THE INFORMATION CONTAINED WITHIN
THIS ANNOUNCEMENT IS DEEMED BY PETRO MATAD LIMITED TO CONSTITUTE
INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET
ABUSE REGULATION (EU) NO. 596/2014 AS IT FORMS PART OF UNITED
KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL)
ACT 2018 ("UK 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.
19 June 2024
Petro Matad
Limited
("Petro Matad" or the
"Company")
Final results for year ended
31 December 2023
Petro Matad Limited ("Petro Matad"
or "the Company"), the AIM quoted Mongolian oil company, announces
its audited final results for the year ended 31 December 2023. All
monetary values are expressed in United States dollars unless
otherwise stated.
2023 Operational Highlights
·
The Company continued to push the Mongolian
government and authorities to register Block XX Exploitation Area
as State Special Purpose land and secured Cabinet approval for the
certification in July. Continued bureaucratic delays in the
government's regulatory processes to complete the certification led
the Company to seek local level approvals in parallel.
·
The Company raised $6.6 million to finance
exploration drilling in Block V and its renewable energy joint
venture focused on projects in Mongolia.
·
The Velociraptor-1 wildcat well was drilled in
Block V in mid-2023. Although the well was plugged and abandoned as
a dry hole, it penetrated good quality reservoirs and source rocks
and provides an excellent data point to high-grade other
exploration areas in Mongolia. The operation also demonstrated that
very low-cost exploration drilling can be done in-country with
truck mounted equipment and a very small environmental
footprint.
·
Close cooperation and community support in Block
V demonstrated that the Company's community outreach is fit for
purpose.
·
Petro Matad was chosen as the preferred
contractor for the two new Production Sharing Contracts for which
it had applied in the Mongolian Exploration Licensing
round.
·
The company formed the Sunsteppe joint venture
with an experienced developer to pursue opportunities in the
Mongolian renewable energy sector.
Mid-2024 update
·
Local land access approvals are now in hand
allowing operations to go ahead on Block XX in 2024 whilst the
State Special Purpose Certification process is completed in
parallel.
·
Preparations are being finalised for completion
of the Heron 1 well and the contractor has indicated that it should
be ready to mobilise in July.
·
Progress is being made on the exclusive green
energy development projects that the Sunsteppe joint venture has
high-graded at Choir (50MW Battery Storage) and at the major Oyu
Tolgoi mine (24MW renewable energy supply for green hydrogen
production).
2023 Financial Highlights
·
As of 31 December 2023, the Group's cash position was $4.5 million (inclusive of
Financial Assets) (31 December 2022: $5.1 million).
·
The Group's net loss after tax for the twelve
months ended 31 December 2023 was $5.93 million (31 December 2022:
loss $2.95 million).
·
As announced on 2 February 2023, the Company
raised gross proceeds of US$6.6 million from a Capital Raise
comprising of the issue of 215,121,952 new Ordinary Shares at a
price of 2.5p per share.
Mike Buck, CEO of Petro Matad, said:
"2023 proved to be a frustrating year on Block XX, where the
significant step of Cabinet approval of State Special Purpose
Certification for the area did not translate into a rapid renewal
of Petro Matad's licence to operate. Whilst that certification is
still to be finalised and is having to wait until after the
imminent Mongolian parliamentary elections, the fact that we were
recently able to secure locally approved land use agreements for
the areas in which our next operations are planned, ends a very
long wait. We share our shareholders' relief and excitement that
the completion operations on Heron 1 will go ahead with contractors
planned to mobilise in July to prepare the well for production.
Negotiations with PetroChina for oil transport, processing, export
and sale are ongoing with the support of the industry
regulator.
Our shareholders' patience and support are much appreciated
as is the dedication and motivation of our staff. The Company will
be focussing maximum effort on moving the Heron development forward
through the second half of 2024 and I look forward to updating you
further."
About Petro Matad
Petro Matad is the parent company
of a group focused on oil exploration, as well as future
development and production in Mongolia. Currently, Petro Matad
holds 100% working interest and the operatorship of two Production
Sharing Contracts with the government of Mongolia. Block XX has an
area of 214 square kilometres in the far eastern part of the
country, and Block V has an area of 7,937 square kilometres in the
central part of the country.
Petro Matad Limited is
incorporated in the Isle of Man under company number 1483V. Its
registered office is at Victory House, Prospect Hill, Douglas, Isle
of Man, IM1 1EQ.
For more information, please
contact:
Petro Matad Limited
|
|
Mike Buck, CEO
|
+976 7014 1099 / +976 7575
1099
|
Shore Capital (Nominated Adviser and Joint
Broker)
|
Toby Gibbs
Rachel Goldstein
|
+44 (0) 20 7408 4090
|
Zeus Capital Limited (Joint
Broker)
Simon Johnson
Louisa
Waddell
|
+44 (0) 20 7614 5900
|
FTI Consulting (Communications Advisory
Firm)
|
|
Ben Brewerton
Christopher Laing
|
+44 (0) 20 3727 1000
|
Annual Report and Accounts
The Company's statutory annual
report and accounts will be dispatched electronically to
shareholders shortly and will be posted to shareholders who have
elected to receive hard copies of the Annual Report. Additional
copies of the Annual Report may be requested directly from the
Company and an electronic copy will be available on the Company's
website
www.petromatadgroup.com.
Annual General Meeting ("AGM")
A notice of the Company's AGM will
be distributed in due course and made available on the Company's
website
www.petromatadgroup.com.
Directors' Statement
2023
Summary
During 2023 the Company continued
with its procurement and planning activities for the development of
the Heron discovery in Block XX in eastern Mongolia. Unfortunately,
the land access issue remained unresolved during the year which
continued to prevent the completion of the Heron-1 well into a
production well, installation of the surface infrastructure and
first oil. With Petro Matad's land access applications being
blocked by refusal at District (Soum) and Provincial (Aimag)
levels, the Company sought State Special Purpose certification of
Block XX from the Mongolian cabinet to give the Company full rights
to access the entirety of the Block XX Exploitation Area for the
duration of the Exploitation Licence. This certification process
had not been used before for an oil project and this contributed to
the bureaucracy moving slowly. However, through continuous lobbying
and effort from the Company, Cabinet approval of State Special
Purpose designation was secured in July 2023. Whilst this was a
major achievement, unfortunately, under legislation introduced in
2017, several further steps were required to be executed by central
and provincial authorities and the process continued to be
obstructed by the Dornod Province Governor due to a government
created partial overlap of the Block XX Special Purpose Area with
an Aimag declared protected area. Recognising the difficulties that
the regulations were presenting, in parallel, the Company pursued
District level land approvals of the three areas within the
Exploitation Licence area where its initial development operations
are planned. 2023 ended without the Company securing land access
but this was remedied at the end of May 2024 when the Company
secured District level approvals. The land permits for these areas
are valid for 5 years and allow work to go ahead whilst the State
Special Purpose Certification process is completed. Discussions
with PetroChina Daqing Tamsag (PetroChina), the operator of the
producing fields adjacent to Block XX, continued through 2023
covering production operations support, access to oil processing
and export facilities for the initial phase of the Heron
development.
On the Company's central Mongolian
exploration acreage, Block V, the Velociraptor-1 wildcat
exploration well was drilled during the second quarter of 2023 but
did not encounter any hydrocarbons and was plugged and abandoned.
Major Drilling drilled the well to the planned total depth of 1500m
and the operation was completed on budget without any environmental
or safety incidents occurring. The lack of hydrocarbon indications
was disappointing but some very thick and good quality sandstone
reservoirs were encountered as predicted by the pre-drill
geological model. Good quality source rocks were also penetrated
and the well provides important data for future exploration efforts
in the region where exploration activity has been very limited to
date. The well cost was less than $2 million which is an
exceptionally low cost operation considering in particular the
remoteness of the location. This operation proved that very low
cost exploration drilling can be executed in Mongolia when targets
are at depths shallower than 2000m. The Production Sharing Contract
(PSC) for Block V is due to expire at the end of July 2024 and the
Company's efforts are now focused on completing environmental
restoration and compiling all necessary documents for the acreage
to be handed back to the State.
The Company submitted applications
for two blocks offered in Mongolia's Exploration Licensing round and was selected as the preferred
contractor for both areas. The government's approval process for
the award of new exploration licences continued through the
year.
A Renewable Energy joint venture
partnership was set up by Petro Matad and an experienced Mongolian
renewables developer, Wolfson LLC, in early 2023. Sunsteppe
Renewable Energy (SRE) was very active through the year and has
identified several attractive opportunities in battery storage and
green energy generation. Two projects were high-graded and SRE
secured exclusivity. The permitting and detailed design of both
projects is progressing with pace with the potential for revenue
generation in 2025. Numerous other initiatives are being generated
by the renewables team.
Block XX Exploitation Area -
Land access
The land access dispute that
prevented the Company's access to the Heron development location
continued throughout 2023. This ongoing situation came about due to
conflicts in the Mongolian Land Law and local disquiet in Dornod
Aimag in which Block XX is located. This Aimag is home to 95% of
Mongolia's current oil production and the local communities in the
area feel that they have suffered all the impacts of oil
exploitation activities since these started up in the late 1990s
with little or no benefit to the local community.
The Mongolian government's process
to certify Petro Matad's Block XX Exploitation Licence area as
Special Purpose land progressed very slowly. During the first
quarter of 2023, the relevant ministries prepared the relevant
documentation to present to Cabinet to secure approval to certify
the Block XX Exploitation Area as a State Special Purpose Area. At
the Cabinet meeting on 5 July, the certification of the Block XX
Exploitation Area, including the Heron oil discovery, as a State
Special Purpose Area was approved and Cabinet instructed officials
to conclude the follow up formalities required under the 2017
Regulations on the management of special purpose areas. The Central
Land Agency completed registration of the area and issued and
signed the key Tripartite Agreement as did the Ministry of Mining
and Heavy Industry (MMHI) leaving only the Governor of Dornod Aimag
to sign. However, the Governor of Dornod Aimag insisted that
compensation payments to the 10 herder families impacted by the
certification of the area had to be completed before he would sign.
Following a series of meetings, all the herders agreed to be
compensated. Under the legislation, compensation payments should be
made from the State budget but recognizing that this could be a
very slow process, industry regulator the Mineral Resources and
Petroleum Authority of Mongolia (MRPAM) and the Company
investigated ways to expedite these payments.
While the above issue was being
addressed, the Company with the support of MRPAM, discussed with
local authorities the potential to secure Soum level land usage
permits for three areas within the Exploitation Licence where 2024
operational activities were planned. Whilst the land access issue
remained unresolved at year end 2023, the Matad Soum Citizens'
Representatives Committee approved the Company's land access
request in early 2024. The Soum Governor issued his decree and
executed land use agreements valid for 5 years in May 2024. As part
of the local level approval, with the support of the Land Agency
and MRPAM, Petro Matad paid compensation to the herders whose
registered pastures will be impacted by the Block XX Exploitation
Area.
2023
Review
HSSE
The Health, Safety, Security, and
Environmental Management System (HSSE MS) of the Company is
designed to adhere to best practices set by the International
Association of Oil and Gas Producers (IOGP)
According to Mongolian national
and international best practices, all reported HSSE incidents are
thoroughly investigated, documented, and classified in accordance
with IOGP guidelines. Moreover, the lessons learned from these
incidents are openly shared through the management review process.
We are pleased to report that Petro Matad, together with its
sub-contractors, adhered to all Mongolian laws and national
standards throughout the 2023 operations. Importantly, there were
no environmental incidents, lost time incidents, or recordable
incidents during the year.
The Company is fully committed to
environmental protection and consistently strives to implement all
necessary measures to fully comply with national and international
best practices, with ISO 14001 serving as the benchmark.
