TIDMHUI
RNS Number : 0877O
Hydrogen Utopia International PLC
29 September 2023
The information contained within this announcement is deemed to
constitute inside information as stipulated under the retained EU
law version of the Market Abuse Regulation (EU) No. 596/2014 (the
"UK MAR") which is part of UK law by virtue of the European Union
(Withdrawal) Act 2018. The information is disclosed in accordance
with the Company's obligations under Article 17 of the UK MAR. Upon
the publication of this announcement, this inside information is
now considered to be in the public domain.
29 September 2023
Hydrogen Utopia International PLC
(the " Company " or " HUI")
Interim Results
Hydrogen Utopia International PLC, a company specialising in
turning non-recyclable mixed waste plastic into hydrogen and other
carbon-free fuels, new materials or distributed renewable heat , is
pleased to announce its results for the six months to 30 June
2023.
CEO Shareholders ' Letter
Dear Shareholders,
The world is currently experiencing exceptionally challenging
times, from which most of us are suffering. These are times of
survival until circumstances improve, and companies that are
willing to look ahead and attempt to address global issues are the
ones that will thrive. It is a formidable task to request people to
contemplate the future when dealing with the difficulties of the
present. These are not times for traditional solutions and
conventional thinking. These are akin to wartime conditions.
Maintaining independence is crucial for the company's future growth
and prosperity in the current market environment.
HUI is the most significant project in my life, which is why I
have decided to take measures to help the company not only survive
but also thrive in hostile and unpredictable circumstances.
We have made an unconventional decision to seek a revenue stream
outside of our sector and have taken an option to purchase 49% of
Ohrid Organics LTD, a company that specialises in cultivating
high-quality medical cannabis. The option poses limited risk to
HUI, as it would only be exercised if Ohrid Organics meets our
expectations. What I anticipate is a cash runway, which translates
into independence. Independence from reliance on shareholders'
contributions, protecting their value.
While composing this report, I am confident that if we exercise
the option, we will hopefully never be compelled to seek
shareholders' funds at heavily discounted rates, as we have
witnessed in recent months with other companies. During the course
of 2024 Ohrid Organics will primarily target sales in Israel, once
EU- GMP certification is received, Germany and the UK. Subject to
meeting local specification requirements and quality standards
Ohrid Organics expects to achieve, based on the current market,
pricing per gram in Israel of between EUR 1,75 - 2.15, and between
2,50 and 4.0 for EU- GMP certified product. The figures which I am
providing are exceedingly conservative. Watching the market, I
expect Ohrid Organics to create very significant shareholder
value.
Our ultimate goal remains unchanged: to build the world's first
plastic-to-hydrogen plant. I believe that the revenue generated
from the medical cannabis facility will provide HUI with the
necessary funds to sustain its operations. We are advancing with
all our projects at varying speeds, actively exploring
opportunities for expansion while keeping costs to the company at a
minimum. W e are making steady progress with our joint venture with
Powerhouse Energy Group (AIM:PHE) in the Irish Midlands. HUI is in
the process of establishing a project pipeline in Poland, France,
the Netherlands, Greece, and Estonia, relying on limited funds and
benefiting from the generous assistance of embassies and chambers
of commerce. The interest in our projects is on the rise, driven by
the ever-expanding issue of plastic production. We are delighted to
have received our first EU grant for 75% of expenditure of up to
EUR 450,000 in Ireland. I believe it will open doors to more
significant funding in due course.
As previously mentioned, these are challenging times reminiscent
of wartime conditions. Therefore, I made the decision to appoint
Mr. Simon Mann as the Chairman of the Company during this period.
Mr. Mann is a distinguished figure within the British
Establishment, former member of the SAS and the Scotts Guards. Mr
Mann ' s vast network of contacts across Europe and beyond will
greatly accelerate the Company's reach and advancement. Mr. Mann's
wealth of experience and his understanding of countries beyond the
European continent will enable us to expand our horizons,
fulfilling a dream I've held since the Company's inception. It is
my utmost privilege to have successfully persuaded Mr. Mann to join
the Company's Board.
