FOR IMMEDIATE RELEASE
19 September 2024
CAPRICORN ENERGY PLC
("Capricorn" or "the Company")
Half-Year Report
Announcement
Randy Neely, Chief Executive, Capricorn Energy PLC
said:
"I am delighted to report that Capricorn's clear value
opportunity offering has been confirmed by the Company's production
performance in Egypt indicating that we are on track to meet
guidance targets for the full year. Maximising the value of the
Company was the driving force behind the wholesale restructure of
the business early last year, and this strategy has transformed
Capricorn into the cash flow focused energy producer it is
today.
Following material cash collections in Egypt, we have resumed
investing. A key catalyst in improving production and unlocking
value from these assets will be an amendment to the terms of our
Production Sharing Contracts (PSCs) and we are formally engaged
with our operating partner, Cheiron, and the Egyptian General
Petroleum Corporation (EGPC) to achieve this. We were pleased to
meet with Egypt's new Minister of Petroleum & Mineral
Resources, Karim Badawi, who has publicly outlined his intent to
improve the investment environment to boost oil and gas production
in country. We also met with the newly appointed Cheiron CEO and
look forward to working together on this mutually beneficial
objective.
We welcome the consistency of regular payments received from
EGPC to date in 2024, improving the Company's financial position
and reinforcing our assertion that the Egyptian government honours
its financial obligations. This gives us confidence that Capricorn
will continue to collect receivables as we move forward with a
focus on production enhancement, asset optimisation and value
creation.
With a strong balance sheet and up to $72m of contingent and
deferred receipts due in the months ahead, the Company moves into
H2/24 with positive momentum as we prioritise opportunities for
further shareholder returns and to create value in the UK North
Sea, supported by our Egyptian asset base."
H1 2024 Financial and Operational
Highlights
Ø ~$50m
returned to shareholders in June and ~$21m of the $25m share
buyback repurchased
Ø Revenue
in Egypt of $80m with realised oil price of $78.6 per bbl and gas
price of $2.97 per mscf
Ø Material improvement of collections against Capricorn's Egypt
accounts receivable since YE/23 with cash receipts of $93m in H1/24
compared to $50m in H1/23
Ø Egypt
receivables due have reduced from $169m at YE/23 to $155m at H1/24,
with a further ~$20m received to date Q3/24
Ø Operating cost per boe of $4.7 on WI basis
Ø Sangomar Field first oil condition satisfied: $50m contingent
payment anticipated early 2025 subject to satisfying oil price and
performance conditions
Ø Balance
sheet: Group cash $148m, net cash $40m after debt
Ø Development & Production capex of $32m
Ø Drilling resumed in Egypt with a liquids focused
strategy
Ø Egypt
H1 2024 WI production averaged ~26,200 boepd
Ø New
Non-Executive Chair and Non-Executive Director appointed
2024 Outlook
Ø FY24
production expected to meet guidance of 20,000 - 24,000 boepd,
reflecting robust asset performance and the resumption of
development drilling. Average production to date of ~24,700
boepd
Ø Full
year forecast capital expenditure of $50-60m following the
resumption of drilling, with opex expected to average <$6 per
boe
Ø Progress negotiations with EGPC towards an improved
PSC
Ø Gross
G&A remains on target to reach a run rate of ~$20m annually, by
year end
Ø Continue to actively evaluate opportunities to create
shareholder value in the UK North Sea
Enquiries to:
Analysts / Investors
|
|
Nathan Piper, Commercial
Director
|
Tel: 0131 475 3000
|
|
|
Media
|
|
Diana Milford, Corporate
Affairs
|
Tel: 0131 475 3000
|
|
|
Billy Clegg/Georgia Edmonds,
Camarco
|
Tel: 0203 757 4980
|
Webcast
There will be a live audio webcast
of the results presentation available to view on the website
(www.capricornenergy.com) at 12 noon BST. This can be accessed on
PC, Mac, iPad, iPhone, and Android mobile devices.
An 'on demand' version of the
webcast will be available on the website as soon as possible after
the event. This can be viewed on PC, Mac, iPad, iPhone, and Android
mobile devices.
Presentation
The results presentation slides
will be available on the website from 12 noon BST.
Conference call
You can listen to the results
presentation by dialling in to a conference call at 12 noon BST
using the below dial-in-details. Analysts who wish to ask a
question should use the conference call facility.
Dial-in Details:
United Kingdom (Local): +44 (0) 33
0551 0200
Access code: Quote
'Capricorn Half Year Results' when prompted by the operator
Transcript
A transcript of the results
presentation will be available on the website as soon as possible
after the event.
Corporate overview
Following entry into a
Relationship Agreement with Palliser Capital in March, Capricorn
welcomed Sachin Mistry as Non-Executive Director with effect from
the close of the 2024 AGM. Capricorn's Board underwent further
changes in H1 2024 as Craig van der Laan, who had been
Non-Executive Chair since February 2023, decided not to stand for
re-election, and with Maria Gordon being elected as Non-Executive
Chair at the Company's AGM in May. Towards the end of the period
Hesham Mekawi, independent Non-Executive Director, stepped down
from the Board.
Capricorn made significant strides
in increasing its management team capabilities in the first half of
2024 with the appointments of Eddie Ok as CFO and Geoff Probert as
COO. Both Eddie and Geoff bring deep industry experience and strong
relationships in Egypt, coupled with strategic, financial and
operational leadership.
A year and a half on from the
renewal of the Board in Q1 2023, Capricorn has made significant
progress across the five key priorities it set out which included
capital returns, cost savings, scaling back non-core operations,
maximisation of value from Egypt and a comprehensive corporate
culture change. During the first half of 2024, Capricorn declared
another special dividend of approximately $50m (~£39.35m) to
shareholders and completion of a consolidation of Capricorn's
ordinary share capital. The special dividend was paid on 7 June
2024 with a contemporaneous share consolidation reflecting the cash
return relative to the Group's market capitalisation.
As well as shareholder returns
through its special dividends in June, Capricorn announced the
resumption of the $25m share buyback programme initially announced
in May 2023, of which approximately $21m has been repurchased.
Returning excess capital to shareholders will continue to be a
focus of the Board. The Company will consider the extension of the
current $25m buyback programme. As at 30 June 2024 the employee
benefit trust held ~700,000 shares. Since then, the trust has been
instructed to carry out further acquisitions to seek to reach a
balance of ~1.7m shares by 31 December 2024.
Against an improved fiscal
environment in Egypt, Capricorn approved an Egypt budget in May for
the year, with a total net capex spend forecast to be in the range
of $50-60m including various infrastructure projects and the
drilling of 11 development and two committed exploration wells.
Capricorn will continue to actively manage investment in Egypt
aligned with funds available in-country exclusive of exploration
commitments.
Reducing the Group's receivables
position in Egypt remains a key focus. During the period from year
end 2023 to the half year, Capricorn collected $93m of receivables,
and subsequent to June 30 we have received ~$20m.
Since August, Capricorn together
with our Partner, has proposed to EGPC an amendment to the eight
concessions jointly owned by Capricorn and Cheiron (excluding AESW
and NEAG at this time). EGPC has formed a committee and
negotiations have commenced. This process is well established in
Egypt with several operators having secured improved fiscal terms,
acting as a stimulus to production-generating investment. It is
typical for this process to take an extended number of months,
however the Company is encouraged by the government's stated
priorities and pleased to have initiated the process to maximise
production and value.
Egypt Operations
Following resumption of drilling
activity in July, Capricorn has continued with its liquids focused
strategy, principally focused in the BED area. We have been working
closely with the Operator, Cheiron, to manage the delivery of an
optimised well sequence with a reduced rig count. Our strategy
remains focused on managing the subsurface risk and extending the
field limits of the Abu Roash G accumulations. A new development
lease application was submitted in the first half of 2024, with the
aim of securing the potential extension of such
accumulations.
In addition to the development
activity, exploration drilling is due to recommence in October to
fulfil outstanding work commitments across three licences. In early
2024 licence extensions were secured to allow the deferment of this
activity, enabling an increased level of development activity.
Exploration targets include the well-established reservoirs of the
Western Desert and the emerging Abu Roash F unconventional
play.
Senegal
On 10 June 2024, Capricorn noted
Woodside Energy's announcement confirming first oil had commenced,
triggering a potential $50m contingent payment due in early 2025 if
average Brent prices for the six months after first oil are greater
than $60 (or $25m if Brent exceeds $55 per barrel) and there has
been 30 days of continuous production. Year to date Brent prices
from 10 June averaged ~$81/bbl. Capricorn remains committed to
returning any available proceeds of this contingent payment to its
shareholders. The precise amount of distribution remains subject to
retaining flexibility to fund any disputed tax
obligations.
Tax dispute
The Government of Senegal has
sought to impose a 5% registration duty on Capricorn's $520m sale
to Woodside. Capricorn had been informed in writing in 2014 by the
Ministry of Energy that this tax would not be applicable to
transactions taking place before first oil (as was consistent with
Capricorn's analysis of the applicable legislation). The Government
has also sought to impose capital gains tax at 5% on a supposed
~$202m profit made by Capricorn on the disposal of its assets in
Senegal. This tax should also not be applicable to transactions
taking place before first oil, in addition to being a
misunderstanding of the terms of the disposal - Capricorn recorded
a ~$230m loss on the transaction.
Woodside, as recipient of the tax
assessment, has filed an action with the
High Court of Dakar disputing this assessment in Q3 2024. Woodside
is also preserving its rights under its Host Government Agreement
and international treaties in relation to this matter.
Future opportunities
We continue to focus attention on
leveraging our advantaged UK North Sea position and pursuing other
opportunities.
Principal risks and uncertainties
Managing Capricorn's key risks and
associated opportunities is essential to the company's long-term
success and sustainability. The Group endeavours to pursue
investment opportunities which offer an appropriate level of return
whilst ensuring the level of associated political, commercial and
technical risk remains within the defined risk appetite of the
company.
Capricorn's risk management
framework provides a systematic process for the identification and
management of the key risks and opportunities which may affect the
delivery of the Group's strategic objectives. Key Performance
Indicators are set annually and determining the level of risk the
business is willing to accept in the pursuit of these objectives is
a fundamental component of Capricorn's risk management
framework.
Overall responsibility for the
system of risk management and internal control and reviewing the
effectiveness of such systems rests with the Board. Principal
risks, as well as progress against key risk projects, are reviewed
at each Board meeting and at least once a year the Board undertakes
a risk workshop to review the Group's principal risks. This
integrated approach to risk management has been and continues to be
critical to the delivery of strategic objectives.
Responding to Changing Risks during H2 2024
Capricorn has assessed the risks
and uncertainties at the end of H1 2024 and the principal risks
are:
➢ Volatile oil and gas prices
➢ Increasing EGPC receivables balance
➢ Failure
to replace long-term reserves and resources
➢ Counterparty credit risk
➢ Political and fiscal uncertainties
➢ Future
challenges and costs as markets transition to Net Zero
➢ Lack of
adherence to health, safety, environment and security
policies
➢ Material breach of the Group
Code of Ethics
Within the Group's risk assessment
framework, emerging risks are considered as part of the
identification phase. These are risks that cannot yet be fully
assessed, risks that are known but are not likely to have an impact
for several years, or risks which are unknown but could have
implications for the business moving forward.
Egypt continues to be the focus of
the discussions and work continues to identify potential known and
emerging threats and opportunities which could impact on
Capricorn's ability to grow the Egypt business both organically and
inorganically.
Financial Review
Key production statistics
|
Period
ended
30 June
2024
|
Period
ended
30 June
2023
|
Year
ended
31 December
2023
|
Production - net WI share
(boepd)
|
26,215
|
31,496
|
30,044
|
Sales volumes - net EI oil
(boepd)
|
4,290
|
5,536
|
5,367
|
Sales volume - net EI gas
(mscfd)
|
34,562
|
40,435
|
38,049
|
Average price per bbl
($)*
|
78.6
|
78.6
|
81.2
|
Revenue from production
($m)
|
80.3
|
98.3
|
199.9
|
Average production costs per boe
($)
|
4.7
|
4.8
|
5.4
|
Profit/(Loss) for the Period
|
Period
ended
30 June
2024
$m
|
Period
ended
30 June
2023
(restated)
$m
|
Year
ended
31
December
2023
$m
|
|
|
|
|
Profit/(Loss) from Egypt operating
segment
|
5.2
|
4.1
|
(60.4)
|
Loss from other Group continuing
operations
|
(2.7)
|
(58.3)
|
(82.2)
|
Loss from discontinued
operations
|
(0.7)
|
(10.8)
|
(1.4)
|
|
|
|
|
Profit/(Loss) after taxation
|
1.8
|
(65.0)
|
(144.0)
|
Egypt Operating Segment Results
In Egypt, total revenue was
$80.3m. $61.4m was generated on sale of liquids with an average
price of $78.6 per bbl on net sales volumes of 1.0 mmbbls. Gas
revenue was $18.9m from volumes of 6,361,615 mscf with an average
rate of $2.97/mscf.