The technical and biological
restoration of the Velociraptor-1 wildcat exploration wellsite
including the drilling mud sump was carried out by a specialized
restoration contractor. The provincial handover committee conducted
a formal inspection of the wellsite and signed off that the work
had been completed in full compliance with the relevant
regulations. Before starting construction of our VR-1 well lease in
Block V in 2023, we had relocated and replanted 44 Zag trees in the
lease area to another location to ensure their survival. We also
worked with local authorities to plant over 670 Zag seedlings on
the lease area during the biological restoration with the hope that
the area will eventually develop into a Zag forest.
With the necessary approvals, the
Company was also able to complete the restoration of the Heron-1
drilling location in preparation for the mobilization of well
completion equipment and the installation of the beam pump, tanks
and generator.
Social impact
In 2023, Petro Matad successfully
implemented projects in Block V within the framework of corporate
social responsibility, based upon requests from the local
communities in the Guchin-Us and Baruunbayan-Ulaan Soums. The
exploration well location and the well supplying the operation with
water were located in these districts. Projects such as furnishings
for a secondary school, water wells for herders, provision of
traditional gers for use in ceremonies and other events,
greenhouses, and livestock restocking for low income families were
successfully implemented and highly appreciated by local
communities. Following the Velociraptor-1 well operations, the
Company received letters of gratitude from Guchin-Us and
Baruunbayan-Ulaan Soums for the successful implementation of local
projects and the safe and environmentally friendly completion of
operations.
In December 2023, the Company
hosted the Matad District Citizens' Representatives Committee on a
visit to the South Gobi where mining and other development projects
are providing tangible benefits to the local communities in which
they operate. The trip was very successful and at a meeting to
conclude the trip in Petro Matad's Ulaanbaatar headquarters the
Committee thanked the Company, declared their support for the
Company's development activities in Matad and agreed the terms of
the Cooperation Agreement which governs community aid expenditure
during oil exploitation activities.
Operations
Block XX: The Company continues to
ensure that operational contracts and environment permits are in
place to get the Heron-1 well onstream. Beam pump unit and related
equipment, downhole completion and power generation equipment and
power control systems are ready to be mobilised from storage and
installed at Heron-1. Production tanks, sourced from PetroChina,
will be relocated to the production site where installation
fabrication and electrical work will commence once the well is
completed. The Company and MRPAM have
continued engagement with PetroChina, the operator of the Block XIX
exploitation area and facilities located immediately north of Block
XX, for co-operation with production operations and contracts to
process crude oil at their facilities, crude export and sales at
least during the initial phase of the Heron development. All crude
oil will be supplied to the Mongol Refinery via pipeline, once the
refinery is commissioned. Whilst these facilities continue to be
constructed, trucking of Mongolia's oil production to China for
refining will continue. The construction of the refinery and
pipelines progressed in 2023.
The Company was in discussion with
DQE Drilling (DQE), the main provider of drilling services in
Mongolia for a multi-well development drilling and completion
programme and signed a Memorandum of Understanding (MOU) in 2023.
The terms included some deferral of costs to allow a portion of the
drilling expenditure to be settled from future production revenue.
However, MRPAM insisted that current regulations do not cater for
multi-year contracting and accordingly the Company has concluded a
Tender inviting all potential contractors to bid on drilling on
Block XX. DQE was the lowest bidder and has been chosen to do the
work. Final contract negotiations are underway and the Company will
seek to incorporate the terms of the previous MOU
within the framework of the current
regulations.
Block V: The Velociraptor-1 wildcat exploration well located in the
Taats Basin of Block V located in central Mongolia was drilled in
June/July 2023 and reached a total depth (TD) of 1500m as planned,
having encountered more than 350 metres of
good quality reservoir sections.
Unfortunately, the evaluation of cuttings and wireline logs did not
identify any hydrocarbons and the well was plugged and abandoned.
The well encountered geological markers close to prognosis at all
levels. The primary objective Late Jurassic/Early Cretaceous Undur
Formation was encountered at 1170m and had good quality reservoir
sands interbedded with shales over a c.200m interval. In the
secondary objective Early Cretaceous Shinehudag Formation, three
thick sand units were drilled with average porosity of around 18%.
The well was drilled by Major Drilling and operations were carried
out on time and within budget with the full support and cooperation
of the local community. Post-well studies concluded that excellent
source rocks were encountered in the well, similar to those
encountered in the nearby Snow Leopard-1 well drilled in 2018. The
wells proved the presence of both excellent quality source rocks
and good quality reservoir units in the Taats Basin and provide
excellent data points for the evaluation of similar basins in this
part of the country.
The Block V PSC is due to expire
at the end of July 2024 and the Company's efforts will now focus on
completing and obtaining all required permits and agreements from
local authorities and MRPAM for the acreage to be handed back to
the State without issue. The Company has fulfilled all of its
obligations under the PSC.
2023 Exploration Licencing Round
The Company submitted applications
for two blocks offered in the MRPAM promoted Exploration licensing round. Working Groups, comprising
experts from MRPAM and MMHI were established and the Company
successfully completed negotiations on the terms of the PSC and
work programmes for each block. The Company's has focused on blocks
in Mongolia that contain extensions of basins proven productive for
oil across the international border in China. The government's
approval process for the award of new exploration licences
continued through 2023 and MRPAM expects awards once the new
government is formed after the mid-2024 parliamentary
elections.
Renewable Energy Opportunities in Mongolia
The Company's renewable energy
vehicle, Sunsteppe Renewable Energy (SRE), made very good progress in 2023. In consultation with
the Ministry of Energy, the need for a 50MW/150MWh battery energy
storage facility in central Mongolia was defined. SRE's team
completed the required feasibility studies and the grid connection
study for the project was approved by the National Dispatching
Centre. All required documentation was submitted to and accepted by
the Technology Committee of the Ministry of Energy which
subsequently approved the project. The application for the License
to construct is now being prepared. SRE expects that this project
can be brought onstream and be generating revenue e in
2025.
A second project involving a
utility scale wind farm to supply renewable energy to generate
green hydrogen for use at the major Oyu Tolgoi mine operation in
the South Gobi is also progressing with a forecast timescale
similar to SRE's battery storage project. The project is designed
to demonstrate the viability of green hydrogen as a fuel for use in
the mining industry in Mongolia and SRE is very excited to be
involved. This initiative has the strong support of the Mongolian
Government and a memorandum of understanding has been signed with
the Ministry of Energy. A Japanese government grant has also been
secured to support the project with another grant to be applied for
later in 2024.
SRE and Petro Matad will
determine, as these two projects proceed towards construction ready
status, how best to fund them. Debt funding for similar projects is
already established in Mongolia, leaving open the possibility that
SRE can aspire to stay involved in the construction phase and
establish itself as a key renewable power producer in the country.
The potential for renewable energy in Mongolia is huge with solar
and wind power set to make up an increasing part of the country's
energy mix in the coming decades. This has been embraced by
lawmakers, with Mongolia ratifying international conventions
including the Paris Agreement. SRE has made good progress so far
and has identified several other projects for
consideration.
Community Relations
The Company takes its
responsibilities in community engagement and community relations
very seriously. In advance of any work programme activity being
undertaken, the Company ensures that it obtains the necessary
approvals from MRPAM and all other relevant authorities. Company
staff participate in joint meetings with the regulator and the
local communities to present and discuss planned activities. In
addition to meeting local government officials, the socialisation
programmes will typically include town hall meetings where
questions from local residents are answered. Company
representatives will also meet with nomadic herders who may be in
proximity to planned operations to ensure all parties are listened
to. Representatives from the Relations team are stationed at site
during all operational activities.
A focused programme of community
projects is undertaken in areas where operations are conducted, and
this is done in cooperation with local government. The Company
views engagement with local communities as key to conducting safe
and successful operations that will in turn benefit the local
area.
Conclusions
Throughout 2023 the Company
vigorously pursued solutions to the Block XX land access issue
working closely with MRPAM, MMHI and local communities. The
securing of local land approvals in 2024 will now enable the
Company to carry out its intended work programme for the year.
Preparations to complete Heron-1 and achieve first oil are well
advanced. The Velociraptor-1 well operations were completed within
budget, without any HSSE incident and with excellent co-operation
with the local community which is a significant achievement for the
Company's Mongolian staff especially considering the remoteness of
the location. The low cost operation demonstrates that extremely
cost effective exploration can be conducted in Mongolia. The Block
V PSC expires end July 2024 and the acreage will be handed back to
the state. The Company is optimistic that its successful
applications for two new areas will see the blocks awarded in late
2024 or early 2025. The progress made in the renewable energy
sector is very encouraging and could provide a significant growth
opportunity for the Company.
Acknowledgements
The Company is very appreciative
of the support and collaboration shown by MRPAM and MMHI through
the long struggle to secure land access. Petro Matad is confident
that the Special Purpose certification of Block XX will finally be
resolved and is very happy to have secured local land access
approvals to allow work to continue in parallel.
The Directors would like to
reiterate their appreciation to the staff of Petro Matad who have
continued to work with enthusiasm, diligence, and dedication.
Shareholders continued support is also highly appreciated. The
Board looks forward to an exciting operational period in
2024.
Consolidated Statement of Profit or
Loss and Other Comprehensive Income
For the year ended 31 December
2023
|
|
Consolidated
|
|
|
|
|
|
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
Note
|
$'000
|
$'000
|
|
|
|
|
|
|
Continuing operations
|
|
|
|
|
Revenue
|
|
|
|
|
Interest income
|
4(a)
|
216
|
201
|
|
Other income
|
4(a)
|
135
|
-
|
|
|
|
351
|
201
|
|
Expenditure
|
|
|
|
|
Consultancy fees
|
|
(136)
|
(129)
|
|
Depreciation and
amortisation
|
|
(190)
|
(149)
|
|
Employee benefits expense
|
4(b)
|
(2,076)
|
(1,687)
|
|
Exploration and evaluation expenditure
|
4(c)
|
(2,212)
|
(137)
|
|
Other expenses
|
4(d)
|
(1,663)
|
(1,048)
|
|
(Loss)/Profit from continuing operations before income
tax
|
|
(5,926)
|
(2,949)
|
|
|
|
|
|
|
Income tax expense
|
5
|
-
|
-
|
|
(Loss)/Profit from continuing operations after income
tax
|
|
(5,926)
|
(2,949)
|
|
|
|
|
|
|
Net
(loss)/profit for the year
|
|
(5,926)
|
(2,949)
|
|
|
|
|
|
|
Other comprehensive income
|
|
|
|
|
Items that may be reclassified subsequently to profit or
loss:
|
|
|
|
|
Exchange differences on translating
foreign operations, net of income tax of $Nil (2022:
$Nil)
|
|
26
|
(149)
|
|
Other comprehensive (loss)/income for the year, net of income
tax
|
|
26
|
(149)
|
|
|
|
|
|
|
Total comprehensive (loss)/income for the
year
|
|
(5,900)
|
(3,098)
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)/Profit attributable to owners
of the parent
|
|
(5,926)
|
(2,949)
|
|
|
|
|
|
|
Total comprehensive
(loss)/income attributable to owners of the
parent
|
|
(5,900)
|
(3,098)
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)/Earnings per share
(cents per share)
|
|
|
|
|
|
|
|
|
|
Basic (loss)/earnings per
share
|
6
|
(0.5)
|
(0.3)
|
Diluted (loss)/earnings per
share
|
6
|
(0.5)
|
(0.3)
|
|
|
|
|
| |
The
above Consolidated Statement of Profit or Loss and Other
Comprehensive Income should be read in conjunction with the
accompanying notes.
