly due
to lower production as a proportion of reserves in comparison to
the comparative period, which is a consequence of lower production
in the current period and an upward revision in reserves at 31
December 2023.
Foreign exchange loss
The $0.3 million foreign exchange
loss during the year is due to losses arising from the
strengthening of the Moroccan Dirham ($0.4 million) partially
offset by gains on currency conversion ($0.1 million).
Impairment expense
At the reporting date, management
performed an impairment indicator assessment of the Morocco Rharb
Basin Cash Generating Unit ("CGU"), and concluded that property,
plant and equipment ("PP&E") drilling costs of $5.0 million in
relation to the '2021 drilling campaign' as at
30 June 2024 should be tested for impairment. As a
result, it determined that a $5.0 million impairment needed to be
recognised within 'impairment expense' within the Consolidated
Statement of Comprehensive Income. Please see note 7 to the
Consolidated Financial Statements for further details.
No such impairment of PP&E
assets occurred in the comparative period.
Sources and uses of cash
The Group's net cash position as
at 30 June 2024 was $1.4 million, with cash
balances of $5.2 million offset
by $3.3 million drawn debt and $0.5 million
accrued interest from the convertible loan.
The following table sets out the
Group's sources and uses of cash for the six months ended 30 June
2024 and 30 June 2023:
|
Six months ended 30
June
|
$'000s
|
2024
|
2023
|
Sources
|
|
|
Operating cash flow before working
capital movements
|
2,739
|
1,492
|
Changes in non-cash working
capital
|
5,085
|
(2,130)
|
Cash generated
from discontinued operations
|
824
|
1,421
|
Cash used in
investing activities of discontinued operations
|
9
|
-
|
Issues of Borrowings
|
750
|
-
|
Total sources
|
9,407
|
783
|
|
|
|
Uses
|
|
|
Income taxes paid
|
(365)
|
131
|
Property, plant and equipment
expenditures
|
(630)
|
(255)
|
Exploration and evaluation
expenditures
|
(3,969)
|
(1,390)
|
Repayments of Borrowings
|
(2,564)
|
(2,200)
|
Payments of lease
liabilities
|
(148)
|
(227)
|
Finance income received / (costs
paid)
|
(632)
|
36
|
Cash used in
financing activities of discontinued operations
|
(5)
|
(31)
|
Effect of foreign exchange on cash
and cash equivalents
|
(410)
|
(738)
|
Total uses
|
(8,723)
|
(4,674)
|
|
|
|
Increase / (Decrease) in cash and cash
equivalents
|
684
|
(3,891)
|
Cash and cash equivalents at
beginning of period
|
4,476
|
10,613
|
Cash and cash equivalents at end of period
|
5,160
|
6,722
|
Going concern
Accounting standards in the UK
require the directors to assess the Group's ability to continue to
operate as a going concern for the foreseeable future, which covers
a period of at least 12 months from the date of approval of the
Consolidated Financial Statements.
The directors reviewed the cash flow
projections prepared by management for the period ending 31
December 2025. The capital expenditure and operating costs used in
these forecasted cash flows are based on the board's best
estimate.
The principal assumptions underlying
the cash flow forecast and the availability of finance to the Group
are as follows:
· The
Group expects to be able to meet its licence commitments in Morocco
and Egypt. This includes drilling several wells in Morocco to
ensure continued gas supply to offtakers. The Group may need to
negotiate with the Moroccan and Egyptian authorities to revise work
programmes or licence commitments. Based on previous successful
renegotiations of licence commitments, the directors believe that
this is likely to be achieved, but it is not guaranteed.
· An
offtaker prepays for gas to be supplied in Morocco during 2H 2024
(amounting to approximately $2.0 million).
· The
Moroccan state confirms the release of a cash-backed guarantee,
which would enable $0.4 million of restricted cash held as
security to become unrestricted, due to the Company having
completed the land reclamation work on three wells on a licence in
Morocco that has been relinquished.
· The
Group sells its remaining asset in Egypt (South Disouq) - for sales
proceeds of at least $3.0 million.
· The
Group agrees a farm-in deal over its assets in Morocco whereby a
joint venture partner pays a contribution towards past costs and
funds future capital expenditure in order to earn an interest in
the assets.
· The
Group will continue to negotiate and reach agreements with
creditors to spread the payment of liabilities over
time.
· The
Group will continue to make payments to creditors in line with
agreed payment plans.
