OVERVIEW AND STRATEGY
Consistent with the Company's strategy to focus on gas production and Carbon Capture and Storage ("CCS"), Synergia's activities have centred on the Company's Cambay gas and condensate field in India and on CCS opportunities in the UK and recently, in India.
Following on from the successful re-frac of the Cambay C-77H well in mid-2022, the Company has continued efforts to enhance production from the well during the Period, thereby facilitating progress towards a full field development. To this end, the Company entered into a Heads of Terms, during the half-year, with Selan Exploration Technology Limited ("Selan"), with a view to farming out up to 50% of the Cambay PSC.
On 14 February 2024, the Company executed a farm out agreement with Selan as detailed below.
The Company was awarded a Carbon Dioxide Appraisal and Storage Licence by the UK Government's North Sea Transition Authority on 17 August 2023.
CAMBAY FIELD, ONSHORE GUJARAT, INDIA
(Synergia Energy: Operator and 100% Participating Interest)
The C-77H re-frac operation in mid-2022 indicated an on-going issue of liquid loading in the well, confirming the need for an artificial lift solution for Eocene wells in order to optimise gas and gas condensate production. After due evaluation, a jet pump was installed in September 2023, enabling uninterrupted plateau production from the well.
The jet pump installation on the C-77H well continues to work reliably with production for the month of December 2023 averaging 114,000 SCFD and 4 BPD condensate, the jet pump being operated for 10 hours per day. In addition, the well produced an average of 13-15 BPD of water. After an initial reduction in fluid column height, a recent echometer survey revealed an increase of fluid column height from c. 200m to 300m. It is believed the legacy fracked zones (1-4) are responsible for the water influx with the gas and condensate production coming from the re-frac zones 5 and 6. Mitigation alternatives are being studied, including the re-installation of the bridge plug to isolate frac zones 1-4.
Based on the C-77H re-frac results, the Company believes new multi-zone and fracked horizontal Eocene wells with artificial lift can be drilled with initial production rates of 4 mmscfd and 40% annual decline rates.
A Heads of Terms was entered into on 15 December 2023 with Selan with a view to farming out up to 50% of the Cambay PSC.
On 14 February 2024, the Company executed a Farm Out agreement with Selan:
- The Company agreed to farm out 50% of the 100% interest held by the Synergia Group in the Cambay PSC to Selan.
- Selan, is an Indian oil and gas operator listed on the Bombay Stock Exchange and the National Stock Exchange of India. Selan has currently entered into a scheme of amalgamation with Antelopus Energy Private Limited, another highly respected Indian oil and gas operator, which is currently awaiting regulatory approvals.
- Synergia and Selan will be joint operators of the Cambay PSC with Selan to be appointed as Lead Joint Operator.
- Both Synergia and Selan are focussed on developing the Cambay PSC Eocene gas and gas condensate reservoir which contains independently certified 2P gas reserves of 206 BCF (as at 1 June 2022).
- The farm-out and associated joint operating agreement are conditional upon customary consents from the Government of India ("GoI") for the transfer of the 50% interest to Selan and Selan assuming a Lead Joint Operator role ("GoI Approval").
- Synergia and Selan have agreed the form of joint operating agreement for the Cambay PSC and will enter into the joint operating agreement upon receipt of GoI Approval.
- In exchange for the 50% interest, Synergia will be carried by Selan through an agreed US$20 million work programme ("WP") comprising 3 new wells focussed on the Eocene reservoir and 3 well work-overs.
- The WP is to be completed within 18 months of the later of GoI approval of the WP or the award of contracts for the WP, extendable by a further six months in certain circumstances.
- Synergia will receive a cash payment of US$2.5 million immediately following GoI Approval. The Company proposes to apply the proceeds of this cash payment towards working capital purposes.
- Synergia will retain a 50% interest in the Cambay PSC and a 50% share of the future production and revenues.
- Synergia will be entitled to bonuses of up to US$9 million, linked to future cumulative gas sales thresholds being achieved as follows:
- US$0.5 million, if cumulative gross gas sales from the Cambay PSC exceeds 5 Bcf;
- US$1.0 million, if cumulative gross gas sales from the Cambay PSC exceeds 10 Bcf;
- US$1.5 million, if cumulative gross gas sales from the Cambay PSC exceeds 15 Bcf;
- US$2 million, if cumulative gross gas sales from the Cambay PSC exceeds 35 Bcf; and
- US$4 million, if cumulative gross gas sales from the Cambay PSC exceeds 70 Bcf.
- Selan has the option to participate in the Cambay CCS scheme on terms to be agreed.
Cambay CCS Scheme
Leveraging its CCS expertise and experience in the UK, the Company has developed a CCS scheme in India based on CO2 storage in the extensive Olpad Formation which extends under the Cambay producing reservoirs. The scheme proposes the capture of CO2 emitted from the many gas and coal-fired power stations in the vicinity of the Cambay field. CO2 would be transported via pipeline to a CCS hub on the Cambay field for injection into the Olpad Formation for permanent storage.