Consolidated Statement of Financial Position
As at 31 December 2023
|
|
Consolidated
|
|
|
|
|
|
|
31
Dec 2023
|
31 Dec 2022
|
|
Note
|
$'000
|
$'000
|
|
|
|
|
ASSETS
|
|
|
|
Current Assets
|
|
|
|
Cash and cash equivalents
|
7
|
503
|
1,476
|
Trade and other
receivables
|
8
|
438
|
2,607
|
Prepayments
|
9
|
159
|
138
|
Financial assets
|
10
|
3,529
|
1,017
|
Inventory
|
11
|
215
|
215
|
Total Current Assets
|
|
4,844
|
5,453
|
|
|
|
|
Non-Current Assets
|
|
|
|
Exploration and evaluation
assets
|
12
|
15,275
|
15,275
|
Investment in SunSteppe Power
LLC
|
|
946
|
-
|
Property, plant and
equipment
|
13
|
239
|
261
|
Right-of-Use asset
|
13
|
99
|
92
|
Total Non-Current Assets
|
|
16,559
|
15,628
|
TOTAL ASSETS
|
|
21,403
|
21,081
|
|
|
|
|
LIABILITIES
|
|
|
|
Current Liabilities
|
|
|
|
Trade and other payables
|
14
|
348
|
456
|
Total Current Liabilities
|
|
348
|
456
|
|
|
|
|
TOTAL LIABILITIES
|
|
348
|
456
|
|
|
|
|
NET
ASSETS
|
|
21,055
|
20,625
|
|
|
|
|
|
|
|
|
EQUITY
|
|
|
|
Equity attributable to owners of the
parent
|
|
|
|
Issued capital
|
15
|
160,176
|
154,057
|
Reserves
|
16
|
243
|
8
|
Accumulated losses
|
|
(139,364)
|
(133,440)
|
TOTAL EQUITY
|
|
21,055
|
20,625
|
|
|
|
|
The
above Consolidated Statement of Financial Position should be read
in conjunction with the accompanying notes.
Consolidated Statement of Cash Flows
For the year ended 31 December
2023
|
|
Consolidated
|
|
|
|
|
|
|
31 Dec 2023
|
31 Dec
2022
|
|
Note
|
$'000
|
$'000
|
|
|
|
|
Cash
flows from operating activities
|
|
|
|
Payments to suppliers and
employees
|
|
(3,590)
|
(2,860)
|
Interest received
|
|
102
|
130
|
Other income
|
|
-
|
-
|
Net
cash flows (used in)/provided by operating
activities
|
7
|
(3,488)
|
(2,730)
|
|
|
|
|
Cash
flows from investing activities
|
|
|
|
Purchase of property, plant and
equipment
|
|
(28)
|
(212)
|
Proceeds from sale of financial
assets
|
|
(2,512)
|
3,527
|
Investment in SunSteppe Power
LLC
|
|
(946)
|
|
Proceeds from the sale of property,
plant and equipment
|
|
-
|
-
|
Net
cash flows used in investing activities
|
|
(3,486)
|
3,315
|
|
|
|
|
Cash
flows from financing activities
|
|
|
|
Proceeds from issue of
shares
|
|
6,523
|
-
|
Capital raising cost
|
|
(404)
|
-
|
Payments of lease liability
principal
|
|
(144)
|
(122)
|
Net
cash flows from financing activities
|
|
5,975
|
(122)
|
|
|
|
|
Net
(decrease)/increase in cash and cash equivalents
|
|
(999)
|
463
|
|
|
|
|
Cash and cash equivalents at
beginning of the year
|
|
1,476
|
1,162
|
Net foreign exchange
differences
|
|
26
|
(149)
|
Cash
and cash equivalents at the end of the year
|
7
|
503
|
1,476
|
|
|
|
|
The
above Consolidated Statement of Cash Flows should be read in
conjunction with the accompanying notes.
Consolidated Statement of Changes in Equity
For the year ended 31 December
2023
|
|
Consolidated
|
|
|
|
Attributable to equity
holders of the parent
|
|
|
|
Issued
Capital
|
Accumulated Losses
|
Other
Reserves
|
Total
|
|
|
|
|
|
Note
16
|
|
|
|
Note
|
$'000
|
$'000
|
$'000
|
$'000
|
|
As
at 1 January 2022
|
|
154,057
|
(130,524)
|
182
|
23,715
|
|
|
|
|
|
|
|
|
Net loss for the year
|
|
-
|
(2,949)
|
-
|
(2,949)
|
|
Other comprehensive
income
|
|
-
|
-
|
(149)
|
(149)
|
|
Total comprehensive gain/(loss) for
the year
|
|
-
|
(2,949)
|
(149)
|
(3,098)
|
|
|
|
|
|
|
|
|
Issue of share capital
|
15
|
-
|
-
|
-
|
-
|
|
Cost of capital raising
|
15
|
-
|
-
|
-
|
-
|
|
Share-based payments
|
15 &
16
|
-
|
-
|
8
|
8
|
|
Exercise of Conditional Share
Awards
|
15, 16
& 17
|
-
|
-
|
-
|
-
|
|
Expiry of Options
|
16 &
17
|
-
|
33
|
(33)
|
-
|
|
As
at 31 December 2022
|
|
154,057
|
(133,440)
|
8
|
20,625
|
|
|
|
|
|
|
|
|
Net loss for the year
|
|
-
|
(5,926)
|
-
|
(5,926)
|
|
Other comprehensive
income
|
|
-
|
-
|
26
|
26
|
|
Total comprehensive gain/(loss) for
the year
|
|
-
|
(5,926)
|
26
|
(5,900)
|
|
|
|
|
|
|
|
|
Issue of share capital
|
15
|
6,523
|
-
|
-
|
6,523
|
|
Cost of capital raising
|
15
|
(404)
|
-
|
-
|
(404)
|
|
Share-based payments
|
15 &
16
|
-
|
-
|
211
|
211
|
|
Exercise of Conditional Share
Awards
|
15, 16
& 17
|
-
|
-
|
-
|
-
|
|
Expiry of Options
|
16 &
17
|
-
|
2
|
(2)
|
-
|
|
As
at 31 December 2023
|
|
160,176
|
(139,364)
|
243
|
21,055
|
|
The
above Consolidated Statement of Changes in Equity should be read in
conjunction with the accompanying notes.
Notes to the Consolidated Financial
Statements
For the year ended 31 December
2023
1 Corporate information
The financial report of Petro
Matad Limited (Company) for the year ended 31 December 2023 was
authorised for issue in accordance with a resolution of the
Directors dated 18 June 2024 which was approved on 19 June
2024.
This financial report presents the
consolidated results and financial position of Petro Matad Limited
and its subsidiaries.
Petro Matad Limited (Company)
incorporated in the Isle of Man on 30 August 2007 has five wholly
owned subsidiaries, which are: Capcorp Mongolia LLC and Petro Matad
LLC (both incorporated in Mongolia), Central Asian Petroleum
Corporation Limited (Capcorp) and Petromatad Invest Limited (both
incorporated in the Cayman Islands), and Petro Matad Energy Limited
(incorporated in Isle of Man). Petro Matad Limited owns 50% of
Sunsteppe Renewable Energy Pte. Ltd. (formerly known as Petro Matad
Singapore Pte. Ltd.), which is incorporated in Singapore, which is
owned jointly together with Sunsteppe Energy LLC to pursue
renewables energy projects. The Company and its subsidiaries are
collectively referred to as the "Group". The Group's principal
activity in the course of the financial year consisted of oil
exploration and development and investment in renewable projects in
Mongolia.
Petrovis Matad Inc. (Petrovis) is a
major shareholder of the Company, holding approximately 19.92% of
the shareholding at the year end of 2023.
2 Summary of significant accounting
policies
(a) Basis of
preparation
This financial report complies with
International Financial Reporting Standards (IFRS) as adopted by
the European Union.
This financial report has been
prepared on a historical cost basis, except where otherwise
stated. Historical cost is generally based
on the fair values of the consideration given in exchange for goods
and services. Fair value is the price that would be received to
sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date,
regardless of whether that price is directly observable or
estimated using another valuation technique.
In addition, for financial
reporting purposes, fair value measurements are categorised into
Level 1, 2 or 3 based on the degree to which the inputs to the fair
value measurements are observable and the significance of the
inputs to the fair value measurement in its entirety, which are
described as follows:
· Level
1 inputs are quoted prices (unadjusted) in active markets for
identical assets or liabilities that the entity can access at the
measurement date;
· Level
2 inputs are inputs, other than quoted prices included within Level
1, that are observable for the asset or liability, either directly
or indirectly; and
· Level
3 inputs are unobservable inputs for the asset or
liability.
For the purpose of preparing the
consolidated financial statements, the Company is a for-profit
entity.
(b) Statement of
compliance
This general-purpose financial
report has been prepared in accordance with the requirements of all
applicable IFRS as adopted by the European Union and related
Interpretations and other authoritative
pronouncements.
(c) Going
concern
The financial statements have been
prepared on a going concern basis, which contemplates the
continuity of normal business activity and the realisation of
assets and the settlement of liabilities in the ordinary course of
business.
The Group generated a loss of $5.93
million for year 2023 (2022 Loss: $2.95 million) and experienced
net cash outflows from operating activities of $3.49 million (2022
Outflow: $2.73 million). In addition, as outlined in Note 18(b) the
Group is required to meet minimum exploration commitments on its
Block XX Production Sharing Contract (PSC) of approximately $6.4
million. The Company previously reached an agreement with the
Mineral Resources and Petroleum Authority of Mongolia (MRPAM) that
this underspent minimum exploration commitment can be transferred
to and spent on exploration and appraisal activities during the
exploitation period, which has commenced as the application for a
25-year Exploitation Licence (EL) for Block XX was approved in July
2021. The Company raised an additional $6.6 million funds in
February 2023, which has provided sufficient working capital to
continue operations including the drilling of an exploration well
in Block V and investing in renewable energy projects. The Company
had planned to commence production operations in 2023 with the
completion and production of the Heron-1 discovery well.
However, issues not within the Company's control resulted in being
unable to access Block XX to undertake planned operations. The
relevant government bodies have since designated Block XX as
special purpose land. The final steps before total access is
granted are the remaining steps under Regulation 287 which directs
the procedures to formalize a land as special purpose land. The
Company expects these steps to be completed in the near future. The
delay in obtaining land access, while unfortunate, has not
jeopardised the Company's going concern status. Accordingly, the
Company believes that the current cash balance is sufficient to
continue operations until at least July 2025. Production operations
are expected to commence in the second half of 2024. This
production will provide the Company with a revenue source and
ensure that the Company remains a going concern. It is also
important to note that the Company can access loans up to $1.5
million from Petrovis under an existing loan agreement.
Cumulative expenditures to end 2023
in Block V exceed financial commitments by $5.0 million. The Block
V PSC exploration term expires in July 2024, at which point the
Block will be relinquished with no outstanding commitments
remaining.
The Directors have prepared a cash
flow forecast which indicates that the Group will have sufficient
cash to meet their working capital requirements for the
twelve-month period from the date of signing the financial
report.
(d) Application of new and
revised Accounting Standards
Accounting Standards that are mandatorily effective for the
current reporting year
The Group has adopted all of the
new and revised Standards and Interpretations issued by the
Australian Accounting Standards Board (AASB) that are relevant to
its operations and effective for an accounting period that begins
on or after 1 January 2020.
The Directors have determined that
there is no material impact of the new and revised Standards and
Interpretations on the Group and, therefore, no material change is
necessary to Group accounting policies.
Standards and Interpretations in issue not yet
adopted
At the date of authorisation of the
financial statements, the Group has not applied the new and revised
Australian Accounting Standards, Interpretations and amendments
that have been issued but are not yet effective. Based on a
preliminary review of the standards, interpretations and
amendments, the Directors do not anticipate a material change to
the Group's accounting policies, however further analysis will be
performed when the relevant standards are effective.
