25 September 2017
Path Investments plc
("Path" or the "Company")
Interim Results for the six months to 30 June 2017
Path Investments plc (TIDM: PATH), the energy investment company, announces its interim results for the six months to 30 June 2017.
Highlights
· Admission to the Standard List segment of the Main Market of the London Stock Exchange on 30 March 2017 ("Admission")
· Placing to raise £1.4 million at Admission
· 27 potential investment opportunities considered since Admission
· 7 investments currently under consideration, with 2 in advanced stages of discussion
· Profit before tax £73,048 (H1 2016 loss of £1,598,832)
· Earnings per share 0.067p (H1 2016 loss of 7.39p per share)
Commenting, Christopher Theis, Chief Executive of Path, said: "The first half of 2017 was a transformational period for the Company with the Admission to the Standard List. Since Admission we have been extremely busy investigating potential investment opportunities that may meet our criteria. We continue to believe that there is a significant opportunity to acquire interests in assets owned by financially distressed exploration led oil and gas companies and are exploring a number of potential transactions in detail. We look forward to providing further updates on these as appropriate."
Enquiries:
Path Investments plc Christopher Theis Andy Yeo
|
020 3053 8671 |
Shard Capital (Broker and Financial Adviser) Simon Leathers Damon Heath
|
0207 186 9900 |
IFC Advisory (Financial PR & IR) Tim Metcalfe Heather Armstrong Miles Nolan
|
020 3053 8671 |
About Path Investments plc
Path is an investment company with the objective of acquiring oil and gas production, or near production, assets which possess a lower risk profile than exploration or development assets. The company has a highly experienced management team and has a worldwide pipeline of potential opportunities.
INTERIM MANAGEMENT REPORT
Chairman's Report
This is my first report since our successful flotation onto the Standard List segment of the Official List of the London Stock Exchange on 30 March 2017. At that time, we welcomed a number of new shareholders to the Company who, with our existing members, wished to grasp the opportunities presented by the current disequilibrium in the energy markets.
Since then your directors have considered some 27 potential investments, the majority of which have been dispensed with, at or before the due diligence stage. Of that number, there are currently 7 investment candidates possessing what your directors believe are features capable of generating the most attractive returns for shareholders, of which 2 are at an advanced stage of discussion. Whilst there can be no certainty that those discussions will lead to completed transactions, the directors are hopeful at this time that the significant progress to date on both deals augurs well for the future.
At the time of our General Meeting on 22nd May 2017 two of our former directors, Donal Boylan and Rakesh Patel, chose to step down from their Board duties. We are very grateful for their help and guidance through some very difficult times, but are pleased to report that they have continued to provide assistance to the Company and remain very supportive of the business.
It remains your Board's belief that the imbalance within the energy markets may well remain at least for the next 2 to 3 years. Opportunities for potential transactions meeting our returns criteria continue to present themselves to us. We have been encouraged by our progress to date and look forward to updating our shareholders further shortly.
Brent Fitzpatrick
Non-executive Chairman
25th September 2017
Financial Review
For the six months to 30 June 2017, the Company recorded a profit before tax of £73,048. There was no income in the period.
Cash flow
During the period, in relation to its Admission to the Standard List Segment of the Main Market of the London Stock Exchange, the Company raised £1.4 million [before expenses] from an issue of 140 million additional Ordinary Shares for a subscription price of £0.01.
As at 30 June 2017 the Company held £586,726 in the bank account.
STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2017
|
Notes |
Six months ended 30 June |
Six months ended 30 June |
Year ended 31 December |
|
|
2017 |
2016 |
2016 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£ |
£ |
£ |
Administrative expenses |
3 |
110,543 |
(548,838) |
(782,195) |
Total administrative expenses |
|
110,543 |
(548,838) |
(782,195) |
|
|
|
|
|
|
|
|
|
|
Operating profit/(loss) |
|
110,543 |
(548,838) |
(782,195) |
|
|
|
|
|
Finance income |
|
5 |
6 |
8 |
Finance cost |
|
(37,500) |
- |
(75,500) |
Amounts written off investments |
5 |
- |
(1,050,000) |
(1,050,000) |
|
|
|
|
|
Profit/(loss) on ordinary activities before taxation |
|
73,048 |
(1,598,832) |
(1,907,687) |
|
|
|
|
|
Tax on profit/(loss) on ordinary activities |
|
- |
- |
- |
|
|
|
|
|
Profit/(loss) for the year and total comprehensive loss for year |
|
73,048 |
(1,598,832) |
(1,907,687) |
|
|
|
|
|
|
|
|
|
|
Profit/(loss) per share (pence) |
|
|
|
|
- Basic & diluted |
4 |
0.067 |
(7.39) |
(8.74) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All operating income and operating gains and losses relate to continuing activities.
STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2017
|
Share Capital |
Share Premium |
Share based payments reserve |
Retained earnings |
Total |
|
£ |
£ |
£ |
£ |
£ |
As at 1 January 2016 |
8,578,088 |
24,134,750 |
715,752 |
(32,994,924) |
433,666 |
Comprehensive income Loss for the period |
- |
- |
- |
(1,598,832) |
(548,832) |
|
|
|
|
|
|
Issue of share capital |
227,750 |
- |
- |
- |
227,750 |
As at 31 June 2016 |
8,805,838 |
24,134,750 |
715,752 |
(34,593,756) |
112,584 |
|
Share Capital |
Share Premium |
Share based payments reserve |
Retained earnings |
Total |
|
£ |
£ |
£ |
£ |
£ |
As at 1 January 2017 |
8,805,838 |
24,134,750 |
715,752 |
(34,902,611) |
(1,246,271) |
Comprehensive income Profit for the period |
- |
-- |
-- |
73,048 |
73,048 |
Issue of share capital |
173,930 |
1,565,363 |
-- |
- |
1,739,293 |
Share issue costs |
- |
(283,088) |
- |
- |
(283,088) |
Waived share options |
- |
-- |
(382,479) |
382,479 |
- |
Transfer to retained reserves |
- |
-- |
(333,273)) |
333,273 |
- |
Share based payment |
- |
-- |
- |
298,290 |
298,290 |
As at 30 June 2017 |
8,979,768 |
25,417,025 |
-- |
(33,815,521) |
581,272 |
The Share Capital represents the nominal value of the equity shares.
The Share Premium represents the amount subscribed for share capital, in excess of the nominal amount, less costs directly relating to the issue of shares.
The Share Based Payments reserve represents the fair value of the equity settled share option scheme.
The Retained Earnings reserve represents the cumulative net gains and losses less distributions made.
PATH INVESTMENTS PLC
FOR THE SIX MONTHS ENDED 30 JUNE 2017
|
Notes |
As at 30 June 2017 |
As at 30 June 2016 |
As at 31 December 2016 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£ |
£ |
£ |
|
|
|
|
|
ASSETS |
|
|
|
|
Non-current assets |
|
|
|
|
Property, plant and equipment |
|
- |
1,411 |
- |
Investments - available for sale |
5 |
- |
- |
- |
|
|
- |
1,411 |
- |
Current assets |
|
|
|
|
Trade and other receivables |
|
7,200 |
1,500 |
90,700 |
Cash and cash equivalents |
|
586,726 |
30,540 |
23,672 |
|
|
593,926 |
32,040 |
114,372 |
LIABILITIES |
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables |
6 |
(12,654) |
(970,867) |
(1,360,643) |
Net Current Assets/(Liabilities) |
|
581,272 |
(938,827) |
(1,246,271) |
|
|
|
|
|
NET ASSETS/(LIABILITIES) |
|
581,272 |
(937,417) |
(1,246,271) |
SHAREHOLDERS' EQUITY |
|
|
|
|
Called up share capital |
7 |
195,944 |
8,805,838 |
22,014 |
Deferred shares |
7 |
8,783,824 |
- |
8,783,824 |
Share premium account |
|
25,417,025 |
24,134,750 |
24,134,750 |
Share based payments reserve |
|
- |
715,752 |
715,752 |
Retained earnings |
|
(33,815,521) |
(34,593,756) |
(34,902,611) |
TOTAL EQUITY |
|
581,272 |
(937,416) |
(1,246,271) |
|
|
|
|
|
PATH INVESTMENTS PLC
FOR THE SIX MONTHS ENDED 30 JUNE 2017
|
|
Six months to 30 June 2017 |
