Awilco Drilling PLC

Annual Report • May 29, 2024

Awilco Drilling PLC

Report and Financial Statements

31 December 2023

Directors

Sigurd Thorvildsen Henrik Fougner Daniel Gold John Simpson Synne Syrrist

Secretary

Burness Paull LLP 50 Lothian Road Festival Square Edinburgh EH3 9WJ

Auditors

Ernst & Young LLP 4 th Floor 2 Marischal Square Broad Street Aberdeen AB10 1BL

Bankers

DNB Bank ASA 8 th Floor The Walbrook Building 25 Walbrook London EC4N 8AF

Registered Office

Suite 1 7 th Floor 50 Broadway London SW1 H 0BL

Strategic report

Corporate Strategy and business model

Awilco Drilling PLC's ('the Group') strategy is to pursue the arbitration proceedings between Keppel FELS Shipyard and the former rig owning subsidiary companies, Awilco Rig 1 Pte. Ltd and Awilco Rig 2 Pte. Ltd. to a conclusion. During 2020, the vessel construction contracts for two semi-submersible rigs being built in Singapore were terminated, and the subsidiary companies entered into arbitration proceedings with the rig construction company. During April 2023, Awilco Rig 1 Pte Ltd received the arbitration tribunal's ruling which awarded in favour of Keppel FELS.

The second arbitration process between Awilco Rig 2 Pte Ltd and the shipyard continued as planned and commenced on 2 May 2023. In November 2023, the arbitration ruling was received in favour of Awilco Rig 2 Pte Ltd, for the amount of US\$ 43.0 million, plus interest and costs. Following an unsuccessful application for leave to appeal, the award, along with the associated interest and costs is now due and payable. No future decisions will be made until the proceeds of the award have been received.

Going Concern

The Company is no longer performing operational activities relating to rigs. As a result of this, the financial statements have been prepared on a basis other than going concern.

Principal activity

The principal activity of the Group during the year was to continue the arbitration processes with Keppel FELS shipyard.

Business review and future developments

The main focus during the year was on the remaining arbitration processes. The final hearing for Nordic Winter was held on 13 January 2023 and as noted above, the arbitration ruling was awarded in favour of Keppel FELS. Awilco Rig 1 Pte Ltd made no appeal against the decision and on 30 June 2023, it was subsequently placed into liquidation.

The final hearing for Nordic Spring was held on 4 July 2023 and in November 2023 the arbitration ruling was received in favour of Awilco Rig 2 Pte Ltd for the amount of US\$ 43.0 million, plus interest and costs. In January 2024, Keppel FELS lodged an application for leave to appeal the award of the tribunal with the High Court and during May 2024, the application was denied. The award, along with the associated interest and costs is now due and payable. No future decisions for the Group will be made until the proceeds of the award have been received.

Performance

The Group's financial performance during the year was as follows:

	2023	2022
	US\$000	US\$000
Revenue	-	-
Operating profit /(loss)	111,516	(145,101)
Profit/(Loss) for the year attributable to equity shareholders	111,625	(145,357)
Operating loss margin %	n/a	n/a
Number of employees and contractors at year end	4	8

The Group had nil rig operating expenses (2022: US\$ 4.9 million) relating to rig operating costs included in cost of sales. General and administration expenses were US\$ 14.1 million (2022: US\$ 20.2 million). This included US\$ 10.4 million in respect of legal fees and other costs in support of the arbitration processes. (2022 : US\$ 15.1 million). The Group had a gain on liquidation of the subsidiaries of US\$ 125.4 million (2022 : nil).

Business review and future developments (continued)

Performance (continued)

Following the disposal of both of the Company's drilling rigs in the prior year, the Company is no longer performing operational activities relating to rigs. The principal KPIs are in respect of maintaining an adequate cash buffer to meet the ongoing obligations of the Company.

Principal risks and uncertainties

Following the disposal of the rigs and no ongoing rig operations, the principal risks are now in respect of liquidity and legal risks.

Liquidity

As described in Note 25 to the financial statements, the Group's objective is to maintain sufficient liquidity in order to support the needs of the business and meet liabilities as they fall due. During May 2024, the Group successfully signed a short-term loan with Awilhelmsen Offshore AS and QVT. The loan is for a total of USD two million, structured as a drawdown facility.

Legal risks

The Group values its reputation and aims to carry out business in a fair and open manner. Despite this the Group may become subject to claims during the course of its business. During 2020, the vessel construction contracts for two semi-submersible drilling rigs being built in Singapore, were terminated. The Group's subsidiary companies entered into arbitration with the rig construction company, with the first arbitration process now concluded. The rig construction contracts were entered into on a non-recourse basis to the parent company or wider group. In order to mitigate any possible risk of cash outflow, the Group has established a dedicated team and has engaged specialist legal advisors to support the actions taken.

Corporate Social Responsibility

The Company recognises its duty to stakeholders to operate the business in an ethical and responsible manner. It is committed to developing its Corporate Social Responsibility (CSR) agenda, recognising that it can play a major part in its operations. This report does not contain information about any policies of the Company in relation to social community and human rights issues since it is not considered necessary for an understanding of the development, performance or position of the Company's business activities. During the period when operational activities were being performed, the following core values were applicable:

Core Values

Simple is Best – Our systems and procedures shall be clear, concise and effective, ensuring we deliver on our promises.

Engagement – We will be a company of choice, valuing our work force, listening and responding to employees, clients and partners.

Efficiency – We will consistently meet our clients' expectations by providing competent people, reliable equipment and smart systems.

Flexibility – We will encourage challenge and creativity in order to deliver optimised performance and continuous improvement.

Performance – We will get it right first time; consistently delivering success.

Corporate Social Responsibility (continued)

Environmental matters

As a result of rig disposals, the Company is no longer performing operational activities relating to rigs so has no significant environmental matters to consider. The responsibility for minimising environmental impact in relation to the disposal of rigs passed to the buyers.

Anti-bribery and corruption

The Company requires its employees to observe the highest standards of business and personal ethics in the conduct of their duties and responsibilities. The Company has a specific Anti-Bribery and Corruption policy to ensure compliance with all applicable anti-bribery and corruption regulations and to ensure the Company's business is conducted in a socially responsible manner.

Policy

The Company's employment policies and procedures are described in detail in the Staff Handbook, which is available to all employees via the Business Management System (BMS). The Company's Code of Conduct – Values and Ethics document sets out the basic principles to guide all employees and officers of the Company on how they must conduct themselves to seek to avoid even the appearance of improper behaviour. To help ensure compliance, the Company requires that employees, officers and directors review the policy and acknowledge their understanding and adherence in writing on an annual basis.

Equal opportunities and diversity

The Company is committed to equal opportunities and treats all employees with respect and dignity and ensures that decisions are taken without reference to irrelevant or discriminatory criteria. The Company does not tolerate any form of unlawful discrimination and is committed to promoting equality of opportunity and diversity for all personnel and will address any unlawful discrimination in every aspect of its operations.

As at 31 December 2023, the number of directors and employees was as follows:

	Male	Female
Directors	4	1
Employees:
Senior Managers	1	-
Other staff – onshore	-	3

Health and Wellbeing

It is important to the Company that it supports its employees in their health and wellbeing. The Company operates a flexible benefit scheme that is available to all members of staff and includes benefits such as leisure club membership, private medical and dental insurance, a health screening service and an Employee Assistance Programme.

Absence Management

The Group has an established absence management procedure, to support employees during periods of sickness absence whilst ensuring the efficient and effective running of the organisation.

	2023	2022
Group sick leave (as a percentage of total hours worked)	0.0%	0.6%

Section 172

The Board of Directors have taken account of stakeholder views when making key decisions that impact the company and its stakeholders. The following matrix provides some examples of how, during the year, consideration was given to key stakeholders, being employees, investors, customers, suppliers, regulators and society in general. In the future, if activity is not increased again, many of these issues may no longer be relevant.

Stakeholder	Strategic Issue	Engagement	Outcome	Key Decision
Employees	Fair compensation and benefits package for employees	Market analysis is performed to ensure compensation levels are competitive in prevailing market. See also commitment expressed by the Board in respect of "Health and Wellbeing" of employees on page 4.	Pay levels for existing employees were considered to be fair and competitive within the industry.	Due to disposal of rigs and discontinued operations, the decision was taken to make the offshore personnel and the majority of onshore personnel redundant. A few key onshore positions were retained to support the ongoing arbitration process.
Investors	Continue to seek growth opportunities that offer attractive returns to investors	Information is shared with investors in the form of half yearly and annual financial reports and press release disclosures are required. Additionally, half yearly presentations held and available on the Company website. Regular one to one investor meetings are also held.	No new outcomes in respect of investment opportunities at this time.	The Company successfully completed a private placement to raise new equity through the issue of new shares. The proceeds of the equity issue will be used to support the ongoing arbitration process until its conclusion.

Section 172 (continued)

Stakeholder	Strategic Issue	Engagement	Outcome	Key Decision
Customers	Customer Satisfaction	When the Company was in an operational phase, customers were requested to provide feedback on a variety of areas to ensure the company was performing in accordance with, or better than, customer expectations.	Customer surveys feedback were part of the company KPIs. Scoring in this area was more than satisfactory during prior years.	No key decisions at this time.
Suppliers	Selection of key suppliers and high-level purchases. Ensure that vendors are paid on a timely manner.	Suppliers invited to tender and purchasing procedures require fair and transparent selection of vendors. Refer also paragraph on Investment Appraisal" on page 18 of the annual report.	Policies, procedures and scrutiny by the Board ensures vendor selection criteria is a robust process.	No key decisions at this time
Regulators	Accreditation and compliance with regulatory standards.	Details of standards achieved are detailed under "Health, Safety and Environment" on page 6 of the 2021 annual report.	Achievement and continued certification of compliance through external HSE audits ensures company operates at, or above, the standards required by the regulatory bodies that govern the industry.	The Company's has suspended its ISO 14001 accredited Environmental Managements System (EMS) to reflect the sale of its remaining assets however the Company remains committed to its previously stated goals with regards to environmental protection.

Strategic Issue Stakeholder	Engagement	Outcome	Key Decision
Minimising harm Society to the environment operational in performance of the fleet.	KPIs are established to measure if any adverse consequence to environment the within the control of the company.	Achievement and with compliance environmental sustainability.	As a result of rig disposals, the Company is no longer performing operational activities so has no significant climate change impact to consider. The responsibility for minimising environmental impact in relation to the disposal of rigs has passed to the buyer. The WilHunter was sold for recycling by an approved Ships Recycling Facility in Turkey. The transportation and recycling was monitored by the Company's representatives who verified that the process was conducted in accordance with all relevant rules and regulations. Recycling was concluded in January 2023 to the satisfaction of the Scottish Environmental Protection Agency

Directors' report

Registered No. 7114196

The Directors present their report and financial statements for the year ended 31 December 2023. These financial statements have been prepared under UK-adopted International Accounting Standards (UKadopted IAS).

Results and dividends

The profit after taxation for the year amounted to US\$ 111.6 million (2022: US\$ 145.4 million loss). There were no dividends paid during the year. (2022: nil)

Future developments

See Strategic Report pages 2-7.

Directors

The directors who served the Company during the year were as follows:

Sigurd Thorvildsen Henrik Fougner Daniel Gold John Simpson Synne Syrrist

Financial instruments

The Group's financial risk management objectives and policies are discussed further in Note 25 on pages 64-66 of the financial statements.

Directors' liability

The Company insures its directors and officers against liability in respect of proceedings brought by third parties, subject to the conditions set out in the UK Companies Act 2006.

Directors and their interests

None of the directors listed above had any direct interest in the Company's shares.

Major interest in shares

The Company has been notified of the following interests representing 3% or more of the issued ordinary share capital of the Company as at 29 May 2024.

	No of shares	Percentage holding
Awilhelmsen Offshore AS	7,897,748	54.0%
BNP Paribas	2,569,083	17.6%
State Street Bank and Trust Comp	1,019,000	7.0%
Akastor AS	998,632	6.8%
The Bank of New York Mellon SA/NV	806,896	5.5%
Skandinaviska Enskilda Banken AB	500,000	3.4%

QVT Financial LP with affiliated and related parties owned 4,399,200 shares at 29 May 2024, a total of 30.1% of the Company's share capital.

Directors' report (continued)

Corporate governance

The information given in the corporate governance statement is set out on pages 13-19.

Going concern

As noted in the Strategic report, the Group is no longer performing operational activities relating to rigs. Accordingly, the financial statements have been prepared on a basis other than going concern (Note 2).