(e) Basis of
consolidation
The consolidated financial
statements incorporate the financial statements of the Company and
entities controlled by the Company and its subsidiaries. Control is
achieved when the Company:
· has
power over the investee;
· is
exposed, or has rights, to variable returns from its involvement
with the investee; and
· has
the ability to use its power to affect its returns.
The Company reassesses whether it
controls an investee if facts and circumstances indicate that there
are changes to one or more of the three elements of control listed
above.
The financial statements of the
subsidiaries are included in the consolidated financial statements
from the date that control commences until the date that control
ceases.
The financial statements of
subsidiaries are prepared for the same reporting period as the
parent company, using consistent accounting policies. Adjustments
are made to bring into line any dissimilar accounting policies that
may exist.
A change in the ownership interest
of a subsidiary that does not result in a loss of control is
accounted for as an equity transaction.
All intercompany balances and
transactions, including unrealised profits arising from intra-group
transactions, have been eliminated in full. Unrealised losses are
eliminated unless costs cannot be recovered.
(f) Foreign currency
translation
Functional and presentation currency
Both the functional and
presentation currency of Petro Matad Limited is United States
Dollars (USD). The Cayman Islands and Singaporean subsidiaries'
functional currency is USD. The Mongolian subsidiaries' functional
currency is Mongolian Tugrugs (MNT) which is then translated to the
presentation currency, USD.
Transactions and balances
Transactions in foreign currencies
are initially recorded in the functional currency by applying the
exchange rates ruling at the date of the transaction. Monetary
assets and liabilities denominated in foreign currencies are
retranslated at the rate of exchange ruling at the reporting
date.
Non-monetary items that are
measured in terms of historical cost in a foreign currency are
translated using the exchange rate as at the date of the initial
transaction. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when
the fair value was determined.
Exchange differences are recognised
in profit or loss in the period in which they arise except
for:
·
Exchange differences on transactions entered into
to hedge certain foreign currency risks; and
·
Exchange differences on monetary items receivable
from or payable to a foreign operation for which settlement is
neither planned nor likely to occur (therefore forming part of the
net investment in the foreign operation), which are recognised
initially in other comprehensive income and reclassified from
equity to profit or loss on disposal or partial disposal on the net
investment.
Translation of subsidiaries' functional currency to
presentation currency
The results of the Mongolian
subsidiaries are translated into USD (presentation currency) as at
the date of each transaction. Assets and liabilities are translated
at exchange rates prevailing at the reporting date.
Exchange differences resulting from
the translation are recognised in other comprehensive income and
accumulated in the foreign currency translation reserve in
equity.
On consolidation, exchange
differences arising from the translation of the net investment in
Mongolian subsidiaries are recognised in other comprehensive income
and accumulated in the foreign currency translation reserve. If a
Mongolian subsidiary was sold, the proportionate share of exchange
difference would be transferred out of equity and recognised in
profit and loss.
(g) Cash and cash
equivalents
Cash and short-term deposits in the
statement of financial position comprise cash at bank and in hand
and short-term deposits with an original maturity of three months
or less.
For the purposes of the statement
of cash flows, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank
overdrafts.
(h) Trade and other
receivables
Trade receivables, which generally
have 30-60 day terms, are recognised initially at fair value and
subsequently measured at amortised cost using the effective
interest method, less an allowance for impairment.
Collectability of trade receivables
is reviewed on an ongoing basis. An impairment provision is
recognised when there is objective evidence that the Group will not
be able to collect the receivable. Objective evidence of impairment
includes financial difficulties of the debtor, default payments or
debts more than 60 days overdue. The amount of the impairment loss
is the amount by which the receivable carrying value exceeds the
present value of the estimated future cash flows, discounted at the
original effective interest rate.
(i) Plant and
equipment
Plant and equipment is stated at
historical cost less accumulated depreciation and any impairment in
value.
Depreciation is calculated on a
straight-line basis over the estimated useful life of the
asset and is
currently estimated to be an average of 6 years.
The assets' residual values, useful
lives and amortisation methods are reviewed, and adjusted if
appropriate, at each financial year end.
Derecognition
An item of property, plant and
equipment is derecognised upon disposal or when no further future
economic benefits are expected from its use or disposal.
(j) Financial
instruments
Initial recognition and measurement
Financial assets and financial
liabilities are recognised when the entity becomes a party to the
contractual provisions to the instruments. For financial assets,
this is equivalent to the date that the Company commits itself to
either purchase or sell of the asset (i.e. trade date accounting is
adopted).
Financial instruments are initially
measured at fair value plus transaction costs, except where the
instruments is classified at 'Fair value through profit or loss' in
which case transaction costs are expensed to profit or loss
immediately. Financial instruments are classified and measured as
set out below.
Classification and subsequent measurement
Financial instruments are
subsequently measured at either fair value, amortised cost using
the effective interest rate method or cost. Fair value represents
the price that would be received to sell an asset or paid to
transfer a liability in orderly transaction between market
participants at the measurement date. Where available, quoted
prices in an active market are used to determine fair value. In
other circumstances, valuation techniques are adopted.
Amortised cost is calculated as (i)
the amount at which the financial asset or financial liability is
measured at initial recognition; (ii) less principal repayments;
(iii) plus or minus the cumulative amortization of the difference,
if any, between the amount initially recognised and the maturity
amount calculated using the effective interest method; and (iv)
less any reduction for impairment.
The effective interest method is
used to allocate interest income or interest expense over the
relevant period and is equivalent to the rate that exactly
discounts estimated future cash payments or receipts (including
fees, transaction costs and other premiums or discounts) through
the expected life (or when this cannot be reliably predicted, the
contractual term) of the financial instrument to the net carry
amount of the financial asset or financial liability. Revisions to
expected future net cash flows will necessitate an adjustment to
the carrying value with a consequential recognition of an income or
expense in profit or loss. The Group does not designate any
interest in subsidiaries, associates or joint venture entities as
being subject to the requirements of accounting standards
specifically applicable to financial statements.
(i)
Financial assets at fair value through profit and loss or through
other comprehensive Income
Financial assets are classified at
'Fair value through profit or loss' or 'Fair value through other
comprehensive Income' when they are either held for trading for
purposes of short term profit taking, derivatives not held for
hedging purposes, or when they are designated as such to avoid an
accounting mismatch or to enable performance evaluation where a
group of financial assets is managed by key management personnel on
a fair value basis in accordance with a documented risk management
or investment strategy. Such assets are subsequently measured at
fair value with changes in carrying value being included in profit
or loss if electing to choose 'fair value through profit or loss'
or other comprehensive income if electing 'Fair value through other
comprehensive income'.
(ii)
Financial Liabilities
The Group's financial liabilities
include trade and other payables, loan and borrowings, provisions
for cash bonus and other liabilities which include deferred cash
consideration and deferred equity consideration for acquisition of
subsidiaries & associates.
All financial liabilities are
recognised initially at fair value and, in the case of loans and
borrowings, and payables, net of directly attributable transaction
costs.
Fair value
Fair value is determined based on
current bid prices for all quoted investments. Valuation techniques
are applied to determine the fair value for all unlisted
securities, including recent arm's length transactions, reference
to similar instruments and option pricing models.
Derecognition
Financial assets are derecognised
where the contractual rights to receipts of cash flows expire or
the asset is transferred to another party whereby the entity no
longer has any significant continuing involvement in the risk and
benefits associated with the asset. Financial liabilities are
recognised where the related obligations are either discharged,
cancelled or expire. The difference between the carrying value of
the financial liability extinguished or transferred to another
party and the fair value of consideration paid, including the
transfer of non-cash assets or liabilities assumed, is recognised
in profit or loss.
(k) Inventory
Inventories are stated at the lower
of cost and net realisable value. Costs of inventories are
determined on a first-in-first-out basis. Net realisable value
represents the estimated selling price for inventories less all
estimated costs of completion and costs necessary to make the
sale.
(l) Exploration and evaluation
expenditure
Exploration and evaluation
expenditure incurred by the Group is expensed separately for each
area of interest. The Group's policy is to expense all exploration
and evaluation costs funded out of its own resources.
(m) Exploration and evaluation
assets
Exploration and evaluation assets
arising out of business combinations are capitalised as part of
deferred exploration and evaluation assets. Subsequent to
acquisition, exploration expenditure is expensed in accordance with
the Group's accounting policy.
(n) Impairment of tangible and
intangible assets other than goodwill
At each reporting date, the Group
assesses whether there is any indication that tangible and
intangible asset may be impaired. Where an indicator of impairment
exists, the Group makes a formal estimate of recoverable amount for
each asset or cash generating unit to determine the extent of the
impairment loss (if any). Where the carrying amount of an asset (or
cash-generating unit) exceeds its recoverable amount the asset is
considered impaired and is written down to its recoverable
amount.
Recoverable amount is the greater
of fair value less costs to sell and value in use. It is determined
for an individual asset, unless the asset's value in use cannot be
estimated to be close to its fair value less costs to sell and it
does not generate cash inflows that are largely independent of
those from other assets or groups of assets, in which case, the
recoverable amount is determined for the cash-generating unit to
which the asset belongs.
In assessing value in use, the
estimated future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to
the asset.
Where an impairment loss
subsequently reverses, the carrying amount of the asset (or
cash-generating unit) is increased to the revised estimate of its
recoverable amount, but so that the increased carrying amount does
not exceed the carrying amount that would have been determined had
no impairment loss been recognised for the assets (or
cash-generating unit) in prior years. A reversal of an impairment
loss is recognised immediately in profit or loss, unless the
relevant asset is carried at a revalued amount, in which case the
reversal of impairment loss is treated as a revaluation
increase.
Impairment review for deferred
exploration and evaluation assets are carried out on a
project-by-project basis, where each project representing a single
cash generating unit. An impairment review is undertaken when
indicators of impairment arise, typically when one of the following
circumstances apply:
·
Unexpected geological occurrences that render the
resource uneconomic;
·
Title to asset is compromised;
·
Variations in prices that render the project
uneconomic; or
·
Variations in the currency of
operation.
(o) Trade and other
payables
Trade and other payables are
initially recognised at fair value. After initial recognition,
trade and other payables are carried at amortised cost and due to
their short-term nature are not discounted. They represent
liabilities for goods and services provided to the Group prior to
the end of the financial year that are unpaid and arise when the
Group becomes obliged to make future payments in respect of the
purchase of these goods and services. The amounts are unsecured and
are usually paid within 30 days of recognition.
(p) Provisions
Provisions are recognised when the
Group has a present obligation (legal or constructive) as a result
of a past event, and it is probable that an outflow of resources
embodying economic benefits will be required to settle the
obligation and a reliable estimate can be made of the amount of the
obligation.
The amount recognised as a
provision is the best estimate of the consideration required to
settle the present obligation at the end of the reporting period,
taking into account the risks and uncertainties surrounding the
obligation. If the effect of the time-value of money is material,
provisions are determined by discounting the expected future cash
flows at a pre-tax rate that reflects current market assessments of
the time value of money and, where appropriate, the risks specific
to the liability.
Where discounting is used, the
increase in the provision due to the passage of time is recognised
as a finance cost.
(q) Leases
The Group as lessee
At inception of a contract, the
Group assesses if the contract contains or is a lease. If there is
a lease present, a right-of-use asset and a corresponding lease
liability are recognised by the Group where the Group is a lessee.
However, all contracts that are classified as short-term leases (ie
a lease with a remaining lease term of 12 months or less) and
leases of low-value assets are recognised as an operating expense
on a straight-line basis over the term of the lease.
Initially the lease liability is
measured at the present value of the lease payments still to be
paid at the commencement date. The lease payments are discounted at
the interest rate implicit in the lease. If this rate cannot be
readily determined, the Group uses the incremental borrowing
rate.