Cost of sales in the year were
$22.5m, including a $0.2m offset for inventory movements.
Production costs decreased slightly to $4.7 per boe, on working
interest production over the six-month period, taking advantage of
the devaluation in EGP against the $, while depletion charges were
$37.3m, at a weighted average rate of $17.11 per boe across the
concessions.
Capricorn records other income on
additional production that is notionally allocated to the Group to
cover tax due on profits from the concessions. This is offset by an
equal and opposite tax charge. In the current period, the
value of this income and notional tax gross-up is
$23.0m.
Net finance costs in Egypt of
$10.0m, including loan interest and charges, and the Group
recognised a fair value loss of $4.5m on deferred consideration
payable on the 2021 business combination.
The total tax charge on Egypt
operations for the period is $19.8m, being the tax gross-up charge
of $23.0m offset by deferred tax credits on asset temporary
differences of $3.2m.
Results from other continuing operations
The loss on other continuing
operations of $2.7m results from administration charges of $11.9m
and unsuccessful exploration costs of $1.8m, being increased
abandonment provisions for historic UK exploration wells, reduced
by other income of $1.1m, net finance income of $4.0m and tax
refunds in India of $5.9m.
Discontinued operations
The loss on discontinued
operations of $0.7m reflects an increase on the expected credit
loss provision against remaining consideration receivable from
Waldorf. The transfer of the Columbus asset to Capricorn,
agreed as part of the settlement agreement with Waldorf in December
2023 and with an economic effective date of 1 January 2024, remains
subject to approval from the UK authorities.
Contingent consideration on Senegal asset
sale
Capricorn disposed of its
interests in Senegal in 2020. Under the sale agreement, Capricorn
is due further consideration of up to $50m. With first oil having
been achieved prior to 30 June, confirmation of 30 days continuous
production and certainty over the prevailing oil price will
finalise the amount to be received, but at the time of writing is
expected to be the full $50m. No revenue has been recognised for
this possible payment to date.
Senegal tax assessment
In November 2023 Capricorn
received notice under the sales agreement from the purchaser that
it has received an assessment from the Senegal tax authorities
relating to operations in Senegal, with two assessments raised that
would impact Capricorn. The Company believes that neither
claim is valid and is working with the purchaser to defend the
Group's position. The purchaser has filed an action with the High
Court of Dakar disputing the tax assessment from the Senegalese tax
authorities. No provision has been made in the financial statements
at the balance sheet date.
Net cash inflow for the Period
|
$m
|
Opening net cash as at 1 January
2024
|
75.9
|
Dividend paid and share
re-purchase
|
(53.4)
|
Net cash inflow from Egypt
operations
|
80.4
|
Net cash inflow from UK
discontinued operations
|
2.0
|
Exploration expenditure
|
(2.5)
|
Development expenditure -
Egypt
|
(16.2)
|
Deferred consideration -
Egypt
|
(25.0)
|
Proceeds on disposal of financial
assets
|
3.0
|
Administration expenses, corporate
assets, and office lease costs
|
(15.7)
|
Net finance costs, equity and
other movements
|
(8.0)
|
|
|
Closing net cash as at 30 June 2024
|
40.5
|
Cash and cash equivalent balances
at 30 June 2024 of $148.3m were offset by borrowings in Egypt of
$107.8m. Cash includes restricted cash balances of $55.2m which may
not be distributed to shareholders. Of this amount, $54.3m is
available for use to fund non-operated concessions in Egypt and
meet loan interest payments. Loan repayments in the period
were $5.8m, with a further $7.7m repaid in July. At the
balance sheet date, and the date of this report, the Company is
working with lenders to secure a waiver to events of default that
have occurred on the facility. Meanwhile, the lenders have approved
monthly rollovers of the borrowings and repayment schedule in line
with the most recent banking model.
Cash inflows from operations in
Egypt of $80.4m can be reconciled to cash flows from operations per
the statutory cash flow as follows:
|
$m
|
Operating cash flow per statutory cash flow
statement
|
62.6
|
|
|
Non-GAAP Adjustments:
|
|
Royalty income -
non-Egypt
|
(0.5)
|
Administration expenses
|
15.8
|
General exploration
costs
|
2.5
|
|
|
Net cash inflow from Egypt operations
|
80.4
|
During the six months to 30 June
2024, Capricorn received payments of $92.8m against outstanding
trade receivables. The Company continues to engage with Government
officials in Egypt to agree measures to reduce the receivables
position. Closing trade receivables in Egypt were $155.4m at 30
June 2024, after expected credit loss adjustments.
Balance Sheet
The Group's net asset position at
30 June 2024 is summarised as follows:
|
$m
|
|
|
Development assets and goodwill -
Egypt
|
222.6
|
Other long-term assets
|
20.6
|
Net deferred tax assets
|
1.3
|
Working capital -
non-Egypt
|
111.0
|
Cash and cash
equivalents
|
93.6
|
Deferred consideration
receivable
|
19.9
|
Trade and other receivables and
payables, and provisions
|
(2.5)
|
|
|
Working capital - Egypt
|
26.1
|
Trade and other receivables and
payables, and inventory
|
77.9
|
Net debt, including unamortised
facility fees
|
(51.8)
|
|
|
Lease liabilities
|
(7.1)
|
Deferred consideration on business
combination
|
(24.3)
|
|
|
Net assets
|
350.2
|
Development assets and goodwill
At the period end, the carrying
value of the Group's producing assets in Egypt was $211.8m, after
additions in the period of $31.5m.
The Group reviewed its producing
assets in Egypt for indicators of impairment, however no indicators
were identified, and no impairment tests have therefore been
performed at the half-year.
Other assets and liabilities
Other long-term assets include
$7.0m due if the Group's acquisition of the Columbus asset fails to
gain approval from the UK authorities. Deferred consideration
receivable on the settlement agreement with Waldorf is due in
January 2025 and is disclosed net of expected credit loss
adjustments. Deferred consideration due on the Egypt business
combination is also held at fair value with a total liability of
$24.3m for the remaining payment due in 2025.
The Group's net deferred tax
position at 30 June 2024 fully relates to assets in
Egypt.
Equity movements
Shareholder returns and share premium
cancellation
Capricorn returned $53.8m to
shareholders by way of a dividend of $50.1m and $3.7m of share
re-purchase in H1 2024. The Company undertook a share consolidation
at the same time as paying the dividend. This completed on 24 May
2024 where the existing 91,937,909 of ordinary shares of 735/143
pence each were replaced with 72,153,802 ordinary shares of 799/122
pence each.
Statement of Directors' Responsibilities
The directors confirm that these
condensed consolidated interim financial statements have been
prepared in accordance with UK adopted International Accounting
Standard 34, 'Interim Financial Reporting', and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's
Financial Conduct Authority and give a true and fair view of the
assets, liabilities, financial position and loss for the period 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:
Ø an
indication of important events that have occurred during the first
six months and their impact on the condensed set of financial
statements, and
Ø a
description of the principal risks and uncertainties for the
remaining six months of the financial year.
There were no material
related-party transactions in the first six months and no material
changes in the related-party transactions described in the last
annual report.
The directors of Capricorn Energy
PLC are listed in the Capricorn Energy PLC Annual Report for 31
December 2023. A list of current directors is maintained on the
Capricorn Energy PLC website: www.capricornenergy.com.
By order of the Board.

Randy Neely
Chief Executive
18 September 2024
About Capricorn Energy PLC
Capricorn is an Egypt-focused
energy producer, with an attractive portfolio of onshore
exploration, development and production assets in the Western
Desert.
For further information on Capricorn please
see: www.capricornenergy.com.
Independent review report to Capricorn Energy
PLC
Report on the condensed consolidated interim financial
statements
Our conclusion
We have reviewed Capricorn Energy
PLC's condensed consolidated interim financial statements (the
"interim financial statements") in the Financial Statements of
Capricorn Energy PLC for the 6 month period ended
30 June 2024 (the "period").
Based on our review, nothing has
come to our attention that causes us to believe that the interim
financial statements are not prepared, in all material respects, in
accordance with UK adopted International Accounting Standard 34,
'Interim Financial Reporting' and the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority.
The interim financial statements
comprise:
· the
Group Balance Sheet as at 30 June 2024;
· the
Group Income Statement and Group Statement of Comprehensive Income
for the period then ended;
· the
Group Statement of Cash Flows for the period then ended;
· the
Group Statement of Changes in Equity for the period then ended;
and
· the
explanatory notes to the interim financial statements.
The interim financial statements
included in the Financial Statements of Capricorn Energy PLC have
been prepared in accordance with UK adopted International
Accounting Standard 34, 'Interim Financial Reporting' and the
Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority.
Basis for conclusion
We conducted our review in
accordance with International Standard on Review Engagements (UK)
2410, 'Review of Interim Financial Information Performed by the
Independent Auditor of the Entity' issued by the Financial
Reporting Council for use in the United Kingdom ("ISRE (UK) 2410").
A review of interim financial information consists of making
enquiries, primarily of persons responsible for financial and
accounting matters, and applying analytical and other review
procedures.
A review is substantially less in
scope than an audit conducted in accordance with International
Standards on Auditing (UK) and, consequently, does not enable us to
obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do
not express an audit opinion.
We have read the other information
contained in the Financial Statements and considered whether it
contains any apparent misstatements or material inconsistencies
with the information in the interim financial
statements.
Conclusions relating to going concern
Based on our review procedures,
which are less extensive than those performed in an audit as
described in the Basis for conclusion section of this report,
nothing has come to our attention to suggest that the directors
have inappropriately adopted the going concern basis of accounting
or that the directors have identified material uncertainties
relating to going concern that are not appropriately disclosed.
This conclusion is based on the review procedures performed in
accordance with ISRE (UK) 2410. However, future events or
conditions may cause the group to cease to continue as a going
concern.
Responsibilities for the interim financial statements and the
review
Our responsibilities and those of the
directors
The Financial Statements,
including the interim financial statements, is the responsibility
of, and has been approved by the directors. The directors are
responsible for preparing the Financial Statements in accordance
with the Disclosure Guidance and Transparency Rules sourcebook of
the United Kingdom's Financial Conduct Authority. In preparing the
Financial Statements, including the interim financial statements,
the directors are responsible for assessing the group's ability to
continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the
group or to cease operations, or have no realistic alternative but
to do so.
Our responsibility is to express a
conclusion on the interim financial statements in the Financial
Statements based on our review. Our conclusion, including our
Conclusions relating to going concern, is based on procedures that
are less extensive than audit procedures, as described in the Basis
for conclusion paragraph of this report. This report, including the
conclusion, has been prepared for and only for the company for the
purpose of complying with the Disclosure Guidance and Transparency
Rules sourcebook of the United Kingdom's Financial Conduct
Authority and for no other purpose. We do not, in giving this
conclusion, accept or assume responsibility for any other purpose
or to any other person to whom this report is shown or into whose
hands it may come save where expressly agreed by our prior consent
in writing.
