Financial Review
Revenue Producing
Operations
Revenues from continuing operations
amounted to US$0.02 million (30 June 2023: US$0.08 million). Group
revenues during the first six months of 2024 are derived from the
provision of technical and administrative services to joint
operations.
Cost of sales was US$0.03 million
(30 June 2023: US$0.11 million). The cost of sales for Kiliwani
North operations amounted to US$0.02 million (30 June 2023: US$0.08
million) and included general licence related maintenance costs.
There was no depletion charge for Kiliwani North as the period saw
no production (30 June 2023: US$ nil). The balance of the
cost of sales amounting to US$0.01 million (30 June 2023: US$0.03
million) related to the oilfield services operations and minor
non-operated costs related to the Group's interest in the Ruvuma
PSA. Accordingly, there was a gross loss of US$0.01 million for the
period compared with a gross loss of US$0.03 million for the
comparative period.
Group administrative expenses,
excluding depreciation and net of costs capitalised against
projects, were US$0.99 million (30 June 2023: US$0.78 million), an
increase of US$0.21 million. The increase in expenses during the
period was due mainly to increases in the non-cash share options
charge (US$0.16 million) and in consulting fees (US$0.09 million),
partially offset by reductions in tax provisions (US$0.03 million)
and payroll costs (US$0.03 million). Management continues to
maintain strict expenditure controls in order to help maintain the
cost-saving gains achieved since 2018, although inflationary
pressures have recently had an adverse effect.
The Group recognised an impairment
during the six-month period against exploration and evaluation
assets of US$196,000 (30 June 2023: US$196,000). This is comprised
solely of expenditure incurred on the Nyuni Area PSA (30 June 2023:
US$181,000), which relates mainly to own costs for geological,
geophysical and administrative work and licence maintenance costs,
along with training and licence fees. There was no expenditure
incurred during the six-month period on Kiliwani South Area (30
June 2023: US$15,000). All expenditure on the Nyuni Licence Area
and the Kiliwani South Area continues to be impaired immediately to
the income statement upon recognition following the full impairment
in 2018 and 2021 respectively. The Group's resulting net loss from
operating activities was US$1.29 million (30 June 2023: loss of
US$0.98 million).
Finance income of US$18,000 is a
result of foreign exchange gains (30 June 2023:
US$108,000).
Finance costs amounted to US$76,000
(30 June 2023: US$80,000) and relates solely to the decommissioning
interest charge (30 June 2023: US$80,000).
The Group's net loss for the period
amounted to US$1.35 million (30 June 2023: US$0.96
million).
Balance
Sheet
The Group's investment in
exploration and evaluation assets increased slightly from US$37.98
million at 31 December 2023 to US$38.00 million at 30 June
2024. This was due to an increase of US$0.02 million of own
costs for the Ruvuma PSA CGU. As noted above, all expenditure on
the Nyuni Licence Area and the Kiliwani South Area continues to be
impaired immediately to the income statement upon recognition as
both are fully impaired. In accordance with the Group's accounting
policy, the Group does not record expenditure for its share of
costs that are carried by ARA Petroleum Tanzania Limited ("APT") in
relation to the Ruvuma PSA asset. The Group is carried for a total
of US$35.0 million of development expenditure on the Ruvuma PSA,
with carried expenditure in the period relating to development
activities.
The carrying value of property,
plant and equipment ("PP&E") has decreased from US$4,000 at 31
December 2023 to US$3,000 at 30 June 2024. This is a result of
depreciation for the period and no purchases of new equipment. The
costs for the Kiliwani North CGU are included in PP&E but are
fully impaired (see Note 9).
Current assets amounted to US$3.28
million (31 December 2023: US$4.63 million) with trade and other
receivables of US$1.50 million (31 December 2023: US$1.59 million),
which as operator includes joint operations partner's interests in
gas revenues, and cash and cash equivalents of US$1.78 million (31
December 2023: US$3.04 million). The decrease in current assets of
US$1.35 million predominantly related to the reduction in cash due
to expenditures on G&A and tax payments.
Current liabilities amounted to
US$7.82 million compared with US$8.19 million at 31 December 2023.
This balance included amounts payable to joint operations partners
for their profit shares from invoiced gas sales, related VAT and
excise tax payable on the gas receivables invoices and provisions
and accruals for taxes. The decrease related mainly to US$0.33
million in payments to the TRA for accrued VAT and WHT included in
the 2019-2020 tax assessment and reduction of amounts due to joint
operations partners of US$0.15 million, offset by an increase of
US$0.18 million in accrued training and licence fee invoices from
the Petroleum Upstream Regulatory Authority in Tanzania.
Non-current liabilities are US$1.92 million (31 December 2023:
US$1.82 million) being the decommissioning provision which
increased during the period as a result of the unwind of the
discount during the period of US$0.08 million and US$0.02 million
for an increase in estimated costs due to changes in inflation and
discount rates.
Total equity has decreased by
US$1.07 million between 31 December 2023 and 30 June 2024 to
US$31.54 million (31 December 2023: US$32.61 million). This is due
to the increase in the retained deficit arising from the loss for
the period, offset by increases in issued capital and share premium
(US$0.08 million as a result of share options exercised) and the
movement in the share option reserve.
Cash Flows
Net cash outflows from operating
activities were US$1.29 million during the period (30 June 2023:
cash outflow of US$0.71 million), being mainly G&A expenditures
and payment of accrued indirect taxes. Net cash outflows from
investing activities amounted to US$0.07 million (30 June 2023:
US$0.17 million), mainly for care and maintenance expenditure on
the KND Licence. Cash inflows from financing activities during the
period were US$ 0.08 million from share issue proceeds (30 June
2023: US$nil). Net cash and cash equivalents for the six
months ended 30 June 2024 therefore decreased by US$1.28 million
compared with a decrease of US$0.88 million for the comparative
half-year period. The balance of net cash and cash
equivalents at 30 June 2024 was US$1.78 million (30 June 2023:
US$5.04 million).
Related party transactions
There have been no material changes
in the related party transactions affecting the financial position
or the performance of the Group in the period since publication of
the 2023 Annual Report other than those disclosed in Note 14 to the
condensed consolidated financial statements.
Going Concern
The financial statements of the
Group are prepared on a going concern basis.
The Directors have given careful
consideration to the Group's ability to continue as a going concern
through review of cash flow forecasts prepared by management for
the going concern period to 30 September 2025, review of the key
assumptions on which these forecasts are based and the sensitivity
analysis. The forecasts reflect the Directors' best estimate of
expenditures and receipts during the going concern period. The
forecasts are regularly updated to enable continuous monitoring and
management of the Group's cash flow and liquidity risk. The
forecasts indicate that, subject to the principal assumptions noted
below, the Group would have adequate resources to continue as a
going concern for the foreseeable future, that is a period of not
less than 12 months from the date of approval of the consolidated
financial statements.
As part of its analysis in making
the going concern assumption, the Directors have considered the
range of risks facing the business on an ongoing basis, as set out
in the risk section of the 2023 Annual Report, that remain
applicable to the Group. The principal assumptions made in relation
to the Group's going concern assessment relate to the capital
commitments on its operated assets in Tanzania, the reservation of
rights made by the TPDC in respect of certain claims that the
Directors consider are without merit and the ongoing objections to
the tax assessments in Tanzania (see Note 13).