Six months to 30 June 2016 |
Year ended 31 December 2016 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£ |
£ |
£ |
Operating loss |
|
110,543 |
(548,838) |
(782,195) |
Decrease/(increase) in debtors |
|
83,500 |
5,470 |
(83,730) |
(Decrease)/increase in creditors within one year |
|
(1,347,989) |
242,862 |
632,638 |
Depreciation |
|
- |
- |
1,411 |
Share based payment |
|
298,290 |
- |
- |
Convertible loan note interest |
|
(37,500) |
- |
(75,500) |
|
|
|
|
|
Net cash outflow from operating activities |
|
(893,156) |
(300,506) |
(307,376) |
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Interest received |
|
5 |
6 |
8 |
Net cash generated from investing activities |
|
5 |
6 |
8 |
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Net proceeds from the issue of ordinary shares |
|
1,456,205 |
227,750 |
227,750 |
Net cash inflow from financing activities |
|
1,456,205 |
227,750 |
227,750 |
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents |
|
563,054 |
(72,750) |
(79,618) |
Cash and cash equivalents at beginning of year |
|
23,672 |
103,290 |
103,290 |
Cash and cash equivalents at end of year |
|
586,726 |
30,540 |
23,672 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PATH INVESTMENTS PLC
FOR THE SIX MONTHS ENDED 30 JUNE 2017
1. GENERAL INFORMATION
Path Investments Plc is a public limited company incorporated in the United Kingdom, registered under company number 04006413 The address of the registered office is Aston House, Cornwall Avenue, London, N3 1LF. The principal activity of the Company is the investment in oil and gas development and production companies, initially in Turkey.
2. ACCOUNTING POLICIES
2.1 Basis of preparation
The financial statements are presented in UK Sterling and all values are rounded to the nearest pound except where indicated otherwise.
The financial statements have been prepared under the historical cost convention or fair value where appropriate.
The results for the six months to 30 June 2017 have been prepared on the basis of the accounting policies set out in the company's 2016 annual report and accounts. The interim accounts do not constitute statutory accounts as defined by section 434 of the Companies Act 2006. The auditor has reported on the 2016 accounts and the report was unqualified and did not contain a statement under section 498(2) of (3) of the Companies Act 2006. The company's 2016 report and accounts have been filed with the registrar of companies.
During the period, there have been no changes in the nature of the related party transactions from those described in the company's 2016 accounts.
The results for the six months are unaudited.
2.2 Responsibility statement
The directors confirm that these condensed interim financial statements have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting", as adopted by the European Union and as issued by the IASB and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely;
a) An indication of the important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
b) Material related party transactions in the first six months and any material changes in related party transactions described in the last annual report.
3. ADMINISTRATIVE EXPENSES
|
Six months to 30 June 2017 |
Six months to 30 June 2016 |
Year ended 31 December 2016 |
|
Unaudited |
Unaudited |
Audited |
|
£ |
£ |
£ |
Directors remuneration |
(824,837) |
267,561 |
415,013 |
Share based payment |
298,291 |
- |
- |
Other administrative expenses |
416,003 |
281,277 |
367,182 |
|
(110.543) |
548,838 |
782,195 |
Included in Directors Remuneration for the period ended 30 June 2017 are previously accrued salaries and pensions costs of £937,904 which have been waived.
4. LOSS PER SHARE
The calculation of the basic and diluted loss per share is based on the loss on ordinary activities after taxation of and on the weighted average number of ordinary shares in issue.
There was no dilutive effect from the share options or convertible loan notes outstanding during the period.