PricewaterhouseCoopers
LLP
Chartered Accountants
Edinburgh
18 September 2024
Capricorn Energy PLC
Financial Statements
For the six months ended 30 June
2024
Contents
|
Group Income Statement
|
Group Statement of Comprehensive
Income
|
Group Balance Sheet
|
Group Statement of Cash
Flows
|
Group Statement of Changes in
Equity
|
|
Section 1 - Basis of Preparation
|
1.1 Accounting Policies: Basis of
Preparation
|
1.2 Going Concern
1.3 Restatement of Comparative
Information
|
|
Section 2 - Oil and Gas Assets and
Operations
|
2.1 Gross Profit: Revenue and Cost
of Sales
|
2.2 Intangible
Exploration/Appraisal Assets
|
2.3 Property, Plant & Equipment - Development/Producing
Assets
|
2.4 Other Property, Plant &
Equipment and Intangible Assets
|
2.5 Capital Commitments
|
|
Section 3 - Working Capital, Financial Instruments and
Long-Term Liabilities
|
3.1 Cash and Cash
Equivalents
|
3.2 Loans and
Borrowings
|
3.3 Lease Liabilities
|
3.4 Trade and Other
Receivables
|
3.5 Financial Assets and
Liabilities at Fair Value Through Profit and Loss
|
3.6 Trade and Other
Payables
|
|
Section 4 - Income Statement Analysis
|
4.1 Segmental Analysis
|
4.2 Administrative and Other
Expenses
|
4.3 Finance Income
|
4.4 Finance Costs
|
4.5 Earnings per Ordinary
Share
|
|
Section 5 - Taxation
|
5.1 Tax Charge on Profit/(Loss)
for the Period
|
5.2 Deferred Tax Asset and
Liabilities
|
|
Section 6 - Discontinued Operations
|
6.1 Loss from Discontinued
Operations
|
6.2 Cash Flow Information for
Discontinued Operations
|
6.3 Discontinued Operations -
Senegal Contingent Asset
|
6.4 Discontinued Operations -
Senegal Contingent Liability
|
|
Section 7 - Share Capital
|
7.1 Called-Up Share
Capital
|
7.2 Return of Cash to
Shareholders
|
7.3 Share Buyback
|
|
Capricorn Energy
PLC
Group Income Statement
For the six months ended 30 June
2024
|
Note
|
Six months
ended
30 June
2024
(unaudited)
$m
|
Six
months ended
30
June
2023
(unaudited)
(restated)
$m
|
Year
ended
31
December
2023
(audited)
$m
|
Continuing operations
|
|
|
|
|
|
|
|
|
|
Revenue
|
2.1
|
80.8
|
98.8
|
201.0
|
Other income
|
2.1
|
23.0
|
29.8
|
54.1
|
Cost of sales
|
|
(22.5)
|
(27.5)
|
(59.6)
|
Depletion charge
|
2.3
|
(37.3)
|
(59.8)
|
(120.4)
|
Gross profit
|
|
44.0
|
41.3
|
75.1
|
|
|
|
|
|
Pre-award costs
|
|
-
|
(1.0)
|
(1.1)
|
General exploration
costs
|
|
(1.4)
|
(15.8)
|
(26.9)
|
Unsuccessful exploration well
costs
|
2.2
|
(4.3)
|
(18.6)
|
(20.5)
|
Impairment of property, plant and
equipment - development/producing assets
|
2.3
|
-
|
-
|
(29.1)
|
Impairment of goodwill
|
|
-
|
-
|
(14.6)
|
Expected credit loss adjustment on
revenue receivable
|
|
-
|
-
|
(9.0)
|
Other operating income
|
|
-0.6
|
0.4
|
0.6
|
Administrative and other
expenses
|
4.2
|
(12.0)
|
(41.3)
|
(61.9)
|
Operating profit/(loss)
|
|
26.9
|
(35.0)
|
(87.4)
|
|
|
|
|
|
Fair value loss - deferred
consideration on business combination
|
|
(4.5)
|
(3.4)
|
(8.0)
|
Gain on financial assets at fair
value through profit or loss
|
|
-
|
-
|
0.8
|
Impairment of an asset
held-for-sale
|
|
-
|
-
|
(4.0)
|
Finance income
|
4.3
|
5.0
|
16.3
|
21.8
|
Finance costs
|
4.4
|
(11.0)
|
(14.9)
|
(25.3)
|
Profit/(Loss) before taxation from continuing
operations
|
|
16.4
|
(37.0)
|
(102.1)
|
|
|
|
|
|
Tax charge
|
5.1
|
(13.9)
|
(17.2)
|
(40.5)
|
Profit/(Loss) from continuing operations
|
|
2.5
|
(54.2)
|
(142.6)
|
|
|
|
|
|
Loss from discontinued
operations
|
6.1
|
(0.7)
|
(10.8)
|
(1.4)
|
Profit/(Loss) for the period attributable to equity holders
of the Parent
|
|
1.8
|
(65.0)
|
(144.0)
|
|
|
|
|
|
Earnings per share for profit/(loss) from continuing
operations:
|
|
|
|
|
Profit/(Loss) per ordinary share -
basic ($)
|
4.5
|
0.03
|
(0.18)
|
(0.74)
|
Profit/(Loss) per ordinary share -
diluted ($)
|
4.5
|
0.03
|
(0.18)
|
(0.74)
|
|
|
|
|
|
Earnings per share for profit/(loss) attributable to equity
holders of the Parent:
|
|
|
|
|
Profit/(Loss) per ordinary share -
basic ($)
|
4.5
|
0.02
|
(0.22)
|
(0.75)
|
Profit/(Loss) per ordinary share -
diluted ($)
|
4.5
|
0.02
|
(0.22)
|
(0.75)
|
Capricorn Energy
PLC
Group Statement of Comprehensive
Income
For the six months ended 30 June
2024
|
|
Six months
ended
30 June
2024
(unaudited)
$m
|
Six
months ended
30
June
2023
(unaudited)
(restated)
$m
|
Year
ended
31
December
2023
(audited)
$m
|
Profit/(Loss) for the period attributable to equity holders
of the Parent
|
|
1.8
|
(65.0)
|
(144.0)
|
|
|
|
|
|
Other Comprehensive (Expense)/Income - items that may be
recycled to the Income Statement
|
|
|
|
|
Currency translation
differences
|
|
(0.5)
|
5.3
|
5.1
|
Other Comprehensive (Expense)/Income for the
period
|
|
(0.5)
|
5.3
|
5.1
|
|
|
|
|
|
Total Comprehensive Income/(Expense) for the period
attributable to equity holders of the Parent
|
|
1.3
|
(59.7)
|
(138.9)
|
|
|
|
|
|
Total Comprehensive Income/(Expense) from:
|
|
|
|
|
Continuing operations
|
|
2.0
|
(48.9)
|
(137.5)
|
Discontinuing
operations
|
|
(0.7)
|
(10.8)
|
(1.4)
|
|
|
1.3
|
(59.7)
|
(138.9)
|
Capricorn Energy PLC
Group Balance Sheet
As
at 30 June 2024
|
|
30 June
2024
(unaudited)
|
30
June
2023
(unaudited)
(restated)
|
31
December
2023
(audited)
|
|
Note
|
$m
|
$m
|
$m
|
Non-current assets
|
|
|
|
|
Intangible exploration/appraisal
assets
|
2.2
|
-
|
0.8
|
2.5
|
Property, plant & equipment -
development/producing assets
|
2.3
|
211.8
|
257.8
|
217.6
|
Goodwill
|
|
10.8
|
25.4
|
10.8
|
Other property, plant &
equipment and intangible assets
|
2.4
|
13.6
|
28.4
|
14.5
|
Financial assets at fair value
through profit or loss
|
3.5
|
-
|
36.7
|
-
|
Deferred tax asset
|
5.2
|
10.0
|
10.9
|
7.6
|
Other long-term
receivables
|
6.1
|
7.0
|
-
|
27.6
|
|
|
253.2
|
360.0
|
280.6
|
Current assets
|
|
|
|
|
Cash and cash
equivalents
|
3.1
|
148.3
|
301.0
|
189.5
|
Inventory
|
|
8.5
|
9.0
|
8.3
|
Trade and other
receivables
|
3.4
|
192.7
|
197.0
|
186.0
|
Financial assets at fair value
through profit or loss
|
3.5
|
-
|
38.0
|
-
|
|
|
349.5
|
545.0
|
383.8
|
Asset held-for-sale
|
|
-
|
-
|
3.2
|
Total assets
|
|
602.7
|
905.0
|
667.6
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
Loans and borrowings
|
3.2
|
12.4
|
20.3
|
15.4
|
Lease liabilities
|
3.3
|
1.3
|
1.1
|
1.0
|
Deferred consideration on business
combinations
|
3.5
|
24.3
|
23.3
|
25.0
|
Trade and other
payables
|
3.6
|
98.7
|
114.3
|
82.0
|
Provisions - well
abandonment
|
|
-
|
0.8
|
-
|
|
|
136.7
|
159.8
|
123.4
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Loans and borrowings
|
3.2
|
94.1
|
104.2
|
96.4
|
Lease liabilities
|
3.3
|
5.8
|
18.1
|
6.4
|
Deferred consideration on business
combinations
|
3.5
|
-
|
16.9
|
19.8
|
Deferred tax
liabilities
|
5.2
|
8.7
|
13.8
|
9.6
|
Provisions - well
abandonment
|
|
7.2
|
3.6
|
5.5
|
|
|
115.8
|
156.6
|
137.7
|
Total liabilities
|
|
252.5
|
316.4
|
261.1
|
Net assets
|
|
350.2
|
588.6
|
406.5
|
|
|
|
|
|
Equity attributable to equity holders of the
Parent
|
|
|
|
|
Called-up share capital
|
7.1
|
7.4
|
7.8
|
7.6
|
Share premium
|
7.1
|
0.9
|
0.8
|
0.8
|
Shares held by ESOP/SIP
Trusts
|
|
(3.6)
|
(11.9)
|
(6.3)
|
Foreign currency
translation
|
|
(86.2)
|
(85.5)
|
(85.7)
|
Merger and capital
reserves
|
|
46.1
|
45.7
|
45.9
|
Retained earnings
|
|
385.6
|
631.7
|
444.2
|
Total equity
|
|
350.2
|
588.6
|
406.5
|
Capricorn Energy PLC
Group Statement of Cash
Flows
For the six months ended 30 June
2024
|
Six months
ended
30 June
2024
(unaudited)
$m
|
Six
months ended
30
June
2023
(unaudited)
(restated)
$m
|
Year
ended
31
December
2023
(audited)
$m
|
Cash flows from operating
activities:
|
|
|
|
Profit/(Loss) before taxation from
continuing operations
|
16.4
|
(37.0)
|
(102.1)
|
Loss before tax from discontinued
operations (note 6.1)
|
(0.7)
|
(14.9)
|
(5.5)
|
Profit/(Loss) before tax including discontinued
operations
|
15.7
|
(51.9)
|
(107.6)
|
|
|
|
|
Adjustments for non-cash income and expense and non-operating
cash flows:
|
|
|
|
Other income - tax entitlement
volumes
|
(23.0)
|
(29.8)
|
(54.1)
|
Unsuccessful exploration
costs
|
4.3
|
18.6
|
20.5
|
Depreciation, depletion and
amortisation charges
|
38.7
|
63.9
|
127.1
|
Impairment of property, plant and
equipment - development/producing assets
|
-
|
-
|
29.1
|
Impairment of goodwill
|
-
|
-
|
14.6
|
Expected credit loss adjustment on
revenue receivable
|
-
|
-
|
9.0
|
Share-based payments
charge
|
0.9
|
0.7
|
2.5
|
Fair value loss - deferred
consideration on business combination
|
4.5
|
3.4
|
8.0
|
Loss on financial assets at fair
value through profit or loss - discontinued operations
|
-
|
19.2
|
10.4
|
Gain on financial assets at fair
value through profit or loss - continuing operations
|
-
|
-
|
(0.8)
|
Impairment of an asset
held-for-sale
|
-
|
-
|
4.0
|
Loss on disposal of a financial
asset - discontinued operations
|
0.7
|
-
|
1.7
|
Finance income
|
(5.0)
|
(16.3)
|
(21.8)
|
Finance costs
|
11.0
|
14.9
|
25.3
|
|
|
|
|
Adjustments in current assets and
liabilities:
|
|
|
|
Inventory movement
|
(0.2)
|
(0.9)
|
(0.2)
|
Decrease/(Increase) in trade and
other receivables (note 3.4)
|
17.2
|
(36.7)
|
(69.0)
|
Decrease in trade and other
payables (note 3.6)
|
(2.2)
|
(0.6)
|
(38.6)
|
Net cash flows from/(used in) operating
activities
|
62.6
|
(15.5)
|
(39.9)
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
Expenditure on intangible
exploration/appraisal assets
|
-
|
(13.0)
|
(16.4)
|
Expenditure on
development/producing assets
|
(16.2)
|
(37.7)
|
(44.2)
|
Expenditure on other property,
plant & equipment and intangible assets
|
-
|
(0.1)
|
(0.3)
|
Deferred consideration received -
discontinued operations
|
2.0
|
134.4
|
182.4
|
Deferred consideration paid on
business combination
|
(25.0)
|
(25.0)
|
(25.0)
|
Sale of an asset
held-for-sale
|
3.0
|
-
|
-
|
Interest received and other
finance income
|
5.2
|
20.7
|
24.3
|
Net cash flows (used in)/from investing
activities
|
(31.0)
|
79.3
|
120.8
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
Dividends paid
|
(50.1)
|
(445.7)
|
(542.1)
|
Share re-purchase