Current liabilities of the Group
exceeded its current assets as at 30 June 2024, mainly as a result
of provisions made for some contested tax assessments. As disclosed
in Note 13, the Group received a tax assessment in February 2020
from the Tanzania Revenue Authority ("TRA") of US$2.2 million in
relation to an audit of the Group's Tanzanian wholly owned
subsidiary covering the period from 2013 to 2015 and tax
assessments in June 2022 for US$4.8 million in relation to audits
covering the period from 2016 to 2018. These tax assessments are
excluded from the cash forecast as any cash outflow during the
going concern period is not considered probable based on either
legal advice or the timeframes for tax cases in Tanzania. Tax
assessments received in June 2023 from the TRA of US$3.3 million in
relation to an audit covering the period from 2019 to 2020 are
included insofar as they are covered by a payment plan agreed with
the TRA in June 2024. Additionally, development and decommissioning
of the Group's assets in Tanzania is excluded from the cash
forecast. The Group commenced discussions with the Tanzanian
authorities during 2022 to return the Nyuni Area licence to the
Ministry of Energy and such discussions have resulted in the Group
being requested to market the licence in 2023 and 2024, in an
attempt to find a third-party partner willing to pursue and fund a
mutually agreed re-negotiated work programme. Regardless of whether
the farm-out process is successful or not, it is not considered
probable that any capital expenditure would arise in the period.
However, a risk exists that the Group lose the objections to the
tax assessments or may be unable to renegotiate or defer
commitments relating to the development or decommissioning of the
operated Licence interests during the period, or that the TPDC may
take action to enforce their claims to certain rights during the
period and, therefore, the Group may need to raise additional
funding to meet these potential liabilities, in addition to the
US$3 million funding facility agreement between Aminex and Eclipse
Investments LLC, a major shareholder in the Company, signed in
April 2024. There is material uncertainty as to its ability to
raise such additional funding. This may result in the Group having
to raise funds at whatever terms are available at the time, which
is not guaranteed.
These circumstances indicate that a
material uncertainty exists that may cast significant doubt on the
Group's ability to continue as a going concern and, therefore, the
Group may be unable to realise its assets and discharge its
liabilities in the normal course of business. As the Group has been
successful in raising equity funds at various times and in similar
circumstances in the recent past on acceptable terms to the Group,
the Directors have a reasonable expectation that additional funding
can be raised. Despite the aforementioned material uncertainty, the
Directors have confidence in the Group's forecasts and have a
reasonable expectation that the Group will continue in operational
existence for the foreseeable future and have therefore used the
going concern basis in preparing these financial statements. The
financial statements do not include the adjustments that would
result if the Group were unable to continue as a going
concern.
Principal Risks and Uncertainties
The Group's strategic objectives for
its principal activities, being the production and development of
and the exploration for oil and gas reserves, are only achievable
if certain risks are managed effectively. The Board has overall
accountability for determining the type and level of risk it is
prepared to take. The Board is assisted by the Audit and Risk
Committee, which oversees the process for review and monitoring of
risks, and the implementation of mitigation actions, by management.
The Audit and Risk Committee reviews management's findings
regularly and reports to the Board accordingly. Assessment of risks
is made under four categories: Strategic Risks, Operational Risks,
Compliance Risks and Financial Risks.
Aminex has reviewed and assessed the
principal risks and uncertainties at 30 June 2024 and concluded
that the principal risks identified at 31 December 2023 and
disclosed on pages 24 to 26 of the 2023 Annual Report are still
appropriate. The following are considered to be the key principal
risks facing the Group over the next six months although there are
other risks which may impact the Group's performance:
· Ability to meet licence work commitments
· Lack
of exploration, appraisal and development drilling
success
· Adverse and unexpected tax assessments in Tanzania
· Ability to secure other financing for Group
operations
· Political and fiscal uncertainties
Forward Looking Statements
Certain statements made in this
half-yearly financial report are forward-looking statements. Such
statements are based on current expectations and are subject to a
number of risks and uncertainties that could cause actual events or
results to differ materially from the expected future events or
results referred to in these forward-looking statements.
Statement of Directors' Responsibilities
In respect of the Half-Yearly
Financial Report
Each of the Directors who held
office at the date of this report, confirm their responsibility for
preparing the half-yearly financial report in accordance with the
Transparency (Directive 2004/109/EC) Regulations 2007 (as amended)
and IAS 34 Interim Financial Reporting, as adopted by the EU and to
the best of each person's knowledge and belief:
· The
condensed consolidated financial statements comprising the
condensed consolidated income statement, the condensed consolidated
statement of comprehensive income, the condensed consolidated
balance sheet, the condensed consolidated statement of changes in
equity, the condensed consolidated statement of cashflows and the
related explanatory notes have been prepared in accordance with IAS
34 Financial Reporting as adopted by the EU.
· The
Interim Management Report includes a fair review of the information
required by:
(a) Regulation 8(2) of the Transparency (Directive 2004/109/EC)
Regulations 2007, being an indication of important events that have
occurred during the first six months of the financial year and
their impact on the condensed set of financial statements; and a
description of the principal risks and uncertainties for the
remaining six months of the year; and
(b) Regulation 8(3) of the Transparency (Directive 2004/109/EC)
Regulations 2007, being related party transactions that have taken
place in the first six months of the current financial year and
that have materially affected the financial position or performance
of the entity during that period; and any changes in the related
party transactions described in the last annual report that could
do so.
On
behalf of the Board
Charles Santos
Executive Chairman/Director
30 September 2024
Aminex PLC
CONDENSED CONSOLIDATED INCOME STATEMENT
for the six months ended 30 June 2024
|
|
Notes
|
Unaudited
6 months
ended
30 June
2024
US$'000
|
|
Unaudited
6 months
ended
30 June
2023
US$'000
|
|
Audited
Year
ended
31
December 2023
US$'000
|
|
Continuing operations
|
|
|
|
|
|
|
|
Revenue
|
2
|
21
|
|
81
|
|
112
|
|
Cost of sales
|
|
(29)
|
|
(114)
|
|
(82)
|
|
|
|
|
|
|
|
|
|
Gross loss
|
|
(8)
|
|
(33)
|
|
(30)
|
|
Administrative expenses
|
|
(986)
|
|
(776)
|
|
(695)
|
|
Impairment against exploration and
evaluation assets
|
8
|
(196)
|
|
(196)
|
|
(346)
|
|
Impairment against property, plant
and equipment assets
|
9
|
(107)
|
|
21
|
|
(103)
|
|
|
|
|
|
|
|
|
|
Loss
from operating activities