Further technical studies will be required to confirm the suitability of the Olpad Formation. In addition to the securing of funding, the necessary regulatory and commercial frameworks will need to be developed in order to bring this significant CCS scheme to fruition.
UNITED KINGDOM CONTINENTAL SHELF
Carbon Capture and Storage ("CCS")
The Company, together with its joint venture partner Wintershall Dea Carbon Management Solutions UK, was formally awarded a Carbon Dioxide Appraisal and Storage Licence (the "CS019 licence") by the UK Government's North Sea Transition Authority on 17 August 2023.
Under the terms of the joint venture with Wintershall Dea Carbon Management Solutions UK, the Company is the operator of the joint venture.
The CS019 licence award, which covers the former Camelot gas field, marks a significant milestone for the Company's Medway Hub CCS project. The Medway Hub CCS project provides for the capture and transportation of CO2 emissions from coastal Combined-Cycle Gas Turbine power stations in liquid form by marine tanker to a Floating Injection, Storage and Offloading vessel (FISO) from which the CO2 would be injected into depleted gas fields and saline aquifers, which are situated in the UK Continental Shelf, for permanent sequestration. In addition, the FISO will be able to accept CO2 cargoes transported by marine tankers originating from Continental European locations.
On 21 December 2023 Wintershall DEA's parent company BASF and key shareholder LetterOne announced that it had reached agreement with UK-listed company Harbour Energy, for the latter to acquire the majority of Wintershall DEA's Exploration and Production global assets, in an $11.2 billion transaction. The deal is subject to regulatory approvals and scheduled to close towards the end of 2024. If successful, this will significantly increase Harbour's exposure to the UK CCS business sector.
The CS019 licence has a work program that incorporates an appraisal phase comprising seismic re-processing, technical evaluations and risk assessment, a contingent FEED study leading to the potential storage license application in 2028 following the final investment decision ("FID"). The Camelot license also includes a contingent appraisal well. First CO2 injection is anticipated for 2029/2030. The Company's share of the initial work phase is subject to funding as would be the FID, to be made in due course.
JPDA 06-103, TIMOR SEA
In August 2020, on behalf of its Joint Venture Participants, Synergia Energy Ltd announced a Deed of Settlement and Release ("Deed") with the Autoridade Nacional Do Petroleo E Minerais ("ANPM"). Under the terms of the Deed, Synergia Energy committed to a settlement of US$800,000 payable up to the financial year 2024. This obligation was fully met when the Group made its final instalment on 7 September 2022.
To fund the settlement to ANPM, Synergia Energy entered into an unsecured loan facility agreement with two of the JPDA joint venture partners, Japan Energy E&P JPDA Pty Ltd ("JX") and Pan Pacific Petroleum (JPDA 06 103) Pty Ltd ("PPP"). The portion which was owing to PPP was fully repaid in December 2021. The portion which was owing to JX was fully repaid on 10 August 2023 when the Company made its final repayment of US$228,324 to JX, to settle the balance of the loan to nil. The details and movement in the loan payable during the current period are detailed in Note 13 to the condensed consolidated interim financial report.
On 13 October 2022, the non-defaulting parties to the JPDA joint venture agreed to terminate the Joint Operating Agreement. During the half-year, Synergia Energy continued the process of progressing the final closure of the joint venture accounts to conclude this matter.
PETROLEUM AND CCS PERMIT SCHEDULE - 31 DECEMBER 2023
ASSET: Cambay Field PSC
LOCATION: Gujarat, India
ENTITY: Synergia Energy Ltd
ENTITY: Oilex N.L. Holdings (India) Limited
CHANGE IN INTEREST DURING THE PERIOD %: -
CHANGE IN INTEREST DURING THE PERIOD %: -
EQUITY %: 85
EQUITY %: 15
OPERATOR: Synergia Energy Ltd
ASSET: CS019 - SNS Area 4 (Camelot Area) (1)
LOCATION: Southern North Sea (United Kingdom)
ENTITY: Synergia Energy CCS Limited
CHANGE IN INTEREST DURING THE PERIOD %: 50
EQUITY %: 50
OPERATOR: Synergia Energy CCS Limited
The directors present their report together with the condensed interim financial report of the group comprising of Synergia Energy Ltd (the "Company" or "Synergia Energy") and its subsidiaries (together collectively referred to as the "Group") for the half-year ended 31 December 2023 and the auditor's review report thereon. Unless otherwise indicated, the directors' report is presented in Australian dollars ("A$"), which is the Company's functional and presentation currency.
DIRECTORS
The directors of the Company at any time during the interim period and until the date of this report are detailed below. All directors were in office for this entire period unless otherwise stated.