|
(3.3)
|
(11.4)
|
(18.9)
|
Other interest and
charges
|
(8.8)
|
(9.5)
|
(16.0)
|
Repayment of loans and
borrowings
|
(5.8)
|
(33.5)
|
(48.3)
|
Proceeds from issue of
shares
|
0.1
|
0.8
|
0.8
|
Cost of shares
purchased
|
(3.9)
|
(16.9)
|
(19.5)
|
Lease payments
|
(0.4)
|
(1.5)
|
(2.2)
|
|
|
|
|
Net cash flows used in financing activities
|
(72.2)
|
(517.7)
|
(646.2)
|
|
|
|
|
Net decrease in cash and cash
equivalents
|
(40.6)
|
(453.9)
|
(565.3)
|
Opening cash and cash equivalents
at the beginning of the period
|
189.5
|
756.8
|
756.8
|
Foreign exchange
differences
|
(0.6)
|
(1.9)
|
(2.0)
|
Closing cash and cash equivalents (note
3.1)
|
148.3
|
301.0
|
189.5
|
Capricorn Energy PLC
Group Statement of Changes in
Equity
For the six months ended 30 June
2024
|
Equity
share
capital and share premium
|
Shares held by ESOP/ SIP Trusts
|
Foreign currency translation
|
Merger and capital reserves
|
Retained
earnings
(restated)
|
Total
equity
(restated)
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
|
|
|
|
|
|
|
At 1 January 2023
|
503.4
|
(15.3)
|
(90.8)
|
45.5
|
678.8
|
1,121.6
|
|
|
|
|
|
|
|
Loss for the year
|
-
|
-
|
-
|
-
|
(144.0)
|
(144.0)
|
Currency translation
differences
|
-
|
-
|
5.1
|
-
|
-
|
5.1
|
Total comprehensive
income/(expense)
|
-
|
-
|
5.1
|
-
|
(144.0)
|
(138.9)
|
|
|
|
|
|
|
|
Dividends paid
|
-
|
-
|
-
|
-
|
(541.1)
|
(541.1)
|
Share repurchase
|
(0.4)
|
-
|
-
|
0.4
|
(18.9)
|
(18.9)
|
Share based payments
|
-
|
-
|
-
|
-
|
2.5
|
2.5
|
Exercise of employee share
options
|
0.8
|
-
|
-
|
-
|
-
|
0.8
|
Share premium cancelled
|
(495.4)
|
-
|
-
|
-
|
495.4
|
-
|
Cost of shares
purchased
|
-
|
(19.5)
|
-
|
-
|
-
|
(19.5)
|
Cost of shares vesting
|
-
|
28.5
|
-
|
-
|
(28.5)
|
-
|
At 31 December 2023
|
8.4
|
(6.3)
|
(85.7)
|
45.9
|
444.2
|
406.5
|
|
|
|
|
|
|
|
Profit for the period
|
-
|
-
|
-
|
-
|
1.8
|
1.8
|
Currency translation
differences
|
-
|
-
|
(0.5)
|
-
|
-
|
(0.5)
|
Total comprehensive
(expense)/income
|
-
|
-
|
(0.5)
|
-
|
1.8
|
1.3
|
|
|
|
|
|
|
|
Share-based payments
|
-
|
-
|
-
|
-
|
0.9
|
0.9
|
Exercise of employee share
options
|
0.1
|
-
|
-
|
-
|
-
|
0.1
|
Cost of shares
purchased
|
-
|
(4.8)
|
-
|
-
|
-
|
(4.8)
|
Cost of shares vesting
|
-
|
7.5
|
-
|
-
|
(7.5)
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
(50.1)
|
(50.1)
|
Share repurchase
|
(0.2)
|
-
|
-
|
0.2
|
(3.7)
|
(3.7)
|
At 30 June 2024
|
8.3
|
(3.6)
|
(86.2)
|
46.1
|
385.6
|
350.2
|
Capricorn Energy PLC
Group Statement of Changes in
Equity (continued)
For the six months ended 30 June
2023
|
Equity share capital and share premium
|
Shares held by ESOP/ SIP Trusts
|
Foreign currency translation
|
Merger and capital reserves
|
Retained
earnings
(restated)
|
Total
equity
(restated)
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
|
|
|
|
|
|
|
At 1
January 2023
|
503.4
|
(15.3)
|
(90.8)
|
45.5
|
678.8
|
1,121.6
|
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
-
|
(65.0)
|
(65.0)
|
Currency translation
differences
|
-
|
-
|
5.3
|
-
|
-
|
5.3
|
Total comprehensive
income/(expense)
|
-
|
-
|
5.3
|
-
|
(65.0)
|
(59.7)
|
|
|
|
|
|
|
|
Share-based payments
|
-
|
-
|
-
|
-
|
0.7
|
0.7
|
Exercise of employee share
options
|
0.8
|
-
|
-
|
-
|
-
|
0.8
|
Share premium cancelled
|
(495.4)
|
-
|
-
|
-
|
495.4
|
-
|
Cost of shares
purchased
|
-
|
(16.9)
|
-
|
-
|
-
|
(16.9)
|
Cost of shares vesting
|
-
|
20.3
|
-
|
-
|
(20.3)
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
(445.7)
|
(445.7)
|
Share re-purchase
|
(0.2)
|
-
|
-
|
0.2
|
(12.2)
|
(12.2)
|
At 30 June 2023
|
8.6
|
(11.9)
|
(85.5)
|
45.7
|
631.7
|
588.6
|
Section 1 - Basis of Preparation
1.1 Accounting Policies:
Basis of Preparation
The half-year condensed
consolidated Financial Statements (the "Financial Statements") for
the six months ended 30 June 2024 have been prepared in accordance
with the Disclosure and Transparency Rules of the Financial Conduct
Authority and with UK adopted International Accounting Standard IAS
34, 'Interim financial reporting'. They should be read in
conjunction with the annual Financial Statements for the year ended
31 December 2023, which have been prepared in accordance with
UK-adopted International Accounting Standards and with the
requirements of the Companies Act 2006 as applicable to companies
reporting under those standards.
This half-yearly report was
approved by the Directors on [18] September 2024. The disclosed
figures, which have been reviewed but not audited, are not
statutory accounts in terms of Section 434
of the Companies Act 2006. Statutory
accounts for the year ended 31 December 2023, on which the auditors
gave an unqualified audit report, which did not contain an emphasis
of matter paragraph or any statement under section 498 of the
Companies Act 2006, have been filed with the Registrar of
Companies.
This half-yearly report has been
prepared on a basis consistent with the accounting policies
expected to be applied for the year ending 31 December 2023 and
uses the same accounting and financial risk management policies and
methods of computation as those applied for the year ended 31
December 2023. Changes to IFRS effective 1
January 2024 have no significant impact on Capricorn's accounting
policies or Financial Statements.
Material key estimates and
assumptions are unchanged from those applied in the year ended 31
December 2023 and therefore apply to these Financial
Statements.
1.2 Going
Concern
The Directors have considered the
factors relevant to support a statement of going concern. In
assessing whether the going concern assumption is appropriate, the
Board considered the Group cash flow forecasts under various
scenarios, identifying risks and mitigating factors and ensuring
the Group has sufficient funding to meet its current and contracted
commitments as and when they fall due for a period of at least 12
months from the date of signing these Financial
Statements.
At the balance sheet date and the
date of this report, the Group has surplus cash balances exceeding
debt drawn on the Senior Secured Borrowing and Junior Debt
Facilities within the Egypt business. Under both Capricorn's
and the lenders assumptions, the Group has sufficient resources to
maintain compliance with the financial covenants associated with
the facilities in terms of a 12-month forward-looking liquidity
test. There are currently events of default existing on the
facilities. Capricorn are seeking a waiver from the lenders
and, while this remains outstanding, monthly rollovers of the debt
drawn, under existing repayment forecasts, have been approved by
the lenders. The lenders approved a rollover of the debt on
27th June 2024 allowing Capricorn to continue to
disclose payments forecast to fall due outwith 12 months from the
balance sheet date as non-current liabilities.
A downside scenario run includes a
return to lower oil prices, with a reduction to $65 per bbl over
the remainder of 2024 and an oil price of $60 per bbl from 2025
onward, a 10% reduction in forecast production, no improvement in
Egypt trade receivables and a failure to fully recover remaining
deferred consideration due from Waldorf. An oil-price crash
scenario assumes a fall in the oil price to $40 per bbl in Q3 2024
with a recovery of $60 per bbl by mid-year 2025. Under both
scenarios the Group has sufficient cash headroom to continue to
operate as a going concern.
Under the terms of the borrowing
facilities entered into in connection with the Group's Egypt
assets, Capricorn Egypt Limited, the subsidiary holding the Egypt
assets, as borrower jointly and severally guarantees the
performance of the obligations of the joint venture counterparty.
Should the counterparty fail to meet its repayment obligations, the
lender could enforce this guarantee, though other routes to
recovery would be more likely. Though considered highly remote,
default by the counterparty could result in the lenders assuming
control of the Egypt assets. However, as the facilities are
non-recourse to the rest of the Group, Capricorn would continue to
operate as a going concern with sufficient cash balances held
outside Egypt and further consideration forecast allowing the Group
to meet its remaining liabilities as they fall due.
Section 1 - Basis of Preparation
1.3 Restatement of
Comparative Information
At 31 December 2022, Capricorn
reversed accruals of $29.2m relating to opening balances recognised
on acquisition of the Group's Egypt development/producing assets.
The seller had provided insufficient information to allow the
reconciliation of opening balances to subsequent costs and the
operator had declined to perform such an exercise. With no
supporting evidence to continue to accrue these opening costs, the
amounts were reversed as a cost adjustment against property, plant
& equipment - development/producing assets.
Early in 2024 and in light of
concerns that accounts payable balances may be understated,
Capricorn was able to access the underlying accounting records of
Bapetco who maintain the gross accounting records of the joint
operations on behalf of the operator. The subsequent
reconciliations performed by Capricorn of those Bapetco gross
numbers to the working interest working capital balances recorded
in Capricorn's accounting records, identified an under accrual
equivalent to the amounts reversed through the opening balance cost
adjustment processed in 2022.
The 2022 adjustment has therefore
been reversed resulting in an increase to the prior period carrying
value of property, plant & equipment - development/producing
assets and an increase in working capital balances relating to
joint operations equal to $29.2m. The increase in the carrying
value of assets had a subsequent impact on the year-end 31 December
2022 and period ended 30 June 2023 depletion charge and the related
deferred tax credit, though there was no material impact on the
prior year impairment charge, which remains unchanged.