Lease payments included in the
measurement of the lease liability are as follows:
· fixed
lease payments less any lease incentives;
· variable lease payments that depend on an index or rate,
initially measured using the index or rate at the commencement
date;
· the
amount expected to be payable by the lessee under residual value
guarantees;
· the
exercise price of purchase options, if the lessee is reasonably
certain to exercise the options;
· lease
payments under extension options, if the lessee is reasonably
certain to exercise the options; and
· payments of penalties for terminating the lease, if the lease
term reflects the exercise of an option to terminate the
lease.
The right-of-use assets comprise
the initial measurement of the corresponding lease liability, any
lease payments made at or before the commencement date and any
initial direct costs. The subsequent measurement of the
right-of-use assets is at cost less accumulated depreciation and
impairment losses.
Right-of-use assets are depreciated
over the lease term or useful life of the underlying asset,
whichever is the shortest.
Where a lease transfers ownership
of the underlying asset or the cost of the right-of-use asset
reflects that the Group anticipates to exercise a purchase option,
the specific asset is depreciated over the useful life of the
underlying asset.
The Group as lessor
Upon entering into each contract as
a lessor, the Group assesses if the lease is a finance or operating
lease.
A contract is classified as a
finance lease when the terms of the lease transfer substantially
all the risks and rewards of ownership to the lessee. All other
leases not within this definition are classified as operating
leases.
Rental income received from
operating leases is recognised on a straight-line basis over the
term of the specific lease.
Initial direct costs incurred in
entering into an operating lease (for example, legal cost, costs to
set up equipment) are included in the carrying amount of the leased
asset and recognised as an expense on a straight-line basis over
the lease term.
Rental income due under finance
leases are recognised as receivables at the amount of the Group's
net investment in the leases. When a contract is determined to
include lease and non-lease components, the Group applies IFRS 15
to allocate the consideration under the contract to each
component.
(r) Contributed
equity
Ordinary shares are classified as
equity. Incremental costs directly attributable to the issue of new
shares are shown in equity as a deduction, net of tax, from the
proceeds.
(s) Revenue
Revenue is recognised to the extent
that it is probable that the economic benefits will flow to the
Group and the revenue can be reliably measured. The following
specific criteria must also be met before revenue is
recognised:
Interest revenue
Revenue is recognised on an accrual
basis using the effective interest method.
(t) Share-based payment
transactions
The Group provides to certain key
management personnel share-based payments, whereby they render
services in exchange for rights over shares (equity-settled
transactions).
The cost of these equity-settled
transactions is measured by reference to the fair value at the date
at which they are granted. The fair value is determined by use of
the Black Scholes model.
In determining the fair value of
the equity-settled transactions, vesting conditions that are not
market conditions are not taken into account.
The cost of equity-settled
transactions is recognised as an expense on a straight-line basis,
together with a corresponding increase in equity, over the period
in which they vest.
The cumulative expense recognised
for equity-settled transactions at each reporting date until the
vesting date reflects:
· the extent to which the vesting period has expired;
and
· the number of awards that, in the opinion of the Directors of
the Group, will ultimately vest.
This opinion is formed based on the
best available information at the reporting date. The impact of the
revision of original estimates, if any, is recognised in profit or
loss such that the cumulative expense reflects the revised
estimate, with a corresponding adjustment to equity
reserves.
Where the terms of an
equity-settled award are modified, as a minimum, an expense is
recognised as if the terms had not been modified. In addition, an
expense is recognised for any increase in the value of the
transaction as a result of the modification, as measured at the
date of modification.
Where an equity-settled award is
cancelled, it is treated as if it had vested on the date of
cancellation, and any expense not yet recognised for the award is
recognised immediately. However, if a new award is substituted for
the cancelled award and designated as a replacement award on the
date that it is granted, the cancelled and new award are treated as
if they were a modification of the original award, as described in
the previous paragraph.
(u) Income tax
Current tax
Current tax is calculated by
reference to the amount of income taxes payable or recoverable in
respect of the taxable profit or tax loss for the year. It is
calculated using tax rates and tax laws that have been enacted or
substantively enacted by the reporting date. Current tax for current and prior years is recognised as a
liability (or asset) to the extent that it is unpaid (or
refundable).
Deferred tax
Deferred tax is accounted for using
the comprehensive balance sheet liability method in respect of
temporary differences arising from differences between the carrying
amount of assets and liabilities and the corresponding tax base of
those items.
In principle, deferred tax
liabilities are recognised for all taxable temporary differences.
Deferred tax assets are recognised to the extent that it is
probable that sufficient taxable amounts will be available against
which deductible temporary differences or unused tax losses and tax
offsets can be utilised. However, deferred tax assets and
liabilities are not recognised if the temporary differences giving
rise to them arise from the initial recognition of assets and
liabilities (other than as a result of a business combination) that
affects neither taxable income nor accounting profit. Furthermore,
a deferred tax liability is not recognised in relation to taxable
temporary differences arising from goodwill.
Deferred tax assets and liabilities
are measured at the tax rates that are expected to apply to the
year(s) when the asset and liability giving rise to them are
realised or settled, based on tax rates (and tax laws) that have
been enacted or substantively enacted by reporting date. The
measurement of deferred tax liabilities and assets reflects the tax
consequences that would follow from the manner in which the
consolidated Group expects, at the reporting date, to recover or
settle the carrying amount of its assets and
liabilities.
Deferred tax assets and liabilities
are offset when they relate to income taxes levied by the same
taxation authority and the Company intends to settle its current
tax assets and liabilities on a net basis.
Current and deferred tax for the year
Current and deferred tax is
recognised as an expense or income in the profit or loss, except
when it relates to items credited or debited directly to
equity/other comprehensive income, in which case the deferred tax
is also recognised directly in equity/other comprehensive income,
or where it arises from the initial accounting for a business
combination, in which case it is taken into account in the
determination of goodwill.
(v) Earnings per
share
Basic earnings per share is
calculated as net profit attributable to owners of the parent,
adjusted to exclude any costs of servicing equity (other than
dividends), divided by the weighted average number of ordinary
shares, adjusted for any bonus element.
Diluted earnings per share is
calculated as net profit attributable to owners of the parent,
adjusted for:
· Costs
of servicing equity (other than dividends);
· The
after-tax effect of dividends and interest associated with dilutive
potential ordinary shares that have been recognised as expenses;
and
· Other
non-discretionary changes in revenues or expenses during the year
that would result from the conversion of dilutive potential
ordinary shares, divided by the weighted average number of ordinary
shares and dilutive potential ordinary shares, adjusted for any
bonus element.
(w) Significant accounting
judgments, estimates and assumptions
In applying the Group's accounting
policies, management continually evaluates judgments, estimates and
assumptions based on experience and other factors, including
expectations of future events that may have an impact on the Group.
All judgments, estimates and assumptions made are believed to be
reasonable based on the most current set of circumstances available
to management. Actual results may differ from the judgments,
estimates and assumptions.
Any revisions to accounting
estimates are recognised in the period in which the estimate is
revised if the revision affects only that period, or in the period
of the revision and future periods if the revision affects both the
current and future periods.
The following are the most critical
estimates and judgments made by management in applying the
accounting policies and have the most significant effect on the
amounts recognised in the financial statements.
Share-based payments
The Group measures the cost of
equity-settled transactions with Directors and employees at the
fair value of the equity instruments at the date at which they are
granted. The fair value is determined using a Black Scholes model.
One of the inputs into the valuation model is volatility of the
underlying share price which is estimated on the historical share
price.
Recovery of the exploration and
evaluation assets
The ultimate recoupment of the
exploration and evaluation assets is dependent upon successful
development and commercial exploitation or alternatively the sale
of the respective areas of interest at an amount at least equal to
book value. At the point that it is determined that any
capitalised exploration and evaluation expenditure is not
recoverable, it is written off.
Going Concern
The Group assesses the going
concern of the Group on a regular basis, reviewing its cash flow
requirements, commitments and status of PSC requirements and
funding arrangements. Refer to Note 2(c) for further
details.
3 Operating segments
Operating segments have been
identified on the basis of internal reports of the Group that are
regularly reviewed by the chief operating decision maker in order
to allocate resources to the segments and to assess their
performance.
The chief operating decision maker
has been identified as the Board of Directors. On a regular basis,
the Board receives financial information on a consolidated basis
similar to the financial statements presented in the financial
report, to manage and allocate their resources. Based on the
information provided to the Board of Directors, the Group has one
operating segment and geographical segment, being Mongolia; as such
no separate disclosure has been provided.
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
$'000
|
$'000
|
|
|
|
|
|
|
|
|
|
| |
4 Revenues and expenses
(a) Revenue
Interest income
|
|
216
|
201
|
Other income:
|
|
|
|
Other
income
|
|
135
|
-
|
|
|
351
|
201
|
(b) Employee benefits
expense
Included in employee benefits
expense are the following:
Wages and salaries
|
|
1,676
|
1,488
|
Bonuses
|
|
11
|
-
|
Non-Executive Directors' fees
(including
Directors of affiliates)
|
142
|
161
|
Consultancy fees
|
|
36
|
30
|
Share-based payments
|
|
211
|
8
|
|
|
2,076
|
1,687
|
(c) Exploration and
evaluation expenditure
Exploration and evaluation expenditure relates to the following
PSCs:
Block XX
|
|
262
|
128
|
Block V
|
|
1,950
|
9
|
|
|
2,212
|
137
|
(d) Other
expenses
Included in other expenses are the
following:
Administration costs
|
|
1,027
|
511
|
PSC administration costs
|
|
335
|
285
|
Audit fees
|
|
72
|
71
|
Travel expenses
|
|
229
|
181
|
|
|
1,663
|
1,048
|
|
|
31 Dec 2023
|
31 Dec
2022
|
|
Note
|
$'000
|
$'000
|
5 Income
tax
Income tax recognised in the
statement of profit or loss:
Tax expense/(benefit)
comprises:
|
|
|
|
Current tax
expense/(benefit)
|
|
-
|
-
|
Deferred tax expense/(benefit)
relating to the
origination and reversal of
temporary differences
|
|
-
|
-
|
Total tax expense/(benefit)
reported in the statement of profit or loss
|
|
-
|
-
|
|
|
|
| |
The prima facie income tax benefit
on pre-tax accounting loss from continuing operations reconciles to
the income tax expense/(benefit) in the financial statements as
follows:
Net (loss)/profit for the
year
|
|
(5,926)
|
(2,949)
|
|
|
|
|
Income tax benefit calculated at
10%
|
(i)
|
593
|
295
|
Effect of different tax rates on
entities in different jurisdictions
|
(ii)
|
(115)
|
(92)
|
Change in unrecognised deferred tax
assets
|
|
(478)
|
(203)
|
|
|
-
|
-
|
(i)
The tax rate used in the above reconciliation is the corporate tax
rate of 10% payable by Mongolian corporate entities on taxable
profits up to 6 billion MNT under Mongolian tax law.
(ii)
Petromatad Invest Limited and Capcorp are exempt of Mongolian
corporate tax on profits derived from the sale of oil under their
PSCs once production commences and are subject to Cayman Islands
income tax at a rate of 0%. As a consequence, no provision for
Mongolian corporate tax or Cayman Islands current tax or deferred
tax has been made in the Company's accounts in relation to
them.
Petro Matad Limited is subject to
Isle of Man income tax at a rate of 0%. As a consequence, no
provision for Isle of Man current tax or deferred tax has been made
in the Company's accounts.