· At the
General Meeting to be held on 14 October 2024, shareholders will
vote for the resolutions, which is a condition of the existing
convertible loan being renewed until July 2025 and not becoming
immediately repayable.
· The
holders of the Loan will exercise their right to convert the amount
owed into Ordinary Shares in the Company instead of the Loan amount
being repaid in cash when it matures in 2025.
In reviewing the cash flow forecast
and the principal assumptions above, the Directors have also
considered other alternative measures available to the Group,
including the deferral of planned expenditure, the reduction of
overhead costs and an alternative method of raising capital or
debt. These alterative measures give the Directors a reasonable
expectation that the Group will have sufficient funds to enable it
to discharge its liabilities when they fall due.
However there exists a material
uncertainty that may cast significant doubt over the ability of the
Group to continue as a going concern. The Board believes it has
options to raise external capital, but cannot guarantee the amount
and timing of any proposed financing. The Board would also note
that there are no guarantees that current discussions with the
potential buyers of the South Disouq asset in Egypt and potential
farm-in partners in Morocco will be favourably concluded and that
arrangement with creditors will remain negotiable.
Notwithstanding the material
uncertainty identified, the Directors have concluded that the Group
will have sufficient resources to continue as a going concern for
the period of assessment, that is for a period of not less than 12
months from the date of approval of the consolidated financial
statements. Accordingly, the consolidated financial statements have
been prepared in a going concern basis and do not reflect any
adjustments that would be necessary if this basis were
inappropriate.
Non-IFRS measures
The Financial Review contains the
terms "Netback" and "EBITDAX", which are not recognised measures
under IFRS. The Group uses these measures to help evaluate its
performance. Please see note 18 to the Consolidated Financial
Statements for a reconciliation of these non-IFRS measures to
Operating loss, which is an IFRS recognised measure.
Netback
Netback is a non-IFRS measure that
represents sales net of all operating expenses and government
royalties. Management believes netback to be a useful supplemental
measure to analyse operating performance and provide an indication
of the results generated by the Group's principal business
activities prior to the consideration of other income and expenses.
Management considers Netback an important measure because it
demonstrates the Group's profitability relative to current
commodity prices. Netback may not be comparable to similar measures
other companies use.
EBITDAX
EBITDAX is a non-IFRS measure that
represents earnings before interest, tax, depreciation,
amortisation, exploration expense, and impairment, which is
operating income/(loss) adjusted for the add-back of depreciation
and amortisation, exploration expense, and impairment of property,
plant, and equipment (if applicable). EBITDAX is presented so that
users of the financial statements can understand the cash
profitability of the Group, excluding the impact of costs
attributable to exploration activity, which tend to be one-off in
nature, and the non-cash costs relating to depreciation,
amortisation, and impairments. EBITDAX may not be comparable to
similar measures other companies use.
Jay Bhattacherjee
Non-Executive Chairman
27 September 2024
Consolidated Balance Sheet as at 30 June
2024
(US$'000s)
|
As at
30 June 2024
|
As at
31 December 2023
|
|
|
|
Assets
|
|
|
Cash and cash equivalents
|
5,160
|
4,476
|
Trade and other receivables
|
12,333
|
15,458
|
Inventory
|
6,210
|
7,426
|
Assets held for sale
|
4,206
|
10,194
|
Current assets
|
27,909
|
37,554
|
|
|
|
Investments
|
-
|
0
|
Property, plant and equipment
|
1,442
|
3,174
|
Exploration and evaluation assets
|
6,906
|
9,688
|