1.3.1 Group Income Statement - Restatement
of Comparative Information
2022 year-end restatement
|
|
|
Prior
period
restatement
|
Income Statement
(extract)
|
|
|
$m
|
Continuing operations
|
|
|
|
Depletion charge
|
|
|
(7.2)
|
Gross profit
|
|
|
(7.2)
|
Loss before taxation from
continuing operations
|
|
|
(7.2)
|
Tax charge
|
|
|
2.8
|
Loss from continuing
operations
|
|
|
(4.4)
|
For the six months ended 30 June
2023:
Statement of profit or loss
(extract)
|
Note
|
Six
months ended
30
June
2023
As
originally presented
$m
|
Prior
period
restatement
$m
|
Six
months
ended
30
June
2023
(restated)
$m
|
|
|
|
|
|
Continuing operations
|
|
|
|
|
|
|
|
|
|
Depletion charge
|
2.2
|
(55.1)
|
(4.7)
|
(59.8)
|
Gross profit
|
|
46.0
|
(4.7)
|
41.3
|
|
|
|
|
|
Loss before taxation from
continuing operations
|
|
(32.3)
|
(4.7)
|
(37.0)
|
Tax charge
|
5.1
|
(19.1)
|
1.9
|
(17.2)
|
|
|
|
|
|
Loss from continuing
operations
|
|
(51.4)
|
(2.8)
|
(54.2)
|
Section 1 - Basis of Preparation
1.3 Restatement of
Comparative Information (continued)
1.3.2 Group Balance Sheet - Restatement of
Comparative Information
As
at 30 June 2023:
|
|
30
June
2023
As
originally presented
|
Prior
period
restatement
|
30
June
2023
(restated)
|
Balance Sheet (extract)
|
Note
|
$m
|
$m
|
$m
|
Non-current assets
|
|
|
|
|
Property, plant & equipment -
development/producing assets
|
2.3
|
240.5
|
17.3
|
257.8
|
Deferred tax assets
|
5.2
|
8.5
|
2.4
|
10.9
|
|
|
249.0
|
19.7
|
268.7
|
Current liabilities
|
|
|
|
|
Trade and other
payables
|
|
(85.1)
|
(29.2)
|
(114.3)
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Deferred tax
liabilities
|
5.2
|
(16.1)
|
2.3
|
(13.8)
|
|
|
(101.2)
|
(26.9)
|
(128.1)
|
Net assets
|
|
595.8
|
(7.2)
|
588.6
|
|
|
|
|
|
Equity
|
|
|
|
|
Retained earnings
|
|
638.9
|
(7.2)
|
631.7
|
Total equity
|
|
595.8
|
(7.2)
|
588.6
|
1.3.3 Group Statement of Cash Flows -
Restatement of Comparative Information
For the six months ended 30 June
2023:
Statement of cash flows
(extract)
|
Six
months ended
30
June
2023
As
originally
presented
$m
|
Prior
period
restatement
$m
|
Six
months ended
30
June
2023
(restated)
$m
|
Cash flows from operating
activities:
|
|
|
|
Loss before taxation from
continuing operations
|
(32.3)
|
(4.7)
|
(37.0)
|
|
|
|
|
Adjustments for non-cash income
and expense and non-operating cash flows:
|
|
|
|
Depreciation, depletion and
amortisation charges
|
59.2
|
4.7
|
63.9
|
Net cash flows used in operating
activities
|
(15.5)
|
-
|
(15.5)
|
Section 2 - Oil and Gas Assets and
Operations
2.1 Gross Profit: Revenue and
Cost of Sales
|
Six months
ended
30 June
2024
|
Six
months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
$m
|
$m
|
$m
|
|
|
|
|
Oil sales
|
61.4
|
76.6
|
159.1
|
Gas sales
|
18.9
|
21.7
|
40.8
|
|
|
|
|
Revenue from oil and gas sales
|
80.3
|
98.3
|
199.9
|
Royalty income
|
0.5
|
0.5
|
1.1
|
|
|
|
|
Total revenue
|
80.8
|
98.8
|
201.0
|
|
|
|
|
Other Income - Tax entitlement
volumes
|
23.0
|
29.8
|
54.1
|
|
|
|
|
Other income
|
23.0
|
29.8
|
54.1
|
|
|
|
|
Production costs and inventory
movements
|
(22.5)
|
(27.5)
|
(59.6)
|
|
|
|
|
Cost of sales
|
(22.5)
|
(27.5)
|
(59.6)
|
|
|
|
|
Depletion (note 2.3)
|
(37.3)
|
(59.8)
|
(120.4)
|
|
|
|
|
Gross profit
|
44.0
|
41.3
|
75.1
|
Oil and gas revenue in Egypt for
the half year ended 30 June 2024 was $80.3m (30 June 2023: $98.3m;
31 December 2023: $199.9m), from net entitlement volumes of 1.9
mmboe (30 June 2023: 2.4 mmboe; 31 December 2023: 4.4 mmboe). Oil
sales price realised averaged $78.6/boe (30 June 2023: $78.6/boe;
31 December 2023: $81.2/boe) and gas sales price at $3.0/mscf (30
June 2023: $2.9/mscf; 31 December 2023; $2.9/mscf). Other income
represents additional entitlement to cover tax due which is paid on
Capricorn's behalf by EGPC; see section 5.
Cost of sales over the period were
$22.5m (30 June 2023: $27.5m; 31 December 2023: $59.6m), or
$4.7/boe (30 June 2023: $4.8/boe; 31 December 2023: $5.4/boe) (on a
WI basis).
Section 2 - Oil and Gas Assets and Operations
(continued)
2.2 Intangible
Exploration/Appraisal Assets
|
Egypt
|
Mexico
|
Other
Countries
|
Total
|
|
$m
|
$m
|
$m
|
$m
|
|
|
|
|
|
Cost
|
|
|
|
|
At 1 January 2023
|
-
|
1.0
|
-
|
1.0
|
Additions
|
3.0
|
14.6
|
0.8
|
18.4
|
Unsuccessful exploration
costs
|
(2.2)
|
(15.6)
|
(0.8)
|
(18.6)
|
|
|
|
|
|
At 30 June 2023
(restated)
|
0.8
|
-
|
-
|
0.8
|
Additions
|
2.1
|
0.4
|
1.1
|
3.6
|
Unsuccessful exploration
costs
|
(0.4)
|
(0.4)
|
(1.1)
|
(1.9)
|
At 31 December 2023
|
2.5
|
-
|
-
|
2.5
|
Additions
|
-
|
-
|
1.8
|
1.8
|
Unsuccessful exploration
costs
|
(2.5)
|
-
|
(1.8)
|
(4.3)
|
At 30 June 2024
|
-
|
-
|
-
|
-
|
|
|
|
|
|
Net book value
|
|
|
|
|
At 30 June 2023
|
0.8
|
-
|
-
|
0.8
|
At 31 December 2023
|
2.5
|
-
|
-
|
2.5
|
At 30 June 2024
|
-
|
-
|
-
|
-
|
Other countries additions and
unsuccessful exploration costs of $1.8m relate to further estimated
abandonment costs for the historic Tybalt well.
Section 2 - Oil and Gas Assets and Operations
(continued)
2.3 Property, Plant &
Equipment - Development/Producing Assets
|
Egypt
(restated)
|
|
$m
|
|
|
Cost
|
|
At 1 January 2023
|
480.9
|
Additions
|
41.8
|
|
|
At 30 June 2023
|
522.7
|
Additions
|
49.5
|
At 31 December 2023
|
572.2
|
Additions
|
31.5
|
|
|
At 30 June 2024
|
603.7
|
|
|
Depletion, amortisation and impairment
|
|
At 1 January 2023
|
205.1
|
Depletion and amortisation
charges
|
59.8
|
|
|
At 30 June 2023
|
264.9
|
Depletion
|
60.6
|
Impairment
|
29.1
|
At 31 December 2023
|
354.6
|
Depletion
|
37.3
|
|
|
At 30 June 2023
|
391.9
|
|
|
Net book value
|
|
At 30 June 2023
|
257.8
|
At 31 December 2023
|
217.6
|
At 30 June 2024
|
211.8
|
Additions on development activity
in the period were funded through cash and working
capital.
In Egypt, depletion of $37.3m (30
June 2023 (restated): $59.8m, 31 December 2023: $120.4m) was
charged to the Income Statement based on entitlement interest
production. The costs for depletion include future capital
costs-to-complete consistent with the life-of-field reserves
estimates used in the calculation.
The Group reviewed its producing
assets in Egypt for indicators of impairment, but no indicators
were identified, and no impairment tests have therefore been
performed at the half-year.
Section 2 - Oil and Gas Assets and Operations
(continued)
2.4 Other Property, Plant
& Equipment and Intangible assets
|
Carbon
credits
|
Intangible
assets
|
Property, plant
&
equipment
|
Right-of-use
assets
|
Total
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
At 1 January 2023
|
6.8
|
41.3
|
10.8
|
12.8
|
71.7
|
Additions
|
-
|
0.9
|
0.2
|
15.5
|
16.6
|
Foreign exchange
|
-
|
2.9
|
0.2
|
1.3
|
4.4
|
|
|
|
|
|
|
At 30 June 2023
|
6.8
|
45.1
|
11.2
|
29.6
|
92.7
|
Additions
|
-
|
1.0
|
0.1
|
-
|
1.1
|
Disposals
|
-
|
(32.8)
|
(11.2)
|
(11.7)
|
(55.7)
|
Foreign exchange
|
-
|
(1.1)
|
0.2
|
(0.5)
|
(1.4)
|
At 31 December 2023
|
6.8
|
12.2
|
0.3
|
17.4
|
36.7
|
Disposals
|
-
|
-
|
-
|
(9.6)
|
(9.6)
|
Foreign exchange
|
-
|
(0.1)
|
-
|
(0.1)
|
(0.2)
|
At 30 June 2024
|
6.8
|
12.1
|
0.3
|
7.7
|
26.9
|
|
|
|
|
|
|
Depreciation and amortisation
|
|
|
|
|
|
At 1 January 2023
|
-
|
38.7
|
10.6
|
8.3
|
57.6
|
Charge for the period
|
-
|
1.9
|
0.1
|
1.0
|
3.0
|
Foreign exchange
|
-
|
2.3
|
0.5
|
0.9
|
3.7
|
|
|
|
|
|
|
At 30 June 2023
|
-
|
42.9
|
11.2
|
10.2
|
64.3
|
Charge for the period
|
-
|
2.0
|
0.1
|
1.6
|
3.7
|
Disposals
|
-
|
(32.7)
|
(11.2)
|
(0.7)
|
(44.6)
|
Foreign exchange
|
-
|
(0.6)
|
(0.1)
|
(0.5)
|
(1.2)
|
|
|
|
|
|
|
At 31 December 2023
|
-
|
11.6
|
-
|
10.6
|
22.2
|
Charge for the period
|
-
|
0.4
|
0.1
|
0.4
|
0.9
|
Disposals
|
-
|
-
|
-
|
(9.7)
|
(9.7)
|
Foreign exchange
|
-
|
(0.1)
|
-
|
-
|
(0.1)
|
|
|
|
|
|
|
At 30 June 2024
|
-
|
11.9
|
0.1
|
1.3
|
13.3
|
|
|
|
|
|
|
Net book value
|
|
|
|
|
|
At 30 June 2023
|
6.8
|
2.2
|
-
|
19.4
|
28.4
|
At 31 December 2023
|
6.8
|
0.6
|
0.3
|
6.8
|
14.5
|
At 30 June 2024
|
6.8
|
0.2
|
0.2
|
6.4
|
13.6
|
2.5 Capital
Commitments
|
At
30 June
2024
|
At
30
June
2023
|
At
31
December
2023
|
Oil and gas expenditure:
|
$m
|
$m
|
$m
|
|
|
|
|
Intangible exploration/appraisal
assets
|
6.4
|
12.6
|
7.9
|
Property, plant & equipment -
development/producing assets
|
24.4
|
-
|
-
|
Contracted for
|
30.8
|
12.6
|
7.9
|
Capital commitments represent
Capricorn's share of obligations relating to its interests in joint
operations. These commitments include Capricorn's share of the
capital commitments of the joint operations themselves.
Capital commitments of $6.4m (30
June 2023: $12.6m, 31 December 2023: $7.9m) for intangible
exploration/appraisal assets relate to planned exploration wells in
Egypt. Capital commitments of $24.4m (30 June 2023: $nil, 31
December 2023: $nil) for property, plant & equipment -
development/producing assets relate to planned expenditure in Egypt
in line with approved budgets.
Section 3 - Working Capital, Financial Instruments and
Long-Term Liabilities
3.1 Cash and Cash
Equivalents
|
At
30 June
2024
|
At
30
June
2023
|
At
31
December
2023
|
|
$m
|
$m
|
$m
|
|
|
|
|
Cash at bank
|
7.6
|
38.3
|
12.8
|
Bank deposits less than three
months
|
-
|
40.0
|
20.0
|
Money market funds
|
140.7
|
222.7
|
156.7
|
|
148.3
|
301.0
|
189.5
|
At 30 June 2024, $55.2m (30 June
2023: $35.1m, 31 December 2023: $10.6m) of cash and cash
equivalents are restricted and not available for immediate ordinary
business use. Of this restricted amount of cash and cash
equivalents $54.3m (30 June 2023: $33.9m, 31 December 2023: $5.6m)
is held in Egypt. Restricted cash in Egypt may be used to fund
ongoing costs of the Egypt operations and local administration
costs.