6 (Loss)/Earnings per share
The following reflects the loss and
share data used in the total operations basic and diluted
(loss)/earnings per share computations:
|
|
|
|
|
|
31 Dec 2023
|
31 Dec
2022
|
|
cents per
share
|
cents
per share
|
|
|
|
Basic (loss)/earnings per
share
|
(0.5)
|
(0.3)
|
|
|
|
Diluted (loss)/earnings per
share
|
(0.5)
|
(0.3)
|
|
|
|
|
|
|
|
$'000's
|
$'000's
|
The loss and weighted average number
of ordinary shares used in the calculation of basic and diluted
(loss)/earnings per share are as follows:
|
|
|
|
|
|
Net (loss)/profit attributable to
owners of the parent
|
(5,926)
|
(2,949)
|
|
|
|
Weighted average number of ordinary
shares for the purposes of diluted (loss)/earnings per share (in
thousands)
|
1,090,898
|
898,812
|
|
|
|
Weighted average number of ordinary
shares for the purposes of basic (loss)/earnings per share (in
thousands)
|
1,090,898
|
898,762
|
|
|
|
|
|
|
| |
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
$'000
|
$'000
|
|
|
|
|
|
| |
7 Cash and cash equivalents
|
|
|
|
Cash at bank and in hand
|
|
503
|
1,476
|
|
|
503
|
1,476
|
Cash at bank and in hand earns
interest at fixed and floating rates based on prevailing bank
rates, and the fair value of the above cash and
cash equivalents is $503,000 (2022: $1,476,000) due to the
short-term nature of the instruments.
Reconciliation from the net gain/(loss) after tax to the net
cash flows from operations:
Net (loss)/gain after
tax
|
|
(5,926)
|
(2,949)
|
|
|
|
|
Adjustments for:
|
|
|
|
Depreciation and
amortisation
|
|
190
|
149
|
Expired bond recorded as an
account receivable
|
|
-
|
2,501
|
Share based payments
|
|
211
|
8
|
Unrealised foreign exchange
(gains)/ losses
|
|
(3)
|
24
|
|
|
|
|
Changes in assets and liabilities
|
|
|
|
Decrease/(increase) in trade and
other receivables
|
|
2,169
|
(2,586)
|
Decrease/(increase) in
prepayments
|
|
(21)
|
38
|
Decrease/(increase) in
inventory
|
|
-
|
6
|
Increase/(decrease) in trade and
other payables
|
|
(108)
|
79
|
|
|
|
|
Net cash flows used in operating
activities
|
|
(3,488)
|
(2,730)
|
Non-cash investing and financing
activities
There were no non-cash investing or
financing activities undertaken in the 2023 financial year or prior
year (2022: $0.00).
8 Trade and other
receivables
Current
|
|
|
|
Other debtors
|
|
438
|
2,607
|
|
|
438
|
2,607
|
All amounts are recoverable and are
not considered past due or impaired.
2022 account receivables include
the receivable from TDB Capital for expired bond for which the
money was received on 4 January 2023.
9 Prepayments
Prepayments
|
|
159
|
138
|
|
|
159
|
138
|
10 Financial assets
Long Term Deposits
|
|
3,529
|
1,017
|
|
|
3,529
|
1,017
|
The Group holds term deposits with
an average weighted interest rate of 6.74%. The deposits have
maturity dates greater than 3 months. None of these assets had been
past due or impaired at the end of the reporting period.
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
$'000
|
$'000
|
11 Inventory
Raw materials
|
|
215
|
215
|
|
|
215
|
215
|
Inventory are mainly consumables,
including casing, mud and drilling materials purchased for Block
XX.
12 Exploration and evaluation
assets
Exploration and evaluation
assets
|
|
15,275
|
15,275
|
|
|
15,275
|
15,275
|
The exploration and evaluation
asset arose following the initial acquisition in February 2007 of
50% of Petromatad Invest Limited, together with acquisition on 12
November 2007 of the remaining 50% not already held by the Group,
for a consideration of 23,340,000 ordinary shares credited as fully
paid up and with an estimated fair value of $0.50 per share, taking
into account assets and liabilities acquired on acquisition. This
relates to the exploration and evaluation of PSC Block
XX.
The ultimate recoupment of
exploration and evaluation expenditure is dependent upon successful
development and commercial exploitation or alternatively the sale
of the respective areas of interest at an amount at least equal to
book value.
Management have reviewed for
impairment indicators on Block XX and no impairment has been
noted.
During 2020, the Company was
focused on providing all necessary documentation to the Mongolian
regulator in an effort to obtain approval for its Exploitation
Licence application, which would then enable development of its
2019 Heron discovery in the northern area of Block XX. The
Exploitation Licence was approved on 5 July 2021, which allows the
Company to be able to appraise, develop and produce oil from the
area for a 25-year term, extendable by up to 10-years (two times
5-years)
13 Property, plant and equipment and
Right-of-Use asset
Plant and equipment at
cost
|
|
939
|
925
|
Accumulated depreciation and
impairment
|
|
(700)
|
(664)
|
|
|
239
|
261
|
|
|
|
|
Right-of-Use asset
|
|
132
|
122
|
Accumulated depreciation -
Right-of-Use asset
|
|
(33)
|
(30)
|
|
|
99
|
92
|
Reconciliation of carrying amounts
at the beginning and end of the year:
|
|
|
|
|
|
|
Plant
and equipment
Total
|
Right-of-Use asset
Total
|
Total
Total
|
|
|
|
$'000
|
$'000
|
$'000
|
|
|
|
|
|
|
|
As at 1 January 2022 (net of
accumulated depreciation)
|
|
99
|
93
|
192
|
|
Additions
|
|
212
|
122
|
334
|
|
Disposals
|
|
-
|
-
|
-
|
|
Foreign exchange
|
|
(16)
|
(8)
|
(24)
|
|
Depreciation charge for the
year
|
|
(34)
|
(115)
|
(149)
|
|
As at 31 December 2022 (net of
accumulated depreciation)
|
|
261
|
92
|
353
|
|
|
|
|
|
|
|
Additions
|
|
28
|
144
|
172
|
|
Foreign exchange
|
|
2
|
1
|
3
|
|
Depreciation charge for the
year
|
|
(52)
|
(138)
|
(190)
|
|
As at 31 December 2023 (net of
accumulated depreciation)
|
|
239
|
99
|
338
|
|
|
|
|
|
|
|
|
| |
The following useful lives are used
in the calculation of depreciation: Plant and equipment - 2
to 10 years
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
$'000
|
$'000
|
|
|
|
|
|
|
|
|
|
| |
14 Trade and other payables
(current)
Trade payables
|
|
348
|
456
|
|
|
348
|
456
|
Trade payables are non-interest
bearing and are normally settled within 60 day terms.
15 Issued capital
Ordinary Shares
|
|
|
|
|
1,113,883,601 shares issued and fully paid
(2022: 898,761,649)
|
|
160,176
|
154,057
|
|
|
160,176
|
154,057
|
|
|
|
|
| |
Movements in ordinary shares on
issue:
|
Number
of Shares
|
Issue
Price
$
|
$'000
|
|
|
|
|
As at 1 January 2022
|
898,761,649
|
|
154,057
|
|
|
|
|
No transactions during
2022
|
|
|
-
|
As at 31 December 2022
|
898,761,649
|
|
154,057
|
|
|
|
|
Placement shares through Shore
Capital on 10 Feb 2023 (note (a))
|
94,787,994
|
$0.030
|
2,866
|
Placement shares through Zeus on
10 February 2023 (note (b))
|
67,000,626
|
$0.030
|
2,027
|
Direct subscription shares on 10
February 2023 (note (c))
|
33,333,332
|
$0.031
|
1,025
|
Open Offer shares on 10 February
2023 (note (d))
|
20,000,000
|
$0.030
|
605
|
Capital raising cost
|
|
|
(404)
|
As at 31 December 2023
|
1,113,883,601
|
|
160,176
|
|
|
|
|
(a) On 10 February
2023, the Company concluded a placing by issuing 94,787,994 shares
at a price of GBP0.025 per share arranged through its nominated
adviser, broker and joint book runner for the purposes of the
Placing, Shore Capital Stockbrokers.
(b) On 10 February
2023, the Company concluded a placing by issuing 67,000,626 shares
at a price of GBP0.025 per share arranged through its broker and
joint book runner for the purposes of the Placing, Zeus
Capital.
(c) On 10 February
2023, the Company issued 33,333,332 shares through direct
subscriptions at a price of GBP0.025 per share.
(d) On 10 February
2023, the Company issued 20,000,000 shares to shareholders at a
price of GBP0.025 per share through a retail offering on the
Bookbuild platform.
16 Reserves
A detailed breakdown of the
reserves of the Group is as follows:
|
Merger
reserve
|
Equity
benefits reserve
|
Foreign
currency translation
|
Total
|
|
$'000
|
$'000
|
$'000
|
$'000
|
|
|
|
|
|
As at 1 January 2022
|
831
|
570
|
(1,219)
|
182
|
Currency translation
differences
|
-
|
-
|
(149)
|
(149)
|
Expiry of Options
|
-
|
(33)
|
-
|
(33)
|
Exercise of Awards
|
-
|
-
|
-
|
-
|
Share based payments
|
-
|
8
|
-
|
8
|
As at 31 December 2022
|
831
|
545
|
(1,368)
|
8
|
|
|
|
|
|
Currency translation
differences
|
-
|
-
|
26
|
26
|
Expiry of Options
|
-
|
(2)
|
-
|
(2)
|
Exercise of Awards
|
-
|
-
|
-
|
-
|
Share based payments
|
-
|
211
|
-
|
211
|
As at 31 December 2023
|
831
|
754
|
(1,342)
|
243
|
Nature and purpose of
reserves
Merger reserve
The merger reserve arose from the
Company's acquisition of Capcorp on 12 November 2007. This
transaction is outside the scope of IFRS 3 'Business Combinations'
and as such Directors have elected to use UK Accounting Standards
FRS 6 'Acquisitions and Mergers'. The difference, if any, between
the nominal value of the shares issued plus the fair value of any
other consideration, and the nominal value of the shares received
in exchange are recorded as a movement on other reserves in the
consolidated financial statements.
Equity benefits reserve
The equity benefits reserve is
used to record the value of Options and Conditional Share Awards
provided to employees and Directors as part of their remuneration,
pursuant to the Group's Long-Term Equity Incentive Plan (Plan or
Group's Plan). Refer to Note 17 for further details of these
plans.
Foreign currency translation
reserve
The foreign currency translation
reserve is used to record exchange differences arising from the
translation of the financial statements of foreign
subsidiaries.
17 Share based payments
(a) Long Term Equity
Incentive Plan
(Plan or Group's Plan)
The Group provides long
term incentives to employees (including Executive
Directors), Non-Executive Directors and consultants through the Group's
Plan based on the achievement of certain performance criteria.
The Plan provides
for share awards in the form of Options and Conditional
Share Awards. The incentives are awarded at
the discretion of the Board, or in the case of Executive Directors,
the Remuneration Committee of the Board, who determine the level of
award and appropriate vesting, service and performance conditions
taking into account market practice and the need to recruit and
retain the best people.
Options may be exercised, subject
only to continuing service, during such period as the Board may
determine. Options have a term of 10 years.
Conditional Share Awards shall vest
subject to continuing service and appropriate and challenging
service and performance conditions determined by the Remuneration
Committee relating to the overall performance of the
Group.
Conditional Share Awards based on
performance conditions will vest on achievement of the following
performance conditions:
·
25% vest on the first discovery of oil on a
commercial scale, determined by management as being 5 July 2021
upon the award of the Exploitation License;
·
25% vest on the first production of oil on a
commercial scale, estimated by management as to be achieved prior
to 31 December 2024; and
·
50% vest on the Company achieving the sale of 1
million barrels of oil, estimated by management as being by 31 December
2025.
Other Conditional Share Awards have
service conditions tied to employment continuity and are available
for vesting in three equal annual instalments on various
dates.
(b) Option pricing
model
The fair value of Options granted
is estimated as at the date of grant using the Black Scholes model,
taking into account the terms and conditions upon which the Options
were granted.