In order to calculate the diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential ordinary shares according to IAS33. Dilutive potential ordinary shares include convertible loan notes and share options granted to Directors and consultants where the exercise price (adjusted according to IAS 33) is less than the average market price of the Company's ordinary shares during the period.
|
Six months to 30 June 2017 |
Six months to 30 June 2016 |
Year ended 31 December 2016 |
|
Unaudited |
Unaudited |
Audited |
|
£ |
£ |
£ |
Net profit/(loss) for the year |
110,543 |
(1,598,838) |
(1,907,687) |
|
|
|
|
The weighted average number of shares in the period were: |
|
|
|
|
|
|
|
Basic and dilutive ordinary shares |
108,274,675 |
21,633,057 |
21,824,335 |
|
|
|
|
Basic and dilutive profit/(loss) per share (pence) |
0.067 |
(7.39) |
(8.74) |
5. INVESTMENTS - AVAILABLE FOR SALE
|
|
Unlisted Investments |
|
|
Audited |
|
|
£ |
At 1 January 2016 |
|
1,050,000 |
Impairment |
|
(1,050,000) |
At 31 December 2016 |
|
- |
|
|
|
|
|
Unlisted Investments |
|
|
£ |
|
|
Unaudited |
At 1 January 2016 |
|
1,050,000 |
Impairment |
|
(1,050,000) |
At 30 June 2016 |
|
- |
|
|
|
|
|
Unlisted Investments |
|
|
£ |
|
|
Unaudited |
At 1 January 2017 |
|
- |
Impairment |
|
- |
At 30 June 2017 |
|
- |
|
|
|
Unlisted investments are recorded at cost less impairment. Unlisted investments are instruments that do not have a quoted market price in an active market and their fair value cannot be measured reliably. The range of reasonable fair value estimates is significantly wide and the probabilities of the various estimates cannot be reasonably assessed as they relate to the underlying gas reserves in blocks which are currently being explored by a third party company.
The unlisted investments as at 31 December 2016 comprised of a 5 per cent. interest each in ARAR and Alpay Enerji as at an aggregate cost of £8 million of which £6.9 million had already been impaired
During the period to 30 June 2016 and 31 December 2016, Mr. Fatih Alpay, the majority owner of ARAR and Alpay Enerji AS, made an initial offer to the Company of £1,050,000 for its 5% interest in both companies, payable in instalments. However, since the offer was received, progress towards a legal sale and purchase agreement had been slow, as the payment proposed was by instalments over a period and the directors therefore considered the likelihood of finding an alternative buyer to be low, the directors decided to impair the asset to £nil.
6. TRade and other payables
|
As at 30 June 2017 |
As at 30 June 2016 |
As at 31 December 2016 |
|
Unaudited |
Unaudited |
Audited |
|
|
£ |
£ |
|
|
|
|
Trade payables |
376 |
45,689 |
140,740 |
Taxation and social security |
9,653 |
- |
- |
Other payables |
- |
- |
151,000 |
Accruals and deferred income |
2,625 |
925,178 |
1,068,903 |
|
12,654 |
970,867 |
1,360,643 |
7. SHARE Capital
|
31 December 2016 |
31 December 2016 |
31 December 2016 |
31 December 2016 |
31 December 2016 |
31 December 2016 |
|
Audited |
Audited |
Audited |
Audited |
Audited |
Audited |
Allotted, called up and fully paid |
no |
£ |
no |
£ |
no |
£ |
|
Ordinary Shares of 40p each |
Ordinary Shares of 40p each |
Ordinary Shares of 0.1p each |
Ordinary Shares of 0.1p each |
Deferred Share of 39.9p each |
Deferred Share of 39.9p each |
At 1 January 2016 |
21,445,221 |
8,578,088 |
|
|
|
|
Share issues |
|
|
|
|
|
|
On 23 March 2016, the company issued 62,500 Ordinary shares at par |
62,500 |
25,000 |
|
|
|
|
On 4 April 2016, the company issued 69,375 Ordinary shares at par |
69,375 |
27,750 |
|
|
|
|
On 10 May 2016, the company issued 400,000 Ordinary shares at par |
400,000 |
160,000 |
|
|
|
|
On 20 May 2016, the company issued 25,000 Ordinary shares at par |
25,000 |
10,000 |
|
|
|
|
On 2 June 2016, the company issued 12,500 Ordinary shares at par |
12,500 |
5,000 |
|
|
|
|
|
|
|
|
|
|
|
|
22,014,596 |
8,805,838 |
|
|
|
|
In October 2016, the Company passed an ordinary resolution to subdivide the existing 22,014,596 Ordinary shares of 40 pence each into 22,014,596 New Ordinary shares of 0.1 pence and 22,014,596 Deferred shares of 39.9 pence. The above subdivision also applies to outstanding share options and warrants in October 2016.