3.2 Loans and
Borrowings
Reconciliation of opening and closing liabilities to cash
flow movements:
|
At
30 June
2024
$m
|
At
30
June
2023
$m
|
At
31
December
2023
$m
|
|
|
|
|
Opening liabilities
|
111.8
|
158.6
|
158.6
|
Loan repayments in the period disclosed in the Cash Flow
Statement:
|
|
|
|
Senior Debt Facility
|
(5.8)
|
(33.5)
|
(48.3)
|
|
(5.8)
|
(33.5)
|
(48.3)
|
Non-cash movements:
|
|
|
|
Accrued debt facility
interest
|
-
|
(1.1)
|
0.6
|
Amortisation of debt arrangement
fees
|
0.5
|
0.5
|
0.9
|
Closing liabilities
|
106.5
|
124.5
|
111.8
|
Amounts due less than one year
|
12.4
|
20.3
|
15.4
|
Amounts due greater than one year
|
94.1
|
104.2
|
96.4
|
Closing liabilities
|
106.5
|
124.5
|
111.8
|
Section 3 - Working Capital, Financial Instruments and
Long-Term Liabilities (continued)
3.3 Lease
Liabilities
Reconciliation of opening and closing liabilities to cash
flow movements:
|
At
30 June
2024
$m
|
At
30
June
2023
$m
|
At
31
December
2023
$m
|
|
|
|
|
Opening liabilities
|
7.4
|
4.3
|
4.3
|
Lease payments in the period disclosed in the Cash Flow
Statement as financing cash flows:
|
|
|
|
Total lease payments
|
(0.4)
|
(1.5)
|
(2.2)
|
|
(0.4)
|
(1.5)
|
(2.2)
|
Non-cash movements:
|
|
|
|
Lease additions
|
-
|
15.5
|
15.5
|
Lease termination
|
-
|
-
|
(1.6)
|
Lease interest charges
|
0.2
|
0.2
|
0.5
|
Lease disposal
|
-
|
-
|
(9.5)
|
Foreign exchange
|
(0.1)
|
0.7
|
0.4
|
Closing liabilities
|
7.1
|
19.2
|
7.4
|
Amounts due less than one year
|
1.3
|
1.1
|
1.0
|
Amounts due greater than one year
|
5.8
|
18.1
|
6.4
|
Closing liabilities
|
7.1
|
19.2
|
7.4
|
As at 30 June 2024 the balance of
$7.1m wholly relates to the office lease costs in the UK and Egypt.
Amortisation charges on the Right-of-Use assets are disclosed in
note 4.1.
For the six months ended 30 June
2024 the Group did not incur any further fixed or variable lease
costs.
3.4 Trade and Other
Receivables
|
At
30 June
2024
|
At
30
June
2023
|
At
31
December
2023
|
|
$m
|
$m
|
$m
|
|
|
|
|
Trade receivables
|
155.4
|
144.2
|
168.5
|
Other receivables
|
32.9
|
13.4
|
11.0
|
Prepayments
|
1.4
|
4.2
|
1.5
|
Joint operation
receivables
|
3.0
|
35.2
|
5.0
|
|
192.7
|
197.0
|
186.0
|
Trade receivables relate to the
Group's producing assets in Egypt. The receivables position is net
of expected credit loss adjustments of $5.0m. Discussions are
ongoing with EGPC and the operator to manage the receivables
position and capital expenditure outflows in Egypt are being
managed with the partner to match incoming receipts.
Other receivables of $32.9m
include an India tax refund due of $5.9m and remaining deferred
consideration receivable from Waldorf of $19.9m, expected in
January 2025. The remaining balance in other receivables include
VAT recoverable in the UK and Mexico.
Joint operation receivables
include Capricorn's working interest share of the receivables
relating to joint operations and amounts recoverable from partners
in joint operations.
Section 3 - Working Capital, Financial Instruments and
Long-Term Liabilities (continued)
3.4 Trade and Other
Receivables (continued)
Reconciliation of opening and closing receivables to
operating cash flow movements:
|
30 June
2024
$m
|
30
June
2023
$m
|
31
December 2023
$m
|
Opening trade and other
receivables
|
186.0
|
142.5
|
142.5
|
Closing trade and other
receivables
|
(192.7)
|
(197.0)
|
(186.0)
|
Increase in trade and other
receivables
|
(6.7)
|
(54.5)
|
(43.5)
|
|
|
|
|
Foreign exchange
|
(0.8)
|
(0.2)
|
(1.2)
|
Decrease in joint operation
receivables relating to investing activities for expenditure on oil
and gas assets
|
1.5
|
27.2
|
(18.5)
|
Increase/(decrease) in other
debtors relating to investing activities
|
19.9
|
(5.3)
|
(4.2)
|
Decrease in prepayments relating
to investing activities
|
-
|
(1.9)
|
(2.2)
|
Decrease in prepayments and other
receivables relating to financing activities
|
(0.6)
|
(2.0)
|
(1.4)
|
Trade and other receivables
(received)/recognised on earnout settlement
|
(2.0)
|
-
|
2.0
|
Other receivable recognised on
India tax refund
|
5.9
|
-
|
-
|
Increase in trade and other receivables movement recorded in
operating cash flows
|
17.2
|
(36.7)
|
(69.0)
|
3.5 Financial Assets and
Liabilities at Fair Value Through Profit and Loss
Financial Assets
|
At
30 June
2024
$m
|
At
30
June
2023
$m
|
At
31
December
2023
$m
|
|
|
|
|
Non-current assets
|
|
|
|
Financial assets at fair value
through profit or loss - earnout consideration
|
-
|
30.1
|
-
|
Financial assets at fair value
through profit or loss - non-listed investment fund
|
-
|
6.6
|
-
|
|
|
|
|
|
-
|
36.7
|
-
|
|
|
|
|
Current assets
|
|
|
|
Financial assets at fair value
through profit or loss - earnout consideration
|
-
|
38.0
|
-
|
|
|
|
|
|
-
|
38.0
|
-
|
Financial Liabilities
|
At
30
June
2024
$m
|
At
30
June
2023
$m
|
At
31
December
2023
$m
|
|
|
|
|
Non-current liabilities
|
|
|
|
Financial liabilities at fair
value through profit or loss - deferred consideration on business
combinations
|
-
|
(16.9)
|
(19.8)
|
|
|
|
|
Current liabilities
|
|
|
|
Financial liabilities at fair
value through profit or loss - deferred consideration on business
combinations
|
(24.3)
|
(23.3)
|
(19.8)
|
Deferred consideration, based on
future oil prices, is due to Shell following the Egypt business
combination in 2021.
Section 3 - Working Capital, Financial Instruments and
Long-Term Liabilities (continued)
3.5 Financial Assets and
Liabilities at Fair Value Through Profit and Loss
(continued)
Fair Value measurements
|
At
30
June
2024
$m
|
At
30
June
2023
$m
|
At
31
December
2023
$m
|
Assets measured at fair value - Level 2
|
|
|
|
Financial assets at fair value through profit or
loss
|
|
|
|
Earnout consideration
|
-
|
68.1
|
-
|
Non-listed investment
fund
|
-
|
6.6
|
-
|
|
|
|
|
Liabilities measured at fair value - Level
2
|
|
|
|
Financial liabilities at fair value through profit or
loss
|
|
|
|
Deferred consideration on business
combinations
|
(24.3)
|
(38.5)
|
(43.8)
|
|
|
|
|
Liabilities measured at fair value - Level
3
|
|
|
|
Financial liabilities at fair value through profit or
loss
|
|
|
|
Deferred consideration on business
combinations
|
-
|
(1.7)
|
(1.0)
|
|
|
|
|
|
(24.3)
|
34.5
|
(44.8)
|
3.6 Trade and Other
Payables
|
At
30 June
2024
|
At
30
June
2023
(restated)
|
At
31
December
2023
|
|
$m
|
$m
|
$m
|
|
|
|
|
Trade payables
|
0.9
|
0.2
|
0.3
|
Other taxation and social
security
|
0.4
|
2.2
|
0.5
|
Accruals and other
payables
|
5.3
|
9.9
|
7.9
|
Joint operation
payables
|
92.1
|
102.0
|
73.3
|
|
98.7
|
114.3
|
82.0
|
Joint operation payables include
Capricorn's share of the trade and other payables of the joint
operations in which the Group participates.
The reduction in accruals and
other payables from the year end reflects the reduction in bonus
and employer national insurance accruals.
Reconciliation of opening and closing payables to operating
cash flow movements:
|
30 June
2024
$m
|
30
June
2023
(restated)
$m
|
31
December 2023
$m
|
Opening trade and other
payables
|
(82.0)
|
(84.9)
|
(84.9)
|
Closing trade and other
payables
|
98.7
|
114.3
|
82.0
|
Increase/(Decrease) in trade and
other payables
|
16.7
|
29.4
|
(2.9)
|
|
|
|
|
Foreign exchange
|
(1.2)
|
1.5
|
1.6
|
(Increase)/Decrease in trade
payables relating to investing activities
|
(1.2)
|
0.7
|
0.7
|
Increase in joint operation
payables relating to investing
activities
|
(15.8)
|
(31.6)
|
(38.1)
|
Increase in accruals relating to
other financing activities - repurchase of shares
|
(0.4)
|
(0.8)
|
-
|
Increase in accruals relating to
other financing activities - cost of shares purchased
|
(0.3)
|
-
|
-
|
Decrease in accruals and other
payables relating to financing activities
|
-
|
0.2
|
0.1
|
Decrease in trade and other payables recorded in operating
cash flows
|
(2.2)
|
(0.6)
|
(38.6)
|
Section 4 - Income Statement Analysis
4.1 Segmental
Analysis
Operating segments
Capricorn's assets are managed by
the Board on a geographical basis, with each country forming an
operating segment. The Board monitors each segment separately for
the purposes of making decisions about resource allocation and
performance assessment.
At 30 June 2024, Capricorn
identified two reporting segments: Egypt and Other countries. The
Other countries operating segment includes costs associated with
exploration interests in Mauritania, Mexico, UK North Sea and
Suriname. In 2023, Mexico was disclosed as a separate
segment.
The Other Capricorn Energy Group
segment exists to accumulate the activities and results of the
Parent and other holding companies together with other unallocated
expenditure and net assets/liabilities including amounts of a
corporate nature not specifically attributable to any of the
business units.
Non-current assets as analysed on
a segmental basis consist of: intangible exploration/appraisal
assets; property, plant & equipment - development/producing
assets; goodwill; and other property, plant & equipment and
intangible assets.