Mr Jonathan Salomon: Non-Executive Chairman
Mr Roland Wessel: Chief Executive Officer ("CEO") and Executive Director
Mr Colin Judd: Chief Financial Officer ("CFO") and Executive Director
Mr Mark Bolton: Non-Executive Director
Mr Paul Haywood: Independent Non-Executive Director
Mr Peter Schwarz: Independent Non-Executive Director and Deputy Chairman
(appointed Deputy Chairman from 24 January 2024)
REVIEW OF OPERATIONS
A review of the operations of the Group during the financial period and the results of those operations are set out in the Review of Operations on pages 1 to 3 of this report.
BOARD UPDATE
After half-year end on 24 January 2024, Mr Schwarz was appointed as Deputy Chairman. There were no other board changes during the period.
ROUNDING OF AMOUNTS
The Company is a company of the kind referred to in ASIC Corporations (Rounding in Financial/Directors' Reports) Instrument 2016/191 and therefore the amounts contained in this report and in the financial report have been rounded to the nearest dollar, unless otherwise indicated.
FINANCIAL AND OPERATING RESULTS
Income Statement
The Group incurred a consolidated loss after income tax of A$2,069,097 during the half-year ended 31 December 2023 (half-year ended 31 December 2022: A$3,674,813).
During the half-year, the Group recognised total revenues from gas and oil sales of A$353,168 (31 December 2022: A$690,820). These revenues are recognised net of royalties and levies imposed by the Government of India directly on gas and oil sales.
Net revenues from gas sales were A$248,931 (31 December 2022: A$396,767) which were from 20,882.01 MMBTU of energy supplied at an average price of US$8.59 per MMBTU (31 December 2022: from 34,325.03 MMBTU of energy supplied at an average price of US$7.91 per MMBTU).
Net revenues from oil sales were A$104,237 (31 December 2022: A$294,053) which were from 1,421.50 barrels sold at an average price of US$67.294 per barrel (31 December 2022: from 3,786.46 barrels sold at an average price of US$74.286 per barrel).
Cost of sales for the half-year were A$741,361 (31 December 2022: A$2,380,919) which included A$nil refraccing costs (31 December 2022: included A$1,845,527 refraccing costs). This resulted in the Group incurring a gross loss of A$388,193 during the half-year (31 December 2022: A$1,690,099).
Expected credit losses ("ECLs") incurred during the half-year were A$196,268 (31 December 2022: A$22,712), mainly due to an increase recorded to recognise the ECL on the US$124,000 bank guarantee which was put in place by the Group on 28 July 2023.
An impairment of A$34,593 (31 December 2022: A$nil) was recorded on the Company's investment in Armour Energy Limited ("Armour"), to bring this investment down to nil. The impairment assessment was based on Armour's circumstances at period end, having gone into receivership and administration in November 2023.
Net finance income was A$77,388 (31 December 2022: net finance costs of A$236,516) which included a gain of A$876,069 (31 December 2022: A$nil) resulting from the fair value revaluation of the derivative liability component of the Group's convertible note. The fair value gain was offset by interest charges on borrowings of A$688,770 (31 December 2022: A$36,018), which included amortised effective interest charges on the convertible note of A$653,142 (31 December 2022: A$nil). This was also offset by the unwinding of discount on provisions of A$123,049 (31 December 2022: A$144,632). Net finance income also included a net foreign exchange gain of A$12,876 (31 December 2022: net foreign exchange loss of A$56,024).
Cash Flow
Net cash used in operating activities for the period was A$1,354,041 (31 December 2022: A$4,071,309). The decrease was primarily due to there being no refraccing costs to be paid during the period, when compared to the previous half-year period.
The Group invested A$575,444 across its development and exploration, evaluation and appraisal assets (31 December 2022: A$nil). Out of the A$575,444, A$411,477 was invested into an artificial lift system which was installed at the Cambay field in September 2023. The other A$163,967 was for payments relating to the CS019 licence for the Camelot area since NSTA granted the Group the licence effective 1 August 2023.
During the period, the Company raised funds net of costs of A$3,124,293 (31 December 2022: A$502,210) from the issue of 1,923,295,454 shares during the period (half-year ended 31 December 2022: issue of 174,831,394). A further A$235,405 was received after half-year end on 5 January 2024, for the issue of 156,250,000 shares in December. The total shares issued during the period was 2,079,545,454 ordinary shares.
The shares issued were from share placements held in July and in December. 704,545,454 shares were from the July share placement, which was issued on 7 August 2023 at £0.0011 (A$0.0021) per ordinary share. 1,375,000,000 shares were from the December share placement ("December Placement"), which was issued on 19 December 2023 at £0.0008 (A$0.0015) per ordinary share. The December Placement shares were ratified by shareholders at a General Meeting held by the Company held on 15 February 2024.