Greenhouse gas emissions

The Company's greenhouse gas emissions are categorised between two categories: direct emissions (from rig power generation and loss of refrigerants) and indirect emissions (from purchased electricity for onshore offices). All figures reported are in relation to energy consumed in the United Kingdom and offshore area.

All emissions from the facilities over which the Company has direct operational control were included. The Companies Act 2006 requires reporting on the following greenhouse gases:

• Carbon dioxide ("CO2");
• Methane ("CH4");
• Nitrous Oxide ("N2O");
• Hydrofluorocarbons ("HFCs");
• Perfluorocarbons ("PFCs"); and
• Sulphur Hexafluoride ("SF6").

PFCs and SF6 are not emitted, and therefore not considered in this report.

This information was collected and reported in line with the methodology set out in the UK Government's Environmental Reporting Guidelines, 2019. Emissions have been calculated using the latest conversion factors provided by the UK Government. Greenhouse gas emissions are reported in tonnes (t) carbon dioxide equivalents ("CO2e"). Calculations are performed using the emission factors and global warming potential for each chemical compound, which are in accordance with the current guidance from the UK Government GHG Conversion Factors for Company Reporting 2022. The 2023 annual CO2e emitted from operations was nil.

For the year ended 31 December 2023, the estimated carbon dioxide equivalent ("CO2e") gas emissions were nil compared to 1,749 tonnes for the year ended 31 December 2022. Reduction of direct emissions reflects the sale of both rigs during 2022.

Directors' report (continued)

Greenhouse gas emissions (continued)

Energy usage (kWh)	2023	2022
Indirect emissions (onshore offices)	65,867	97,641
Greenhouse Gas Emissions
Direct emissions (owned rigs)	-	1,749
Indirect emissions (onshore offices)	-	25
Refrigerant emissions (offshore only)	-	-
Total emissions (CO2c)		1,774
Direct CH4 emissions (owned rigs)	-	0.4
Direct N2O emissions (owned rigs)	-	23.2

The Company's has suspended its ISO 14001 accredited Environmental Managements System (EMS) to reflect the sale of its remaining assets however the Company remains committed to its previously stated goals with regards to environmental protection.

The WilHunter was sold during 2022 for recycling by an approved Ships Recycling Facility in Turkey, the transportation and recycling was monitored by the Company's representatives who verified that the process was conducted in accordance with all relevant rules and regulations. Recycling was concluded in January 2023 to the satisfaction of the Scottish Environmental Protection Agency (SEPA).

Assessment of Climate Change Impact

As a result of rig disposals, the Company is currently no longer performing operational activities relating to rigs so has no significant climate change impact to consider. The responsibility for minimising environmental impact in relation to the disposal of rigs has passed to the buyer.

Stakeholder relationships

The Directors recognise that business relationships with all stakeholders is beneficial to the well-being of the organisation. During the Company's operational phase, feedback in terms of relationships with suppliers, customers, investors was discussed with management at board meetings.

Disclosure of information to the auditors

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information, being information needed by the auditor in connection with preparing its report, of which the auditor is unaware. Having made enquiries of fellow directors and the Company's auditor, each director has taken all the steps that they are obliged to take as a director in order to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information.

Responsibility statement

The directors confirm, to the best of their knowledge:

• That the consolidated financial statements, prepared under UK-adopted International Accounting Standards (UK-adopted IAS), give a true and fair view of the assets, liabilities, financial position, and profit of the parent company and undertaking included in the consolidation taken as a whole;
• That the annual report, including the strategic report, includes a fair review of the development and performance of the business, and the position of the company and undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face: and,

Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statement in accordance with applicable United Kingdom law and regulation.

Company Law requires the directors to prepare financial statements for each financial year. Under that law, the directors have prepared the Group and Company financial statements in accordance with UK adopted international accounting standards (UK-adopted IAS) as applied in accordance with section 408 of the Companies Act 2006.

Under Company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group and the company for that period.

In preparing these financial statements, the directors are required to:

• select suitable accounting policies in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
• provide additional disclosures when compliance with the specific requirements in IFRS is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the group's financial position and financial performance;
• in respect of the group financial statements, state whether UK adopted international accounting standards (UK-adopted IAS) have been followed, subject to any material departures disclosed and explained in the financial statements;
• in respect of the parent company financial statements, UK-adopted IAS, as applied in accordance with section 408 of the Companies Act 2006 have been followed, subject to any material departures disclosed and explained in the financial statements; and
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company and / or the group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and group's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable them to ensure that its financial statements comply with the Companies Act 2006.

They are also responsible for safeguarding the assets of the group and parent company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Under applicable law and regulations, the directors are also responsible for preparing a strategic report, directors' report, directors' remuneration report and corporate governance statement that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website.

Corporate governance

Awilco Drilling PLC is committed to maintaining high standards of corporate governance.

The Company was listed on the Oslo Bors stock exchange until 16 December 2022, when the Company transferred its listing from the Oslo Bors to Euronext Growth Oslo. Although no longer a requirement, the Company continued to adopt the Norwegian Code of Practice for Corporate Governance of 14 October 2021 ('the Code'). A copy of the code can be found at www.nues.no

Adherence to the Code is based on a "comply or explain" principle, whereby companies are expected to comply with the recommendations or explain why they have chosen an alternative approach. Below is a summary of the departures from the Code with an explanation of how the Company's actual practices contribute to good corporate governance.

Code of Practice Compliance

The Company is required to state how it has applied the principles set out in Section 1 of the Code and which relate to its directors, remuneration, accountability and audit and relations with shareholders.

As of the date of this report, the Company is in compliance with the Code, except in relation to the following matters:

• Business the Company's Articles of Association do not specifically define the Company's business. The Company is incorporated in England & Wales and this is in line with standard practice for a UK registered company. An overview of the Company's business can be found in this report.
• Equity and dividends the authorisation given to undertake share capital increases has not been restricted to defined purposes, due to the scope of the Company's business. This is normal practice for a UK registered company.
• Auditor the Auditor is not present during the Board meeting that considers the annual accounts; but the Auditor attends all Audit Committee meetings including discussions related to the Annual Report and financial statements.
• Corporate Assembly the Company does not have a Corporate Assembly as there are less than 200 employees.

Business

During the prior year, the Company's principal business was to own offshore drilling rigs for use in offshore drilling operations, and to provide drilling services for oil and gas companies using these rigs. This was an intricate business which involved complex assets and high value equipment, and which required specialised and trained personnel to operate them efficiently and safely. Following the disposal of both of the Company's drilling rigs in the prior year, the Company is no longer performing operational activities relating to rigs.

Further information about the Company's vision, mission and strategy statements is available in the Strategic Report.

Equity and dividends

Full details of the shares and warrants issued are detailed in Note 23. The Company considers its equity to be at a level appropriate to the Company's objectives, strategies, cash flow projections and risk profile.

As the Company is no longer performing operational activities relating to rigs, there will be no dividends distributed arising from operational activity.

Equal treatment of shareholders

All issued shares of the Company are vested with equal shareholder rights in all respects. There is only one class of shares. The Articles of Association place no restrictions on voting rights. Each share represents one vote at the Company's General Meetings.

Equal opportunities and diversity

The Company is committed to ensuring that all employees are treated with respect and dignity and to ensure that decisions are taken without reference to irrelevant or discriminatory criteria. The Company will not tolerate any form of unlawful discrimination and is committed to promoting equality of opportunity and address unlawful discrimination in every aspect of its operations. The Company takes every possible step to ensure that decisions on recruitment, selection, training, conditions of work, pay and benefits, promotion, career, management, and every other aspect of employment are justifiable and based solely on objective criteria. During the year, there have been no incidents of non-compliance with this policy.

Transactions with close associates

The Company has entered into the agreements listed below with the following parties:

• A management agreement with Awilhelmsen Management AS (AWM) for corporate services;
• Management-for-hire contracts for personnel from the Awilhelmsen Group.

Awilhelmsen Offshore AS owns 54.0% of the ordinary shares in Awilco Drilling PLC.

Freely negotiable shares

The shares of the Company are freely negotiable.

Going concern

The Board regularly review the Company's financial projections to ensure resources are available to meet requirements and takes appropriate action if judged necessary. Following the cessation of operational activity, these financial statements have been prepared on a basis other than going concern.

General Meetings

All shareholders of the Company are entitled to attend the general meetings of the Company. The Annual General Meeting (AGM) is to be held no later than 30 June each year. Notification for meetings are sent out at least 21 days in advance. The notice includes a reference to the Company's website where the notice for the General Meeting and other supporting documents required to allow shareholders to form a view on all matters to be considered at the meeting are made available. The deadline for registration is normally set two working days before the General Meeting, to ensure shareholders have as much time as possible to register. If a shareholder cannot attend a meeting in person, it is possible to vote through proxy.

The minutes from the General Meetings are published on the Company's website https://awilcodrilling.com

The next AGM is scheduled for 24 June 2024.

The Board of Directors

The Board considers that it is vital to ensure that there is an appropriate range of skills, knowledge and experience among its members, and that the objectivity and integrity of members should be exemplary. The Board currently consists of five non-executive Directors including the Chairman. The Board believes that the structure and size of the Board is appropriate and that no single individual or group dominates the decision making process. The names, skills, experience and expertise of each Director are shown in the Board of Directors section of the Company's website at https://awilcodrilling.com

The main responsibilities of the Board include but are not limited to:

• providing strategic direction for the Company;
• overseeing the Company's systems of internal control, governance and risk management;
• evaluating the performance of executive management; and
• monitoring and facilitating the activities of the Audit and Remuneration Committees.

Management is delegated the task of the detailed planning and implementation of the Company's strategy.

Directors receive timely, regular and appropriate management information to enable them to fulfil their duties and have access to the advice of the Company Secretary. The Board has agreed guidelines for Directors to obtain independent professional advice, if they seek it, at the Company's expense.

The Company has in place directors' and officers' liability insurance.

The Board includes two independent non-executive directors (John Simpson and Synne Syrrist) and three non-independent non-executive directors (Sigurd Thorvildsen, Henrik Fougner and Daniel Gold). All the non-executive Board members are viewed as being free from any relationship with the executive management which could result in any conflict or affect their judgement. None of the non-executive directors participates in the share option schemes or long-term incentive plan operated by the Company, and none are dependent on the fees received from the Company as their primary source of income.

Board Performance

The Board completes an annual process to evaluate the effectiveness of Board Committees and individual directors and has confirmed that it is satisfied that it and its Committees are operating effectively.

The performance of the Chief Executive Officer ("CEO") is reviewed annually by the Remuneration Committee in conjunction with his annual pay review and the payment of bonuses.

Directors are elected by shareholders at the first annual general meeting after their appointment and, after that, offer themselves for re-election by a vote of shareholders at least once every two years.

The Board of Directors (continued)

Meetings and attendance

Board meetings are scheduled to be held at least five times a year, linked to key events in the Company's corporate reporting calendar. Additional ad-hoc meetings are held when deemed necessary.

It is expected that all directors attend Board and relevant committee meetings, unless they are prevented from doing so by prior commitments or travel restrictions. If directors are unable to attend meetings, they are given the opportunity to be consulted and comment in advance of the meeting.

Board Committees

The Board has established an Audit Committee, Remuneration Committee and a Nomination Committee. The Audit Committee and Nomination Committee have formal terms of reference governing their method of operation which reflect the provisions of the Code and which have been approved by the Board.

Audit Committee

The Audit Committee was chaired during the year by John Simpson and the other member of the Committee is Henrik Fougner. Only John Simpson is considered to be independent by the Board, which is acknowledged in the terms of reference of the Audit Committee. The Board is satisfied that John Simpson has recent and relevant financial experience, as the former CEO of Den Norske Bank (now DNB Bank) in London and Regional Director for DNB's Asia-Pacific operations. Mr. Simpson is currently a director of Marine Capital Limited, as UK asset manager and classed as an approved person by the UK FCA. He has chaired audit committees of UK listed companies and public bodies since 1996.

The role of the Audit Committee is to ensure the integrity of the financial statements of the Company, including its annual and half yearly reports, preliminary results' announcements and any other formal announcements relating to its financial performance. It is responsible for reviewing the Company's internal financial control and risk management systems, advising the Board on the appointment of external auditors, overseeing the relationship with external auditors, reviewing the Company's whistleblowing procedures and considering the need for an internal audit function.

The Audit Committee monitors the relationship with the Company's external auditors relating to the provision of non-audit services to ensure auditor objectivity and independence is safeguarded. The Company will award non-audit work to the firm which provides the best commercial solution for the work in question taking into account the skills and experience of the firm involved and the fees payable for the work. In considering whether to award such work to the external auditors, attention is paid to the level of fees for non-audit services relative to the amounts of the audit fee and whether there are safeguards in place to mitigate to an acceptable level any threat to objectivity and independence in the conduct of the audit resulting from the provision of such services.

