TIDMECO

RNS Number : 1964V

Eco (Atlantic) Oil and Gas Ltd.

30 November 2023

30 November 2023

ECO (ATLANTIC) OIL & GAS LTD.

("Eco," "Eco Atlantic," "Company," or together with its subsidiaries, the "Group")

Unaudited Results for the three and six month periods ended 30 September 2023

Eco (Atlantic) Oil & Gas Ltd. (AIM: ECO, TSX -- V: EOG) , the oil and gas exploration company focused on the offshore Atlantic Margins, is pleased to announce its results for the three and six month periods ended 30 September 2023.

Highlights:

Financials (as at 30 September 2023)

   --    The Company had cash and cash equivalents of US$3.85 million and no debt. 

-- The Company had total assets of US$51.0 million, total liabilities of US$1.71 million and total equity of US$49.30 million.

Operations:

Guyana

-- On 10 August 2023, the Company signed a Sale Purchase Agreement for its wholly owned subsidiary, Eco Guyana Oil and Gas (Barbados) Limited to acquire a 60% Operated Interest in Orinduik Block, offshore Guyana, through the acquisition of Tullow Guyana B.V. , a wholly owned subsidiary of Tullow Oil Plc. in exchange for a combination of upfront cash and contingent consideration (the "Transaction") .

Post-period end:

-- On 15 November 2023, Eco announced that the Company had received Government approval for the transfer of 60% Working Interest and Operatorship in the offshore Orinduik Block in Guyana from the Minister of Natural Resources, Cooperative Republic of Guyana.

-- On 21 November 2023, the Company announced completion of the Transaction, upon which Eco became the designated Operator of the Orinduik Block and increase its aggregate Participating Interest to 75%, held via Eco Orinduik B.V. (60%) and Eco (Atlantic) Guyana Inc (15%). TOQAP Guyana B.V continues to hold a Participating Interest of 25%.

-- A formal farm-out process for the Orinduik Block has commenced and the Company expects to provide further updates in due course.

South Africa

Block 3B/4B

-- O n 17 July 2023, the Company issued 1,200,000 shares to the Lunn Family Trust in place of the US$500,000 cash consideration due in respect of the acquisition of the 6.25% interest in Block3B/4B from the Lunn Family Trust as previously announced on 27 June 2022.

-- On 11 July 2023, the Company signed a legally binding Letter of Intent with Africa Oil to farm out a 6.25% Participating Interest in Block 3B/4B, offshore South Africa for up to US$10.5 million in cash. On 14 August 2023, the parties signed the final Assignment and Transfer agreement. Additional US$2.5m cash consideration is expected to be received upon Government of SA approval of the transfer, with the initial consideration of US$2.5m already having been received.

-- Government of SA approval and therefore the $2.5m cash payment from Africa Oil are expected to be received by year end 2023.

-- The JV partners continue to progress a farm-out, in conjunction with preparations for a two well drilling campaign on the Block. Further updates will be made as appropriate.

Block 2B

-- Eco has applied for a Production Right Application to the Petroleum Agency of South Africa, for Block 2B, and continues to assess opportunities available to deliver value from this licence for the benefit of stakeholders.

Namibia

-- Following media reports that significant multi-well drilling campaigns are about to be undertaken offshore Namibia, Eco continues to receive third party interest in its strategic acreage position offshore Namibia.

-- The Company continues to assess farm out opportunities with its four licences in the region as it considers options for progressing exploration and commercial activity on its acreage.

Board Changes:

-- Post period end, on October 9, 2023, the Company announced the appointment of Miss Alice Carroll and Miss Selma Usiku as executive and non-executive directors respectively of the Company with immediate effect, with Helmut Angula retiring from the Board.

Gil Holzman, President and Chief Executive Officer of Eco Atlantic, commented:

"We have made progress on all fronts across our exploration portfolio in 2023. The most notable development was the acquisition of a 60% Working Interest in the Orinduik Block, offshore Guyana, from a subsidiary of Tullow Oil Plc. This transaction made Eco the Operator of the licence and brings our total stake in the Block to 75%. We have already commenced with a farm-out process and opened a data room, receiving early interest from a number of multi-national oil and gas companies.