Section 4 - Income Statement Analysis
(continued)
4.1 Segmental Analysis
(continued)
The segment results for the six
months ended 30 June 2024 are as follows:
|
Egypt
|
Other
countries
|
Other
Capricorn Energy Group
|
Total
|
|
$m
|
$m
|
$m
|
$m
|
Revenue
|
80.3
|
-
|
0.5
|
80.8
|
Other income
|
23.0
|
-
|
-
|
23.0
|
Cost of sales
|
(22.5)
|
-
|
-
|
(22.5)
|
Depletion and amortisation
charges
|
(37.3)
|
-
|
-
|
(37.3)
|
Gross profit
|
43.5
|
-
|
0.5
|
44.0
|
|
|
|
|
|
Unsuccessful exploration
costs
|
(2.5)
|
(1.8)
|
-
|
(4.3)
|
General exploration
costs
|
(1.4)
|
-
|
-
|
(1.4)
|
Other operating income
|
-
|
-
|
0.6
|
0.6
|
Depreciation - purchased
assets
|
-
|
-
|
(0.1)
|
(0.1)
|
Amortisation - right-of-use
assets
|
(0.1)
|
-
|
(0.3)
|
(0.4)
|
Amortisation of other intangible
assets
|
-
|
(0.2)
|
(0.2)
|
(0.4)
|
Other administrative
expenses
|
-
|
(0.9)
|
(10.2)
|
(11.1)
|
Operating profit/(loss)
|
39.5
|
(2.9)
|
(9.7)
|
26.9
|
|
|
|
|
|
Fair value loss on deferred
consideration
|
(4.5)
|
-
|
-
|
(4.5)
|
Interest income
|
0.6
|
-
|
4.4
|
5.0
|
Interest expense
|
(6.7)
|
-
|
(0.3)
|
(7.0)
|
Other net finance
(expense)/income
|
(3.9)
|
(0.5)
|
0.4
|
(4.0)
|
Profit/(Loss) before taxation from continuing
operations
|
25.0
|
(3.4)
|
(5.2)
|
16.4
|
|
|
|
|
|
Tax (charge)/credit
|
(19.8)
|
-
|
5.9
|
(13.9)
|
Profit/(Loss) for the period from continuing
operations
|
5.2
|
(3.4)
|
0.7
|
2.5
|
Loss from discontinued
operations
|
-
|
-
|
(0.7)
|
(0.7)
|
Profit/(Loss) attributable to equity holders of the
Parent
|
5.2
|
(3.4)
|
-
|
1.8
|
|
|
|
|
|
Balances at 30 June 2024:
|
|
|
|
|
Capital expenditure
|
31.5
|
1.8
|
-
|
33.3
|
|
|
|
|
|
Total assets
|
454.6
|
33.3
|
114.8
|
602.7
|
|
|
|
|
|
Total liabilities
|
230.5
|
11.2
|
10.8
|
252.5
|
|
|
|
|
|
Non-current assets
|
233.5
|
7.0
|
12.7
|
253.2
|
Section 4 - Income Statement Analysis
(continued)
4.1 Segmental Analysis
(continued)
The segment results for the six
months ended 30 June 2023 were as follows:
|
Egypt
(restated)
|
Mexico
|
Other
countries
|
Other
Capricorn Energy Group
|
Total
(restated)
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
|
|
|
|
|
|
Revenue
|
98.3
|
-
|
-
|
0.5
|
98.8
|
Other income
|
29.8
|
-
|
-
|
-
|
29.8
|
Cost of sales
|
(27.5)
|
-
|
-
|
-
|
(27.5)
|
Depletion and amortisation
charges
|
(59.8)
|
-
|
-
|
-
|
(59.8)
|
Gross profit
|
40.8
|
-
|
-
|
0.5
|
41.3
|
|
|
|
|
|
|
Pre-award costs
|
(0.6)
|
-
|
-
|
(0.4)
|
(1.0)
|
Unsuccessful exploration
costs
|
(2.2)
|
(15.6)
|
(0.8)
|
-
|
(18.6)
|
General exploration
costs
|
(4.4)
|
(6.0)
|
(5.4)
|
-
|
(15.8)
|
Other operating income
|
-
|
-
|
-
|
0.4
|
0.4
|
Depreciation - purchased
assets
|
-
|
-
|
-
|
(0.2)
|
(0.2)
|
Amortisation - right-of-use
assets
|
(0.2)
|
-
|
-
|
(1.2)
|
(1.4)
|
Amortisation of other intangible
assets
|
-
|
-
|
-
|
(2.5)
|
(2.5)
|
Other administrative
expenses
|
(0.6)
|
(1.0)
|
-
|
(35.6)
|
(37.2)
|
Operating profit/(loss)
|
32.8
|
(22.6)
|
(6.2)
|
(39.0)
|
(35.0)
|
|
|
|
|
|
|
Fair value loss on deferred
consideration
|
(3.4)
|
-
|
-
|
-
|
(3.4)
|
Gain on fair value of financial
asset
|
-
|
-
|
-
|
-
|
-
|
Interest income
|
0.6
|
1.4
|
0.1
|
14.2
|
16.3
|
Interest expense
|
(8.1)
|
-
|
-
|
(0.1)
|
(8.2)
|
Other net finance
(expense)/income
|
(0.6)
|
1.0
|
(0.6)
|
(6.5)
|
(6.7)
|
Profit/(Loss) before taxation from
continuing operations
|
21.3
|
(20.2)
|
(6.7)
|
(31.4)
|
(37.0)
|
|
|
|
|
|
|
Tax charge
|
(17.2)
|
-
|
-
|
-
|
(17.2)
|
Profit/(Loss) for the period from
continuing operations
|
4.1
|
(20.2)
|
(6.7)
|
(31.4)
|
(54.2)
|
Loss from discontinued
operations
|
-
|
-
|
-
|
(10.8)
|
(10.8)
|
Profit/(Loss) attributable to
equity holders of the Parent
|
4.1
|
(20.2)
|
(6.7)
|
(42.2)
|
(65.0)
|
|
|
|
|
|
|
Balances at 30 June
2023:
|
|
|
|
|
|
Capital expenditure
|
44.7
|
14.6
|
0.8
|
3.8
|
63.9
|
|
|
|
|
|
|
Total assets
|
520.0
|
12.6
|
68.6
|
303.8
|
905.0
|
|
|
|
|
|
|
Total liabilities
|
273.1
|
9.9
|
5.0
|
28.4
|
316.4
|
|
|
|
|
|
|
Non-current assets
|
285.4
|
0.3
|
-
|
26.7
|
312.4
|
Section 4 - Income Statement Analysis
(continued)
4.1 Segmental Analysis
(continued)
The segment results for the year
ended 31 December 2023 were as follows:
|
Egypt
|
Mexico
|
Other
countries
|
Other
Capricorn
Energy
Group
|
Total
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
|
|
|
|
|
|
Revenue
|
199.9
|
-
|
-
|
1.1
|
201.0
|
Other income
|
54.1
|
-
|
-
|
-
|
54.1
|
Cost of sales
|
(59.6)
|
-
|
-
|
-
|
(59.6)
|
Depletion and
amortisation
|
(120.4)
|
-
|
-
|
-
|
(120.4)
|
Gross profit
|
74.0
|
-
|
-
|
1.1
|
75.1
|
|
|
|
|
|
|
Pre-award costs
|
(0.7)
|
-
|
-
|
(0.4)
|
(1.1)
|
General exploration
costs
|
(10.4)
|
(10.3)
|
(6.2)
|
-
|
(26.9)
|
Unsuccessful exploration
costs
|
(2.6)
|
(16.0)
|
(1.9)
|
-
|
(20.5)
|
Impairment of property, plant
& equipment - development/producing assets
|
(29.1)
|
-
|
-
|
-
|
(29.1)
|
Impairment of goodwill
|
(14.6)
|
-
|
-
|
-
|
(14.6)
|
Expected credit loss adjustment on
revenue receivable
|
(9.0)
|
-
|
-
|
-
|
(9.0)
|
Other operating income
|
-
|
-
|
-
|
0.6
|
0.6
|
Depreciation - purchased
assets
|
-
|
-
|
-
|
(0.2)
|
(0.2)
|
Amortisation - right-of-use
assets
|
(0.3)
|
-
|
-
|
(2.3)
|
(2.6)
|
Amortisation of other intangible
assets
|
-
|
(0.3)
|
-
|
(3.6)
|
(3.9)
|
Other administrative
expenses
|
(1.9)
|
(2.9)
|
(0.1)
|
(50.3)
|
(55.2)
|
Operating profit/(loss)
|
5.4
|
(29.5)
|
(8.2)
|
(55.1)
|
(87.4)
|
|
|
|
|
|
|
Fair value loss on deferred
consideration
|
(8.0)
|
-
|
-
|
-
|
(8.0)
|
Gain on fair value of financial
asset
|
-
|
-
|
-
|
0.8
|
0.8
|
Impairment of an asset
held-for-sale
|
-
|
-
|
-
|
(4.0)
|
(4.0)
|
Interest income
|
0.4
|
-
|
0.1
|
19.9
|
20.4
|
Interest expense
|
(15.0)
|
-
|
-
|
(0.5)
|
(15.5)
|
Other net finance
(expense)/income
|
(2.7)
|
1.7
|
(0.5)
|
(6.9)
|
(8.4)
|
Loss before taxation from
continuing operations
|
(19.9)
|
(27.8)
|
(8.6)
|
(45.8)
|
(102.1)
|
|
|
|
|
|
|
Tax charge
|
(40.5)
|
-
|
-
|
-
|
(40.5)
|
Loss for the year from continuing
operations
|
(60.4)
|
(27.8)
|
(8.6)
|
(45.8)
|
(142.6)
|
Loss on disposal of discontinued
operations
|
-
|
-
|
-
|
(1.4)
|
(1.4)
|
(Loss)/Profit attributable to
equity holders of the Parent
|
(60.4)
|
(27.8)
|
(8.6)
|
(47.2)
|
(144.0)
|
|
|
|
|
|
|
Balances at 31 December
2023:
|
|
|
|
|
|
Capital expenditure
|
96.4
|
15.0
|
1.9
|
1.9
|
115.2
|
|
|
|
|
|
|
Total assets
|
426.8
|
8.6
|
29.8
|
202.4
|
667.6
|
|
|
|
|
|
|
Total liabilities
|
237.2
|
5.2
|
5.9
|
12.8
|
261.1
|
|
|
|
|
|
|
Non-current assets
|
232.0
|
0.2
|
27.6
|
13.2
|
273.0
|
Section 4 - Income Statement Analysis
(continued)
4.2 Administrative and
Other Expenses
|
Six months
ended
30
June
2024
|
Six months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
$m
|
$m
|
$m
|
Administrative expenses
|
12.0
|
34.4
|
55.0
|
Other expenses - corporate
transactions
|
-
|
6.9
|
6.9
|
|
12.0
|
41.3
|
61.9
|
4.3 Finance
Income
|
Six months
ended
30
June
2024
|
Six months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
$m
|
$m
|
$m
|
Bank and other interest
receivable
|
5.0
|
16.3
|
21.8
|
|
5.0
|
16.3
|
21.8
|
4.4 Finance
Costs
|
Six months
ended
30
June
2024
|
Six months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
$m
|
$m
|
$m
|
Loan interest
|
6.7
|
8.0
|
15.0
|
Facility fee
amortisation
|
0.5
|
0.5
|
0.9
|
Other finance charges and unwind
of discount
|
1.8
|
0.6
|
1.7
|
Exchange loss
|
2.0
|
5.8
|
7.7
|
|
11.0
|
14.9
|
25.3
|
Section 4 - Income Statement Analysis
(continued)
4.5 Earnings per Ordinary
Share
Basic and diluted earnings per
share are calculated using the following measures of
(loss)/profit:
|
Six months
ended
30
June
2024
|
Six months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
$m
|
$m
|
$m
|
Profit/(Loss) and diluted loss after taxation from continuing
operations
|
2.5
|
(54.2)
|
(142.6)
|
Profit/(Loss) and diluted loss attributable to equity holders
of the Parent
|
1.8
|
(65.0)
|
(144.0)
|
The following reflects the share
data used in the basic and diluted earnings per share
computations:
|
Six months
ended
30
June
2024
|
Six months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
'000
|
'000
|
'000
|
Weighted average number of
shares
|
88,252
|
305,875
|
196,128
|
Less weighted average shares held
by the ESOP and SIP Trusts
|
(1,104)
|
(4,250)
|
(2,777)
|
Basic and diluted weighted average number of
shares
|
87,148
|
301,625
|
193,351
|
|
|
|
|
Potentially dilutive effect of
shares issuable under employee share plans:
LTIP awards
|
1,584
|
-
|
-
|
Approved and unapproved
plans
|
9
|
-
|
-
|
Employee share awards
|
93
|
-
|
-
|
Deferred bonus
|
37
|
-
|
-
|
Diluted weighted average number of shares
|
88,871
|
301,625
|
193,351
|
Potentially issuable shares
not included above:
LTIP awards
|
6,349
|
-
|
-
|
Approved and unapproved
plans
|
85
|
-
|
-
|
Employee share awards
|
626
|
-
|
-
|
Number potentially issuable shares
|
7,060
|
-
|
-
|
The share repurchase programme and
share consolidation reduced weighted number of shares in
2024.