|
|
(1,297)
|
|
(984)
|
|
(1,114)
|
|
Finance income
|
4
|
18
|
|
108
|
|
154
|
|
Finance costs
|
5
|
(76)
|
|
(80)
|
|
(159)
|
|
|
|
|
|
|
|
|
|
Loss
before tax
|
|
(1,355)
|
|
(956)
|
|
(1,119)
|
|
Income tax expense
|
6
|
-
|
|
-
|
|
-
|
|
Loss
for the period
|
2
|
(1,355)
|
|
(956)
|
|
(1,119)
|
|
|
|
|
|
|
|
|
|
Loss
per share
|
|
|
|
|
|
|
|
Basic and diluted (US
cents)
|
7
|
(0.03)
|
|
(0.02)
|
|
(0.03)
|
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
for
the six months ended 30 June 2024
|
|
Unaudited
6 months
ended
30 June
2024
US$'000
|
|
Unaudited
6 months
ended
30 June
2023
US$'000
|
|
Audited
Year
ended
31
December 2023
US$'000
|
|
|
|
|
|
|
|
|
Loss for the period
|
(1,355)
|
|
(956)
|
|
(1,119)
|
|
Other comprehensive income
|
|
|
|
|
|
|
Items that are or may be reclassified
subsequently to profit or loss:
|
|
|
|
|
|
|
Currency translation
differences
|
(8)
|
|
29
|
|
37
|
|
Total comprehensive expense for the period attributable to the
equity holders of the Company
|
(1,363)
|
|
(927)
|
|
(1,082)
|
|
|
|
|
|
|
|
|
|
Aminex PLC
CONDENSED CONSOLIDATED BALANCE SHEET
At
30 June 2024
|
|
Notes
|
Unaudited
30 June
2024
US$'000
|
|
Unaudited
30 June
2023
US$'000
|
|
Audited
31
December 2023
US$'000
|
|
Assets
|
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
|
Exploration and evaluation
assets
|
8
|
38,001
|
|
38,032
|
|
37,978
|
|
Property, plant and
equipment
|
9
|
3
|
|
5
|
|
4
|
|
|
|
|
|
|
|
|
|
Total non-current assets
|
|
38,004
|
|
38,037
|
|
37,982
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
Trade and other
receivables
|
10
|
1,500
|
|
1,562
|
|
1,592
|
|
Cash and cash equivalents
|
11
|
1,778
|
|
5,036
|
|
3,041
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
3,278
|
|
6,598
|
|
4,633
|
|
TOTAL ASSETS
|
|
41,282
|
|
44,635
|
|
42,615
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
Issued capital
|
|
69,703
|
|
69,695
|
|
69,695
|
|
Share premium
|
|
128,409
|
|
128,340
|
|
128,340
|
|
Other undenominated
capital
|
|
234
|
|
234
|
|
234
|
|
Share option reserve
|
|
1,603
|
|
1,290
|
|
1,541
|
|
Foreign currency translation
reserve
|
|
(2,275)
|
|
(2,275)
|
|
(2,267)
|
|
Retained deficit
|
|
(166,134)
|
|
(164,771)
|
|
(164,934)
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
31,540
|
|
32,513
|
|
32,609
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
|
|
|
Decommissioning provision
|
|
1,920
|
|
1,916
|
|
1,821
|
|
|
|
|
|
|
|
|
|
Total non-current liabilities
|
|
1,920
|
|
1,916
|
|
1,821
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
Trade and other payables
|
12
|
7,822
|
|
10,206
|
|
8,185
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
7,822
|
|
10,206
|
|
8,185
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
9,742
|
|
12,122
|
|
10,006
|
|
|
|
|
|
|
|
|
|
TOTAL EQUITY AND LIABILITIES
|
|
41,282
|
|
44,635
|
|
42,615
|
|
|
|
|
|
|
|
|
|
|
Aminex PLC
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN
EQUITY
for the six months ended 30 June 2024
Attributable to equity shareholders of the Company
|
|
Share
capital
|
Share
premium
|
Other
undenominated capital
|
Share
option reserve
|
Foreign
currency translation reserve
|
Retained
deficit
|
Total
equity
|
|
|
US$'000
|
US$'000
|
US$'000
|
US$'000
|
US$'000
|
US$'000
|
US$'000
|
|
|
|
|
|
|
|
|
|
|
At
1 January 2023
|
69,695
|
128,340
|
234
|
1,231
|
(2,304)
|
(163,815)
|
33,381
|
|
Comprehensive income
|
|
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
-
|
-
|
(956)
|
(956)
|
|
Currency translation
differences
|
-
|
-
|
-
|
-
|
29
|
-
|
29
|
|
Transactions with shareholders of the Company recognised
directly in equity
|
|
|
|
|
|
|
|
|
Share based payment charge
|
-
|
-
|
-
|
59
|
-
|
-
|
59
|
|
At
30 June 2023
|
69,695
|
128,340
|
234
|
1,290
|
(2,275)
|
(164,771)
|
32,513
|
|
Comprehensive income
|
|
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
-
|
-
|
(163)
|
(163)
|
|
Currency translation
differences
|
-
|
-
|
-
|
-
|
8
|
-
|
8
|
|
Transactions with shareholders of the Company recognised
directly in equity
|
|
|
|
|
|
|
|
|
Share-based payment charge
|
-
|
-
|
-
|
251
|
-
|
-
|
251
|
|
At
31 December 2023 as previously reported
|
69,695
|
128,340
|
234
|
1,541
|
(2,267)
|
(164,934)
|
32,609
|
|
Comprehensive income
|
|
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
-
|
-
|
(1,355)
|
(1,355)
|
|
Currency translation
differences
|
-
|
-
|
-
|
-
|
(8)
|
-
|
(8)
|
|
Transactions with shareholders of the Company recognised
directly in equity
|
|
|
|
|
|
|
|
|
Shares issued
|
8
|
69
|
-
|
-
|
-
|
-
|
77
|
|
Shares options reserve
transfer
|
-
|
-
|
-
|
(155)
|
-
|
155
|
-
|
|
Share based payment charge
|
-
|
-
|
-
|
217
|
-
|
-
|
217
|
|
At
30 June 2024 (unaudited)
|
69,703
|
128,409
|
234
|
1,603
|
(2,275)
|
(166,134)
|
31,540
|
|
|
|
|
|
|
|
|
|
|
|
Aminex PLC
CONDENSED CONSOLIDATED STATEMENT OF
CASHFLOWS
for the six months ended 30 June 2024
|
|
Unaudited
6 months
ended
30 June
2024
US$'000
|
|
Unaudited
6 months
ended
30
June 2023
US$'000
|
|
Audited
Year
ended
31
December 2023
US$'000
|
|
Operating activities
|
|
|
|
|
|
|
Loss for the financial
period
|
(1,355)
|
|
(956)
|
|
(1,119)
|
|
Depreciation and
depletion
|
1
|
|
1
|
|
3
|
|
Equity-settled share-based
payments
|
217
|
|
59
|
|
310
|
|
Finance income
|
(18)
|
|
(108)
|
|
(154)
|
|
Finance costs
|
76
|
|
80
|
|
159
|
|
Impairment of exploration and
evaluation assets
|
196
|
|
196
|
|
346
|
|
Impairment of property, plant and
equipment
|
107
|
|
(21)
|
|
103
|
|
Trade receivables
write-off
|
-
|
|
-
|
|
-
|
|
(Increase) / decrease in trade and
other receivables
|
(4)
|
|
(240)
|
|
(254)
|
|
(Decrease) / increase in trade and
other payables
|
(506)
|
|
280
|
|
(2,048)
|
|
Net
cash (used in) / generated by operating
activities
|
(1,286)
|
|
(709)
|
|
(2,654)
|
|
Tax paid
|
-
|
|
-
|
|
-
|
|
Net
cash (outflows) / inflows from operating
activities
|
(1,286)
|
|
(709)
|
|
(2,654)
|
|
|
|
|
|
|
|
|
Investing activities
|
|
|
|
|
|
|
Acquisition of property, plant and
equipment
|
(43)
|
|
-
|
|
(202)
|
|
Expenditure on exploration and
evaluation assets
|
(29)
|
|
(168)
|
|
(62)
|
|
Net
cash (outflows) / inflows from investing
activities
|
(72)
|
|
(168)
|
|
(264)
|
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
|
Proceeds from the issue of share
capital
|
77
|
-
|
-
|
|
-
|
|
Payment of transaction costs on
issue of share capital
|
-
|
|
-
|
|
-
|
|
Payment of borrowings
|
-
|
|
-
|
|
-
|
|
Payment of interest on
borrowings
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
Net
cash inflows / (outflows) from financing
activities
|
77
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
Net
(decrease) / increase in cash and cash
equivalents
|
(1,281)
|
|
(877)
|
|
(2,918)
|
|
Cash and cash equivalents at 1
January
|
3,041
|
|
5,805
|
|
5,805
|
|
Foreign exchange gain
|
18
|
|
108
|
|
154
|
|
Cash and cash equivalents at end of the financial
period
|
1,778
|
|
5,036
|
|
3,041
|
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
1. Basis of preparation
The condensed consolidated financial
statements included in this Half-Yearly Financial Report have been
prepared in accordance with IAS 34 "Interim Financial Reporting" as
adopted by the European Union. They do not include all of the
information required for full annual statutory financial statements
and should be read in conjunction with the audited consolidated
financial statements of Aminex PLC as at and for the year ended 31
December 2023. The financial information contained in the condensed
financial statements has been prepared in accordance with the
accounting policies set out in the 2023 Annual Report and
Accounts.