"Also, offshore South Africa, we continue to progress plans for a two-well campaign on Block 3B/4B in parallel to continuing farm-out discussions with various large industry partners. In Namibia, we continue to receive incoming interest with regard to our highly strategic acreage position, which has increased following recent media reports of multi-well drilling campaigns being lined up.

"In closing, the last two quarters of 2023 have been a highly active period for us, and we look forward to sharing further updates on the ongoing farm out workstreams and drilling plans with our stakeholders as and when we are in a position to do so."

The Company's unaudited financial results and Management's Discussion and Analysis for the three and six months ended 30 September 2023 are available for download on the Company's website at www.ecooilandgas.com and on Sedar at www.sedar.com .

The following are the Company's Balance Sheet, Income Statements, Cash Flow Statement and selected notes from the annual Financial Statements. All amounts are in US Dollars, unless otherwise stated.

Balance Sheet

 
                                                         September 30,            March 31, 
------------------------------------------------ 
                                                             2023                   2023 
------------------------------------------------  -------------------------  ------------------ 
 Assets 
 Current Assets 
       Cash and cash equivalents                                  3,850,448           4,110,734 
       Short-term investments                                        13,107              13,107 
       Government receivable                                         30,550              22,494 
       Amounts owing by license partners, 
        net                                                               -             477,578 
       Accounts receivable and prepaid 
        expenses                                                    164,142           1,529,451 
------------------------------------------------  -------------------------  ------------------ 
   Total Current Assets                                           4,058,247           6,153,364 
------------------------------------------------  -------------------------  ------------------ 
 
 Non- Current Assets 
      Investment in associate                                     8,279,820           8,612,267 
      Petroleum and natural gas licenses                         38,668,895          40,852,020 
------------------------------------------------  -------------------------  ------------------ 
   Total Non-Current Assets                                      46,948,715          49,464,287 
------------------------------------------------  -------------------------  ------------------ 
   Total Assets                                                  51,006,962          55,617,651 
------------------------------------------------  -------------------------  ------------------ 
 
 Liabilities 
 Current Liabilities 
       Accounts payable and accrued liabilities                   1,410,571           4,416,789 
       Advances from and amounts owing 
        to license partners, net                                    298,775             286,553 
      Warrant liability                                                   -             261,720 
------------------------------------------------ 
 Total Current Liabilities                                        1,709,346           4,965,062 
 
   Total Liabilities                                              1,709,346           4,965,062 
------------------------------------------------  -------------------------  ------------------ 
 
 Equity 
       Share capital                                            122,088,498         121,570,983 
       Restricted Share Units reserve                               920,653             920,653 
       Warrants                                                  14,778,272          14,778,272 
       Stock options                                              2,900,501           2,804,806 
       Foreign currency translation reserve                     (1,744,484)         (1,458,709) 
       Accumulated deficit                                     (89,645,824)        (87,963,416) 
------------------------------------------------  -------------------------  ------------------ 
 
   Total Equity                                                  49,297,616          50,652,589 
------------------------------------------------  -------------------------  ------------------ 
 
   Total Liabilities and Equity                                  51,006,962          55,617,651 
------------------------------------------------  -------------------------  ------------------ 
 

Income Statement

 
                                            Three months ended                                      Six months ended 
                                               September 30,                                         September 30, 
                            --------------------------------------------------  ------------------------------------------------------- 
                                      2023                      2022                        2023                        2022 
                            ------------------------  ------------------------  ---------------------------  -------------------------- 
 Revenue 
           Interest income                        21                    36,325                        1,686                      56,452 
                            ------------------------  ------------------------  ---------------------------  -------------------------- 
                                                  21                    36,325                        1,686                      56,452 
 Operating expenses 
  : 
           Compensation 
            costs                            236,556                   210,605                      420,998                     479,914 
           Professional 
            fees                             202,557                   240,894                      298,560                     460,579 
           Operating 
            costs, 
            net                              411,201                11,097,960                      761,381                  13,041,411 
           General and 
            administrative 
            costs                            160,569                   350,864                      273,042                     608,154 
           Share-based 
            compensation                    (15,817)                   750,667                       95,695                   1,751,886 
           Foreign 
            exchange 
            loss                             139,795                   690,794                       99,745                     975,221 
                            ------------------------  ------------------------  ---------------------------  -------------------------- 
   Total operating 
    expenses                               1,134,861                13,341,784                    1,949,421                  17,317,165 
                            ------------------------  ------------------------  ---------------------------  -------------------------- 
 