On 10 August 2023, the Company made the final loan repayment to JX of US$228,324 (A$348,853), settling the balance of the loan to nil.
Cash and cash equivalents were A$1,789,410 at the end of the period (at 31 December 2022: A$1,364,423).
Financial Position
The net assets of the Group totalled A$11,533,529 at 31 December 2023 (30 June 2023: A$10,337,516).
As at 31 December 2023, the Company had:
- Available cash resources of A$1,789,410;
- Borrowings (excluding derivative liability component of convertible notes) of A$1,108,873 (refer to Note 13);
- Derivative liabilities (from convertible notes) of A$151,560 (refer to Note 14); and
- Issued capital of 10,497,336,158 fully paid ordinary shares and 463,564,923 unlisted options.
MATERIAL UNCERTAINTY RELATED TO GOING CONCERN
The auditor's review report contains a statement of material uncertainty regarding the Company's ability to continue as a going concern. The consolidated financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business.
The funding requirements of the Group are reviewed on a regular basis by the Group's Executive Directors and are reported to the Board at each board meeting to ensure the Group can meet its financial obligations as and when they fall due.
Until sufficient operating cash flows are generated from its operations, the Group remains reliant on equity raisings, joint venture contributions or debt funding, as well as asset divestitures or farmouts to fund its expenditure commitments.
The Group may require additional funding in due course to continue its activities, including CCS, meet its ongoing working capital requirements (including any loans payable), and for any new business opportunities that the Group may pursue.
Further information on the Group's going concern basis of preparation is provided in Note 2(c) of the consolidated financial statements.
SIGNIFICANT EVENTS AFTER BALANCE DATE
On 5 January 2024, the Company received the last instalment of the December Placement funds of £125,000.
On 23 January 2024, the Company entered into an additional bank guarantee for US$43,654, in favour of MOPNG to satisfy the Group's Cambay PSC bank guarantee requirements. Further details of those requirements are detailed in Note 16 to the Condensed Consolidated Interim Financial Report.
On 24 January 2024, Mr Schwarz was appointed as Deputy Chairman.
On 1 February 2024, one of the Group's inactive entities, Oilex (JPDA 06-103) Ltd, was deregistered. This entity had no assets at the time of deregistration.
On 14 February 2024, the Group entered into an agreement to farm out 50% of the Group's interest in the Cambay PSC to Selan Exploration Technology Limited, in exchange of an agreed US$20 million work programme as well as a cash payment of US$2.5 million. The agreement also entitles the Group to bonuses of up to US$9 million, linked to certain future cumulative gas sales thresholds being achieved. The agreement is subject to Government of India approval. See above for further information.
On 28 February 2024, following shareholder approval at a General Meeting held by the Company on 15 February 2024, the Company issued 1,375,000,000 unquoted options to the participants of the December Placement ("December Placement Options") and 82,500,000 unquoted options to Novum Securities Limited ("Novum") pursuant to the capital raising advisory agreement relating to the December Placement ("December Fee Options"). Both the December Placement Options and the December Fee Options are exercisable at £0.0014 per share on or before 31 December 2026.
In line with the 9 March 2024 maturity date of the 6,500 convertible loan notes issued by the Company effective 9 March 2023, the Company received notices from five of its seven convertible note holders that indicated their intention to (a) redeem their 5,430 notes and interest accrued into cash, and (b) extend the maturity to 30 September 2024 for 1,750 of the notes. The payments will amount to £386,451 (A$720,184) effective on 9 March 2024 and £188,688 (A$351,636) effective on 30 September 2024. The first tranche of payments will be paid in accordance with the convertible note agreements. The Company also received a notice from another of the convertible note holders indicating his intention to convert his 320 notes and interest into 42,005,479 ordinary shares of the Company effective 9 March 2024. The remaining convertible note holder did not provide any option or exercise notice to the Company by the exercise date and, in accordance with the convertible note agreement, the remainder of the 750 convertible notes plus interest will automatically convert into 98,450,342 ordinary shares of the Company effective 9 March 2024. The total shares from the conversion of the 1,070 convertible notes plus interest, being 140,455,821 ordinary shares, are expected to be issued, and admitted to trading on AIM, on or before 9 April 2024. Refer to Note 13 to the Condensed Consolidated Interim Financial Report for further details.
On 11 March 2024, the Company announced that it has obtained loan funding from existing investors of GBP400,000. The loan is interest bearing and is on commercial terms and on an unsecured basis.
There were no other significant subsequent events occurring after the half-year end.
LEAD AUDITOR'S INDEPENDENCE DECLARATION
The lead auditor's independence declaration is set out on page 9 and forms part of the Directors' Report for the half-year ended 31 December 2023.
Signed in accordance with a resolution of the Board of Directors made pursuant to section 306(3) of the Corporations Act 2001.