The financial information presented
herein does not amount to statutory financial statements that are
required by Part 6 of Chapter 4 of the Companies Act 2014 to be
annexed to the annual return of the Company. The statutory
financial statements for the financial year ended 31 December 2023
were annexed to the annual return and filed with the Companies
Registration Office in Ireland. The audit report on those statutory
financial statements was unqualified and included an emphasis of
matter paragraph relating to going concern.
The financial statements have been
prepared on the historical cost basis, as modified for the
measurement of certain financial instruments at fair value through
profit or loss. These financial statements are presented in US
Dollars ("USD") which is the currency of the primary economic
environment in which the Group operates and are rounded to the
nearest thousand, unless otherwise stated. The preparation of the
Half-Yearly Financial Report requires the Directors to make
judgements, estimates and assumptions that affect the application
of policies and reported amounts of certain assets, liabilities,
revenues and expenses together with disclosure of assets and
liabilities. Estimates and underlying assumptions relevant to these
financial statements are the same as those described in the last
annual financial statements. Terms used in this condensed set of
consolidated financial statements are defined in the Glossary on
page 69 in the 2023 Annual Report and Accounts.
These condensed consolidated
financial statements were authorised for issue by the Board of
Directors on 30 September 2024.
The Interim Report has not been
audited or formally reviewed by the Company's Auditor in accordance
with the
International Standards on Auditing
(ISAs) (Ireland) or International Standards on Review Engagements
(ISREs).
(i)
Going concern
The financial statements of the
Group are prepared on a going concern basis.
The Directors have given careful
consideration to the Group's ability to continue as a going concern
through review of cash flow forecasts prepared by management for
the going concern period to 30 September 2025, review of the key
assumptions on which these forecasts are based and the sensitivity
analysis. The forecasts reflect the Directors' best estimate of
expenditures and receipts during the going concern period. The
forecasts are regularly updated to enable continuous monitoring and
management of the Group's cash flow and liquidity risk. The
forecasts indicate that, subject to the principal assumptions noted
below, the Group would have adequate resources to continue as a
going concern for the foreseeable future, that is a period of not
less than 12 months from the date of approval of the consolidated
financial statements.
As part of its analysis in making
the going concern assumption, the Directors have considered the
range of risks facing the business on an ongoing basis, as set out
in the risk section of the 2023 Annual Report, that remain
applicable to the Group. The principal assumptions made in relation
to the Group's going concern assessment relate to the capital
commitments on its operated assets in Tanzania, the reservation of
rights made by the TPDC in respect of certain claims that the
Directors consider are without merit and the ongoing objections to
the tax assessments in Tanzania (see Note 13).
Current liabilities of the Group
exceeded its current assets as at 30 June 2024, mainly as a result
of provisions made for some contested tax assessments. As disclosed
in Note 13, the Group received a tax assessment in February 2020
from the Tanzania Revenue Authority ("TRA") of US$2.2 million in
relation to an audit of the Group's Tanzanian wholly owned
subsidiary covering the period from 2013 to 2015 and tax
assessments in June 2022 for US$4.8 million in relation to audits
covering the period from 2016 to 2018. These tax assessments are
excluded from the cash forecast as any cash outflow during the
going concern period is not considered probable based on either
legal advice or the timeframes for tax cases in Tanzania. Tax
assessments received in June 2023 from the TRA of US$3.3 million in
relation to an audit covering the period from 2019 to 2020 are
included insofar as they are covered by a payment plan agreed with
the TRA in March 2024. Additionally, development and
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
1. Basis of preparation
(continued)
(i)
Going concern (continued)
decommissioning of the Group's
assets in Tanzania is excluded from the cash forecast. The Group
commenced discussions with the Tanzanian authorities during 2022 to
return the Nyuni Area licence to the Ministry of Energy and such
discussions have resulted in the Group being requested to market
the licence in 2023 and 2024, in an attempt to find a third-party
partner willing to pursue and fund a mutually agreed re-negotiated
work programme. Regardless of whether the farm-out process is
successful or not, it is not considered probable that any capital
expenditure would arise in the period. However, a risk exists that
the Group lose the objections to the tax assessments or may be
unable to renegotiate or defer commitments relating to the
development or decommissioning of the operated Licence interests
during the period, or that the TPDC may take action to enforce
their claims to certain rights during the period and, therefore,
the Group may need to raise additional funding to meet these
potential liabilities, in addition to the US$3 million funding
facility agreement between Aminex and Eclipse Investments LLC, a
major shareholder in the Company, signed in April 2024. There is
material uncertainty as to its ability to raise such additional
funding. This may result in the Group having to raise funds at
whatever terms are available at the time, which is not
guaranteed.
These circumstances indicate that a
material uncertainty exists that may cast significant doubt on the
Group's ability to continue as a going concern and, therefore, the
Group may be unable to realise its assets and discharge its
liabilities in the normal course of business. As the Group has been
successful in raising equity funds at various times and in similar
circumstances in the recent past on acceptable terms to the Group,
the Directors have a reasonable expectation that additional funding
can be raised. Despite the aforementioned material uncertainty, the
Directors have confidence in the Group's forecasts and have a
reasonable expectation that the Group will continue in operational
existence for the foreseeable future and have therefore used the
going concern basis in preparing these financial statements. The
financial statements do not include the adjustments that would
result if the Group were unable to continue as a going
concern.
(ii) Use of
judgements and estimates
The preparation of the condensed
consolidated financial statements requires management to make
judgements, estimates and assumptions that affect the application
of accounting policies and the reported amounts of assets,
liabilities, income and expenses. Actual results may differ from
these estimates.
Estimates and underlying assumptions
are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimates are revised and
in any future periods affected.
The significant judgements made by
management in applying the Group's accounting policies and the key
sources of estimation uncertainty were the same as those described
in the 2023 Annual Report and Accounts.
(iii) New and
amended standards adopted by the Group
A number of amended standards became
effective for the financial year beginning on 1 January 2024;
however, the Group did not have to change its accounting policies
or make retrospective adjustments as a result of adopting these
amended standards.
(iv) Impact of
standards issued but not yet adopted by the Group
There are no standards issued but
not yet adopted by the Group.
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
2.
Segmental disclosure - continuing
operations
An operating segment is a component
of the Group that engages in business activities from which it may
earn revenues and incur expenses, including revenues and expenses
that relate to transactions with any of the Group's other
components.
The Group considers that its
operating segments consist of (i) Producing Oil and Gas Properties,
(ii) Exploration Activities and (iii) Oilfield Services. These
segments are those that are reviewed regularly by the Chief
Operating Decision Maker (Executive Chairman) to make decisions
about resources to be allocated to the segment and assess its
performance and for which discrete financial information is
available. However, the Group further analyses these by region for
information purposes. Segment results include items directly
attributable to the segment as well as those that can be allocated
on a reasonable basis. Unallocated Aminex Group items comprise
mainly head office expenses, cash balances and certain other
items.
The Group's revenue is derived from
contracts with customers. The timing of revenue streams depends on
the following for products and services:
Producing oil and gas assets
The Group satisfies its performance
obligation by transferring a nominated volume of gas to its
customer. The title to gas transfers to a customer when the
customer takes physical possession of the gas at the contracted
delivery point. The gas needs to meet certain agreed
specifications. The Group generated no revenue for the period under
this segment (30 June 2023: US$nil).
Oilfield services
Revenue for services is recognised
as services are rendered to the customer. All services rendered by
the Group relate to jointly controlled operations to which the
Group is a party and the terms of the services provided are subject
to service contracts.