Right-of-use assets
|
456
|
649
|
Non-current assets
|
8,804
|
13,511
|
|
|
|
Total
assets
|
36,713
|
51,065
|
|
|
|
Liabilities
|
|
|
Trade and other payables
|
18,962
|
23,288
|
Decommissioning liability
|
2,337
|
-
|
Current income taxes
|
723
|
913
|
Borrowings
|
3,769
|
5,273
|
Lease liability
|
335
|
364
|
Liabilities held for sale
|
2,367
|
1,501
|
Current liabilities
|
28,493
|
31,339
|
|
|
|
Decommissioning liability
|
2,397
|
4,640
|
Current income taxes
|
882
|
1,202
|
Deferred income taxes
|
-
|
-
|
Lease liability
|
103
|
266
|
Non-current liabilities
|
3,382
|
6,108
|
|
|
|
Total
liabilities
|
31,875
|
37,448
|
|
|
|
Equity
|
|
|
Share capital
|
2,601
|
2,601
|
Share premium
|
130
|
130
|
Share-based payment reserve
|
60
|
22
|
Accumulated other comprehensive loss
|
(917)
|
(917)
|
Merger reserve
|
37,034
|
37,034
|
(Accumulated loss)/retained earnings
|
(34,070)
|
(25,253)
|
Non-controlling interest
|
-
|
0
|
|
|
|
Total
equity
|
4,838
|
13,617
|
|
|
|
Equity and
liabilities
|
36,713
|
51,065
|
Consolidated Statement of Comprehensive
Income for the six months ended 30 June 2024
|
Six months ended 30
June
|
|
(US$'000s)
|
2024
|
2023
|
|
|
|
Revenue, net of royalties
|
5,308
|
4,850
|
|
|
|
Direct operating expense
|
(491)
|
(1,169)
|
Gross profit
|
4,817
|
3,681
|
|
|
|
Exploration and evaluation expense
|
(4,426)
|
(72)
|
Depletion, depreciation and
amortisation
|
(1,163)
|
(2,609)
|
Impairment expense
|
(4,966)
|
0
|
Share-based compensation
|
(37)
|
(72)
|
|
|
|
General and administrative expenses
|
|
|
- Ongoing general and administrative
expenses
|
(1,926)
|
(2,063)
|
- Transaction costs
|
(202)
|
(55)
|
|
|
|
Operating loss
|
(7,903)
|
(1,190)
|
|
|
|
Finance costs
|
(1,037)
|
(497)
|
Foreign exchange loss
|
(330)
|
(409)
|
Loss before income taxes
|
(9,270)
|
(2,097)
|
|
|
|
Current income tax expense
|
(1)
|
(34)
|
|
|
|
Profit / (loss) from discontinuing
operations
|
454
|
(359)
|
|
|
|
Loss and total
comprehensive loss for the period
|
(8,817)
|
(2,490)
|
Attributable to
|
|
|
SDX shareholders
|
(8,817)
|
(2,490)
|
Non-controlling
interests
|
-
|
-
|
|
|
|
Net profit/(loss), attributable to SDX
shareholders, per share:
|
|
|
Basic and diluted - Continuing
|
$(0.045)
|
$(0.010)
|
Basic and diluted - Discontinuing
|
$0.002
|
$(0.002)
|
Basic and diluted - Total
|
$(0.043)
|
$(0.012)
|
Consolidated Statement of Changes in
Equity for the six months ended 30 June 2024
|
Six
months ended 30 June
|
(US$'000s)
|
2024
|
2023
|
|
|
|
Share
capital
|
|
|
Balance, beginning of period
|
2,601
|
2,601
|
Balance, end of period
|
2,601
|
2,601
|
|
|
|
Share
premium
|
|
|
Balance, beginning of period
|
130
|
130
|
Balance, end of period
|
130
|
130
|
|
|
|
Share-based
payment reserve
|
|
|
Balance, beginning of period
|
22
|
7,174
|
Share-based compensation for the
period
|
38
|
72
|
Share-based options expired
|
0
|
(351)
|
Balance, end of period
|
60
|
6,895
|
|
|
|
Accumulated
other comprehensive loss
|
|
|
Balance, beginning of period
|
(917)
|
(917)
|
Balance, end of period
|
(917)
|
(917)
|
|
|
|
Merger
reserve
|
|
|
Balance, beginning of period
|
37,034
|
37,034
|
Balance, end of period
|
37,034
|
37,034
|
|
|
|
Retained
earnings
|
|
|
Balance, beginning of period
|
(25,253)
|
(10,872)
|
Part repurchase / disposal of
subsidiary
|
-
|
(842)
|
Share-based options expired
|
(0)
|
351
|
Total comprehensive loss
|
(8,817)
|
(2,490)
|
Balance, end of period
|
(34,070)
|
(13,853)
|
|
|
|
Non-controlling
interest
|
|
|
Balance, beginning of period
|
-
|
6,258
|
Part repurchase / disposal of
subsidiary
|
-
|
(6,258)
|
Profit /(loss) for the period
|
-
|
-
|
Balance, end of period
|
-
|
0
|
|
|
|
|
|
|
Total
equity
|
4,838
|
31,890
|
Consolidated Statement of Cash Flows for
the six months ended 30 June 2024
|
Six months ended 30
June
|
(US$'000s)
|
2024
|
2023
|
|
|
|
Cash flows
generated from operating activities
|
|
|
Loss before income taxes
|
(9,270)
|
(2,097)
|
Adjustments for:
|
|
|
Depletion, depreciation and
amortisation
|
1,163
|
2,610
|
Exploration and evaluation expense
|