There is an opportunity at each meeting for the Audit Committee to discuss matters privately with the external auditors without any members of the executive management team present. In addition, the Chairman of the Committee is in regular contact with the external audit partner to discuss matters relevant to the Company.

The Audit Committee have also been extensively involved in ensuring the appropriate disclosures regarding Going Concern have been included in the financial statements.

Remuneration Committee

The Remuneration Committee was chaired during the year by Sigurd Thorvildsen and the other members of the Committee are Daniel Gold and Henrik Fougner.

The role of the Remuneration Committee is to establish and develop the remuneration policy for the Company's executives and key management and to determine a specific remuneration package for the CEO. No director or employee is involved in deciding their own remuneration. The Committee also approves all employee pay review proposals.

Details of the Company's policy on remuneration, service contracts and compensation payments are set out in the Director's remuneration report.

The Board of Directors (continued)

Nomination Committee

The members of the Nomination Committee are Henrik Christensen and Tom Furulund.

The role of the Nomination Committee is to present a recommendation to the general meetings concerning directors to be elected by shareholders and the level of directors' fees. The Nomination Committee shall also present recommendations to the general meetings regarding nomination of members to the Nomination Committee and concerning fees for the members of the Nomination Committee.

The table below shows the frequency and attendance of directors and other members at Board and Committee meetings during 2023.

	Board Meetings	Remuneration Committee	Audit Committee	Nomination Committee
No of meetings in year
Sigurd Thorvildsen	5	1	-	-
Henrik Fougner	5	1	3	-
Daniel Gold	3	1	-	-
John Simpson	5	-	3	-
Synne Syrrist	5	-	-	-
Henrik Christensen (1)	-	-	-	1
Tom Furulund (1)	-	-	-	1

(1) Not members of the Board but members of the Nomination Committee only

Internal controls and risk management

The Board acknowledges its responsibility for establishing and maintaining adequate internal controls and risk management systems to safeguard shareholders' investments and the Company's assets and performs an annual review of these areas. Such systems can only be designed to manage, and not to eliminate, the risk of failure to achieve business objectives. They can provide reasonable, but not absolute, assurance that the Company's assets are safeguarded and that the financial information used within the business for external reporting is reliable.

Operational and business activity risks

The Company's operational and business activity risks are controlled and mitigated by the implementation and use of its Business Management System (BMS). During operational activity, the Company's offshore activity risk was further controlled by the implementation and use of its Safety and Environmental Management System which is incorporated in the BMS.

Information and financial reporting systems

The Company's comprehensive planning and financial reporting procedures include annual detailed operational budgets which are reviewed and approved by the Board. Performance against budget is monitored throughout the year, through regular reporting of management accounts and key performance indicators. The Board receives updated cash flow statements on a quarterly basis and at each Board meeting and has close follow-up discussions with the management between meetings as required.

Internal controls and risk management (continued)

With a centralised financial reporting system, transactions and balances are recognised and measured in accordance with prescribed accounting policies, and all relevant information is appropriately reviewed and reconciled as part of the reporting process.

Investment appraisal

There are clearly defined evaluation and approval processes for acquisitions and disposals, capital items and major expenditure. These include escalating levels of authority and post-completion reviews of all major projects to compare the actual outcome with the original plan. Certain transactions are reserved for approval by the Board and limits of delegated responsibility and areas of authority have been identified for employees.

External audit

The Audit Committee reports to the Board on matters discussed with the auditors during the course of the statutory audit.

Takeovers

The Company has adopted guidelines in relation to takeover bids. The guiding principles of the Board in a take-over situation will be to seek the best value for and the equal treatment of all shareholders. The Board recognises that the decision whether to accept or reject an offer lies with the shareholders and will refrain from any actions which may deny shareholders this choice. The Board will seek to provide shareholders with a recommendation as to whether shareholders should or should not accept an offer. This includes seeking external advice on valuation when appropriate. Any transaction that is in effect a disposal of the Company's activities will be submitted to a General Meeting for its approval. As the Company is incorporated in England and Wales and listed in Norway, any takeover bid for the Company would be governed by aspects of both English law and Norwegian law and regulations in accordance with the EU Takeover Directive.

Communication with shareholders

The Company is committed to maintaining the highest of standards of disclosure ensuring that all investors and potential investors have the same access to high quality, relevant information in an accessible and timely manner to assist them in making informed decisions. The Investor Relations Department manages the flow of information to all investors and potential investors and regular presentations take place at the time of the quarterly results as well as during the rest of the year.

Any concerns raised by a shareholder in relation to the Company and its affairs are communicated to the Board.

The Company maintains a website which provides up-to-date, detailed information on the Company's operations, which includes a dedicated investor relations section. All Company announcements are available on the website, as are copies of slides used for presentations to investment analysts.

Shareholders will have the opportunity at the forthcoming AGM to put questions to the Board, including the Chairmen of the various Committees.

Remuneration of the Board of Directors

The Company operates in a highly competitive market and must attract, motivate and retain high quality directors capable of achieving the Company's objectives and thereby enhancing shareholder value.

The non-executive Board members receive annual remuneration, based on the Board's responsibilities, expertise, time invested and the complexity of the business. Their remuneration is not linked to the Company's performance.

The remuneration of the Board is disclosed in the Director's Remuneration Report on pages 20-33 of this report. None of the Board members have had any additional assignments for the Company and none of the non-executives participate in any incentive or share option programme.

Introduction

The Company's CEO is not an Executive Director of the Company but under UK company law, there is a requirement for quoted companies to treat the Chief Executive Officer, for the purposes of certain remuneration-related requirements, as if that person were a director of that quoted company. The current CEO was appointed following a proposal from the Board of Directors after the resignation of the previous CEO, acting on an interim basis. His services are provided to the Company under a management on hire agreement from a related party. The rates are per the management on hire agreement, which is currently NOK 3,038 per hour, and billing is based on an hours worked basis. This rate was not subject to review by the renumeration committee or approval by shareholders. The following remuneration report sets out the policy in respect of the components of remuneration which any future CEO employed directly by the company would receive.

Process for setting the Remuneration Policy

The Remuneration Committee (the "Committee") sets the remuneration policy based on the principles and framework outlined below. The Committee is briefed on and considers prevailing market conditions, the competitive environments and the positioning and relativities of pay and employment conditions across the wider Company workforce.

Following each meeting of the Committee, the Chair provides an update to the Board.

Although the Committee does not consult directly with employees on CEO or director remuneration, during its operational phase, the Company conducted periodic employee engagement surveys that gave employees an opportunity to provide feedback on a wide range of employee matters.

As part of the Company's commitment to good governance, the Committee also considers shareholder views when setting the remuneration policy. Feedback from shareholders and investors is shared with, and used as input into decision-making by, the Board and Committee in respect of the remuneration policy and its application. The Committee considers that this approach provides a robust mechanism to ensure its members are aware of matters raised, have a good understanding of current shareholders views, and can determine the Company's remuneration policy and make decisions as appropriate.

The remuneration policy is designed to avoid conflicts of interests between the Company and the interests of shareholders. In setting the remuneration policy, Committee members are subject to provisions designed to avoid or manage conflicts of interest, which are documented separately in the Company's compliance policies. None of the directors or CEO makes a decision relating to their own remuneration. Individual directors leave the meeting when their own remuneration is being discussed.

Remuneration policy

The Company operates in a highly competitive market and must attract, motivate and retain high quality directors and senior executives capable of achieving the Company's objectives and thereby enhancing shareholder value.

A significant proportion of the potential remuneration of the CEO and senior executives is performancerelated with appropriately stretching targets, thus aligning their interests with those of shareholders and encouraging performance at the highest levels.

The Committee has considered whether there are any aspects of the remuneration policy which could inadvertently encourage the executives to take inappropriate risk and has concluded that the policy remains appropriate in this regard.

How the views of employees are taken into account

As referred to above, the Company, in line with market practice, does not actively consult with employees on executive remuneration. The Committee is made aware of overall pay and employment conditions in the wider work force when it sets the executive remuneration policy.

How the views of shareholders are taken into account

As referred to above, the Committee takes into account the view of the shareholders through open and transparent communication with shareholders. If there are significant changes proposed to the remuneration policy, the Committee will consult with major shareholders.

Remuneration Policy Table – Executive Directors and CEO

The table below summarises the remuneration policy for any Executive Directors and any future CEO employed directly by the Company.

Element	Purpose	Operation	Opportunity	Performance Measure
Annual Salary	To attract and retain key individuals and reflect their responsibilities, market value and expected performance level	Reviewed annually or when a change in responsibility occurs	There is no maximum salary opportunity	Not applicable
Benefits	To provide a market competitive reward package to the employee	Benefits to be provided to Executive Directors or the CEO will be determined by the Committee taking into account such factors as it determines to be necessary, with the aim of creating a competitive overall package. The provision of benefits would not be expected to be performance related.	Car allowance is a fixed annual amount. There is no maximum for health/dental insurance as it will depend on the value of premiums paid in the year	Not applicable
		Benefits may include, but are not limited to:
		➢ Car allowance ➢ Private health care ➢ Travel and housing allowance Benefits may also be provided to reflect the jurisdiction in which an Executive Director or the CEO is recruited or to which an Executive Director or CEO is relocated for business reasons, including relocation costs, tax equalisation arrangements and arrangements to take into account exchange rates. Benefits may also include participation in any broad-based incentive plan operated by the Company from time to time, up to the relevant limit for participation as applies to such arrangement

	Directors' remuneration report		(continued)
--	--------------------------------	--	-------------

Element	Purpose	Operation	Opportunity	Performance Measure
Performance related bonus	To provide an incentive for superior work and to motivate executives toward even higher achievement and business results, to tie their goals and interests to those of the Company and its shareholders and to enable the Company to attract and retain highly qualified executives	Bonus payments are determined by the Remuneration Committee and awarded where justified by performance	The amount of bonus increases with the level of performance achieved, up to a maximum of 100% of salary	Annual bonuses will be determined by reference to performance, in the normal course measured over one financial year. The performance measures, weightings and targets for the annual bonus will be set by the Committee on an annual basis The Committee shall have discretion to determine the terms and level at which annual bonuses may be granted, including the minimum performance required for an annual bonus to be payable In respect of an Executive Directors' or CEO's participation in annual bonus arrangements in any year, the Committee will have power to amend performance measures and targets after they have been set if events happen that mean they are no longer a fair test of performance

Element	Purpose	Operation	Opportunity	Performance Measure
Pension	To provide a market competitive long-term retirement benefit	Eligibility to participate in a Defined Contribution scheme which has a maximum employer contribution of 12%	Up to 12% of salary	Not applicable
Long Term Incentive Plan (LTIP)	To motivate and incentivise executives to achieve key long term incentives	The Company has operated a historic LTIP arrangement for the former CEO with all awards being synthetic share options which are cash-settled	Award of up to 100% of salary each calendar year	The awards are made at the discretion of the Board of Directors and are not guaranteed to be awarded each year
		In the event that the Company adopts a new long-term incentive plan (which may involve synthetic share options, cash or actual shares), the CEO would be eligible to participate in such plan, subject to the terms of, and the maximum levels of participation provided in, the rules of such plan.
		In respect of any performance-related long-term awards granted to the CEO, performance measures, weightings and targets would be set by the Committee
		Following grant of an award, the Committee would have power to amend performance measures and targets if events happen that mean they are no longer a fair test of performance
		The 2020 plan "vests" in 25% tranches linked to rig contract dates and expires after five years.

Notes to the Remuneration Policy Table

In considering the appropriate measures to apply to any performance-based awards, the Committee will seek to incentivise and reinforce delivery of the Company's strategic objectives achieving a balance between delivering annual returns to shareholders and ensuring long-term profitability and growth.

The performance targets set would be stretching and achievable, taking into account the Company's strategic priorities and the economic environment in which the Company operates.

Statement of consideration of employment conditions elsewhere in the Company

The Company's remuneration policies and practices are founded on a high degree of alignment and consistency across the organisation. Accordingly, remuneration for senior management is determined by taking into account the remuneration principles that would apply to a future CEO employed directly by the Company, and similar principles also form the basis of the remuneration arrangements for the wider workforce.

The approach to salary reviews is consistent across the Company, with consideration given to the scope of the role, responsibility, individual performance and pay levels in the selected peer group. Retirement benefits, typically in the form of a pension, are provided based on local market practice. Other benefits provided to the wider employee population reflect local market practice and legislative requirements.

A high proportion of the wider employee population are eligible to participate in annual bonus arrangements. Opportunities and metrics which apply to these arrangements may vary by organisational level with functional performance indicators incorporated where appropriate.