The IFRS 8 operating segments as
follows (i) Producing Oil and Gas Properties, (ii) Exploration
Activities and (iii) Oilfield Services are the disaggregation of
revenue from customers as required by IFRS 15.
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
2.
Segmental disclosure - continuing
operations (continued)
Operating segment results - 30 June 2024
(unaudited)
|
US$'000
|
Tanzania
|
|
Tanzania
|
|
UK
|
|
Unallocated
|
|
|
|
|
Producing oil and gas
properties
|
|
Exploration
activities
|
|
Oilfield
services
|
|
Corporate
Aminex
Group
|
|
Total
|
|
|
30 June
2024
|
|
30 June
2024
|
|
30 June
2024
|
|
30
June
2024
|
|
30 June
2024
|
|
Revenue
|
-
|
|
-
|
|
21
|
|
-
|
|
21
|
|
Cost of sales
|
(9)
|
|
(2)
|
|
(18)
|
|
-
|
|
(29)
|
|
Gross loss
|
(9)
|
|
(2)
|
|
3
|
|
-
|
|
(8)
|
|
Depreciation
|
-
|
|
-
|
|
-
|
|
(1)
|
|
(1)
|
|
Administrative expenses
|
(75)
|
|
-
|
|
(97)
|
|
(813)
|
|
(985)
|
|
Impairment against PP&E
assets
|
-
|
|
(107)
|
|
-
|
|
-
|
|
(107)
|
|
Impairment against exploration and
evaluation assets
|
-
|
|
(196)
|
|
-
|
|
-
|
|
(196)
|
|
Loss
from operating activities
|
(84)
|
|
(305)
|
|
(94)
|
|
(814)
|
|
(1,297)
|
|
Finance costs
|
(16)
|
|
(61)
|
|
-
|
|
1
|
|
(76)
|
|
Finance income
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Foreign exchange
gains
|
-
|
|
-
|
|
-
|
|
18
|
|
18
|
|
Loss
before tax
|
(100)
|
|
(366)
|
|
(94)
|
|
(795)
|
|
(1,355)
|
|
Taxation
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Loss
for the period
|
(100)
|
|
(366)
|
|
(94)
|
|
(795)
|
|
(1,355)
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets
|
1,483
|
|
38,123
|
|
-
|
|
1,676
|
|
41,282
|
|
Segment liabilities
|
(2,415)
|
|
(3,528)
|
|
-
|
|
(3,799)
|
|
(9,742)
|
|
Capital expenditure
additions
|
107
|
|
220
|
|
-
|
|
-
|
|
327
|
|
Other material non-cash items
|
|
|
|
|
|
|
|
|
|
|
Share based payments (Note
3)
|
-
|
|
-
|
|
-
|
|
(217)
|
|
(217)
|
|
Unwinding of discount on
decommissioning provision (Note 5)
|
(15)
|
|
(61)
|
|
-
|
|
-
|
|
(76)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating segment results - 30 June 2023
(unaudited)
|
US$'000
|
Tanzania
|
|
Tanzania
|
|
UK
|
|
Unallocated
|
|
|
|
|
Producing oil and gas
properties
|
|
Exploration
activities
|
|
Oilfield
services
|
|
Corporate Aminex
Group
|
|
Total
|
|
|
30 June
2023
|
|
30 June
2023
|
|
30 June
2023
|
|
30
June
2023
|
|
30 June
2023
|
|
Revenue
|
-
|
|
-
|
|
81
|
|
-
|
|
81
|
|
Cost of sales
|
(27)
|
|
(6)
|
|
(81)
|
|
-
|
|
(114)
|
|
Gross loss
|
(27)
|
|
(6)
|
|
-
|
|
-
|
|
(33)
|
|
Depreciation
|
-
|
|
-
|
|
-
|
|
(1)
|
|
(1)
|
|
Administrative expenses
|
(113)
|
|
-
|
|
(97)
|
|
(565)
|
|
(775)
|
|
Impairment against PP&E
assets
|
21
|
|
-
|
|
-
|
|
-
|
|
21
|
|
Impairment against exploration and
evaluation assets
|
-
|
|
(196)
|
|
-
|
|
-
|
|
(196)
|
|
Loss
from operating activities
|
(119)
|
|
(202)
|
|
(97)
|
|
(566)
|
|
(984)
|
|
Finance costs
|
(19)
|
|
(60)
|
|
-
|
|
(1)
|
|
(80)
|
|
Finance income
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Foreign exchange
gains
|
-
|
|
-
|
|
-
|
|
108
|
|
108
|
|
Loss
before tax
|
(138)
|
|
(262)
|
|
(97)
|
|
(459)
|
|
(956)
|
|
Taxation
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Loss
for the period
|
(138)
|
|
(262)
|
|
(97)
|
|
(459)
|
|
(956)
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets
|
2,388
|
|
38,143
|
|
-
|
|
4,104
|
|
44,635
|
|
Segment liabilities
|
(3,846)
|
|
(3,492)
|
|
-
|
|
(4,784)
|
|
(12,122)
|
|
Capital expenditure
additions
|
(21)
|
|
180
|
|
-
|
|
-
|
|
159
|
|
Other material non-cash items
|
|
|
|
|
|
|
|
|
|
|
Share based payments (Note
3)
|
-
|
|
-
|
|
-
|
|
(59)
|
|
(59)
|
|
Unwinding of discount on
decommissioning provision (Note 5)
|
(20)
|
|
(60)
|
|
-
|
|
-
|
|
(80)
|
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
3. Share based
payments
Aminex PLC operates or operated the
following share option schemes:
· Executive Share Option Scheme
("ESOS"). Under the terms of the ESOS, certain Directors and
employees of Aminex PLC, and its subsidiary companies, were
entitled to subscribe for Ordinary Shares in Aminex PLC at the
market value on the date of the granting of the options. Options
are granted at market price, in accordance with the ESOS rules,
with reference to the average closing price for the fourteen days
prior to the grant of options. Options granted in February
2019 and February 2020 vest immediately, and the options granted in
November 2019 and January 2020 vest in tranches subject to the
achievement of certain market and non-market performance
conditions. The options granted in 2019 and 2020 will expire at a
date either 5, 7 or 10 years after their date of grant. The ESOS
expired on 10 May 2020 and therefore no further share options will
be granted pursuant to the ESOS.
· New
Restricted Share Plan ("New RSP"). The New RSP was adopted by the
Board on 1 July 2020 and approved by shareholders of the Company at
its AGM on 29 July 2020.
There were no share options granted
during the period.
The fair value at the grant date is
measured using a recognised valuation methodology for the pricing
of financial instruments i.e. the Black-Scholes method. The
following expenses have been recognised in the income statement
arising on share-based payments and included within administrative
expenses:
|
|
Unaudited
6 months
ended
30 June
2024
US$'000
|
|
Unaudited
6 months
ended
30
June
2023
US$'000
|
|
Audited
year
ended
31
December 2023
US$'000
|
|
|
|
|
|
|
|
|
Share-based payment charge
|
217
|
|
59
|
|
310
|
|
|
|
|
|
|
|
On 30 June 2024, there were options
granted under the ESOS and the New RSP outstanding over 126,611,000
(31 December 2023: 145,361,000) Ordinary Shares which are
exercisable at prices ranging from Stg 0.60 pence to Stg 1.56 pence
per share and which expire at various dates up to 2029. The
weighted average remaining contractual life of the options
outstanding is 3.89 years (31 December 2023: 3.66 years). The
average share price for the six months ended 30 June 2024 was
Stg1.13pence / €0.0131 (year ended 31 December 2023: Stg1.15pence /
€0.01220).