|
(22,014,596)
|
(8,805,838) |
22,014,596 |
22,014 |
22,014,596 |
8,783,824 |
|
|
|
|
|
|
|
As at 31 December 2016 |
- |
- |
22,014,596 |
22,014 |
22,014,596 |
8,783,824 |
|
|
|
|
|
|
|
|
|
|
|
|
30 June 2016 |
30 June 2016 |
|
|
|
|
|
Unaudited |
Unaudited |
Allotted, called up and fully paid |
|
|
|
|
no |
£ |
|
|
|
|
|
Ordinary Shares of 40p each |
Ordinary Shares of 40p each |
At 1 January 2016 |
|
|
|
|
21,445,221 |
8,578,088 |
Share issues |
|
|
|
|
|
|
On 23 March 2016, the company issued 62,500 Ordinary shares at par |
|
|
|
|
62,500 |
25,000 |
On 4 April 2016, the company issued 69,375 Ordinary shares at par |
|
|
|
|
69,375 |
27,750 |
On 10 May 2016, the company issued 400,000 Ordinary shares at par |
|
|
|
|
400,000 |
160,000 |
On 20 May 2016, the company issued 25,000 Ordinary shares at par |
|
|
|
|
25,000 |
10,000 |
On 2 June 2016, the company issued 12,500 Ordinary shares at par |
|
|
|
|
12,500 |
5,000 |
|
|
|
|
|
|
|
At 30 June 2016 |
|
|
|
|
22,014,596 |
8,805,838 |
|
|
|
|
|
|
|
|
|
|
30 June 2017 |
30 June 2017 |
30 June 2017 |
30 June 2017 |
|
|
|
Unaudited |
Unaudited |
Unaudited |
Unaudited |
Allotted, called up and fully paid |
|
|
no |
£ |
no |
£ |
|
|
|
Ordinary Shares of 0.1p each |
Ordinary Shares of 0.1p each |
Deferred Share of 39.9p each |
Deferred Share of 39.9p each |
At 1 January 2017 |
|
|
22,014,596 |
22,014 |
22,014,596 |
8,783,824 |
Share issues |
|
|
|
|
|
|
On 22 March 2017, the company issued 140,000,000 Ordinary shares at 1p each |
|
|
140,000,000 |
140,000 |
|
|
On 16 May 2017, the company issued 20,300,000 Ordinary shares at 1p each on conversion of unsecured loan stock 2016 |
|
|
20,300,000 |
20,300 |
|
|
On 16 May 2017, the company issued 13,629,206 Ordinary shares at 1p each in settlement of various invoices from the company's advisers. |
|
|
13,629,206 |
13,630 |
|
|
|
|
|
|
|
|
|
As at 30 June 2017 |
|
|
195,943,802 |
195,943 |
22,014,596 |
8,783,824 |
|
|
|
|
|
|
|
PRINCIPAL RISKS AND UNCERTAINTIES
In common with all organisations, the Group faces risks which may affect its performance. The Group operates a system of internal control and risk management in order to provide assurance that we are managing risk whilst achieving our business objectives. No system can fully eliminate risk and therefore the understanding of operational risk is central to management processes. The long-term success of the Group depends on the continual review, assessment and control of the key business risks it faces.
The Directors set out in the Prospectus dated 24 March 2017 the principal risks identified during this exercise, including risks related to the Company and its business, industry related risks and financial risks. The Board does not consider that these risks have changed materially in the last six months.