Interim / Quarterly Report • Aug 30, 2023
Interim / Quarterly Report
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In USD million, except EPS
| USD million |
H1 2023 | Q4 2022 | 2022 |
|---|---|---|---|
| Contract revenue | - | - | - |
| Operating expenses | - | 0.0 | 4.9 |
| EBITDA | (11.2) | (5.4) | (25.1) |
| Net profit/(loss) | (11.1) | (19.2) | (36.2) |
| EPS (loss) | (2.47) | (0.40) | (0.68) |
| Total assets | 2.8 | 11.5 | 11.5 |
| Total equity | (138.0) | (4.4) | (4.4) |
Awilco Drilling ('the Company') reports a total comprehensive loss for the first half 2023 of USD 11.1 million.
There was no revenue earned in the first half of the year.
In the first half of the year Awilco Drilling had general and administration expenses of USD 11.2 million.
Other financial items show a credit of USD 0.1 million, mainly due to the reassessment of the office lease liability.
Loss before tax was USD 11.1 million. There was no tax expense for the first half of the year resulting in a net loss of USD 11.1 million. EPS (loss) for the first half of the year was USD (2.47).
As of 30 June 2023, total assets amounted to USD 2.8 million. At the same date, Awilco Drilling had USD 2.5 million in cash and cash equivalents.
The Company has a cash balance at the end of the first half of the year of USD 2.5 million and an outstanding balance of USD 4.0 million on the short-term shareholder loan with Awilhelmsen Offshore AS. The shareholder loan was redeemed on 11 July.
Following the successful completion of the private placement, gross proceeds of approximately USD 8.1 million were raised by allocation of 9,680,040 Offer Shares at a price per Offer Share of NOK 9.
The net proceeds from the Private Placement will be used to finance the costs of Awilco Drillings' remaining arbitration case concerning Rig 2 against Keppel FELS Limited, the outcome of which is expected to be received no earlier than Q4 2023 or Q1 2024.
At the end of Q2 2023, Awilco Drilling's Aberdeen based employees numbered 6. The Awilhelmsen Group continues to supply some support personnel via a management agreement.
It is recognised that Keppel FELS has submitted a claim in respect of an amount it considers recoverable due to termination provisions in the contracts for Nordic Spring. A statement of claim was received from Keppel FELS in the amount of Singapore Dollars 356.18 million (USD 268.9 million) for Awilco Rig 2 Pte. Ltd. but this claim is strongly denied. Due to the non-recourse nature of the contracts, this is considered as a contingent liability only of the subsidiary and not the parent company. No provision has been made. It is expected that the final arbitration outcome for Awilco Rig 2 Pte Ltd including any appeal process, will be no earlier than Q4 2023 or Q1 2024.
Following the termination of Nordic Spring, the subsidiary company, Awilco Rig 2 Pte. Ltd. has entered an arbitration with Keppel FELS in respect of deposit and variation order payments. A total amount of USD 43.0 million, plus interest and costs is considered to be recoverable and is therefore disclosed as a contingent asset.
We confirm that, to the best of our knowledge, the condensed set of financial statements for the second quarter of 2023, which has been prepared in accordance with IAS 34 Interim Financial Statements, gives a true and fair view of the Company's consolidated assets, liabilities, financial position and results of operations, and that the interim management report includes a fair review of the information required under the Norwegian Securities Trading Act section 5-6 fourth paragraph.
During July, a total of 9,680,040 new shares were issued following the successful placement of Sponsored Norwegian Depositary Receipts (SNDR's) in a private placement in the Company at a subscription price of NOK 9 per SNDR. Following the issuance of the new shares, Awilco Drilling has a share capital of GBP 9,196,677.75 divided into 14,148,735 shares, each with a nominal value of GBP 0.65.
During July, an EGM was held with all resolutions approved, including a special resolution to reduce the nominal value of each issued fully paid up share from GBP 0.65 to GBP 0.02.
Also during July, the Company issued 9,680,040 Warrants to the subscribers of the Private Placement. Each Warrant will give the investor the right, but not the obligation, to subscribe for one SNDR at a price of NOK 1 per SNDR, subject to the Company undertaking a prior reduction of capital.
During August, the Company resolved to proceed with the Subsequent offering. The Subsequent Offering will comprise an offer of up to 469,400 Offer Shares, which may raise total gross proceeds of the NOK equivalent of up to USD 0.4 million.