4. Finance
income
|
|
Unaudited
6 months
ended
30 June
2024
US$'000
|
|
Unaudited
6 months
ended
30
June
2023
US$'000
|
|
Audited
year
ended
31
December 2023
US$'000
|
|
|
|
|
|
|
|
|
Foreign exchange gain
|
18
|
|
108
|
|
154
|
|
|
18
|
|
108
|
|
154
|
5. Finance
costs
|
|
Unaudited
6 months
ended
30 June
2024
US$'000
|
|
Unaudited
6 months
ended
30
June
2023
US$'000
|
|
Audited
year
ended
31
December 2023
US$'000
|
|
|
|
|
|
|
|
|
Interest expense
|
-
|
|
-
|
|
-
|
|
Other finance costs - decommissioning
provision interest charge
Foreign exchange loss
|
76
-
|
|
80
-
|
|
159
-
|
|
|
76
|
|
80
|
|
159
|
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for
the six months ended 30 June 2024
6. Tax
The Group has not provided any tax
charge for the six-month periods ended 30 June 2024 and 30 June
2023. The Group's operating divisions have accumulated losses which
are expected to exceed profits earned by operating entities for the
foreseeable future.
7. Loss per share from
continuing activities
The profit or loss per Ordinary
Share is calculated using a numerator of the profit or loss for the
financial period and a denominator of the weighted average number
of Ordinary Shares in issue for the financial period. The
diluted profit per Ordinary Share is calculated using a numerator
of the profit for the financial period and a denominator of the
weighted average number of Ordinary Shares outstanding and adjusted
for the effect of all potentially dilutive shares, including share
options and share warrants, assuming that they have been
converted.
The calculations for the basic and
diluted earnings per share of the financial periods ended 30 June
2024, 30 June 2023 and the year ended 31 December 2023 are as
follows:
|
|
Unaudited
6 months
ended
30 June
2024
|
|
Unaudited
6 months
ended
30
June
2023
|
|
Audited
Year
ended
31
December 2023
|
|
Numerator for basic and diluted earnings per
share:
|
|
|
|
|
|
|
Loss for the financial period
(US$'000)
|
(1,355)
|
|
(956)
|
|
(1,119)
|
|
|
|
|
|
|
|
|
Weighted average number of shares:
|
|
|
|
|
|
|
Weighted average number of ordinary
shares ('000)
|
4,211,738
|
|
4,211,167
|
|
4,211,167
|
|
|
|
|
|
|
|
|
Basic and diluted loss per share
(US cents)
|
(0.03)
|
|
(0.02)
|
|
(0.03)
|
There is no difference between the
basic loss per Ordinary Share and the diluted loss per Ordinary
Share for the financial periods ended 30 June 2024, 30 June 2023
and the year ended 31 December 2023 as all potentially dilutive
Ordinary Shares outstanding were anti-dilutive. There were
195,611,000 share options in issue at 30 June 2024, 209,611,000
share options in issue at 30 June 2023 and 215,611,000 share
options in issue at 31 December 2023.
8. Exploration and evaluation
assets
|
Cost
|
US$'000
|
|
At 1 January 2024
|
104,876
|
|
Additions
|
219
|
|
At
30 June 2024
|
105,095
|
|
|
|
|
Provisions for impairment
At 1 January 2024
|
66,898
|
|
Increase in impairment
provision
|
196
|
|
At
30 June 2024
|
67,094
|
|
Net
book value
At
30 June 2024
|
38,001
|
|
|
|
|
At 31 December 2023
|
37,978
|
|
|
|
The Group does not hold any
property, plant and equipment within exploration and evaluation
assets.
The additions to exploration and
evaluation assets during the period relate mainly to own costs
capitalised for geological, geophysical and administrative
("GG&A") work and licence maintenance costs, along with
training and licence fees under the respective PSAs, plus an
increase in estimates for decommissioning costs.
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for
the six months ended 30 June 2024
8. Exploration and evaluation
assets (continued)
The amount for exploration and
evaluation assets represents active exploration projects. These
will ultimately be written off to the Income Statement as
exploration costs if commercial reserves are not established but
are carried forward in the Balance Sheet whilst the determination
process is not yet completed and there are no indications of
impairment having regard to the indicators in IFRS 6.
In accordance with its accounting
policies each CGU is evaluated annually for impairment, with an
impairment test required when a change in facts and circumstances,
in particular with regard to the remaining licence terms,
likelihood of renewal, likelihood of further expenditures and
ongoing acquired data for each area, result in an indication of
impairment.
Ruvuma PSA
The Ruvuma PSA comprised two
exploration licences; Mtwara and Lindi. On 22 October 2020, the
Group completed the Ruvuma Farm-Out. On completion, the Group,
through its wholly owned subsidiary, Ndovu Resources Limited,
transferred a 50% interest in, and operatorship of, the Ruvuma PSA
to ARA Petroleum Tanzania Limited ("APT"), a related party of the
Group. The Group now holds a 25% interest in the Ruvuma PSA with a
US$35.0 million carry through to potentially significant volumes of
production.
A two-year licence extension,
effective from 15 August 2021, was received over the Mtwara Licence
in respect to the Ntorya Location. Although the extension was over
the smaller Ntorya Location area, this was not considered an
indicator of impairment as the area corresponded to the identified
Ntorya asset development programme. During the two-year extension
period the operator was committed to undertake acquiring 200
km2 of 3D seismic (minimum expenditure of US$7.0
million), drill the Chikumbi-1 exploration well (minimum
expenditure of US$15.0 million), complete the negotiation of the
Gas Terms for the Ruvuma PSA with the TPDC and, using the data
gathered from the Chikumbi-1 exploration and appraisal well and
seismic acquisition, prepare and submit an application for a
Development Licence for the Ntorya Location area. Although a second
licence extension was requested in October 2022, this was
superceded by a Development Licence application over the Ntorya gas
discovery area submitted in January 2023. This was granted in May
2024 and therefore no impairment has been recognised against the
Ruvuma PSA.
The Farm-Out secured funding for the
next phase of development for the Ruvuma PSA CGU, for which the
Group will be carried for its share up to US$35.0 million,
equivalent to US$140.0 million gross field expenditure. The Carry
balance as at 30 June 2024 was US$29.4 million (30 June 2023: US$30.1 million). There is a clear development
plan for the asset outlined by the operator APT, with the support
of the JV partners. During 2022, a 338 km2 3D seismic
survey was completed and data processing and interpretation was
completed in 2023. In June 2023 a Field Development Plan ("FDP")
was approved.
Nyuni Area PSA
Aminex fully provided for the Nyuni
Area PSA exploration asset in 2018 following confirmation from the
Tanzanian authorities that the Nyuni Licence period ended in
October 2019, coupled with the communication from the Tanzania
Ministry of Energy to withhold all work on the licence, pending a
review of the Nyuni Area PSA. The Company was unable to progress
the work programme and, therefore, the Directors concluded that the
carrying cost of the Nyuni asset should be fully impaired. In April
2022 the Group commenced the process to hand back the licence to
the Ministry. Subsequently, it was agreed with the Tanzanian
authorities that the Group will continue its attempts to attract
industry partners to participate in the licence. The likely outcome
of these attempts however remains uncertain and consequently the
Directors maintained their position of a full impairment over the
Nyuni Area PSA CGU. Expenditure during the year is capitalised and
then immediately impaired to the income statement as impairment
against exploration and evaluation assets.
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for
the six months ended 30 June 2024
8. Exploration and evaluation
assets (continued)
Kiliwani South
The Kiliwani South CGU, located
within the Kiliwani North Development Licence acreage, was
previously identified as a potential lead. The Kiliwani South
prospect was estimated by management to contain a mean 57 BCF
un-risked GIIP and the prospect was reviewed by RPS in their
February 2018 CPR.