Senior managers are eligible to participate in the LTIP, with opportunities varying across levels with the most senior managers having a bigger portion of their pay delivered under the LTIP.

The key difference between remuneration for any future employed CEO and the wider employee population is the increased emphasis on long-term performance in respect of the CEO, with a greater percentage of their total remuneration being performance-related.

The Committee is regularly updated on the pay principles and practices in operation across the Company, in order to take these into account in setting the remuneration policy.

Other matters

In addition to the above, the Company is obliged to honour any contractual entitlement to compensation or benefits, and any incentive awards, which are held by: (i) any current or former Executive Director or CEO on the effective date of this policy; or (ii) an employee or officer of the Group on the date they are promoted to the role of Executive Director or CEO. Appropriate disclosure will be made of any compensation paid (or similar) to an Executive Director or CEO pursuant to any such arrangements.

The Company may reimburse all reasonable expenses incurred by an Executive Director or CEO in connection with their role. This will include expenses in attending Board or Board-committee meetings, or the Company may alternatively provide a travel allowance for such purpose. This may also include items which, for tax purposes, are treated as a taxable benefit, and in which case the Company may also pay any such tax on behalf of the Executive Director or CEO.

Approach to recruitment and promotions

In recruiting an Executive Director or CEO, including on promotion of an employee or officer from within the Group to the role of CEO, the Committee will offer the recruit a remuneration package that it believes is appropriate, taking into account the skills and experience of the individual and the need to recruit, retain and motivate individuals of the appropriate calibre. The remuneration package offered may include the components of remuneration described above in the Remuneration Policy Table.

For external hires, the Committee may determine that it would be appropriate to buy-out any existing incentive awards held by the individual that are forfeited as a result of the individual leaving their former employer. The Committee may also determine that it would be appropriate to grant recruitment-related awards. In the case of any buy-out of an equity based award, or the grant of any recruitment-related award, the award would normally be subject to such vesting and/or performance conditions as the Committee determines to be appropriate, either under a one-off arrangement or under the terms of the Company's incentive arrangements. In determining the terms of such awards, the Committee will take account of the vesting schedule and conditions attached to the forfeited awards (in the case of buy-out awards), but also other factors that it determines to be relevant, including the need to incentivise suitably and retain the individual during the initial years of their office.

The maximum level of variable remuneration (excluding any buy-out awards) that may be granted to any new Executive Director or CEO is 250% per annum of their salary.

Service contracts

The current interim CEO is supplied to the Company under the terms of a management on hire agreement. Any future CEO employed directly by the Company would be subject to the details as explained below.

The employment contract of a future CEO would not be of a fixed duration and therefore would have no unexpired terms.

The notice period of the CEO's contract of employment would be six months with the same notice period for the Company. The CEO's employment could be terminated in the six-month probationary period without notice in the case of wilful misconduct or gross negligence.

In the event of termination by the Company, where there is no basis for dismissal as a result of gross breach of duty or other material breach of the employment contract by the CEO, or as a result of mutual agreement, the CEO shall be entitled to twelve months' severance pay.

In the event of a change of control of the Company, the CEO can terminate the employment contract and would be entitled to twelve months' severance pay.

The CEO's service contract would be available for inspection at the Company's registered office during normal hours of business.

The non-executive directors do not have service contracts but instead have letters of appointment.

Loss of office payments

Contractual entitlements

A departing Executive Director's or CEO's rights in respect of salary, retirement benefits and contractual benefits will be determined in accordance with his service contract.

Incentive plans

The terms of a departing Executive Director's or CEO's participation in any annual bonus or long-term incentive plans will be governed by the terms of such arrangements.

Corporate actions

The treatment of incentive awards in the event of a corporate action affecting the Company will be determined in accordance with the terms of such awards.

The Company may agree to pay reasonable legal fees on behalf of an Executive Director or CEO in respect of the effect of any corporate action on their personal position.

Other

The Company may enter into new contractual arrangements with a departing Executive Director or CEO in connection with the cessation of office or employment, including (but not limited to) in respect of settlement of claims, confidentiality, restrictive covenants and/or consultancy arrangements, where the Committee determines it necessary or appropriate to do so. The Company may pay reasonable legal fees on behalf of an Executive Director or CEO in connection with their cessation of office and employment. The Company may agree to provide other ancillary or non-material benefits, payments or similar to a departing Executive Director or CEO.

Reward Scenarios

The graph below shows how the total pay opportunities for any future CEO would vary under four performance scenarios. These have been prepared on the assumptions detailed below. The current interim CEO is on a fixed rate in accordance with a management on hire agreement and as a result no performance scenarios are applicable.

Below target = fixed pay only (base salary, benefits and pension)

On target = 50% payable of annual bonus, 0% LTIP award

Maximum = 100% payable of annual bonus, 100% LTIP award

Maximum 2 = 100% payable of annual bonus, 100% LTIP award and 50% share price increase over the performance period

The chart illustrates the potential rewards available under the remuneration policy on an annualised basis for the financial year 2023. The values (other than the Maximum 2 illustration) assume a constant share price and do not take into account dividend adjustments that may be received on the share awards. The potential awards available for "on-target" performance under the annual bonus and LTIP are provided for illustration only and do not reflect formal policy decisions that these amounts will be received. Maximum 2 illustration assumes a share price increase of 50% over the performance period but in all other respects is the same as the Maximum illustration. The figures used in the chart are provided for illustration only based on a theoretical grant over 100% of salary, being the maximum permitted under the policy table.

The salary level (on which the bonus and LTIP elements of the package are calculated) are based on the previous salary level of GBP 325,000 based on the GBP/NOK year end exchange rate.

Remuneration policy table – non-executive directors

The remuneration policy for non-executive directors is set out in the table below. No non-executive directors participate in the Company's incentive arrangements or pension plan.

Component	Purpose	Operation
Fees	The basic fee is a fixed annual fee agreed after taking external advice and making market comparisons, and relate to the service of the directors in connection with the Company's business. The additional fees payable to the Chairman and members of the Board Committees reflects the additional time commitment in preparing and attending additional meetings.	The fees for non-executive directors (including the Chairman) are reviewed annually and approved in aggregate at the annual general meeting. The current level of fees is detailed below.

New appointments

The same principles as described above will be applied in setting the remuneration of a new non-executive director. Remuneration will comprise fees only and be paid in accordance with the prevailing rate at the time of the appointment. No variable remuneration will be paid and there will be no compensation for any loss of remuneration in a previous employment.

Letters of appointments

The Non-executive Directors' Letters of Appointment are available for inspection at the Company's registered office during normal hours of business.

Other matters

In addition to the above, the Company is entitled to honour any contractual entitlement to compensation or benefits, and any incentive awards, which are held by any current or former Non-Executive Director on the effective date of this policy. Appropriate disclosure will be made of any compensation paid (or similar) to a Non-Executive Director pursuant to any such arrangements.

The Company may reimburse all reasonable expenses incurred by a Non-Executive Director in connection with their role. This will include expenses in attending Board or Board-committee meetings, or the Company may alternatively provide a travel allowance for such purpose. This may also include items which, for tax purposes, are treated as a taxable benefit, and in which case the Company may also pay any such tax on behalf of the Non-Executive Director.

Fees for non-executive directors

The current level of fees paid for 2022 and those proposed for 2023 are as follows:

	2023	2022
	GBP	GBP
Chairman	46,375	46,375
Basic Fee	33,125	33,125
Chair of Audit Committee	5,000	5,000
Member of Audit, Remuneration or Nomination Committee	3,000	3,000

Fees to be paid in respect of 2023 will be decided at the next AGM which is scheduled for 24th June 2024.

Retirement and re-election of directors

All directors were required, under the Articles of Association of the Company, to retire at the first AGM. At each subsequent AGM, any directors who have been appointed by ordinary resolution or by the directors since the last AGM or who were not appointed or reappointed at one of the preceding two AGMs must retire from office and may offer themselves for reappointment by the members. After recommendation by the Nomination Committee, all directors were re-appointed at the AGM on 26th June 2023 and will be due for re-appointment at the AGM held during 2025.

Audited information

Directors' remuneration

Single total figure of remuneration table

2023	Basic Salary and Fees	Benefits (1)	Pension related benefits (2)	Total Fixed Remuneration	Performance Related bonus	Other (3)	Total Variable Remuneration
	GBP	GBP	GBP	GBP	GBP	GBP	GBP
Chief Executive Officer:
E D Jacobs (4)	78,029	-	-	78,029	-	-	-
	78,029	-	-	78,029	-	-	-
Non-executive Directors:
S E Thorvildsen	49,375	-	-	49,375	-	-	-
H Fougner	39,125	-	-	39,125	-	-	-
D A Gold	36,125	-	-	36,125	-	-	-
J N Simpson	38,125	-	-	38,125	-	-	-
S Syrrist	33,125	-	-	33,125	-	-	-
	195,875	-	-	195,875	-	-	-
2022	Basic Salary and Fees	Benefits (1)	Pension related benefits (2)	Total Fixed Remuneration	Performance Related bonus	Other (3)	Total Variable Remuneration
	GBP	GBP	GBP	GBP	GBP	GBP	GBP
Chief Executive Officer:
E D Jacobs (4)	213,225	-	-	213,225
	213,225	-	-	213,225
Non-executive Directors:
S E Thorvildsen	49,375	-	-	49,375	-	-	-
H Fougner	39,125	-	-	39,125	-	-	-
D A Gold	36,125	-	-	36,125	-	-	-

J N Simpson 38,125 - - 38,125 - - - S Syrrist 33,125 - - 33,125 - - -

(1) Includes non-cash benefits comprising car allowance and private health and dental care

195,875 - - 195,875

(2) Contributions made during the year to the defined contribution scheme

(3) Cash-settled value of synthetic share options exercised during the year

(4) Interim CEO, not employed by Company but provided under a management on hire agreement from a related party

Analysis of taxable benefits received

The Chief Executive Officer received no taxable benefits.

Annual bonus 2023

For the year under review, there was no bonus awarded to the Chief Executive Officer.

Annual bonus 2024

The criteria for the 2024 bonus has yet to be finalised by the Remuneration Committee but it is considered unlikely that a bonus for 2024 will be awarded.

Long Term Incentive Plan

A long term incentive plan for the CEO and other key management personnel, with a total limit of up to up to 4,000,000 shares was approved at the general meeting on 11 November 2019.

The 2020 plan "vests" in 25% tranches. The vesting dates for the plan are linked to the contract that was signed with Keppel FELS shipyard in Singapore to build up to four new CS60 semi-submersible drilling rigs, with each contract option being independent of each other. Each 25% tranche "vests" on the date each of the four the rig option contracts commence, and day rate revenue is earned. In the event that the rig building contract is terminated, as is the case for Rig 1 and Rig 2, the shares will lapse. In the event that the build option is not exercised, as is the case with Rig 3 and Rig 4, specific vesting dates in 2023 and 2024 are stipulated. No shares were exercised during the year.

There are no directors who have any interests in shares.

Information not subject to audit:

Relative importance of the spend on pay

The graph below shows the relative importance of the spend on pay (for all employees) compared with the returns distributed to shareholders (Note no dividends paid in 2022 or 2023).

Total shareholder return performance graph

The graph below shows the total shareholder return in terms of change in value of an initial investment of £100 on 10 June 2011 (and assuming dividends are re-invested) in a holding of the Company's shares against the corresponding total shareholder return in a hypothetical holding of shares in the OBX (an index on the Oslo Bors stock exchange). This was selected as it represents a broad equity market index in which the Company is a constituent member. The graph is a reporting requirement, however, the LTIP awards that are made to the Executive Director are not based on share performance.

Chief Executive Officer ('CEO') remuneration

Five-year comparison

The table below summarises the Chief Executive Officer (the Executive Director)'s single total figure of remuneration, annual and long-term variable performance-related remuneration (and the percentage of the maximum opportunity that these represent) in relation to the past five years.

Year	Chief Executive Officer	Single total figure of remuneration	Annual variable element (actual award versus opportunity)
		GBP	GBP	%
2023	E Jacobs (4)	78,029	-	-
2022	E Jacobs (4)	213,255	-	-
2021	E Jacobs (4)	170,337	-	-
2021	J E O Berge (3)	557,625	-	-
2020	J E O Berge	380,341	-	-
2019	J E O Berge (1)	417,591	162,500	50%
2019	J O S Bryce (2)	719,207	-	-

(1) Appointed 1 May 2019

• (2) Resigned 18 March 2019
• (3) Resigned 1 February 2021
• (4) Interim CEO, not employed by Company but provided under a management on hire agreement from a related party

Comparison of CEO remuneration to employee remuneration

	2023	2022	Change %	Employee remuneration change
	GBP	GBP
Salary and fees	78,029	213,255	(63)%	14%
Annual variable performance related	-	-	0%	0%
remuneration
Total Annual figure	78,029	213,255	(63)%	64.5%
Single total figure of remuneration	78,029	213,255	(63)%	64.5%

The above table shows the movement in remuneration for the Chief Executive Officer between the current and previous financial year compared with movement of the average remuneration (per head) for all Company employees.