For more information about the Company, please refer to our
website: www.hydrogenutopia.eu
For further information, please contact:
Hydrogen Utopia International PLC
Aleksandra Binkowska
+44 20 3811 8770
Alfred Henry Corporate Finance Limited (LSE Corporate
Adviser)
Nick Michaels/Maya Klein Wassink
+44 20 7309 2203
Novum Securities Limited (Broker)
Jon Belliss/Colin Rowbury
+44 20 7399 9400
Interim Management Report
Commercial, technological and business development
During the period the Company commenced trading on the main
market of the London Stock Exchange under symbol HUI and ceased
trading on the AQSE main market.
Work continues on building a pipeline of HUI facilities in
Europe. New markets are keen to learn about the HUI technology and
aid us in setting up a facility in their locality.
Research and Development remains a key component of our work at
this stage of the Group ' s strategy. Shortly after the period for
which these interim statements cover the EU awarded a grant to one
of the Company ' s Irish subsidiaries. This will give a further
boost to our R&D capabilities and facilities in Ireland.
The Board of Directors continue to monitor the Group ' s project
pipeline, which includes current and future projects, as well as
Group cashflows for OPEX and project specific funding. The current
market conditions raise significant challenges to raising capital
which is why the board has sorted alternative methods of income to
assist the Groups ' objectives in waste to energy.
Related party transactions
Ohrid Organics Limited ( " OOL ") is a company with a majority
ownership by Howard White, who is also a director of HUI PLC.
Subsequent to the period end, HUI PLC has signed an agreement on 3
July 2023 to provide a loan to OOL (full details in note 6 below).
This related party transaction is expected to result in a cash
runway for future operations of the Group.
Outlook
The outlook for the Group remains very positive and the board
looks forward to the second half of the
year with a high degree of confidence in the ongoing execution
of its strategy. Despite the macro-economic backdrop, the Group are
moving forward with current and future projects as expected.
Financial Performance
-- Admin expenses for the half year of GBP0.9m (H1 2022:
GBP0.6m)
-- Gross Loss for period increased to GBP0.8m (H1 2022: GBP0.6m)
-- Cash at bank as at 30 June 2023 of GBP2.1m (H1 2022: GBP3.2m)
Principal risks
The Directors consider that the principal risks and
uncertainties which could have a material effect on the Group ' s
performance identified in the Annual Report 2022 are also
applicable for a period of six months from 31 December 2022.
The Directors continue to monitor the risks associated with
currency fluctuations and believe that the strategy put in place
reduces this risk significantly.
Unaudited Consolidated Statement of Comprehensive Income for the
period ending 30 June 2023
Six months Six months Year ended
ended ended December
June 30 June 30 31
2023 2022 2022
Notes GBP GBP GBP
(Unaudited) (Unaudited) (Audited)
Administrative expenses (866,941) (583,878) (1,492,297)
------------- ------------- ------------
Operating loss (866,941) (583,878) (1,492,297)
Other revenue 100,006
Investment revenues 99 4 4
------------- ------------- ------------
Loss on ordinary activities
before taxation (766,836) (583,874) (1,492,293)
Income tax expense - - -
------------- ------------- ------------
Loss and total comprehensive
income for the period (766,836) (583,874) (1,492,293)
Basic and Diluted Earnings
per share from continuing operations
(pence) 8 (0.20) (0.15) (0.48)
------------- ------------- ------------
Unaudited Consolidated Statements of Financial Position as at 30
June 2023
Notes 30 June 30 June 31 December
2023 2022 2022
GBP GBP GBP
(Unaudited) (Unaudited) (Audited)
Non-Current assets
Property, plant and equipment 9 587,719 516,450 516,308
Investment in Financial
Assets 425,315 425,315 425,315
------------- ------------- ------------
1,013,034 941,765 941,623
------------- ------------- ------------
Current assets
Trade and other receivables 262,712 106,604 97,855
Cash and bank balances 2,096,389 3,204,701 2,993,960
------------- ------------- ------------
2,359,101 3,311,305 3,091,815