No Options have been issued during
2022 and following table summarizes Options granted during 2023,
along with relevant details in relation to the grant.
|
29 May
2023
|
Options Granted
|
12,147,000
|
Share price at grant date
|
$0.0593
|
Expected Volatility (%)
|
55
|
Risk-free interest rates
(%)
|
4.5%
|
Exercise Price (in GBP)
|
0.0480
|
Estimate fair value of
option
|
$0.0407
|
Options granted above are
exercisable as follows:
·
33% one year after grant date
·
33% two years after grant date
·
34% three years after grant date
(c) Movement in Share
Options
The weighted average fair value for
all Options in existence as at 31 December 2023 is 0.04 (2022:
0.05).
|
Opening
balance at 1 January 2022
|
Granted
during the year
|
Forfeited during the year
|
Exercised during the year
|
Closing
balance as at 31 December 2022
|
Exercisable as at 31 December 2022
|
|
|
|
|
|
|
|
Grant of Options on 25 Apr
2012
|
100,000
|
-
|
(100,000)
|
-
|
-
|
-
|
Grant of Options on 16 Jul
2012
|
24,000
|
-
|
(24,000)
|
-
|
-
|
-
|
Grant of Options on 4 Dec
2012
|
6,000
|
-
|
(6,000)
|
-
|
-
|
-
|
Grant of options on 9 July
2013
|
50,000
|
-
|
-
|
-
|
50,000
|
50,000
|
|
180,000
|
-
|
(130,000)
|
-
|
50,000
|
50,000
|
Weighted Average Exercise Price
(cents per option)
|
24.2
|
-
|
31.07
|
-
|
6.33
|
6.33
|
|
Opening
balance at 1 January 2023
|
Granted
during the year
|
Lapsed
during the year
|
Exercised during the year
|
Closing
balance as at 31 December 2023
|
Exercisable as at 31 December 2023
|
|
|
|
|
|
|
|
Grant of options on 9 July
2013
|
50,000
|
-
|
(50,000)
|
-
|
-
|
-
|
Grant of options on 29 May
2023
|
-
|
12,147,000
|
(759,000)
|
-
|
11,388,000
|
-
|
|
50,000
|
12,147,000
|
(809,000)
|
-
|
11,388,000
|
-
|
Weighted Average Exercise Price
(cents per option)
|
6.33
|
5.93
|
5.56
|
-
|
5.93
|
-
|
(d) Share Options Contractual
Life
The weighted average remaining
contractual life of outstanding share Options is 9.4 year (2022:
0.5 years).
(e) Conditional Share Awards pricing
model
The fair value of Conditional Share
Awards granted is estimated as at the date of grant using the Black
Scholes model, taking into account the terms and conditions upon
which the Awards were granted.
No awards were granted in 2022 and
2023.
(f) Movement in Conditional Share
Awards
The weighted average fair value for
all Awards in existence as at 31 December 2023 is 0.84 (2022:
0.84)
Consolidated
|
Opening
balance at 1 January 2022
|
Granted
during the year
|
Exerci-sed during the year
|
Forfei-ted during the year
|
Closing
balance
as at
31 December 2022
|
Exercisable as at 31 December 2022
|
|
|
|
|
|
|
|
Grant of Conditional Share Awards
on 3 Jun 2008
|
123,750
|
-
|
-
|
-
|
123,750
|
-
|
Grant of Conditional Share Awards
on 8 Apr 2009
|
60,000
|
-
|
-
|
-
|
60,000
|
-
|
Grant of Conditional Share Awards
on 9 Jul 2010
|
214,500
|
-
|
-
|
-
|
214,500
|
-
|
Grant of Conditional Share Awards
on 6 Apr 2011
|
18,000
|
-
|
-
|
-
|
18,000
|
-
|
Grant of Conditional Share Awards
on 5 Jul 2011
|
135,000
|
-
|
-
|
-
|
135,000
|
-
|
Grant of Conditional Share Awards
on 22 Nov 2011
|
37,500
|
-
|
-
|
-
|
37,500
|
-
|
Grant of Conditional Share Awards
on 5 Dec 2011
|
21,450
|
-
|
-
|
-
|
21,450
|
-
|
Grant of Conditional Share Awards
on 25 Apr 2012
|
75,000
|
-
|
-
|
-
|
75,000
|
-
|
Grant of Conditional Share Awards
on 4 Dec 2012
|
2,250
|
-
|
-
|
-
|
2,250
|
-
|
Grant of Conditional Share Awards
on 9 Jul 2013
|
90,000
|
-
|
-
|
-
|
90,000
|
-
|
|
777,450
|
-
|
-
|
-
|
777,450
|
-
|
|
|
|
|
|
|
|
Weighted Average Exercise Price
(cents per award)
|
1.00
|
-
|
-
|
-
|
1.00
|
-
|
|
|
|
|
|
|
|
|
|
| |
Consolidated
|
Opening
balance at 1 January 2023
|
Granted
during the year
|
Exercis-ed during the year
|
Lapsed
during the year
|
Closing
balance
as at
31 December 2023
|
Exercisable as at 31 December 2023
|
|
|
|
|
|
|
|
Grant of Conditional Share Awards
on 3 Jun 2008
|
123,750
|
-
|
-
|
-
|
123,750
|
-
|
Grant of Conditional Share Awards
on 8 Apr 2009
|
60,000
|
-
|
-
|
-
|
60,000
|
-
|
Grant of Conditional Share Awards
on 9 Jul 2010
|
214,500
|
-
|
-
|
-
|
214,500
|
-
|
Grant of Conditional Share Awards
on 6 Apr 2011
|
18,000
|
-
|
-
|
-
|
18,000
|
-
|
Grant of Conditional Share Awards
on 5 Jul 2011
|
135,000
|
-
|
-
|
-
|
135,000
|
-
|
Grant of Conditional Share Awards
on 22 Nov 2011
|
37,500
|
-
|
-
|
-
|
37,500
|
-
|
Grant of Conditional Share Awards
on 5 Dec 2011
|
21,450
|
-
|
-
|
-
|
21,450
|
-
|
Grant of Conditional Share Awards
on 25 Apr 2012
|
75,000
|
-
|
-
|
-
|
75,000
|
-
|
Grant of Conditional Share Awards
on 4 Dec 2012
|
2,250
|
-
|
-
|
-
|
2,250
|
-
|
Grant of Conditional Share Awards
on 9 Jul 2013
|
90,000
|
-
|
-
|
-
|
90,000
|
-
|
|
777,450
|
-
|
-
|
-
|
777,450
|
-
|
|
|
|
|
|
|
|
Weighted Average Exercise Price
(cents per award)
|
1.00
|
-
|
-
|
-
|
1.00
|
-
|
|
|
|
|
|
|
| |
(g) Conditional Share Awards Contractual
Life
The weighted average remaining
contractual life of outstanding Conditional Share Awards is 4.5
years (2022: 5.5 years).
(h) Summary of Share Based
Payments
A reconciliation of all share-based
payments made during the year is as follows:
|
|
31 Dec 2023
|
31 Dec
2022
|
|
Note
|
$'000
|
$'000
|
|
|
|
|
Vesting of Options and
Awards
|
17
|
211
|
8
|
|
|
211
|
8
|
|
|
|
|
Lapsed Options
|
17
|
(2)
|
(33)
|
|
|
(2)
|
(33)
|
18 Commitments and contingencies
(a) Operating lease commitments
Operating leases relate to premises
used by the Group in its operations, generally with terms between 2
and 5 years. Some of the operating leases contain options to extend
for further periods and an adjustment to bring the lease payments
into line with market rates prevailing at that time. The leases do
not contain an option to purchase the leased property.
Operating Leases:
|
|
|
|
|
Within one year
|
|
-
|
-
|
After one year but not more than
five years
|
|
-
|
-
|
Greater than five years
|
|
-
|
-
|
|
|
-
|
-
|
|
|
|
|
| |
(b) Exploration expenditure
commitments
Petromatad Invest Limited and
Capcorp have minimum spending obligations, under the terms of their
PSCs on Blocks V and XX with MRPAM.
The amounts set out below do not
include general and administrative expenses.
Production Sharing Contract
Fees:
|
|
|
|
Within one year
|
|
200
|
286
|
After one year but not more than
five years
|
|
434
|
548
|
Greater than five years
|
|
1,433
|
1,518
|
|
|
2,067
|
2,352
|
Minimum Exploration Work
Obligations:
|
|
|
|
Within one year
|
|
|
|
Greater than one year but no more
than five years
|
|
-
|
-
|
Greater than five years
|
|
6,449
|
6,480
|
|
|
6,449
|
6,480
|
(c) Contingencies
On 5 August 2016, Shell through its
Affiliate company announced it would be withdrawing from Blocks IV
and V in West/Central Mongolia. As part of the negotiations leading
to formal Mongolian Government approval of the reassignment of
interest from Shell's Affiliate to the Company's Affiliate, Shell
agreed to a payment of $5 million to be remitted to the Company's
Affiliate upon such government approval being received. A condition
to the payment by Shell is that the proceeds are required to be
repaid to Shell by the Company in the event a farmout is concluded
in future prior to the development of either Block IV or V. Block
IV has since been relinquished by the Company in its entirety and
Block V will be relinquished in its entirety in July 2024, at which
point the conditional payment will no longer be applicable. The $5
million payment was received on 1 February 2017.
19 Related party disclosures
The immediate parent and ultimate
controlling party of the Group is Petro Matad Limited.
The consolidated financial
statements include the financial statements of Petro Matad Limited
and the subsidiaries listed in the following table:
|
|
Equity
Interest
|
|
|
|
|
|
Country
of
|
2023
|
2022
|
|
Incorporation
|
%
|
%
|
|
|
|
|
Central Asian Petroleum Corporation
Limited
|
Cayman
Islands
|
100
|
100
|
Capcorp Mongolia LLC
|
Mongolia
|
100
|
100
|
Petromatad Invest
Limited
|
Cayman
Islands
|
100
|
100
|
Petro Matad LLC
|
Mongolia
|
100
|
100
|
Sunsteppe Renewable Energy Pte.
Ltd.
(formerly Petro Matad Singapore
Pte. Ltd.)
|
Singapore
|
100
|
100
|
Petro Matad Energy
Limited
|
Isle of
Man
|
100
|
-
|
Sun Steppe Power LLC
|
Mongolia
|
50
|
-
|
|
|
|
|
|
|
|
| |
Subsidiary Details
Central Asian Petroleum
Corporation Limited (Capcorp) was acquired on 12 November 2007.
Petro Matad Limited holds 43,340,000 ordinary shares
of $0.01
each.
Capcorp Mongolia LLC is 100% owned
by Capcorp. Capcorp holds 1,000,000 ordinary shares of
MNT150 each.
Petromatad Invest Limited was
acquired on 12 November 2007. 25,000 shares of $1 each held by
Capcorp was transferred to Petro Matad Limited on 25 November 2019
resulting in Petro Matad Limited holding 50,000 shares of $1
each.
Petro Matad LLC is 100% owned by Petromatad Invest Limited.
Petromatad Invest Limited holds 15,000 ordinary
shares of MNT10,000 each.
Petro Matad Singapore Pte. Ltd was
100% owned by Petro Matad Limited who held 50,000 ordinary shares
of SG$1.On 20 February 2024, the Company transferred 50% of Petro
Matad Singapore Pte. Ltd to Sunsteppe Energy LLC and is currently
holding 25,000 ordinary shares of SG$1. Petro Matad Singapore Pte.
Ltd was also renamed as Sunsteppe Renewable Energy Pte.
Ltd.
Petro Matad Energy Limited is 100%
owned by Petro Matad Limited. Petro Matad Limited holds 50,000
Ordinary shares of $1 each.