During 2021, the Group proposed no
work programme and allocated no budget towards the future
development of the Kiliwani South CGU. This was due to no agreement
reached with the Ministry of Energy on the work commitments over
the Nyuni Area PSA and the delay to agreeing commercial terms on
the Kiliwani North Development Licence. The Group previously
considered any future drilling on the Licence would be dependent
upon improved seismic resolution of the target structures that
would result from the acquisition and interpretation of a 3D
seismic survey, which would only be economic if conducted over both
the KNDL and immediately adjacent areas within the Nyuni Area PSA.
In line with the requirements of IFRS 6 this is an indicator of
impairment. The Directors concluded in 2021 that the carrying value
of the Kiliwani South asset should be fully impaired. Although a
budget has been approved for 2024, this is for licence maintenance
and support only, and the Directors concluded that full impairment
should continue in 2023 and 2024. There was however no expenditure
during the period. Any reversal of the impairment would be
dependent on an established development programme for the area,
including a seismic and drilling programme where an assessment of
the carrying value of the CGU would be reviewed.
9. Property, plant and
equipment
|
|
|
Development property - Tanzania
|
Other
assets
|
Total
|
|
|
|
US$'000
|
US$'000
|
US$'000
|
|
Cost
|
|
|
|
|
|
At 1 January 2024
|
|
8,453
|
88
|
8,541
|
|
Additions in the period
|
|
107
|
-
|
107
|
|
Disposals
|
|
-
|
-
|
-
|
|
Exchange rate adjustment
|
|
-
|
(1)
|
(1)
|
|
|
|
|
|
|
|
At
30 June 2024
|
|
8,560
|
87
|
8,647
|
|
|
|
|
|
|
|
Depreciation and depletion
|
|
|
|
|
|
At 1 January 2024
|
|
8,453
|
84
|
8,537
|
|
Charge for the period
|
|
-
|
1
|
1
|
|
Increase in impairment
provision
|
|
107
|
-
|
107
|
|
Disposals
|
|
-
|
-
|
-
|
|
Exchange rate adjustment
|
|
-
|
(1)
|
(1)
|
|
|
|
|
|
|
|
At
30 June 2024
|
|
8,560
|
84
|
8,644
|
|
|
|
|
|
|
|
Net
book value
|
|
|
|
|
|
At
30 June 2024
|
|
-
|
3
|
3
|
|
|
|
|
|
|
|
At 31 December
2023
|
|
-
|
4
|
4
|
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for
the six months ended 30 June 2024
9. Property, plant and equipment
(continued)
Development property -
Tanzania
Following the award of the Kiliwani
North Development Licence ("KNDL") by the Tanzanian Government in
April 2011, the carrying cost relating to the development licence
was reclassified as a development asset under property, plant and
equipment, in line with accounting standards and the Group's
accounting policies. Production from the Kiliwani North-1 well
("KN-1") commenced on 4 April 2016 and depletion was calculated
with reference to the remaining reserves of 1.94 BCF, which were
ascribed to the field as at 1 January 2018 in an independent
reserves and resources report prepared by RPS in February 2018. The
report also identified a contingent resource of 30.8 BCF in
addition to the reserves. The well has produced approximately 6.4
BCF of gas to date. However, production from KN-1 in 2018 was
intermittent and there has been no commercial production from the
well since March 2018.
During 2021, although the Group and
TPDC reached agreement on the settlement of past outstanding gas
sales and related amounts due to the TPDC, certain rights were
reserved by both parties over areas that remain unresolved related
to commercial terms over production from the area (see Note 13).
Any development of the KNDL requires prior agreement on commercial
terms. During 2021, the KN-1 well remained idle, no progress was
made with the TPDC on remediation of the well as discussions
continued to focus on commercial terms over the Licence, and the
Group proposed no work programme and allocated no budget over the
KNDL for 2022. The Directors concluded in 2021 that these all
indicated the asset was impaired.
In accordance with IAS 36, the Group
conducted an impairment test as at 31 December 2021 on a
value-in-use basis. The cash-generating unit for the purpose of
impairment testing is the KN-1 well. The Company uses a financial
model of the forecast discounted cash flow to calculate the assets
value-in-use. However, as key judgements for the 2021 impairment
test concluded no production, the value in use calculation was
US$nil.
Consequently, the Directors
concluded that the Kiliwani North CGU was fully impaired as at 31
December 2021. These conditions and assessments have continued and
therefore expenditures incurred during the financial period were
capitalised and immediately impaired.
10. Trade and other
receivables
Trade and other receivables amounted
to US$1.50 million at the period end (31 December 2023: US$1.59
million). The decrease is comprised mainly of a reduction in
amounts due from joint operations partners of US$0.09
million.
11. Cash and cash
equivalents
|
|
Unaudited
6 months
ended
30 June
2024
US$'000
|
|
Unaudited
6 months
ended
30
June
2023
US$'000
|
|
Audited
year
ended
31
December 2023
US$'000
|
|
|
|
|
|
|
|
|
Cash at bank and in hand
|
1,778
|
|
5,036
|
|
3,041
|
|
|
|
|
|
|
|
Included in cash and cash
equivalents is an amount of US$869,000 (31 December 2023:
US$1,023,000) held on behalf of partners in jointly controlled
operations.
12. Trade and other
payables
Trade and other payables amounted to
US$7.82 million at the period end (31 December 2023: US$8.19
million). The decrease related predominantly to US$0.33
million in payments to the TRA for accrued VAT and WHT included in
the 2019-2020 tax assessments and a reduction in amounts due to
joint operations partners of US$0.15 million, offset by an increase
of US$0.18 million in accrued training and licence fee invoices
from the Petroleum Upstream Regulatory Authority in Tanzania.
Included in trade and other payables for the Group are amounts due
to partners in joint operations, VAT payable and amounts arising on
gas sales.
The Directors consider that the
carrying amounts of trade payables approximate their fair
value.
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
13. Commitments, guarantees and contingent
liabilities
Commitments
In accordance with the relevant
PSAs, Aminex has a commitment to contribute its share of the
following outstanding work programmes:
(a) Following the
grant of the first extension to the Nyuni Area PSA, Tanzania, the
terms of the licence require the acquisition of 700 kilometres of
3D seismic over the deep-water sector of the licence, and the
drilling of four wells, on the continental shelf or in the
deep-water, by October 2019. The Group commenced discussions in
2022 with the Tanzanian authorities to hand back the Nyuni Area
licence which resulted in Aminex being requested to market the
licence in 2023 in an attempt to find a third-party partner willing
to pursue and fund a mutually agreed renegotiated work programme.
It is acknowledged that only part of the seismic acquisition
commitment and none of the drilling commitment under the licence
has been undertaken.
(b) The Ruvuma PSA,
Tanzania, originally comprised two licences. Two wells are required
to be drilled on the Mtwara Licence, one of which is expected to be
the Chikumbi-1 well. The Mtwara Licence in respect of the Ntorya
Location was extended in August 2021 for two years. Pursuant
to that extension, the joint operations parties are required to
acquire 200 km2 of 3D seismic over the location area,
drill the Chikumbi-1 well and conclude negotiations of the Gas
Terms for the Ruvuma PSA. The 3D seismic acquisition programme was
completed on 9 October 2022 and the Addendum to the Ruvuma PSA,
setting out the fiscal terms for the production of gas, was signed
by all parties on 25 November 2022. The Development Licence over
the Ntorya gas discovery area was granted in May 2024.
Guarantees and contingent
liabilities
(a) Under the
terms of the Addendum to the Ruvuma PSA, Ndovu Resources Limited, a
subsidiary company of Aminex PLC, has
provided security to the TPDC for up to 15% of the profit share of
the Kiliwani North Development Licence to guarantee the amended
four-well drilling commitment under the Ruvuma PSA. For each well
drilled the security interest will be reduced by 3% for the first
well and 4% thereafter.