Section 5 - Taxation
5.1 Tax Charge on Loss for
the Period
|
Six months
ended
30
June
2024
|
Six months ended
30
June
2023
|
Year
ended
31
December
2023
|
|
$m
|
$m
|
$m
|
Current tax charge:
|
|
|
|
Overseas corporation tax -
Egypt
|
23.0
|
29.9
|
54.1
|
Overseas corporation tax refund -
India
|
(5.9)
|
-
|
-
|
|
|
|
|
Total current tax charge on loss from continuing
operations
|
17.1
|
29.9
|
54.1
|
|
|
|
|
Deferred tax credit:
|
|
|
|
Deferred tax credit on
intangible/tangible assets -
Egypt
|
(3.2)
|
(12.7)
|
(12.3)
|
Deferred tax charge on non-current
assets - Egypt - prior year adjustment
|
-
|
-
|
(1.4)
|
Total deferred tax credit on loss from continuing
operations
|
(3.2)
|
(12.7)
|
(13.7)
|
|
|
|
|
Total tax charge on loss from continuing
operations
|
13.9
|
17.2
|
40.5
|
UK deferred tax credit
|
-
|
(4.1)
|
(4.1)
|
Total deferred tax credit on profit from discontinued
operations
|
-
|
(4.1)
|
(4.1)
|
5.2 Deferred Tax Assets
and Liabilities
Reconciliation of movement in deferred tax
assets/(liabilities):
|
|
Temporary
difference
in respect
of
non-current
asset
|
|
|
$m
|
Deferred tax assets
|
|
|
At 1 January 2023
|
|
8.7
|
Deferred tax charge through the
Income Statement
|
|
2.2
|
At 30 June 2023
|
|
10.9
|
Deferred tax credit through the
Income Statement
|
|
(3.3)
|
At 31 December 2023
|
|
7.6
|
Deferred tax credit through the
Income Statement
|
|
2.4
|
|
|
|
At 30 June 2024
|
|
10.0
|
Section 5 - Taxation (continued)
5.2 Deferred Tax Assets
and Liabilities (continued)
|
Temporary differences in respect of:
|
|
|
Intangible/tangible assets
(restated)
|
Losses
(restated)
|
Other
temporary differences
|
Total
(restated)
|
|
$m
|
$m
|
$m
|
$m
|
Deferred tax liabilities
|
|
|
|
|
At 1 January 2023
|
(24.3)
|
9.1
|
(13.2)
|
(28.4)
|
Deferred tax credit through the
Income Statement - continuing operations
|
10.5
|
-
|
-
|
10.5
|
Deferred tax (charge)/credit
through the Income Statement - discontinued operations (note
6.1)
|
-
|
(9.1)
|
13.2
|
4.1
|
At 30 June 2023
|
(13.8)
|
-
|
-
|
(13.8)
|
Deferred tax credit through the
Income Statement - continuing operations
|
4.2
|
-
|
-
|
4.2
|
At 31 December 2023
|
(9.6)
|
-
|
-
|
(9.6)
|
Deferred tax credit through the
Income Statement - continuing operations
|
0.9
|
-
|
-
|
0.9
|
|
|
|
|
|
At 30 June 2024
|
(8.7)
|
-
|
-
|
(8.7)
|
Deferred tax assets and liabilities in
Egypt:
|
At
30 June
2024
|
At
30
June
2023
(restated)
|
At
31
December
2023
|
|
$m
|
$m
|
$m
|
Deferred tax assets
|
10.0
|
10.9
|
7.6
|
Deferred tax liabilities
|
(8.7)
|
(13.8)
|
(9.6)
|
|
1.3
|
(2.9)
|
(2.0)
|
Section 6 - Discontinued Operations
6.1 Loss from Discontinued
Operations
Sale of Capricorn's interest in the Catcher and Kraken
Producing Assets ("UK Producing Assets")
On 8 March 2021, Capricorn agreed
to sell its interests in the UK Catcher and Kraken producing assets
to Waldorf Production UK PLC.
Consideration under the agreement
was an initial cash consideration of $425.0m, subject to
adjustments for working capital and other customary interim period
adjustments, further purchaser bonds of $30.0m, sold shortly after
completion, and additional contingent consideration ("earnout
consideration") from 2021 to the end of 2025 dependent on oil
prices and minimum production levels being met. 2021 earnout
consideration of $75.7m, plus interest, was settled in June 2022.
2022 earnout consideration of $134.4m, plus interest, was settled
in March 2023.
On 18 December 2023, the Company
entered into a settlement agreement with Waldorf for the full and
final settlement of the remaining earnout consideration due. Under
the agreement, the Company received an initial payment of $48.0m in
December 2023, with a further $2.0m received in March 2024. In
addition, the Company will receive Waldorf's 25% non-operated WI in
the Columbus gas field, subject to approval from the North Sea
Transition Agency ("NSTA"). As at 30 June 2024, a balance of $7.0m
has been recognised as a long-term receivable relating to the
transfer of the Columbus asset, being the cash alternative due
should approval not be received from the NSTA. A final payment of
$22.5m is also due in January 2025.
The financial performance of the
discontinued operations is expanded in the tables below for the
periods ended 30 June 2024, 30 June 2023 and 31 December 2023
respectively.
|
Six months
ended
30 June
2024
$m
|
Six
months
ended
30
June
2023
$m
|
Year
ended
31
December
2023
$m
|
Cost of sales
|
-
|
4.3
|
4.3
|
Operating Profit
|
-
|
4.3
|
4.3
|
|
|
|
|
Loss on financial asset at fair
value through profit or loss - earnout consideration
|
-
|
(21.5)
|
(10.4)
|
Loss on disposal of a financial
asset
|
|
-
|
(1.7)
|
Expected credit loss
|
(0.7)
|
-
|
-
|
Finance income
|
-
|
2.3
|
2.3
|
Loss before tax from discontinued
operations
|
(0.7)
|
(14.9)
|
(5.5)
|
|
|
|
|
Taxation
|
-
|
4.1
|
4.1
|
Loss after tax from discontinued operations
|
(0.7)
|
(10.8)
|
(1.4)
|
Earnings per Share for Loss from Discontinued
Operations
|
$
|
$
|
$
|
Loss per ordinary share - basic
and diluted ($)
|
(0.01)
|
(0.04)
|
(0.01)
|
6.2 Cash Flow Information
for Discontinued Operations
|
Six months
ended
30
June
2024
$m
|
Six
months
ended
30
June
2023
$m
|
Year
ended
31
December
2023
$m
|
Net cash flows from operating
activities
|
-
|
4.3
|
4.3
|
Net cash flows from investing
activities
|
2.0
|
136.7
|
184.7
|
Net increase in cash and cash equivalents
|
2.0
|
141.0
|
189.0
|
Section 6 - Discontinued Operations
6.3 Discontinued
Operations - Senegal Contingent Asset
In December 2020, Capricorn
disposed of its entire 40% working interest in its Senegal
exploration and development assets. Further deferred consideration
of up to $50.0m is due, dependant on the average Brent oil price
during the first six months of production, which commenced on 10
June 2024, and on the asset achieving 30 days of continuous
production. Assuming average Brent oil prices remain above $60/bbl
during the first six months of production, Capricorn will receive
$50.0m. In accordance with IFRS 15, no amount was recognised at the
balance sheet date as there was no reasonable certainty that any
revenue recorded would not reverse in future periods.
6.4 Discontinued
Operations - Senegal Contingent Liability
On 14 November 2023, Capricorn
received notification that Woodside Energy ("Woodside") had
received a notice from the Senegalese Tax Authority. The notice
from the Senegalese Tax Authority states that:
‒ Senegalese registration duty
($29.0m including interest and penalties) should have been paid on
the transfer (in December 2020) by Capricorn to Woodside of its PSC
interests offshore Senegal; and
‒ Senegalese real estate capital
gains tax ($14.5m including interest and penalties) should have
been withheld by Woodside from the price paid to Capricorn in
respect of the sale of those PSC interests.
Under the terms of the sale
agreement between Capricorn and Woodside, Capricorn is responsible
for any registration duty and for any capital gains tax arising in
connection with the sale of the PSC interests.
Capricorn's analysis remains that
no Senegalese registration duty or capital gains tax is payable,
based on analysis at the time of the transaction. Capricorn will
continue to vigorously defend its position on this matter,
including exercising rights under the sale agreement to participate
in the defence of any such claim.
Section 7 - Share Capital
7.1
Called-Up Share
Capital
|
Number 21/13p ordinary
'000
|
Number 490/143p
ordinary
'000
|
Number 735/143p
ordinary
'000
|
Number 799/122p
ordinary
'000
|
21/13p
ordinary
$m
|
490/143p
ordinary
$m
|
735/143p
ordinary
$m
|
799/122p
ordinary
$m
|
Allotted, issued and fully paid ordinary
shares
|
|
|
|
|
|
|
|
|
At 1 January 2023
|
315,702
|
-
|
-
|
-
|
8.0
|
-
|
-
|
-
|
Consolidation of shares
|
(315,702)
|
148,534
|
-
|
-
|
(8.0)
|
8.0
|
-
|
-
|
Share re-purchase
|
-
|
(4,494)
|
-
|
-
|
-
|
(0.2)
|
-
|
-
|
|
|
|
|
|
|
|
|
|
At 30 June 2023
|
-
|
144,040
|
-
|
-
|
-
|
7.8
|
-
|
-
|
Share re-purchase
|
-
|
(1,203)
|
-
|
-
|
-
|
(0.1)
|
-
|
-
|
Consolidation of shares
|
-
|
(142,837)
|
95,225
|
-
|
-
|
(7.7)
|
7.7
|
-
|
Share re-purchase
|
-
|
-
|
(1,447)
|
-
|
-
|
-
|
(0.1)
|
-
|
|
|
|
|
|
|
|
|
|
At 31 December 2023
|
-
|
-
|
93,778
|
-
|
-
|
-
|
7.6
|
-
|
Share re-purchase pre
consolidation
|
-
|
-
|
(1,840)
|
-
|
-
|
-
|
(0.2)
|
-
|
Consolidation of shares
|
-
|
-
|
(91,938)
|
72,154
|
-
|
-
|
(7.4)
|
7.4
|
Share re-purchase post
consolidation
|
-
|
-
|
-
|
(280)
|
-
|
-
|
-
|
-
|
At 30 June 2024
|
-
|
-
|
-
|
71,874
|
-
|
-
|
-
|
7.4
|
Share premium
|
|
|
|
|
|
|
|
$m
|
At 1 January 2023
|
|
|
|
|
|
|
|
495.4
|
Arising on shares issued for
employee share options
|
|
|
|
|
|
|
|
0.8
|
Share premium cancelled
|
|
|
|
|
|
|
|
(495.4)
|
|
|
|
|
|
|
|
|
|
At 30 June 2023 and
31 December 2023
|
|
|
|
|
|
|
|
0.8
|
Arising on shares issued for
employee share options
|
|
|
|
|
|
|
|
0.1
|
At 30 June 2024
|
|
|
|
|
|
|
|
0.9
|
A share consolidation completed on
24 May 2024 where existing ordinary shares of 91,937,909 ordinary
shares of 735/143 pence each were replaced with 72,153,802 ordinary
shares of 799/122 pence each.
7.2 Return of Cash to
Shareholders
On 28 March 2024, Capricorn
announced the proposal to return approximately $50m to shareholders
via a special dividend.
The return was paid to
shareholders on 7 June 2024. The return of cash to shareholders of
43 pence per eligible ordinary share totalled £39.3m. The total
return to shareholders, after exchange differences from the date of
conversion from $ to £ and associated costs, was $50.1m.
7.3 Share
Buyback
In May 2023, the Company commenced
a share repurchase programme of its ordinary shares of up to $25m.
In 2023, the Company repurchased 7,143,720 shares. The value of
shares purchased in 2023 was £14.2m ($16.9m). In the first half of
2024, for the period ended 30 June 2024, Capricorn repurchased
2,119,888 ordinary shares, totalling £2.9m ($3.7m).
Glossary
AESW - Alam El Shawish
West
Bbl - Barrel of oil
BED - Badr El Din
concession
Boe - Barrels of Oil
Equivalent
Boepd - Barrels of Oil Equivalent
Per Day
Bopd - Barrels of Oil Per
Day
EGP - Egyptian Pound
GAAP - Generally Accepted
Accounting Principles
G&A - General and
administrative expenses
JV - Joint Venture
M - Million
MMbbls - Million barrels of
oil
Mscf - Thousand standard cubic
feet
NEAG - North East Abu
Gharadig
$ - US dollar
WI - Working Interest
YTD - Year to date