Aberdeen, 30 August 2023
The Board of Directors of Awilco Drilling PLC
CEO: Eric Jacobs Phone: + 44 1224 737900
Investor Relations: Cathrine Haavind Mobile: +47 93 42 84 64 E-mail: [email protected]
Awilco Drilling was incorporated in December 2009 and listed on the Oslo Stock Exchange (Oslo Axess) in June 2011 under ticker code AWDR. The Company transferred to the Oslo Stock Exchange main list early September 2018 and transferred to Oslo Euronext Growth in December 2022. Awilco Drilling's headquarters are located in Aberdeen, UK.
The total number of outstanding shares of Awilco Drilling at the date of this report is 14,148,735.
This Operating and Financial Review contains certain forward-looking statements that involve risks and uncertainties. Forward-looking statements are sometimes, but not always, identified by such phrases as "will", "expects", "is expected to", "should", "may", "is likely to", "intends" and "believes". These forward-looking statements reflect current views with respect to future events and are, by their nature, subject to significant risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. These statements are based on various assumptions, many of which are based, in turn, upon further assumptions, including Awilco Drilling's examination of historical operating trends. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements, including the competitive nature of the offshore drilling industry, oil and gas prices, technological developments, government regulations, changes in economical conditions or political events, inability of the Company to obtain financing on favourable terms, changes of the spending plan of our customers, changes in the Company's operating expenses including crew wages, insurance, dry-docking, repairs and maintenance, failure of shipyards to comply with delivery schedules on a timely basis and other important factors mentioned from time to time in our report.
| in USD thousands, except earnings per share | YTD 30.06.23 (unaudited) |
YTD 30.06.22 (unaudited) |
|---|---|---|
| Rig operating expenses | (10) | 5,073 |
| General and administrative expenses | 11,248 | 9,083 |
| Depreciation | - | 35 |
| Impairment | - | 205 |
| Net gain on disposal of property, plant and equipment | 12 | (2,872) |
| 11,250 | 11,525 | |
| Operating loss | (11,250) | (11,525) |
| Interest income | 66 | 5 |
| Interest expense | (18) | (32) |
| Other financial items | 143 | (115) |
| Net financial items | 191 | (142) |
| Loss before tax Tax expense |
(11,059) - |
(11,666) |
| Net loss | (11,059) | (11,666) |
| Total comprehensive loss | (11,059) | (11,666) |
| Attributable to shareholders of the parent | (11,059) | (11,666) |
| Basic and diluted loss per share * | (2.47) | (2.61) |
* A reverse share split was undertaken during 2022, and as a result, the weighted average number of shares for the purposes of determing EPS has been retrospectivley restated.
in USD thousands
| 30.06.2023 | 30.06.2022 | ||
|---|---|---|---|
| (unaudited) | (unaudited) | ||
| Rigs, machinery and equipment | - | 384 | |
| - | 384 | ||
| Trade and other receivables | 8 | - | |
| Prepayments and accrued revenue | 285 | 2,844 | |
| Cash and cash equivalents | 2,494 | 10,474 | |
| 2,787 | 13,318 | ||
| Total assets | 2,787 | 13,702 | |
| Paid in capital | 226,408 | 218,905 | |
| Retained earnings | (364,422) | (219,673) | |
| (138,014) | (768) | ||
| Shareholder loan | 4,000 | - | |
| Trade and other creditors | 1,402 | 959 | |
| Accruals and provisions | 126,246 | 4,358 | |
| Current tax payable | 9,153 | 9,153 | |
| 140,801 | 14,470 | ||
| Total equity and liabilities | 2,787 | 13,702 |
in USD thousands
| Other equity (retained |
|||
|---|---|---|---|
| Paid-in-equity | earnings) | Total equity | |
| Equity at 1 January 2022 | 218,906 | (208,007) | 10,899 |
| Equity issue at 22 December 2022 | 7,852 | - | 7,852 |
| Equity issue costs at 22 December 2022 | (350) | - | (350) |