 Operating loss                          (1,134,840)              (13,305,459)                  (1,947,735)                (17,260,713) 
 
           Gain on 
            settlement 
            of liability                   (200,640)                         -                    (200,640)                           - 
           Fair value 
            change 
            in warrant 
            liability                              -                   415,712                      261,720                   1,846,696 
           Share of losses 
            of company 
            accounted 
            for at equity                  (166,223)                  (92,302)                    (332,447)                   (184,605) 
                            ------------------------  ------------------------  ---------------------------  -------------------------- 
 Net loss for the 
  period from continuing 
  operations, before 
  taxes                                  (1,501,703)              (12,982,049)                  (2,219,102)                (15,598,622) 
           Tax recovery                      536,694                         -                      536,694                           - 
                            ------------------------  ------------------------  ---------------------------  -------------------------- 
 Net loss for the 
  period from continuing 
  operations. After 
  taxes                                    (965,009)              (12,982,049)                  (1,682,408)                (15,598,622) 
 Loss from discontinued 
  operations, after-tax                            -                 (800,210)                            -                   (898,323) 
 Net loss for the 
  period                                   (965,009)              (13,782,259)                  (1,682,408)                (16,496,945) 
 
           Foreign 
            currency 
            translation 
            adjustment                         9,901                 (441,472)                    (285,775)                   (553,102) 
 Comprehensive 
  loss for the period                      (955,108)              (14,223,731)                  (1,968,183)                (17,050,047) 
                            ------------------------  ------------------------  ---------------------------  -------------------------- 
 
   Basic and diluted 
    net loss per share: 
       from continuing 
        operations                           (0.004)                   (0.038)                      (0.006)                     (0.049) 
                            ========================  ========================  ===========================  ========================== 
       from discontinued 
        operations                           (0.000)                   (0.002)                      (0.000)                     (0.003) 
                            ========================  ========================  ===========================  ========================== 
   Weighted average 
    number of ordinary 
    shares used in 
    computing basic 
    and diluted net 
    loss per share                       369,421,234               343,966,022                  368,390,620                 319,575,745 
                            ========================  ========================  ===========================  ========================== 
 

Cash Flow Statement

 
                                                     Six months ended 
                                                       September 30, 
                                      ---------------------------------------------- 
                                              2023                    2022 
                                      --------------------  ------------------------ 
 Cash flow from operating 
  activities - continued operations 
 Net loss from continuing 
  operations                                   (1,682,408)              (15,598,622) 
 Items not affecting cash: 
   Share-based compensation                         95,695                 1,751,886 
   Revaluation of warrant liability              (261,720)               (1,846,696) 
   Share of losses of companies 
    accounted for at equity                        332,447                   184,605 
 Changes in non--cash working 
  capital: 
   Government receivable                           (8,056)                   (5,169) 
   Accounts payable and accrued 
    liabilities                                (2,805,578)                 1,601,059 
   Accounts receivable and 
    prepaid expenses                             1,365,309                 (948,297) 
   Reallocation to discontinued 
    operations cashflows                                 -                   419,113 
   Advance from and amounts 
    owing to license partners                      489,800                 1,486,236 
------------------------------------  --------------------  ------------------------ 
 Cash flow from operating 
  activities - continued operations            (2,474,511)              (12,955,885) 
------------------------------------  --------------------  ------------------------ 
 
 Cash flow from operating 
  activities - discontinued 
  operations                                             -               (1,069,617) 
 
 Cash flow from investing 
  activities 
    Proceeds from Block 3B/4B                    2,500,000                         - 
     farmout 
------------------------------------  --------------------  ------------------------ 
 Cash flow from investing                        2,500,000                         - 
  activities - continued operations 
------------------------------------  --------------------  ------------------------ 
 