Comparison of Directors remuneration to employee remuneration

	2023 Change	2022 Change	2021 Change	2020 Change	2019 Change
	%	%	%	%	%
S E Thorvildsen	0%	0%	0%	0%	0%
H Fougner	0%	0%	0%	0%	0%
D A Gold	0%	0%	0%	0%	0%
J N Simpson	0%	0%	0%	0%	0%
S Syrrist	0%	0%	0%	0%	0%
Employees	14%	(10.3)%	1.5%	2%	(3.8)%

The above table shows the movement in remuneration for the Directors for the past five years compared with the average movement in remuneration (per head) for all Company employees.

	Total number of votes	% of votes cast
For	3,281,309	99.9%
Total votes cast	3,281,626	100.0%

to the members of Awilco Drilling PLC

Opinion

In our opinion:

• Awilco Drilling PLC's group financial statements and parent company financial statements (the "financial statements") give a true and fair view of the state of the group's and of the parent company's affairs as at 31 December 2023 and of the group's profit for the year then ended;
• the group financial statements have been properly prepared in accordance with UK adopted international accounting standards;
• the parent company financial statements have been properly prepared in accordance with UK adopted international accounting standards as applied in accordance with section 408 of the Companies Act; and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements of Awilco Drilling PLC (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise:

Group	Parent company
Group statement of financial position at 31 December 2023	Company statement of financial position as at 31 December 2023
Group statement of comprehensive income for the year then ended	Company statement of changes in equity for the year then ended
Group statement of changes in equity for the year then ended	Company statement of cash flows for the year then ended
Group statement of cash flows for the year then ended	Related notes 1 to 27 to the financial statements including a summary of significant accounting policies

Related notes 1 to 27 to the financial statements, including a summary of significant accounting policies

The financial reporting framework that has been applied in their preparation is applicable law and UK adopted International Accounting Standards and, as regards to the parent company financial statements, as applied in accordance with section 408 of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

to the members of Awilco Drilling PLC

Emphasis of Matter - financial statements prepared on a basis other than going concern

We draw attention to Note 2 in the financial statements which explains the Company and Group are currently no longer performing operational activities relating to rigs and therefore the Directors do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going concern as described in Note 2. Our opinion is not modified in respect of this matter.

Overview of our audit approach

Audit scope	• We performed an audit of the complete financial information of two components and audit procedures on specific balances for a further two components.
	• The components where we performed full or specific audit procedures accounted for 100% of operating expenses.
Key audit matters	• Assessment of the status of the arbitration process and required accounting and disclosures.
Materiality	• Overall group materiality of \$100k which represents 0.75% of operating expenses.

An overview of the scope of the parent company and group audits

Tailoring the scope

Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope for each company within the Group. Taken together, this enables us to form an opinion on the consolidated financial statements. We take into account size, risk profile, the organisation of the group and effectiveness of group wide controls, changes in the business environment, the potential impact of climate change and other factors when assessing the level of work to be performed at each company.

In assessing the risk of material misstatement to the Group financial statements, and to ensure we had adequate quantitative coverage of significant accounts in the financial statements, of the four reporting components of the Group, we selected four components covering entities within Singapore and the United Kingdom, which represent the principal business units within the Group.

Of the four components selected, we performed an audit of the complete financial information of two components ("full scope components") which were selected based on their size or risk characteristics. For the remaining two components ("specific scope components"), we performed audit procedures on specific accounts within that component that we considered had the potential for the greatest impact on the significant accounts in the financial statements either because of the size of these accounts or their risk profile.

The reporting components where we performed audit procedures accounted for 100% of the Group's Profit before tax (2022: 100% of Group's Loss before tax), 100% (2022: 100%) of the Group's Operating expenses and 100% (2022: 100%) of the Group's Total assets. For the current year, the full scope components contributed 100% of the Group's Profit before tax (2022: 100% Group's Loss before tax), 100% (2022: 88%) of the Group's Operating Expenses and 100% (2022: 100%) of the Group's Total assets. The specific scope component contributed 0% of the Group's Profit before tax (2022: 0% of the Groups Loss before tax), 0% (2022: 12%) of the Group's Operating Expenses and 0% (2022: 9%) of the Group's Total assets.

to the members of Awilco Drilling PLC

Tailoring the scope (continued)

The audit scope of these components may not have included testing of all significant accounts of the component but will have contributed to the coverage of significant accounts tested for the Group. All audit testing was performed by the Primary audit team.

Changes from the prior year

We have classified two entities as full scope and two as specific scope in the current year, compared to four entities as full scope and one as specific scope in the prior year. This is as a result of the liquidation of a subsidiary during the year.

Involvement with component teams

All audit work performed for the purposes of the audit was undertaken by the Group audit team.

Climate change

Stakeholders are increasingly interested in how climate change will impact Awilco Drilling PLC. The Group has determined it does not expect material future impacts from climate change on their operations. This is explained on page 10 in the Directors Report and on page 49 in the significant accounting policies. These disclosures form part of the "Other information," rather than the audited financial statements. Our procedures on these unaudited disclosures therefore consisted solely of considering whether they are materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appear to be materially misstated, in line with our responsibilities on "Other information".

In planning and performing our audit we assessed the potential impacts of climate change on the Group's business and any consequential material impact on its financial statements.

As explained in the Basis of Preparation in note 2, management have considered the impact of climate change on its operations when preparing the financial statements and concluded that it does not have a material impact on the financial statements as at 31 December 2023. Our audit effort in considering the impact of climate change on the financial statements was focused on evaluating management's assessment of the impact of climate risk, physical and transition risks, and ensuring that the effects of climate risks disclosed on page 10 have been appropriately reflected by management in reaching areas of judgement in the financial statements. As part of this evaluation, we performed our own risk assessment to determine the risks of material misstatement in the financial statements from climate change which needed to be considered in our audit.

We also challenged the directors' considerations of climate change risks in their assessment of going concern and associated disclosures. Where considerations of climate change were relevant to our assessment of going concern, these are described above.

Based on our work we have not identified the impact of climate change on the financial statements to be a key audit matter or to impact a key audit matter.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.

to the members of Awilco Drilling PLC

Risk	Our response to the risk	Key observations communicated to the Audit Committee
Assessment of the status of the arbitration process and required accounting and disclosures	We obtained an update from management and in-house legal counsel regarding the current year developments of the two arbitration cases.	We concluded that the disclosures in the financial statements are adequate and appropriate.
Refer to the Audit Committee Report (page 16); Accounting policies (page 50); and Note 22 of the Consolidated Financial Statements (page 61) In 2020 two construction contracts for new build rigs were cancelled between the subsidiary companies, Awilco Rig 1 Pte Ltd and Awilco Rig 2 Pte Ltd and Keppel Fels Limited (Keppel). Two arbitration processes were initiated. Claims were received from Keppel Fels Limited for liabilities relating to the cancellation of the contracts, whilst Awilco Rig 1 Pte Ltd and Awilco Rig 2 Pte Ltd, counter claimed for recovery of deposits and variation order payments. The Commercial Court issued its decision on both arbitration cases during the financial year; i/ Awilco Rig 1 Pte - found in favour Keppel Fels Limited, and ii/ Awilco Rig 2 Pte Ltd - found in favour of Awilco Rig 2 Pte Ltd. Under IAS 37 ("Provisions, Contingent Liabilities and Contingent Assets") the Group is required to assess whether the probability of an outflow of resources is more likely than not to occur. Similarly, they also need to assess whether there is the possibility of an inflow of economic benefits to the group.	We wrote to and held discussions with the external legal advisors to understand the status and arbitration rulings of the two arbitration cases. In doing so we also confirmed the legal status of the entities involved in these arbitrations and the possible impact on the group. We updated the audit evidence from previous financial periods. We assessed the impact of the Arbitration ruling on the Awilco Rig 1 PTE Ltd case issued on 21 April 2023 and subsequent placement of the company into liquidation. We considered the impact of the Arbitration ruling on the Awilco Rig 2 Pte Ltd case and whether an asset should be recognised in accordance with IAS37. We assessed the completeness and accuracy of the Group's accounting entries and disclosures relating to this matter in Note 3 and 22 to the Group financial statements. All procedures were conducted by the Primary audit team.

to the members of Awilco Drilling PLC

Key Audit Matters (continued)

Risk	Our response to the risk	Key observations communicated to the Audit Committee
Judgement is required to assess whether the matter satisfies the recognition criteria for a provision or receivable or whether the amounts should continue to be disclosed as a contingent liabilities and contingent assets.

Our application of materiality

We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the audit and in forming our audit opinion.

Materiality

The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to influence the economic decisions of the users of the financial statements. Materiality provides a basis for determining the nature and extent of our audit procedures.

We determined materiality for the Group to be \$100k (2022: \$190k), which is 0.75% (2022: 0.75%) of Operating Expenses. We believe that Operating Expenses provides us with the most appropriate bases considering the activities of the group.

We determined materiality for the Parent Company to be \$117k (2022: \$900k), which is 3% (2022: 3%) of Operating Expenses.

During the course of our audit, we reassessed initial materiality and no changes were required.

Performance materiality

The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality.

On the basis of our risk assessments, together with our assessment of the Group's overall control environment, our judgement was that performance materiality was 75% (2022: 75%) of our planning materiality, namely \$75k (2022: \$140k). We have set performance materiality at this percentage due to the history of past misstatements and lack thereof, our ability to assess the likelihood of misstatements and the effectiveness of the internal control environment.

Audit work at component locations for the purpose of obtaining audit coverage over significant financial statement accounts is undertaken based on a percentage of total performance materiality. The performance materiality set for each component is based on the relative scale and risk of the component to the Group as a whole and our assessment of the risk of misstatement at that component. In the current year, the range of performance materiality allocated to components was \$16k to \$70k (2022: \$63k to \$140k).

to the members of Awilco Drilling PLC

Reporting threshold

An amount below which identified misstatements are considered as being clearly trivial.

We agreed with the Audit Committee that we would report to them all uncorrected audit differences in excess of \$5k (2022: \$9k), which is set at 5% of planning materiality, as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds,

We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light of other relevant qualitative considerations in forming our opinion.

Other information

The other information comprises the information included in the annual report set out on page 2, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
• the strategic report and directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
• the parent company financial statements are not in agreement with the accounting records and returns; or
• certain disclosures of directors' remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.

to the members of Awilco Drilling PLC

Responsibilities of directors

.

As explained more fully in the directors' responsibilities statement set out on page 12, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group and parent company'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 the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the company and management.

• We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and determined that the most significant are those that relate to the reporting framework (IFRS and the Companies Act 2006). In addition, we concluded that there are certain significant laws and regulations that may have an effect on the determination of the amounts and disclosures in the financial statements and those laws and regulations relating to health and safety, employee matters, environmental, and bribery and corruption practices;
• We understood how Awilco Drilling PLC is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of Board minutes, papers provided to the Audit Committee and correspondence received from regulatory bodies and noted that there was no contradictory evidence;
• We assessed the susceptibility of the group's financial statements to material misstatement, including how fraud might occur by considering the risk of fraud through management override and, in response, we carried out procedures such as testing of transactions back to source information, which were designed to provide reasonable assurance that the financial statements were free from fraud or error; and
• Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved journal entry testing, with a focus on journals meeting our defined risk criteria based on our understanding of the business.

-

Group statement of comprehensive income

for the year ended 31 December 2023

		2023	2022
	Notes	US\$000	US\$000
Cost of sales		19	(5,363)
Impairment	15	-	(205)
Gain on deconsolidation of subsidiaries	5	125,353	-
(Loss)/Gain on sale of drilling rigs and other equipment		(12)	3,188
Gross Profit/(Loss)		125,360	(2,380)
General and administrative expenses		(14,146)	(20,153)
Other income /(expense)	7	302	(122,568)
Operating Profit / (Loss)	6	111,516	(145,101)
Finance income	10	139	53
Finance expense	11	(133)	(168)
Net loss on foreign exchange transactions	12	103	(119)
Profit /(Loss) before taxation		111,625	(145,335)
Income tax expense	13	-	(21)
Profit/(Loss) for the year attributable to equity shareholders		111,625	(145,356)
There is no comprehensive income other than the results for the year.