(b) The Company
guarantees certain liabilities and commitments of subsidiary
companies from time to time, including the commitments of Ndovu
Resources Limited under the Nyuni Area PSA. Management has assessed
the possible outcomes of these liabilities and commitments in
accordance with IFRS 9 and no material losses are expected to
arise.
(c) On 11
April 2018, Ndovu Resources Limited received formal notification
from the TPDC of certain claims amounting to US$5.97 million
against the Kiliwani North Development Licence with regard to
unpaid royalties and amounts due under profit share arrangements.
The agreed amounts claimed were offset as part of the settlement
agreement signed in October 2021 between the Group and the TPDC. As
part of the settlement agreement, both parties reserved certain
rights including the TPDC reserving its rights in relation to
unpaid royalties and profit share arrangements. Aminex has advised
the TPDC that it does not accept the balance of the claims, which
TPDC estimates to be US$4.18 million (Aminex's net share is equal
to US$2.74 million). The Group has received legal advice in country
that supports its position, and this has been provided to the TPDC.
The Directors believe these claims are without merit and do not
consider it appropriate at this stage to provide for these
claims.
(d) In 2022, as
part of the share placement agreement with its broker, Shard
Capital Partners LLP ("Shard"), the Company agreed to grant
5,320,666 warrants over new Ordinary Shares to Shard at an exercise
price of Stg1.125pence per Ordinary Share ("Warrants"). It was
agreed between the Company and Shard that the Warrants would not be
issued until requested by Shard. No such request has been received
by the Company to date and so the Warrants have not yet been
granted to Shard.
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
13. Commitments, guarantees and contingent
liabilities (continued)
Tanzanian Tax Assessments
On 28 February 2020, following the
conclusion of the TRA audit of Ndovu Resources Limited ("NRL"), the
Group's Tanzanian wholly owned subsidiary, for taxation years 2013
to 2015, the TRA issued tax assessments in respect of these
taxation years. The following matters were raised in the
assessments:
|
|
|
Principal
|
|
Interest
|
|
Total
|
|
|
|
US$'000
|
|
US$'000
|
|
US$'000
|
|
Area
|
|
|
|
|
|
|
|
Withholding tax
|
Withholding tax on payments made to
non-residents for services performed outside of Tanzania
|
242
|
|
182
|
|
424
|
|
VAT
|
Output VAT on imported
services
|
191
|
|
156
|
|
347
|
|
Withholding tax
|
Withholding tax on deemed
interest
|
797
|
|
664
|
|
1,461
|
|
|
|
1,230
|
|
1,002
|
|
2,232
|
On 3 June 2022, following the
conclusion of the TRA audit of NRL for taxation years 2016 to 2018,
the TRA issued tax assessments in respect of these taxation years.
The following material matters were raised in the
assessments:
|
|
|
Principal
|
|
Interest
|
|
Total
|
|
|
|
US$'000
|
|
US$'000
|
|
US$'000
|
|
Area
|
|
|
|
|
|
|
|
VAT
|
VAT on Ruvuma
Farm-Out
|
1,221
|
|
233
|
|
1,454
|
|
Pay As You Earn (PAYE)
|
PAYE on Director's fees
|
92
|
|
45
|
|
137
|
|
|
|
1,313
|
|
278
|
|
1,591
|
On 28 June 2022, following the
conclusion of the TRA corporate income tax audit of NRL for
taxation years 2016 to 2018, the TRA issued tax assessments in
respect of these taxation years. The following matters were raised
in the assessments:
|
|
|
Principal
|
|
Interest
|
|
Total
|
|
|
|
US$'000
|
|
US$'000
|
|
US$'000
|
|
Area
|
|
|
|
|
|
|
|
Corporate tax
|
Under declaration of revenue for
2016
|
365
|
|
145
|
|
510
|
|
Corporate tax
|
Under declaration of revenue for
2017
|
1,438
|
|
394
|
|
1,832
|
|
Corporate tax
|
Under declaration of revenue for
2018
|
772
|
|
143
|
|
915
|
|
|
|
2,575
|
|
682
|
|
3,257
|
NRL considers all the above claims
to be without technical merit in tax law and with the assistance of
an in-country tax advisor, has submitted objections to the
assessments. At this stage it is unclear if these objections will
be successful and therefore the amount or timing of potential cash
outflow remains uncertain. Provision has been made for amounts NRL
has ceded or where management determine the likelihood of success
through the objection or appeals process is unlikely. There have
been no developments on the above claims in 2024.
On 20 June 2023, following the
conclusion of the TRA corporate income and other taxes audits of
NRL for taxation years 2019 and 2020, the TRA issued tax
assessments in respect of these taxation years. The corporate
income tax assessments covered disallowance of costs, totalling
US$760,000 for the two years, with no amounts due. The following
material matters were raised in the assessments of other
taxes:
|
|
|
Principal
|
|
Interest
|
|
Total
|
|
|
|
US$'000
|
|
US$'000
|
|
US$'000
|
|
Area
|
|
|
|
|
|
|
|
Withholding tax
|
WHT accrued not paid
|
1,062
|
|
181
|
|
1,243
|
|
Withholding tax
|
WHT on foreign services
|
357
|
|
57
|
|
414
|
|
VAT
|
VAT accrued not paid
|
358
|
|
-
|
|
358
|
|
VAT
|
VAT accrued not paid (Gas Sales
Agreement)
|
920
|
|
-
|
|
920
|
|
Excise
Duty
|
ED accrued not paid (Gas Sales
Agreement)
|
297
|
|
-
|
|
297
|
|
|
|
2,994
|
|
238
|
|
3,232
|
Aminex PLC
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
for the six months ended 30 June 2024
13. Commitments, guarantees and contingent
liabilities (continued)
The majority of these amounts were
already accrued in the accounts of NRL. Objections were filed in
July 2023 to some of the amounts but delays in receiving replies
from the TRA led to the TRA rejecting these and eventually imposing
an Instalment Plan ("IP") for monthly payments from October 2023 to
October 2024 for 100% of the assessment amounts. Four payments were
made up to January 2024 (US$ 1.10 million had been paid by 31
December 2023). In June 2024, a revised IP was agreed with monthly
payments up to December 2025. In addition, NRL is currently
formulating its response to the rejection of its filed objections.
At this stage it is unclear whether NRL will be successful in its
objections and therefore the amount or timing of potential cash
outflow remains uncertain. Provision had been made at 31 December
2023 for interest on non-objected amounts, but all unpaid interest
was subsequently waived by the TRA in June 2024 and the provisions
released.
The claims detailed above total
US$10.31 million, of which US$1.44 million has been paid and
US$2.38 million has been accrued or provided for. Amounts accrued
or provided for are included in Trade and other payables within WHT
payable, VAT payable and Other payables.
14. Related party
transactions
There have been no material changes
in the related party transactions affecting the financial position
or the performance of the Group in the period since publication of
the 2023 Annual Report.
15. Post balance sheet
events
There are no post balance sheet
events to report.
16. Statutory information
The financial information to 30 June
2024 and 30 June 2023 is unaudited and does not constitute
statutory financial information. The information given for
the year ended 31 December 2023 does not constitute the statutory
accounts within the meaning of Part 6, Chapter 4 of the Companies
Act 2014. The statutory accounts for the year ended 31
December 2023 have been filed with the Companies Registration
Office in Ireland. This announcement will be made available at the
Company's registered office at Paramount Court, Corrig Road,
Sandyford Business Park, Dublin 18 and at the office of Aminex's UK
subsidiary company, Aminex Petroleum Services Ltd., at 20-22
Wenlock Road, London, N1 7GU.