On 13 April 2023, the Company
formed Sun Steppe Power LLC, incorporated in Mongolia, which is a
50% owned subsidiary of Petro Matad LLC and 50% owned by Sunsteppe
Energy LLC.
Balances and transactions between
the Company and its subsidiaries, which are related parties of the
Company, have been eliminated on consolidation and are not
disclosed in this note.
Petrovis Matad Inc.
(Petrovis) is a major shareholder of
the Company,
holding approximately 19.92% of the shareholding at year end of
2023.
20 Key management personnel
(a) Details of Directors
The names of the Company's
Directors, having authority and responsibility for planning,
directing and controlling the activities of the Group, in office
during 2022 and 2023, are as below:
The Directors were in office until
the date of this report and for this entire period unless otherwise
stated.
Directors
Enkhmaa
Davaanyam
Non-Executive
Chairperson
Timothy Paul
Bushell
Non-Executive Director
Michael James
Buck
Chief Executive
Officer
Shinezaya
Batbold
Non-Executive Director
(b) Compensation of Directors
|
|
Consolidated
|
|
|
|
|
|
|
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
|
$'000
|
$'000
|
|
|
|
|
|
|
Short-term employee
benefits
|
|
672
|
685
|
|
Share based payment
expense
|
|
15
|
3
|
|
|
|
687
|
688
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
(c) Other key management personnel
transactions
There were no other key management
personnel transactions during the year (2022: Nil).
21 Financial risk management objectives and
policies
The Group's principal financial
instruments comprise cash and short-term deposits classified as
loans and receivables financial assets.
The main purpose of these financial
instruments is to raise capital for the Group's
operations.
The Group also has various other
financial instruments such as trade debtors and trade creditors,
which arise directly from its operations. It is, and has been
throughout the year under review, the Group's policy that no
trading in financial instruments shall be undertaken.
The main risks arising from the
Group's financial instruments are interest rate risk, foreign
currency risk, credit risk and liquidity risk.
The Board is responsible for
identification and control of financial risks. The Board reviews
and agrees policies for managing each of these risks as summarised
below.
Risk Exposures and Responses
Interest rate
risk
Interest rate risk is the risk that
the value of a financial instrument or cash flow associated with
the instrument will fluctuate due to changes in market interest
rate. Interest rate risk arises from fluctuations in interest
bearing financial assets and liabilities that the Group uses.
Interest bearing assets comprise cash and cash equivalents which
are considered to be short-term liquid assets. It is the Group's
policy to settle trade payables within the credit terms allowed and
the Group does therefore not incur interest on overdue
balances.
The following table sets out the carrying amount of the
financial instruments that are exposed to interest rate
risk:
|
|
31 Dec 2023
|
31 Dec
2022
|
|
Weighted Average Int. rate
|
$'000
|
$'000
|
Financial Assets
|
|
|
|
Cash and cash
equivalents
|
0.00%
|
503
|
1,476
|
*Other financial assets
|
6.74%
|
3,529
|
1,017
|
|
|
4,032
|
2,493
|
Trade and other
receivables
|
0%
|
438
|
2,607
|
|
|
4,470
|
5,100
|
Financial Liabilities
|
|
|
|
Trade and other payables
|
0%
|
348
|
456
|
|
|
348
|
456
|
Net exposure
|
|
4,122
|
4,644
|
*Other financial assets are
comprised of cash deposits placed in the banks for terms exceeding
90 days.
Sensitivity Analysis
If the interest rate on cash
balances at 31 December 2022 and 2023 weakened/strengthened by 1%,
there would be no material impact on profit or loss. There would be
no effect on the equity reserves other than those directly related
to other comprehensive income movements.
Foreign currency
risk
As a result of operations overseas,
the Group's statement of financial position can be affected by
movements in various exchange rates.
The functional currency of Petro
Matad Limited and presentational currency of the Group is deemed to
be USD because the future revenue from the sale of oil will be
denominated in USD and the costs of the Group are likewise
predominately in USD. Some transactions are however dominated in
currencies other than USD. These transactions comprise operating
costs and capital expenditure in the local currencies of the
countries where the
Group operates. These currencies have a close relationship to the
USD and management believes that changes in the exchange rates will
not have a significant effect on the Group's financial
statements.
The Group does not use forward
currency contracts to eliminate the currency exposures on any
individual transactions.
The following significant exchange rates applied during the
year:
|
|
Average
rate
|
Spot rate at the balance
date
|
USD
|
|
2023
|
2022
|
2023
|
2022
|
|
|
|
|
|
|
Mongolian Tugrug (MNT) 1
|
|
3,465.85
|
3,139.80
|
3,410.69
|
3,444.60
|
|
|
|
|
|
|
Australian Dollar (AUD)
1
|
|
1.506204
|
1.450052
|
1.468020
|
1.472423
|
Great British Pound (GBP)
1
|
|
0.804479
|
0.811255
|
0.785462
|
0.829194
|
Sensitivity Analysis
A 5% strengthening/weakening of the
MNT against USD at 31 December 2022 and 2023 would not have a
material effect on profit and loss or on equity.
Price risk
The Group's exposure to price risk
is minimal as the Group is currently not revenue producing other than from interest
income.
Credit risk
Credit risk is the risk of
financial loss to the Group if a customer or counterparty to a
financial instrument fails to meet its contractual obligations. The
Group is exposed to credit risk on its cash and cash equivalents
and other receivables as set out in Notes 7 and 8 which also
represent the maximum exposure to credit risk. The
Group only deposits
surplus cash with well-established financial institutions of high
quality credit standing.
In addition, receivable balances
are monitored on an ongoing basis with the result that the Group's
exposure to bad debts is not significant.
There are no significant
concentrations of credit risk within the Group.
Maximum exposure to credit risk at reporting
date:
|
|
|
|
|
|
|
|
|
31 Dec 2023
|
31 Dec
2022
|
|
Note
|
$'000
|
$'000
|
Financial Assets
|
|
|
|
Trade and other
receivables
|
8
|
438
|
2,607
|
Net exposure
|
|
438
|
2,607
|
Impairment Losses:
None of the Group's receivables are
past due at 31 December 2023 (2022: Nil)
Liquidity
risk
Liquidity risk is the risk that the
Group will not be able to meet its financial obligations as they
fall due.
The Group's approach to managing
liquidity is to ensure, as far as possible, that it will always
have sufficient liquidity to meet its liabilities when due, under
both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the Group's reputation.
The Group's objective is to ensure
that sufficient funds are available to allow it to continue its
exploration and development activities.
The following table details the
Group's expected maturity for its non-derivative financial assets.
The table has been drawn up based on the undiscounted maturities of
the financial assets including interest that will be earned on
those assets.
|
Weighted average interest rate
|
6
months or less
|
6-12
months
|
1-5
years
|
over 5
years
|
Total
|
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
0.00%
|
503
|
-
|
-
|
-
|
503
|
Trade and other
receivables
|
-
|
438
|
-
|
-
|
-
|
438
|
Financial Assets
|
6.74%
|
3,529
|
-
|
-
|
-
|
3,529
|
As at 31 December 2023
|
|
4,470
|
-
|
-
|
-
|
4,470
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
0.00%
|
1,476
|
-
|
-
|
-
|
1,476
|
Trade and other
receivables
|
-
|
2,607
|
-
|
-
|
-
|
2,607
|
Financial Assets
|
2.92%
|
1,017
|
-
|
-
|
-
|
1,017
|
As at 31 December 2022
|
|
5,100
|
-
|
-
|
-
|
5,100
|
The remaining contractual maturities of the Group's and parent
entity's financial liabilities are:
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
$'000
|
$'000
|
|
|
|
|
6 months or less
|
|
348
|
456
|
6-12 months
|
|
-
|
-
|
1-5 years
|
|
-
|
-
|
over 5 years
|
|
-
|
-
|
|
|
348
|
456
|
All of the Group's amounts payable
and receivable are current.
Further, the Group has exploration
expenditure commitments on its PSCs as disclosed in Note
18(b).
Fair Value of Financial
Assets and Liabilities
The fair value of cash and cash
equivalents and non-interest bearing financial assets and financial
liabilities of the Group approximate their carrying value due to
their short term duration.
|
|
Fair Value Hierarchy as at 31
December 2023
|
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
Financial Assets
|
|
|
|
|
|
Trade and other
receivables
|
|
-
|
438
|
-
|
438
|
Total
|
|
-
|
438
|
-
|
438
|
|
|
|
|
|
|
Financial Liabilities
|
|
|
|
|
|
Trade and other payables
|
|
-
|
348
|
-
|
348
|
Total
|
|
-
|
348
|
-
|
348
|
|
|
Fair Value Hierarchy as at 31
December 2022
|
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
Financial Assets
|
|
|
|
|
|
Trade and other
receivables
|
|
-
|
2,607
|
-
|
2,607
|
Total
|
|
-
|
2,607
|
-
|
2,607
|
|
|
|
|
|
|
Financial Liabilities
|
|
|
|
|
|
Trade and other payables
|
|
-
|
456
|
-
|
456
|
Total
|
|
-
|
456
|
-
|
456
|
The fair values of the financial
assets and financial liabilities included in the level 2 category
above have been determined in accordance with generally accepted
pricing models based on a discounted cash flow analysis, with the
most significant inputs being the discount rate that reflects the
credit risk of counterparties.
22 Capital
management
The Group's objectives when
managing capital are to safeguard the Group's ability to continue
as a going concern in order to provide returns for shareholders and
benefits for other stakeholders and to maintain an optimal capital
structure to reduce the cost of capital. The management of
the Group and the
Group's capital is regularly reviewed by the Board. The
capital structure of the Group consists of cash and bank balances
(Note 7) and equity of the Group (comprising issued capital,
reserves and retained earnings as detailed in Notes 15 and 16).
This is reviewed by the Board of Directors as part of their regular
Board meetings.
The Group monitors its capital
requirements based on the funding required for its exploration and
development activities in Mongolia and operations of the
Company.
The Group is not subject to
externally imposed capital requirements.
23 Events after the reporting
date
On 20 February 2024, the Company
transferred 50% of Petro Matad Singapore Pte. Ltd to Sunsteppe
Energy LLC. Petro Matad Singapore Pte. Ltd was also renamed as
Sunsteppe Renewable Energy Pte. Ltd. The Company is currently in
process of transferring Sun Steppe Power LLC to be a wholly owned
subsidiary of Sunsteppe Renewable Energy Pte. Ltd.
The Company has had its application
for land access for 2024 operations approved by the Matad District
Citizen Representative Hural. A land use agreement enabling access
to land for 2024 planned operations is in process of being
finalized.
24 Auditors'
remuneration
The auditor of Petro Matad Limited
is Hall Chadwick (WA) Pty Ltd.
|
|
31 Dec 2023
|
31 Dec
2022
|
|
|
$'000
|
$'000
|
Amounts received or due and
receivable by Hall Chadwick (WA) Pty Ltd:
|
|
|
|
- an audit or review of the
financial report of the entity and any other entity in the
Group
|
|
41
|
33
|
- other services in relation
to the entity and any other entity in the Group
|
|
-
|
-
|
|
|
41
|
33
|
Amounts received or due and
receivable by Deloitte Onch Audit LLC for:
|
|
|
|
- an audit or review of the
financial report of subsidiary entities
|
|
23
|
23
|
- other services in relation
to the subsidiary entities
|
|
-
|
-
|
|
|
23
|
23
|
Amounts received or due and
receivable by Deloitte Infinity Assurance LLP for:
|
|
|
|
- an audit or review of the
financial report of subsidiary entities
|
|
8
|
15
|
- other services in relation
to the subsidiary entities
|
|
-
|
-
|
|
|
8
|
15
|
|
|
72
|
71
|
25 Other Information
Registered
Office:
Victory House
Douglas
Isle of Man
IM1 1EQ