Basic and diluted profit / (loss) per share (US\$ per share)	14	12.1	(228.2)
--------------------------------------------------------------	----	------	---------

Total comprehensive income for the year is attributable to the owners of the Company, as there is no minority interest.

		2023	2022
	Notes	US\$000	US\$000
Non-current assets
Property, plant and equipment	ો રે
Right-of-use asset	21
Current assets
Trade and other receivables	17	54	2,635
Cash and cash equivalents	18	1,850	8,880
		1,904	11,515
Total assets		1,904	11,515
Current liabilities
Trade and other payables	19	8,904	118,372
Provisions	20		9,278
Loans			1,500
Current tax payable			9,174
		8,904	138,324
Non-current liabilities
Trade and other payables	19		146
			146
Total liabilities		8,904	138,470
Net (Liabilities)Assets		(7,000)	(126,955)
Shareholders' Equity
Called up share capital	23	736	3,581
Share premium account	23	22,827	22,827
Retained deficit		(230,563)	(353,363)
Total Shareholders' equity		(7,000)	(126,955)

	Notes	2023 US\$000	2022 US\$000
Non-current assets
Property, plant and equipment	ા ર
Right of use assets	21
Investment in subsidiaries	16
Amount due from subsidiary undertakings	24
Current assets
Trade and other receivables	17	રત	2,635
Cash and cash equivalents	18	1,850	8,539
		1,904	11,174
Total assets		1,904	11,174
Current liabilities
Trade and other payables	19	1,102	1,380
Loans			1,500
		1,102	2,880
Non-current liabilities
Trade and other payables	19		146
Total liabilities		1,102	3,026
Net assets		802	8.148
Shareholders' Equity
Called up share capital	23	736	3,581
Share premium account	23	22,827	22,827
Retained deficit		(222,761)	(218,260)
Total Shareholders' equity		802	8,148

Group statement of changes in equity

	Called Up Share Capital	Share Premium account	Retained Earnings/(deficit)	Total shareholders equity
	US\$000	US\$000	US\$000	US\$000
At 1 January 2022	525	218,381	(208,007)	10,899
Equity issue as at 22 December 2022	3,056	4,796	-	7,852
Equity issue costs as at 22 December 2022	-	(350)	-	(350)
Total comprehensive loss for the year	-	-	(145,356)	(145,356)
At 31 December 2022	3,581	222,827	(353,363)	(126,955)
Equity issue as at 4 July 2023	5,618	94	-	5,712
Equity issue costs 2023		(144)	-	(144)
Equity issue as at 26 July 2023	2,325	39	-	2,364
Equity issue as at 14 September 2023	388	11	-	399
Capital reduction	(11,175)	-	11,175	-
Total comprehensive profit for the year	-	-	111,625	111,625
At 31 December 2023	737	222,827	(230,563)	(7,000)

Company statement of changes in equity

	Called Up	Share		Total
	Share	Premium	Retained	shareholders
	capital	account	Earnings/(deficit)	equity
	US\$000	US\$000	US\$000	US\$000
At 1 January 2022	525	218,381	(194,377)	24,529
Equity issue as at 22 December 2022	3,056	4,796	-	7,852
Equity issue costs as at 22 December 2022	-	(350)	-	(350)
Total comprehensive loss for the year	-	-	(23,883)	(23,883)
At 31 December 2022	3,581	222,827	(218,260)	8,148
Equity issue as at 4 July 2023	5,618	94	-	5,712
Equity issue costs 2023		(144)	-	(144)
Equity issue as at 26 July 2023	2,325	39	-	2,364
Equity issue as at 14 September 2023	388	11	-	399
Capital reduction	(11,175)	-	11,175	-
Total comprehensive loss for the year	-	-	(15,677)	(15,677)
At 31 December 2023	737	222,827	(222,762)	802

Group statement of cash flows

	Notes	2023	2022
		US\$000	US\$000
Operating activities
Profit / (loss) before taxation		111,625	(145,336)
Adjustments to reconcile loss before tax to net cash flows:
Depreciation of fixed assets and right of use assets	15	-	419
Impairment of fixed assets and right of use assets	15, 21	-	205
Net finance (income)/expense		(6)	115
Share-based payment		-	-
Loss/(Gain) on sale of property, plant and equipment		12	(3,188)
Working capital adjustments:
Decrease in trade receivables		3	34
Decrease / (increase) in inventory		-	115
(Increase) / decrease in prepayments and other receivables		2,577	(2,006)
(Decrease)/increase in trade and other payables		(127,631)	122,098
Interest paid	11	(133)	(168)
Interest received	10	139	53
Taxation paid		(21)	(98)
Net cash flows used in operating activities		(13,435)	(27,757)
Investing activities
Purchase of property, plant and equipment	15	-	(205)
Proceeds from disposal of property, plant and equipment		(12)	18,533
Net cash flow (used in)/from investing activities		(12)	18,328
Financing activities
Proceeds from issue of share capital		8,475	7,852
Equity issue costs		(144)	(350)
Issue of loans		-	1,500
Repayment of loans		(1,500)	-
Payment of principal portion of lease liabilities	21	(192)	(244)
Net cash flows generated from financing activities		6,639	8,758
Net decrease in cash and cash equivalents		(6,808)	(671)
Net foreign exchange difference		(222)	(134)
Cash and cash equivalents at beginning of year		8,880	9,685
Cash and cash equivalents at end of year	18	1,850	8,880

Company statement of cash flows

	Notes	2023	2022
		US\$000	US\$000
Operating activities
Loss before taxation		(15,676)	(23,884)
Adjustments to reconcile loss before tax to net cash flows:
Depreciation of fixed assets and right of use assets	15	-	419
Impairment of fixed assets and investments	15, 21	-	75
Net finance cost / (income)		8,751	(6,686)
Share based payment		-	-
Working capital adjustments:
(Increase) /Decrease in prepayments		(6,176)	6,440
Decrease in trade and subsidiary receivables	24	3	15,278
(Decrease) in trade and other payables		(232)	(1,089)
Interest paid		(133)	(168)
Interest received		135	50
Net cash flows used in operating activities		(13,328)	(9,565)
Financing activities
Proceeds from issue of share capital		8,475	7,852
Equity issue costs		(144)	(350)
Issue of loans		-	1,500
Repayment of loans		(1,500)	-
Payment of principal portion of lease liabilities	21	(192)	(244)
Net cash flows generated from financing activities		6,639	8,758
Net decrease in cash and cash equivalents		(6,689)	(807)
Cash and cash equivalents at beginning of year		8,539	9,346
Cash and cash equivalents at end of year	18	1,850	8,539

Notes to the financial statements

At 31 December 2023

1. General information

The Group and Company financial statements of Awilco Drilling PLC for the year ended 31 December 2023 were authorised for issue by the Board of Directors on 29 May 2024. The Company is a public company limited by shares, incorporated in the United Kingdom (England and Wales) under the Companies Act 2006 and listed on the Euronext Growth Oslo stock exchange. The Company's registered number is 7114196 and the address of the registered office is given on page 1. The nature of the Group's operations and its principal activities are set out in the Strategic report.

2. Basis of preparation

Statement of compliance

The Group and Company financial statements are prepared in accordance with UK-adopted International Accounting Standards (UK-adopted IAS) as applied in accordance with section 408 of the Companies Act 2006. No IFRS reconciliation table has been provided, as would typically be required under the Euronext Growth Markets rule book as there are no reconciling items between IFRS and UK Adopted IAS for the Group.

Basis other than going concern

It is the responsibility of the directors to prepare the financial statements on a going concern basis unless it is inappropriate to presume the Group will continue in business. The Group is no longer performing operational activities relating to rigs. Accordingly, they adopt the basis other than going concern in preparing these financial statements. There have been no departures from IFRS, and no adjustments to carrying values as a result of the basis of preparation have been made.

In order to fund the ongoing arbitration and administration costs of the business, the Group is reliant on the continued support from its shareholders. On 21 May 2024, a short-term shareholder loan of USD two million, structured as a draw-down facility was signed.

Basis of consolidation

The Group financial statements incorporate the financial statements of the Company and entities controlled by the Company. Under IFRS 10, control exists where the investor has: (a) power over the investee; (b) exposure, or rights, to variable returns from its involvement with the investee; and (c) the ability to use its power over the investee to affect the amount of the investor's returns.

The financial statements of the subsidiaries are prepared for the same reporting period as the Company, using consistent accounting policies and prepared on a historical cost basis. The Group has elected to take the exemption under section 408 of the Companies Act 2006 not to present the Company income statement. The loss recorded by the Company for the year was US\$ 15.7 million (2022: US\$ 23.9 million loss).

The results of subsidiaries acquired or disposed of during the year are included in the consolidated profit and loss account from the effective date of acquisition or up to the effective date of disposal, as appropriate.

Loss of control

If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value.

Measurement and disclosure of climate-related matters

In preparing the financial statements, management have considered the impact of the physical and transition risks of climate change as set out on page 10, but have concluded that it does not have a material impact on the recognition and measurement of the assets and liabilities in these financial statements as at 31 December 2023.

3. Significant accounting judgements, estimates and assumptions

Key sources of estimation uncertainty

The key assumptions concerning the future, and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of the assets and liabilities within the next financial year, are discussed below.

Contingent Assets

As detailed in Note 22, there is one item that is considered as a contingent asset. This is in connection with the arbitration tribunal ruling that was awarded in favour of the subsidiary company, Awilco Rig 2 Pte Ltd. The Group has applied judgment in evaluating it as a contingent asset.

4. Accounting policies

New standards and interpretations

There were various standards effective for annual periods beginning on or after 1 January 2023

• IFRS 17 Insurance Contracts
• Disclosure of Accounting Policies Amendments to IAS 1 and IFRS Practice Statement 2
• Definition of Accounting Estimates Amendments to IAS 8
• Deferred Tax related to Assets and Liabilities arising from a Single Transaction Amendments to IAS 12

However, none had any impact on these financial statements. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

New standards and interpretations - not yet adopted

The following standards and amendments and interpretations to existing standards have been published and are mandatory for the Group's accounting period beginning on or after 1 January 2024 or later periods, but the Group has not early adopted them:

• Classification of Liabilities as Current or Non-current Amendments to IAS 1
• Disclosures: Supplier Finance Arrangements Amendments to IAS 7 and IFRS 7
• Lease Liability in a Sale and Leaseback Amendments to IFRS 16
• Lack of exchangeability Amendments to IAS 21

It is not anticipated that the application of these standards and amendments will have any material impact on the Group's financial statements.

Cash and cash equivalents

Cash and cash equivalents in the statement of financial position comprise cash at bank.

Cost of sales

Cost of sales includes rig operating costs and the depreciation cost for the two rigs.

Taxation

Current income tax

Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted or substantively enacted by the balance sheet date.

Income tax is charged or credited directly to equity if it relates to items that are credited or charged to equity. Otherwise income tax is recognised in the statement of comprehensive income.

Deferred income tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

4. Accounting policies (continued)

Taxation (continued)

Deferred tax liabilities are recognised for all taxable temporary differences, except:

• When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
• In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses.

Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except:

• When the deferred tax asset relating to the deductible temporary differences arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
• In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Foreign currency translation

Functional and presentation currency

Items included in the financial statements of each of the Group's entities are measured using United States Dollars (US\$) "the functional currency". The Group financial statements are presented in US\$, which is the Company's functional currency and presentation currency and all values are rounded to the nearest thousand dollars (US\$000) except when otherwise indicated.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period end exchange rates of monetary assets and liabilities denominated in foreign currency are recognised in the statement of comprehensive income. The principal foreign currencies used by the Group are Pounds Sterling (£ or GBP), Euro (€) and Norwegian Kroner (NOK).

Earnings/(loss) per share

Basic earnings/(loss) per share amounts are calculated by dividing net profit for the period attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the year.

4. Accounting policies (continued)

Earnings/(loss) per share (continued)

Diluted earnings/(loss) per share amounts are calculated by dividing the net profit by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

Leases

The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group has taken the recognition exemption in respect of short-term leases and leases of low value assets, and instead recognises the expense associated with such leases in the income statement on a straight-line basis.

For all other leases, the Group recognises lease liabilities representing lease payments and right-of-use assets representing the right to use the underlying assets.

Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the lease and are measured at cost, less any accumulated depreciation and impairment losses, adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct cost incurred, and lease payments made at or before the commencement date less any incentives received. Right of use assets are depreciated on a straight-line basis over the remaining lease term.

Lease liabilities

At the commencement date of the lease, the Group recognises lease liabilities at the present value of lease payments to be made over the lease term, using the interest rate implicit to the lease, and if not readily determinable, at the incremental borrowing rate.

The lease liabilities are included in trade and other payables in Note 19.