------------- ------------- ------------
Current liabilities
Trade and other payables 78,348 104,822 108,540
Borrowings 584,312 - 570,175
------------- ------------- ------------
662,660 104,822 678,715
------------- ------------- ------------
Net current assets 1,696,441 3,206,483 2,413,100
------------- ------------- ------------
Net assets 2,709,475 4,148,248 3,354,723
------------- ------------- ------------
Equity
Share capital 7 385,520 384,320 384,320
Share premium 5,248,679 5,174,684 5,174,684
Other reserves 370,866 209,579 324,473
Retained earnings (3,295,590) (1,620,335) (2,528,754)
------------- ------------- ------------
Total equity 2,709,475 4,148,248 3,354,723
------------- ------------- ------------
Unaudited Consolidated Statement of Changes in Equity for the
period ending 30 June 2023
Share Share Other Retained Total equity
capital premium reserves profits
GBP GBP GBP GBP GBP
Balance at 1 January
2022 (audited) 344,320 2,214,684 3,052,395 (1,036,461) 4,574,938
Loss for the six months
ended 30 June 2022 - - - (583,874) (583,874)
Issue of share capital 40,000 2,960,000 (3,000,000) - -
Share based payment
expense - - 157,184 - 157,184
Balance at 30 June 2022
(unaudited) 384,320 5,174,684 209,579 (1,620,335) 4,148,248
--------- ---------- ------------ ------------ -------------
Loss for the six months
ended 31 December 2022 - - - (908,419) (908,419)
Share based payment
expense - - 114,894 - 114,894
Balance at 31 December
2022 (audited) 384,320 5,174,684 324,473 (2,528,754) 3,354,723
Loss for the six months
ended 30 June 2023 - - - (766,836) (766,836)
Issue of share capital 1,200 88,800 - - 90,000
Share issue costs - (14,805) - - (14,805)
Share based payment
expense - - 46,393 - 46,393
Balance at 30 June 2023
(unaudited) 385,520 5,248,679 370,866 (3,295,590) 2,709,475
--------- ---------- ------------ ------------ -------------
Unaudited Consolidated Statement of Cash Flows for the period
ended 30 June 2023
Six Months Six Months Year ended
ended 30th ended 30th 31st December
June June
2023 2022 2022
GBP GBP GBP
Notes (Unaudited) (Unaudited) (Audited)
Cash flow from operating activities
Profit/(loss) for the period (766,836) (583,874) (1,492,293)
Investment Income (99) (4) (4)
Depreciation, amortisation and impairment 247 104 277
Equity settled share based payment expense 46,393 157,184 272,078
(Increase)/decrease in trade and other
receivables (164,856) 1,889,258 1,898,098
Increase/(decrease) in trade and other
payables (16,056) (400,249) (396,531)
------------ ------------ ---------------
Net cash generated for/(absorbed in)
operating activities (901,207) 1,062,419 281,625
Cash flows from investing activities
Purchase of unincorporated business - (89)
Purchase of property, plant and equipment 9 (71,658) (130,019) (130,052)
Investment in Financial Assets - (425,315) (425,315)
Interest received 99 4 4
------------ ------------ ---------------
Net cash generated for/(absorbed in)
investing activities (71,559) (555,330) (555,452)
------------ ------------ ---------------
Cash flows from financing activities
Proceeds from issue of shares 75,195 -
Proceeds from shares to be issued - -
Proceeds from borrowings - - 570,175
------------ ------------ ---------------
Net cash generated for/(absorbed in)
financing activities 75,195 - 570,175
------------ ------------ ---------------
Net increase in cash & cash equivalents (897,571) 507,089 296,348
Cash and equivalent at beginning of period 2,993,960 2,697,612 2,697,612
------------ ------------ ---------------
Cash and equivalent at end of period 2,096,389 3,204,701 2,993,960
------------ ------------ ---------------
Notes to the Interim Financial Information
1. General information
Hydrogen Utopia International Plc is a company incorporated and
domiciled in England and Wales. The Company's registered office is
C/O Laytons Llp, 3(rd) Floor Pinners Hall, 105-108 Old Broad
Street, London, EC2N 1ER. The Company is listed on the LSE main
market (ticker: HUI).
The unaudited consolidated financial information comprises the
financial information of Hydrogen Utopia International Plc, HU2021
International UK Limited, Hydropolis United Sp.Z.O.O., Plastic Gold
IKE, Alister Future Technologies (AFT) Limited, Eranova Longford
Limited and HU Future B.V. (the " Group ").