4,476
|
-
|
Impairment expense
|
4,966
|
-
|
Share-based compensation charge
|
37
|
72
|
Foreign exchange loss
|
330
|
410
|
Finance expense
|
1,037
|
497
|
Operating cash flow before working capital
movements
|
2,739
|
1,492
|
|
|
|
(Increase) / Decrease in trade and other
receivables
|
(3,198)
|
550
|
(Increase) / Decrease in trade
payables
|
8,395
|
(1,692)
|
Payments for inventory
|
(112)
|
(325)
|
Payments for decommissioning
|
0
|
(663)
|
Cash generated from/(used in) operating
activities
|
7,824
|
(638)
|
|
|
|
Income taxes paid / (refunded)
|
(365)
|
131
|
Net cash
generated from/(used in) operating activities
|
7,459
|
(507)
|
|
|
|
Cash generated
from discontinued operations
|
824
|
1,421
|
|
|
|
Cash flows
generated from/(used in) investing activities:
|
|
|
Property, plant and equipment
expenditures
|
(630)
|
(255)
|
Exploration and evaluation
expenditures
|
(3,969)
|
(1,390)
|
Net cash used
in investing activities
|
(4,599)
|
(1,645)
|
|
|
|
Cash generated
from investing activities of discontinued
operations
|
9
|
-
|
|
|
|
Cash flows
generated from/(used in) financing activities:
|
|
|
Proceeds in respect of new loans and
borrowings
|
750
|
-
|
Repayments in respect of loans and
borrowings
|
(2,564)
|
(2,200)
|
Payments of lease liabilities
|
(148)
|
(227)
|
Finance income received / (costs
paid)
|
(632)
|
36
|
Net cash used
in financing activities
|
(2,594)
|
(2,391)
|
|
|
|
Cash used in
financing activities of discontinued operations
|
(5)
|
(31)
|
|
|
|
Increase /
(Decrease) in cash and cash equivalents
|
1,094
|
(3,153)
|
Effect of
foreign exchange on cash and cash equivalents
|
(410)
|
(738)
|
Cash and cash
equivalents, beginning of period
|
4,476
|
10,613
|
|
|
|
Cash and cash
equivalents, end of period
|
5,160
|
6,722
|
For
further information:
SDX Energy
Plc
Daniel Gould, Chief Executive
Officer
William McAvock, Chief Financial
Officer
Tel: +44 (0) 20 3219 5640
|
|
Shore Capital
(Nominated Adviser and Broker)
Toby Gibbs/Harry Davies-Ball
Tel: +44 (0) 20 7408 4090
|
InHouseIR (Investor and Media Relations)
Sarah Dees/Oliver Clark
Email:
sdx@inhouseir.com
Tel: +44 (0) 7881 650 813 / +44 (0)
20 3239 1669
|
|
About SDX
For further information, please see
the Company's website at
www.sdxenergygroup.com or the
Company's filed documents at
www.sedar.com.
Glossary
"bbl"
|
stock tank barrel of oil
|
"boe"
|
barrels of oil equivalent
|
"boe/d"
|
barrels of oil equivalent per
day
|
"CO2e"
|
carbon dioxide equivalent
|
"MMscf"
|
million standard cubic
feet
|
"MMscf/d"
|
million standard cubic feet per
day
|
Forward-looking
information
Certain statements contained in this
press release may constitute "forward-looking information" as such
term is used in applicable Canadian securities laws. Any statements
that express or involve discussions with respect to predictions,
expectations, beliefs, plans, projections, objectives, assumptions
or future events or are not statements of historical fact should be
viewed as forward-looking information. In particular, statements
regarding: liquidity and sources of cash flows, future drilling
developments, costs and results; future
raising of external capital and management's beliefs with respect
to the Company's overall economic position should all be regarded
as forward-looking information.
The forward-looking information
contained in this document is based on certain assumptions, and
although management considers these assumptions to be reasonable
based on information currently available to them, undue reliance
should not be placed on the forward-looking information because SDX
can give no assurances that they may prove to be correct. This
includes, but is not limited to, assumptions related to, among
other things, commodity prices and interest and foreign exchange
rates; planned synergies, capital efficiencies and
cost-savings;
applicable tax laws; future production rates; receipt of necessary
permits; the sufficiency of budgeted capital expenditures in
carrying out planned activities, and the availability and cost of
labour and services.