Financial assets

Financial assets are recognised when the Group becomes party to the contracts that give rise to them and are classified as financial assets at fair value through profit or loss, amortised cost, or fair value through other comprehensive income as appropriate. When financial assets are recognised initially, they are measured at fair value, being the transaction price plus, in the case of financial asset not at fair value through profit or loss, directly attributable transaction costs.

Impairment of financial assets

Further disclosures relating to impairment of financial assets are also provided in Note 19.

The Group recognises an allowance for expected credit loss (ECL) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

For financial assets other than trade receivables and contract assets, ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12 months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

Trade and other receivables

Trade receivables and amounts due from subsidiary undertakings, which generally have 60-day terms, are recognised and subsequently carried at the original invoiced value net of expected credit loss. Where the time value of money is material, receivables are carried at amortised cost. During the current and prior years, these balances have been immaterial.

4. Accounting policies (continued)

Trade and other payables

Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the statement of comprehensive income.

Share-based payment

The cost of cash-settled transactions is measured initially at fair value at the grant date using a Black-Scholes model, further details are given in Note 26. This fair value is expensed over the period until the vesting date with recognition of a corresponding liability. The liability is remeasured to fair value at each reporting date up to and including the settlement date, with changes in fair value recognised in statement of comprehensive income for the period.

Pension

The pension plan in place is a defined contribution plan. Pension contributions are charged to the statement of comprehensive income as an expense in the period to which the contributions relate. Once the contributions have been paid, there are no further payment obligations.

5. Deconsolidation of a subsidiary

WilHunter (UK) Ltd was placed into liquidation on 15 March 2022. As a result, the parent company has recognised that it no longer has control of the subsidiary and has derecognised the assets and liabilities from the consolidated statement of financial position. This was not done in the prior year as a further assessment of the legal position, primarily in relation to derecognition of the subsidiary's liabilities was required. This resulted in a non-cash gain of US\$ 10.5 million.

Awilco Rig 1 Pte Ltd was also placed into liquidation on 30 June 2023, which also led to the assets and liabilities being derecognised from the consolidated statement of financial position. This resulted in noncash gain of US\$ 114.8 million. The financial position below was used as the basis for calculating the net gain on deconsolidation.

	WilHunter (UK) Ltd	Awilco Rig 1 Pte Ltd US\$000
	US\$000
Current assets
Trade and other receivables	-	8,786
Total assets		8,786
Current liabilities
Trade and other payables	1,388	114,319
Provisions	-	9,278
Tax payable	9,153	-
Total liabilities	10,541	123,597
Net Liabilities	(10,541)	(114,811)
Net Gain on deconsolidation of subsidiary	10,541	114,811

6. Operating profit/(loss)

This is stated after charging

	2023	2022
	US\$000	US\$000
Depreciation (Note 15, 21)	-	419
Loss/(gain) on disposal of property, plant and equipment	12	(3,188)
Legal and other arbitration costs – included in G&A expense	10,441	15,069

7. Other expense

As noted in the Strategic report, during April 2023, Awilco Rig 1 Pte Ltd received the arbitration tribunal's ruling was awarded in favour of Keppel FELS. This was considered an adjusting post balance sheet event in the prior year financial statements and the below costs were recognised. During the year, Awilco Rig 1 Pte. Ltd was placed into liquidation and as a result has been deconsolidated from the Group financial statements as no longer a liability of the Group.

	2023	2022
	US\$000	US\$000
Tribunal award	-	98,522
Interest on award	-	14,768
Provision for legal fees (Note 20)	-	9,278
Gain on office lease liability	(302)	-
	(302)	122,568

8. Auditors' remuneration

The Group paid the following amounts to its auditors in respect of the audit of the financial statements and for other services provided to the Group.

	2023	2022
	US\$000	US\$000
Audit of the financial statements	249	246
Local statutory audits of subsidiaries	12	19
Tax services - compliance	15	34
	276	299

9. Staff costs

	2023	2022	2022
	Group & Company US\$000	Group US\$000	Company US\$000
Wages and salaries	1,463	5,001	2,314
Directors Fees	268	216	216
Pension costs	40	181	86
Social security costs	234	640	346
	2,005	6,038	2,962

9. Staff costs (continued)

The Company makes contributions to a defined contribution scheme for all eligible employees up to a maximum of 9% of salary. Contributions are charged to the income statement as incurred. There are no longer any offshore employees, so staff costs in the Group and Company are the same.

The average monthly number of employees during the year was made up as follows:

2023 2022 No. No. Onshore, including management (Company) 5 14 Offshore - 24 5 38 10. Finance income 2023 2022 US\$000 US\$000 Bank interest 139 53 11. Finance expense 2023 2022 US\$000 US\$000 Interest on lease liabilities 8 124 Interest on loans 125 44 133 168 12. Net (loss)/gain on foreign exchange transactions 2023 2022 US\$000 US\$000 Gain on foreign exchange transactions 112 21 (Loss) on foreign exchange transactions (9) (140) Net gain/(loss) on foreign exchange transactions 103 (119) 13. Income tax Income tax on profit on ordinary activities 2023 2022 US\$000 US\$000 Foreign tax on the loss for the year - 21 Total current income tax - 21 Income tax charge in the Group statement of comprehensive income - 21

13. Income tax (continued)

Reconciliation of the total income tax charge

	2023	2022
	US\$000	US\$000
Profit /(Loss) from continuing operations	111,625	(145,336)
Tax calculated at UK standard rate of corporation tax of 23.5% (2022:19%)	26,232	(27,614)
Impact of deconsolidation	(29,458)	-
Expenses not deductible/(income not taxable) for tax purposes	-	(27)
Effect of (lower)/higher taxes on overseas earnings	-	21
Movement in unrecognised deferred tax	3,229	28,247
Disposal of assets	(3)	(606)
Income tax charge in the Group statement of comprehensive income	-	21

The income tax expense above is computed at profit/(loss) before taxation multiplied by the effective rate of corporation tax in the UK of 23.5% (2022: 19%).

Corporation tax increased from 19% to 25% in April 2023.

Unrecognised deductible temporary differences

The Group has total tax losses of US\$ 267.3 million which arose in the UK (2022: US\$ 241.1 million) that are available for offset against future taxable profits that are not part of the bareboat charter ring-fence arrangements. Deferred tax assets have not been recognised in respect of these losses due to the uncertainty of future profits being at this level.

14. Profit / (Loss) per share

The following reflects the income and share data used in the basic and diluted profit/(loss) per share computations:

	2023	2022
	US\$000	US\$000
Profit / (Loss) for the year attributable to equity share holders	111,625	(145,356)
	2023	2022
	No.000	No.000
Weighted average number of ordinary shares for basic and diluted earnings
per share	9,224	637

Total earnings and weighted average number of shares outstanding during the year are the same as for diluted earnings per share. On 20 December 2022, a 100 : 1 reverse share split was performed which resulted in the prior year weighted average number of ordinary shares being retrospectively restated.

On 16 November 2023, a capital reduction process was approved resulting in the reduction of the nominal share price from £0.65 to £0.02 per share. During the year, a further 10,149,440 shares were issued.

15. Property, plant and equipment

	Semi	Assets under	Special	Other
Group	submersible	construction	purpose	fixtures and
	drilling rigs		surveys	equipment	Total
	US\$000	US\$000	US\$000	US\$000	US\$000
Cost:
At 1 January 2022	338,621	111,280	17,419	2,017	469,337
Additions		-	205	-	205
Disposals	(338,621)	-	(17,419)	-	(356,040)
At 31 December 2022	-	111,280	205	2,017	113,502
Additions	-	-	-	-	-
Disposals	-	-	-	-	-
At 31 December 2023	-	111,280	205	2,017	113,502
Depreciation and impairment:
At 1 January 2022	(323,277)	(111,280)	(17,419)	(1,598)	(453,574)
Provided	-	-	-	(419)	(419)
Impairment	-	-	(205)	-	(205)
Disposals	323,277	-	17,419	-	340,696
At 31 December 2022	-	(111,280)	(205)	(2,017)	(113,502)
Provided	-	-	-	-	-
Impairment	-	-	-	-	-
Disposals	-	-	-	-	-
At 31 December 2023	-	(111,280)	(205)	(2,017)	(113,502)
Net book value:
At 31 December 2023	-	-	-	-	-
At 31 December 2022	-	-	-	-	-

15. Property, plant and equipment (continued)

	Company		Other fixtures and equipment US\$000
	Cost:
	At 1 January 2022		2,017
	Additions		-
	Disposals		-
	At 31 December 2022		2,017
	Additions		-
	Disposals		-
	At 31 December 2023		2,017
	Depreciation:
	At 1 January 2022		(1,598)
	Provided		(419)
	At 31 December 2022		(2,017)
	Provided		-
	At 31 December 2023		(2,017)
	Net book value:
	At 31 December 2023		-
	At 31 December 2022		-
16.	Investments
		Company	Company
		2023	2022
		US\$000	US\$000
	Company shares in subsidiary undertakings
	At 1 January	-	75
	Impairment of investment in Awilco Drilling Pte Ltd	-	(75)
	At 31 December	-	-

16. Investments (continued)

Details of the holdings are as follows, all 100% shareholdings:

	Country of
Name	Incorporation	Registered Address
Awilco Drilling Offshore (UK) Limited	United Kingdom	Suite 1, 7th Floor, 50 Broadway, London
		Suite 1, 7th Floor, 50
WilHunter (UK) Limited – in liquidation	United Kingdom	Broadway, London
Awilco Drilling Pte. Ltd.	Singapore	8 Wilkie Road, Singapore
Awilco Rig 1 Pte. Ltd. – in liquidation	Singapore	8 Wilkie Road, Singapore
		8 Wilkie Road,
Awilco Rig 2 Pte. Ltd.	Singapore	Singapore

WilHunter (UK) Ltd was placed into liquidation on 15 March 2022 and Awilco Rig 1 Pte. Ltd. was placed into liquidation on 30 June 2023. As a result, these holdings are no longer under control of the Group and have been deconsolidated.

17. Trade and other receivables

	Group	Company	Group	Company
	2023	2023	2022	2022
	US\$000	US\$000	US\$000	US\$000
Trade receivables	-	-	3	3
Prepayments and other receivables (1)	40	40	2,598	2,598
VAT receivable	14	14	34	34
	54	54	2,635	2,635

(1) Included in the balance sheet at 31 December 2022 was a guarantee of GBP 2 million provided to SEPA in connection with the WilHunter rig recycling process. This was settled during the year.

As at 31 December 2023 and 2022, all trade receivables in the Group and Company are neither past due nor impaired.

18. Cash and cash equivalents

	Group &
	Company	Group	Company
	2023	2022	2022
	US\$000	US\$000	US\$000
Cash at bank	1,850	8,880	8,539

Cash at bank earns interest at floating rates based on daily bank deposit rates. The Company has no restricted cash. (2022: nil)

There are no funds held by any other entities in the Group.

19. Trade and other payables

	Group	Company	Group	Company
	2023	2023	2022	2022
	US\$000	US\$000	US\$000	US\$000
Trade and other payables:
Lease Liabilities	-	-	495	495
Trade payables	85	85	1,156	391
Accruals and other liabilities (1) (2)	8,819	931	115,305	640
	8,904	1,102	116,956	1,526
Non-current:
Lease Liabilities	-	-	146	146
Other liabilities	-	-	-	-
Total			146	146

(1) 2022 figure included US\$ 113.3 million in connection with the arbitration tribunal ruling in favour of Keppel FELS (see Note 7)

(2) 2023 figure includes US\$8.8 million reclassification of intercompany payable due by Awilco Rig 2 Pte. Ltd. to Awilco Rig 1 Pte. Ltd. (an entity which is no longer part of the Group).

20. Provisions

	Tribunal
	Award
	US\$000
At 1 January 2023	9,278
Deconsolidated	(9,278)
At 31 December 2023	-

The tribunal award is in relation to the expected costs award in connection with the tribunal ruling in favour of Keppel FELS (Note 7). Following the liquidation of Awilco Rig 1 Pte Ltd, these amounts are no longer consolidated in the Group financial statements and no longer a liability of the Group.

21. Leases

The Group had a lease contract in place for the office building at 2 Kingshill Park, Westhill, Aberdeenshire, AB32 6FL. During the year, the lease was terminated. The right of use asset for the office building in Westhill was fully impaired in 2021.

Set out below are the carrying amounts of lease liabilities (included under trade and other payables) and the movements during the period:

	2023	2022
	Group &	Group &
	Company	Company
	US\$000	US\$000
As at 1 January	495	739
Accretion of interest	8	124
Payments	(199)	(368)
Gain on settlement of lease	(303)	-
As at 31 December	-	495
Current	-	349
Non-current	-	146

The maturity analysis of lease liabilities is disclosed in Note 25.