The principal activities of the entities in the Group are as
follows: -
Name of company Country of incorporation Principal activities
-------------------------------- --------------------------- --------------------------
Hydrogen Utopia International England and Wales Holding company
plc
HU2021 International UK England and Wales SPV
Limited
Hydropolis United Sp.Z.O.O. Poland Energy producer
Plastic Gold I.K.E Greece Energy producer
Alister Future Technologies Ireland SPV
(AFT) Ltd
Eranova Longford Limited Ireland Energy producer
HU Future B.V. The Netherlands SPV
On 7 April 2023 a company called HU Future B.V., incorporated in
the Netherlands, was set up which is a wholly owned subsidiary of
HUI PLC.
There have been no significant changes in these activities
during the relevant financial periods.
The consolidated interim financial information has been prepared
in accordance with UK adopted International Accounting Standards
(IFRSs). The interim financial information does not constitute full
financial statements within the meaning of Section 435 of the
Companies Act 2006. The interim results have not been audited or
reviewed by the Company's auditors. The unaudited interim results
have been prepared under the historical cost convention, in
accordance with the Companies Act 2006 and applicable accounting
standards in the United Kingdom.
The comparative figures for the year ended 31(st) December 2022
for the Company are extracted from the audited financial statements
which contained an unqualified audit report and did not contain
statements under Sections 498 to 502 of the Companies Act 2006.
The Directors have considered all available information about
future events when considering going concern. The Directors have
prepared and reviewed cash flow forecasts for 12 months following
the date of these Financial Statements.
The projections show that the Company will have sufficient
funding to be able to continue as a going concern on the basis of
its cash balances as at 30 June 2023.
2. Presentational currency
The financial information has been presented in sterling ("GBP")
the Group ' s presentational currency. The functional currency of
the Group is sterling ("GBP").
3. Summary of significant accounting policies
The same accounting policies and methods are used in the
Interims as compared with the most recent financial statements, the
year ended 31(st) December 2022, these Interims should be read in
conjunction with them, which can be found here
https://www.hydrogenutopia.eu/investors
Investment in Financial Assets are measured at fair value, any
interest or dividend income are recognised in profit and loss.
The tax charge on profits assessable has been calculated at the
rates of tax prevailing, based on existing legislation,
interpretation and practices in respect thereof.
4. Segmental reporting
IFRS 8 requires operating segments to be identified on the basis
of internal reports about components of the Operating Group that
are regularly reviewed by the chief operating decision maker (which
takes the form of the Board of Directors) as defined in IFRS 8, in
order to allocate resources to the segment and to assess its
performance.
Based on management information there is one operating segment.
Revenues are reviewed based on the services provided.
No single customer has accounted for more than 10% of total
revenue during the periods presented.
5. Related Party Disclosure
As at 30 June 2023 the group was owed GBP250 by Plastic Power
Limited (A Binkowska) and GBP403 by The Plastic Neutrality Pledge
(A Binkowska).
6. Significant events during the period
On 9 January 2023 the Company's Ordinary shares commences
trading on the main market of the London Stock Exchange under
symbol HUI.
On 11 January 2023, Executive Director, Howard White, purchased
an additional 350,000 Ordinary Shares from the market previously in
issue at an average price of 16.1277p per Ordinary Share, bringing
his total interest in Ordinary Shares to 15,310,834.
On 23 January 2023 Novum Securities Limited exercised all of
their warrants to subscribe for 1,200,000 new Ordinary Shares of
0.1p bringing the total number of Ordinary Shares/voting rights in
the Company to 385,520,000.
On 14 February 2023 the Company's Ordinary Shares ceased to be
traded on the AQSE main market.
On 21 March 2023 Heads of Terms were signed between HUI PLC and
Powerhouse Energy PLC (PHE) in relation to a joint venture (JV) at
Longford, Ireland.
On 22 March 2023 the board of directors agreed to a corporate
restructure of expenses incurred under HU2021 during 2020 and 2021
to be recharged to HUI PLC as group expenses. Additionally, the
board agreed to transfer the ownership of the Assets under
construction to HUI.