 
 Cash flow from financing 
  activities 
  Proceeds from private placements, 
   net                                                   -                35,662,446 
 Exercise of stock options                               -                    67,406 
------------------------------------  -------------------- 
 Cash flow from financing 
  activities                                             -                35,729,852 
------------------------------------  --------------------  ------------------------ 
 
 Increase in cash and cash 
  equivalents                                       25,489                21,704,350 
 Foreign exchange differences                    (285,775)                 (553,102) 
 Cash and cash equivalents, 
  beginning of period                            4,110,734                 3,438,834 
------------------------------------  --------------------  ------------------------ 
 
 Cash and cash equivalents, 
  end of period                                  3,850,448                24,590,082 
------------------------------------  --------------------  ------------------------ 
 

Notes to the Financial Statements

Basis of Preparation

The consolidated financial statements of the Company have been prepared on a historical cost basis with the exception of certain financial instruments that are measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

Summary of Significant Accounting Policies

Critical accounting estimates

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized prospectively from the period in which the estimates are revised. The following are the key estimate and assumption uncertainties considered by management.

**S**

For more information, please visit www.ecooilandgas.com or contact the following :

 
 
   Eco Atlantic Oil and Gas                c/o Celicourt +44 (0) 20 
                                           8434 2754 
 Gil Holzman, CEO 
  Colin Kinley, COO 
  Alice Carroll, Executive Director        +44(0)781 729 5070 
 
   Strand Hanson Limited (Financial & 
   Nominated Adviser)                      +44 (0) 20 7409 3494 
 James Harris 
  James Bellman 
 
   Berenberg (Broker)                      +44 (0) 20 3207 7800 
 M atthew Armitt 
  Detlir Elezi 
 Echelon Capital (Financial Adviser 
  N. America Markets) 
 Ryan Mooney                             +1 (403) 606 4852 
  Simon Akit                              +1 (416) 8497776 
 
   Celicourt (PR)                          +44 (0) 20 7770 6424 
 Mark Antelme 
  Jimmy Lea 
 

Notes to editors:

About Eco Atlantic:

Eco Atlantic is a TSX-V and AIM-quoted Atlantic Margin-focused oil & gas exploration company with offshore license interests in Guyana, Namibia, and South Africa. Eco aims to deliver material value for its stakeholders through its role in the energy transition to explore for low carbon intensity oil and gas in stable emerging markets close to infrastructure.

Offshore Guyana in the proven Guyana-Suriname Basin, the Company is Operator and holds a 75% Working Interest in the 1,800 km(2) Orinduik Block. In Namibia, the Company holds Operatorship and an 85% Working Interest in four offshore Petroleum Licences: PELs: 97, 98, 99, and 100, representing a combined area of 28,593 km2 in the Walvis Basin.

Offshore South Africa, Eco is Operator and holds a 50% working interest in Block 2B and a 26.25% Working Interest in Block 3B/4B operated by Africa Oil Corp., totalling some 20,643km2.

Cautionary Notes:

This news release contains certain "forward-looking statements", including, without limitation, statements containing the words "will", "may", "expects", "intends", "anticipates" and other similar expressions which constitute "forward-looking information" within the meaning of applicable securities laws. Forward-looking statements reflect the Company's current expectations, assumptions, and beliefs, and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. These forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.

Important factors that could cause actual results to differ materially from expectations include, but are not limited to, general economic and market factors, competition, the effect of the global pandemic and consequent economic disruption, and the factors detailed in the Company's ongoing filings with the securities regulatory authorities, available at www.sedar.com . Although forward-looking statements contained herein are based on what management considers to be reasonable assumptions based on currently available information, there can be no assurance that actual events, performance or results will be consistent with these forward-looking statements, and our assumptions may prove to be incorrect. Readers are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements either as a result of new information, future events or otherwise, except as required by applicable laws.

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IR MZMFMVGZGFZG

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November 30, 2023 02:00 ET (07:00 GMT)

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