21. Leases (continued)

The following are the amounts recognised in profit or loss:

	2023	2022
	Group &	Group &
	Company	Company
	US\$000	US\$000
Interest expense on lease liabilities	8	124
Expense relating to leases of low-value assets (included in administrative expenses)	2	5
Total amount recognised in profit or loss	10	129

The Group has total cash outflows for leases of less than US\$ 0.1 million (2022: US\$ 0.1 million).

22. Commitments and contingencies

Contingent Asset

Following the termination of Nordic Spring, the subsidiary company, Awilco Rig 2 Pte. Ltd. entered arbitration with Keppel FELS in respect of deposit and variation order payments for a total amount of USD 43.0 million plus costs and interest. The ruling of the arbitration tribunal found in favour of Awilco Rig 2 Pte Ltd. Keppel FELS subsequently lodged an application for leave to appeal the award of the tribunal with the High Court, which was denied.

No contingent asset has been recognised, but instead disclosed as it is more likely than not that an inflow of benefits will occur. Once the inflow of benefits is virtually certain, as asset will be recognised in the statement of financial position because the asset is no longer considered to be contingent.

23. Share capital

Group and Company

	2023	2022
Authorised	No.000	No.000
Ordinary shares of £0.02 each (2022 : £0.65)	14,618	4,469

On 16 November 2023, a capital reduction process was approved resulting in the reduction of the nominal share price from £0.65 to £0.02 per share. During the year, a further 10,149,440 shares were issued.

In connection with the share issues during the year, a corresponding number of warrants were also issued. The exercise period is yet to be determined, and if all warrants are exercised the total number of shares issued will increase to 24,767,575.

Group and Company

	2023	2023	2022	2022
Allotted called up and fully paid	No.000	US\$000	No.000	US\$000
At 1 January	4,469	3,581	54,582	525
Share consolidation	-	-	(54,036)	-
Equity issue	10,149	8,330	3,923	3,056
Capital reduction	-	(11,175)	-	-
At 31 December	14,618	737	4,469	3,581

Group and Company

	2023	2022
	Share	Share
	premium	premium
	account	account
	US\$000	US\$000
At 1 January	222,827	218,381
Equity issue	-	4,446
At 31 December	222,827	222,827

24. Related party transactions

During the year the Group entered into transactions, in the ordinary course of business, with Awilhelmsen Offshore AS, which is a major shareholder through its subsidiaries.

Transactions entered into and trading balances outstanding at 31 December 2023 with Awilhelmsen AS and its subsidiaries are as follows:

	2023	2022
	US\$000	US\$000
Purchase of management services	249	914
Interest	124	72
Amounts owed to Awilhelmsen AS and its subsidiaries – trade creditors	(7)	(261)

The Group and Company entered into a loan arrangement of US\$ 4.0 million with major shareholders in connection with which commitment fees and interest amounting to US\$ 124,000 were incurred and paid during 2023 (2021: US\$ 96,000, including US\$ 24,000 to QVT). The loan was fully repaid during the year.

24. Related party transactions (continued)

Sales and purchases between related parties are made at normal market prices. Outstanding balances are unsecured, interest-free and cash settlement terms vary between 30 and 90 days. The Company has not provided or benefitted from any guarantees for any related party receivables or payables. Included in the purchase of management services are the amounts in respect of the interim CEO.

Directors and other key management personnel

The remuneration of directors and other key management personnel of the Group is as follows

	2023	2022
	US\$000	US\$000
Short-term employee benefits	1,224	1,336
Termination benefits	-	298
Other long-term benefits	26	60

Included in the short-term employee benefits are director's emoluments of GBP 195,000 (2022: GBP 195,000). Five directors received remuneration in respect of their services to the Company during the year (2022: five). The highest paid director was Sigurd Thorvildsen - please refer to the Directors' remuneration report on page 29 for further details.

Company

The Company entered into the following transactions and had the following balances with its wholly owned subsidiaries

	2023	2022
	US\$000	US\$000
Transactions:
Amounts invoiced to Awilco Drilling Offshore (UK) Limited in respect of
services provided to the company	43,726	11,782
Amounts invoiced on behalf of Awilco Drilling Offshore (UK) Limited	(26,402)	(20,025)
Invoiced to Awilco Drilling Pte. Ltd.	-	541
Transfer of funds (from)/to Awilco Drilling Pte. Ltd.	(333)	604
Amounts invoiced to Awilco Rig 1 Pte. Ltd. in respect of services provided
to the company (before liquidation on 30 June 2023)	1,338	21,138
Amounts invoiced to Awilco Rig 2 Pte. Ltd. in respect of services provided
to the company	11,342	5,391
Amounts invoiced to Awilco Drilling Norge AS in respect of services
provided to the company	-	18
Settlement of balance due from Awilco Drilling Norge AS	-	(13,412)
Taxation paid on behalf of subsidiaries	22	98
Transfer of share capital funds due to WilHunter (UK) Limited	-	100

24. Related party transactions (continued)

	2023	2022
Balances:	US\$000	US\$000
Amounts receivable from Awilco Drilling Offshore (UK) Limited	78,448	78,431
Amounts receivable from Awilco Drilling Pte. Ltd.	6,970	7,716
Amounts receivable from Awilco Rig 1 Pte. Ltd.	75,175	78,481
Amounts receivable from Awilco Rig 2 Pte. Ltd.	57,357	49,689
	217,950	214,317
Allowance for expected credit loss	(217,950)	(214,317)
	-	-

The balances receivable from the subsidiary companies are considered long term. There are long term loan agreements in place with Awilco Drilling Pte. Ltd, Awilco Rig 1 Pte. Ltd. and Awilco Rig 2 Pte. Ltd.

Set out below is the movement in the allowance for expected credit losses of intercompany receivables:

	2023	2022
	US\$000	US\$000
As at 1 January	(214,317)	(192,837)
Provision for expected credit loss	(3,633)	(21,480)
As at 31 December	(217,950)	(214,317)

Expected credit loss is due to making a full provision for amounts due from all related parties.

Entity with significant influence over the Group

Awilhelmsen Offshore AS, owns 54.0% of the ordinary shares in Awilco Drilling PLC.

25. Capital management, financial risk management objectives and policies

The Group's and the Company's principal financial liabilities comprise trade and other payables. The main purpose of these financial liabilities is to finance the Group's operations. The Group has trade and other receivables, and cash and cash equivalents that are derived directly from its operations. Management has assessed the fair values of the financial instruments are approximates to their carrying values.

The Group and the Company are exposed to market risk, credit risk and liquidity risk.

Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises foreign currency risk. Financial instruments affected by market risk are trade and other payables.

Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group's and Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Group's and Company's activities (when expenses are denominated in a different currency from the Company's functional currency).

25. Capital management, financial risk management objectives and policies (continued)

Foreign currency risk (continued)

At the balance sheet date, the Group held GBP 0.1 million in trade and other payables (2022: GBP 0.7 million). A 5% strengthening or weakening of US\$ to GBP would have an effect of less than US\$ 0.1 million on the Group 2023 result (2022: US\$0.1 million). The Group has no other material currency exposures.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. During its operational phase, the Group was exposed to credit risk from its operating activities (primarily for trade receivables). The Company has credit risk due to its trade and other receivables from subsidiary undertakings and from external clients.

Management would assess the credit rating of new and existing clients and determine if any action was required to secure the financial security in respect of work performed. The Group is not currently exposed to material credit risk.

Liquidity risk

The Group's objective is to maintain sufficient liquidity in order to support the needs of the business and meet the repayments of the debt and commitments as they fall due. In order to achieve this, the Group also has the prospect of issuing new equity or entering into new borrowing arrangements.

The table below summarises the maturity profile of the Group's financial liabilities based on contractual undiscounted payments.

Group	Less than 3 months	3 to 12 months	1-5 years	Total
Trade and other payables	116	8,786	2	8,904
Lease liabilities	-	-	-	-
31 December 2023	116	8,786	2	8,904
Trade and other payables	6,231	113,291	2	119,524
Lease liabilities	-	368	153	521
31 December 2022	6,231	113,659	155	120,045

The table below summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted payments.

Company Trade and other payables Lease liabilities	Less than 3 months - -	3 to 12 months 1,100 -	1-5 years 2 -	Total 1,102 -
31 December 2023	-	1,100	2	1,102
Trade and other payables Lease liabilities	2,530 -	- 368	2 153	2,532 521
31 December 2022	2,530	368	155	3,053

25. Capital management, financial risk management objectives and policies (continued)

Capital management

Capital includes called up share capital, share premium and retained earnings / (deficit).

As the Company is currently no longer performing operational activities relating to rigs, there will be no dividends distributed arising from operational activity.

The Company's capital is monitored at a Group level. The Group monitors capital using a gearing ratio, which is net debt divided by total shareholders' funds plus net debt. The Group includes within net debt, bonds and loans less cash and cash equivalents.

		Group	Group
		2023	2022
		US\$000	US\$000
Cash and cash equivalents (note 18)		1,850	8,880
	Net debt / (funds)	1,850	7,380
Capital		(5,142)	(126,955)
Capital less net debt		(6,992)	(134,335)
Gearing ratio		n/a	n/a

26. Share-based payments

Long Term Incentive Plan

A long term incentive plan for key management personnel, with a total limit of up to 4,000,000 shares was approved at the general meeting on 11 November 2019.

The 2020 plan "vests" in 25% tranches. The vesting dates for the plan are linked to the contract that was signed with Keppel FELS shipyard in Singapore to build up to four semi-submersible drilling rigs with each contract option being independent of each other. Each 25% tranche "vests" on the date each of the four rig option contract commence, and day rate revenue is earned. In the event that the rig building contract is terminated, as is the case for Rig 1 and Rig 2, the shares will lapse. In the event that the build option is not exercised, as is the case for Rig 3 and Rig 4 specific vesting dates in 2023 and 2024 are stipulated.

The awards are options and, following the share consolidation during December 2022, they have a revised strike price of NOK 3,000 (2021 : NOK 30).

As the shares were consolidated on a basis of 1:100, this resulted in an adjustment to the strike price in accordance with the plan documentation. As a result of this increase, there has been no movement in the provision during the year, based on the current trading price of the shares.

All share options and share awards are synthetic based and are cash settled. No shares were exercised during the year.

The estimated fair value of the granted share options and awards are reached on the basis of the "Black-Scholes option pricing model". The model is applied utilising a risk-free discount rate and also taking into account the terms and conditions upon which the options and awards are granted as well as the performance conditions that are required to be satisfied before vesting. The weighted average remaining contractual life at 31 December 2023 is 0.38 years. There was no movement in the Group total share option and award during the year (2022: US\$ nil). The carrying amount of the liability relating to the cash-settled options at 31 December 2023 is unchanged at US\$ 2k (2022: US\$2k ).

26. Share-based payments (continued)

The following table list the inputs to the model used for the annual revaluation of the 2020 Plan (share prices are in NOK).

Group and Company	2023	2022
	2020 Plan	2020 Plan
Exercise price	3,000.0	3,000.0
Year-end Share price	16.80	1.16
Expected life	0.38 years	1.24 years
Volatility	1.11	0.00
Risk free interest rate	2.0%	3.13%
Model used		Black Scholes

The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options and awards during the year.

Group and Company	2023	2023	2022	2022
	No.	WAEP (NOK)	No.	WAEP (NOK)
Outstanding as at 1 January	375,000	3,000.0	475,000	30.0
Granted during the year	-	-	-	-
Exercised during the year	-	-	-	-
Forfeited during the year			(100,00)	30.0
Adjusted during the year	-	-	-	-
Outstanding at 31 December	375,000	3,000.0	375,000	3,000.0
Exercisable at 31 December	-	-	-	-

The table below summaries the carrying amount of the liability at 31 December 2022 and 2023

Group and Company	Less than 3 months	3 to 12 months	1 – 5 years	Total
	US\$000	US\$000	US\$000	US\$000
Share options / awards	-	-	2	2

27. Subsequent events

In January 2024, Keppel FELS lodged an application for leave to appeal the award of the tribunal with the High Court. This was opposed by Awilco Rig 2 Pte Ltd and on 1 May 2024 the decision refusing the application was received from the High Court.

Also during May, the Company signed a short-term shareholder loan with Awilhelmsen Offshore AS and QVT. The loan is for a total of up to USD two million, structured as a draw-down facility, with interest rate of 10 percent per annum on the aggregated outstanding principal amount. In addition, there is an arrangement fee of 2 percent on the total amount. Maturity date for the loan is 30 June 2025. The loan shall be used to support the ongoing operational costs until proceeds from the arbitration award are received.