On 3 April 2023 Harold Tillman CBE was granted options over up
to 6,666,666 HUI ordinary shares at an exercise price of 15p per
share exercisable over different periods of time in the 4 years
following his appointment.
On 26 May 2023 Keith Riley resigned as an Executive
Director.
During the period, HUI PLC entered into negotiations with Carbon
Capture and Sequestration Limited ("CCS" subsequently renamed Ohrid
Organics Limited ( " OOL ")) to provide a loan of GBP500,000. This
resulted in an agreement signed off on 3 July 2023 subsequent to
the period end. Under the agreement HUI PLC was granted the option
to acquire 49% of OOL in return for the issue of 49 million
ordinary shares of GBP0.001 each in HUI PLC (the "Option"). The
Option is exercisable at any time in the period ending 31 October
2024.
7. Called up share capital
30 Jun 30 Jun 31 Dec
22 22 22
Authorised Nominal value (Unaudited) (Unaudited) (Audited)
GBP GBP GBP
385,520,000 Ordinary GBP0.001 385,520 384,320 384,320
8. Basic and diluted earnings per share
The calculation of earnings per share is based on the following
earnings and number of shares.
Six months Six months Year ended
Ended 30 Ended 30 31 December
June 2022 June 2022 2022
(Unaudited) (Unaudited) (Audited)
GBP GBP GBP
Total comprehensive loss (766,836) (583,874) (1,492,293)
Weighted average number of
ordinary shares 385,367,514 382,994,033 312,852,798
------------ ------------ -------------
Earnings per share
Basic and diluted earnings
per share (pence) (0.20) (0.15) (0.48)
9. Property, plant and equipment
Assets under Computers Total
construction
GBP GBP GBP
------------------------------ -------------- ---------- --------
Cost
At 1 January 2022 384,862 1,694 386,556
Additions 128,975 1,045 130,020
------------------------------- -------------- ---------- --------
At 30 June 2022 513,837 2,739 516,576
Additions - 32 32
------------------------------- -------------- ---------- --------
At 31 December 2022 513,837 2,771 516,608
Additions 70,749 909 71,658
------------------------------- -------------- ---------- --------
At 30 June 2023 584,586 3,680 588,266
------------------------------- -------------- ---------- --------
Accumulated depreciation and
impairment
At 1 January 2022 - 23 23
Charge for the period - 104 104
------------------------------- -------------- ---------- --------
At 30 June 2022 - 127 127
Charge for the period - 173 173
------------------------------- -------------- ---------- --------
At 31 December 2022 - 300 300
Charge for the period - 247 247
------------------------------- -------------- ---------- --------
At 30 June 2023 - 547 547
------------------------------- -------------- ---------- --------
Carrying amount
At 1 January 2022 384,862 1,671 386,533
------------------------------- -------------- ---------- --------
At 30 June 2022 513,837 2,613 516,450
------------------------------- -------------- ---------- --------
At 31 December 2022 513,837 2,471 516,308
------------------------------- -------------- ---------- --------
At 30 June 2023 584,586 3,133 587,719
------------------------------- -------------- ---------- --------
10. Related party transactions
OOL is a company with majority ownership by Howard White, who is
also a director of HUI PLC and as such the loan to OOL (as
discussed in note 6) is a related party transaction. All other
Group related parties transactions are unchanged from the 6 months
ended 31 December 2022. For further information on the Group ' s
related parties, please refer to the Group ' s Annual Report
2022.
11. Events after the reporting period
On 3 July 2023 HUI signed the loan agreement with OOL (as
discussed in note 6) and enacted the payment of GBP500,000 to OOL
on 11 July 2023.
On 4 July 2023 HUI PLC ' s Irish subsidiary, Alister Future
Technologies (AFT) Limited ( " AFT ") was successfully awarded an
EU grant for 75% of expenditure of up to EUR 450,000 in
Ireland.
On 21 August 2023 Simon Mann was appointed as non-executive
Chairman of the Company. Simon was granted share options over 2
million ordinary shares at an exercise price of GBP0.05 per share
and will vest over a period of 2 years.
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