All timing given in this
announcement, unless stated otherwise, is indicative, and while the
Company endeavours to provide accurate timing to the market, it
cautions that, due to the nature of its operations and reliance on
third parties, this is subject to change, often at little or no
notice. If there is a delay or change to any of the timings
indicated in this announcement, the Company shall update the market
without delay.
Forward-looking information is
subject to certain risks and uncertainties (both general and
specific) that could cause actual events or outcomes to differ
materially from those anticipated or implied by such
forward-looking
statements. Such risks and other factors include, but are not
limited to, political, social, and other risks inherent in daily
operations for the Company, risks associated with the industries in
which the Company operates, such as: operational risks; delays or
changes in plans with respect to growth projects or capital
expenditures; costs and expenses; health, safety and environmental
risks; commodity price, interest rate and exchange rate
fluctuations; environmental risks; competition; permitting risks;
the ability to access sufficient capital from internal and external
sources; and changes in legislation, including but not limited to
tax laws and environmental regulations. Readers are cautioned that
the foregoing list of risk factors is not exhaustive and are
advised to refer to the Principal Risks & Uncertainties section
of SDX's Annual Report for the year ended 31 December 2023, which
can be found on SDX's website and its SEDAR profile
at www.sedar.com, for
a description of additional risks and uncertainties associated with
SDX's business.
The forward-looking information
contained in this press release is as of the date hereof and SDX
does not undertake any obligation to update publicly or to revise
any of the included forward‐looking information, except as
required by applicable law. The forward‐looking information contained herein
is expressly qualified by this cautionary statement.
Non-IFRS Measures
This news release contains the terms
"Netback," and "EBITDAX" which are not recognised measures under
IFRS and may not be comparable to similar measures presented by
other issuers. The Company uses these measures to help evaluate its
performance.
Netback is a non-IFRS measure that
represents sales net of all operating expenses and government
royalties. Management believes that Netback is a useful
supplemental measure to analyse operating performance and provide
an indication of the results generated by the Company's principal
business activities prior to the consideration of other income and
expenses. Management considers Netback an important measure as it
demonstrates the Company's profitability relative to current
commodity prices. Netback may not be comparable to similar measures
used by other companies.
EBITDAX is a non-IFRS measure that
represents earnings before interest, tax, depreciation,
amortisation, exploration expense and impairment. EBITDAX is
calculated by taking operating income/(loss) and adjusting for the
add-back of depreciation and amortisation, exploration expense and
impairment of property, plant, and equipment (if applicable).
EBITDAX is presented in order for the users to understand the cash
profitability of the Company, which excludes the impact of costs
attributable to exploration activity, which tend to be one-off in
nature, and the non-cash costs relating to depreciation,
amortization and impairments. EBITDAX may not be comparable to
similar measures used by other companies.
Oil and Gas Advisory
Certain disclosures in this news
release constitute "anticipated results" for the purposes of
National Instrument 51-101 -
Standards of Disclosure for Oil and Gas Activities ("NI
51-101") of the Canadian Securities Administrators because the
disclosure in question may, in the opinion of a reasonable person,
indicate the potential value or quantities of resources in respect
of the Company's resources or a portion of its resources. Without
limitation, the anticipated results disclosed in this news release
include estimates of volume, flow rate, production rates, porosity,
and pay thickness attributable to the resources of the Company.
Such estimates have been prepared by Company management and have
not been prepared or reviewed by an independent qualified reserves
evaluator or auditor. Anticipated results are subject to certain
risks and uncertainties, including those described above and
various geological, technical, operational, engineering,
commercial, and technical risks. In addition, the geotechnical
analysis and engineering to be conducted in respect of such
resources is not complete. Such risks and uncertainties may cause
the anticipated results disclosed herein to be inaccurate. Actual
results may vary, perhaps materially.
Use of the term "boe" or the term
"MMscf" may be misleading, particularly if used in isolation. A
"boe" conversion ratio of 6 Mcf: 1 bbl and a "Mcf" conversion ratio
of 1 bbl: 6 Mcf are based on an energy equivalency conversion
method primarily applicable at the burner tip and does not
represent a value equivalency at the wellhead.
Use of a Standard
Reserve and resource estimates
disclosed or referenced herein have been prepared in accordance
with the SPE's Canadian Oil and Gas Evaluation Handbook and in
accordance with NI 51-101.