| Total comprehensive loss to 31 December 2022 | - | (145,356) | (145,356) |
| Balance as at 31 December 2022 | 226,408 | (353,363) | (126,955) |
| Total comprehensive loss to 30 June 2023 | - | (11,059) | (11,059) |
| Balance as at 30 June 2023 | 226,408 | (364,422) | (138,014) |
| Condensed statement of cash flow for the period in USD thousands |
YTD | YTD |
|---|---|---|
| Q2 2023 | Q2 2022 | |
| (unaudited) | (unaudited) | |
| Cash flow from operating activities | ||
| Profit/(Loss) before tax | (11,059) | (11,666) |
| Depreciation | - | 35 |
| Net loss/(gain) on disposal of property, plant and equipment | 12 | (2,872) |
| Impairment | - | 205 |
| Interest cost | (48) | (10) |
| Decrease in trade and other receivables | (5) | 15 |
| Decrease/(Increase) in stock | - | 115 |
| Decrease in prepayments and accrued revenue | 2,347 | (2,181) |
| Decrease/(increase) in trade and other payables | 101 | (569) |
| Interest paid | (18) | (32) |
| Interest received | 66 | 5 |
| Taxation paid | (21) | (98) |
| Net cash flow from operating activities | (8,625) | (17,055) |
| Cash flow from investing activities | ||
| Disposal of property, plant and equipment | - | (205) |
| Proceeds from sale of property, plant and equipment | - | 18,217 |
| Net cash flow from investing activities | 0 | 18,012 |
| Cash flow from financing activities | ||
| Issue of loans | 4,000 | - |
| Repayment of loans | (1,500) | - |
| Payment of principal portion of lease liabilites | (261) | (167) |
| Net cash flow from financing activities | 2,239 | (167) |
| Net increase/(decrease) in cash and cash equivalents | (6,386) | 789 |
| Cash and cash equivalents at beginning of the period | 8,880 | 9,685 |
| Cash and cash equivalents at the end of the period | 2,494 | 10,474 |
These unaudited interim condensed financial statements have been prepared in accordance with IAS 34 "Interim financial reporting".
The accounting policies used in the preparation of the interim financial statements are consistent with those used in the annual audited financial statements for the year ended December 31, 2022. This interim report should be read in conjunction with the audited 2021 financial statements, which include a full description of the Group's significant accounting policies.
in USD thousands
Transactions with Awilhelmsen are specified as follows:
| Sales | |
|---|---|
| Purchases | (203) |
| Loan Interest | (40) |
| Payables | (98) |
As of 30 June 2023 total outstanding shares in the Company was 4,468,695 with a nominal value per share of GBP 0.65. The share capital and share premium reserve below are expressed in USD at the exchange rate at time of conversion from USD to GBP. The total project cost for the WilPhoenix reactivation project is USD 70M. Awilco Drilling Limited and the wholly owned subsidiaries, Awilco Arctic II Ltd and Awilco Arctic IV Ltd, were incorporated late December
YTD Q2 2023
| Par value | Share | Share premium | ||
|---|---|---|---|---|
| Shares | per share | capital | reserve | |
| Share capital per 30 June 2023 | 4,468,695 | £0.65 | 3,581,230 | 223,177,679 |
| Basic/diluted average number of shares, | ||||
| 1 January - 30 June | 4,468,695 | |||
| Basic/diluted average number of shares, YTD | 4,468,695 | |||
| Ranking | Shares | Ownership | ||
| AWILHELMSEN OFFSHORE AS | 2,257,777 | 50.5% | ||
| State Street Bank and Trust Comp | 1,019,000 | 22.8% | ||
| AKASTOR AS | 305,097 | 6.8% | ||
| The Bank of New York Mellon SA/NV | 229,146 | 5.1% | ||
| Skandinaviska Enskilda Banken AB | 220,000 | 4.9% | ||
| Pershing LLC | 110,874 | 2.5% | ||
| CAMACA AS | 55,455 | 1.2% | ||
| BOJO INDUSTRIES AS | 22,927 | 0.5% | ||
| FIDUCIA AS | 20,000 | 0.4% | ||
| Citibank, N.A. | 18,961 | 0.4% | ||
| ASK MEDIA AS | 11,957 | 0.3% | ||
| AVARUS HOLDING AS | 10,000 | 0.2% | ||
| Avanza Bank AB | 9,532 | 0.2% | ||
| CLEARSTREAM BANKING S.A. | 8,823 | 0.2% | ||
| Citibank, N.A. | 7,635 | 0.2% | ||
| Nordnet Bank AB | 6,801 | 0.2% | ||
| OLSBORG | 6,405 | 0.1% | ||
| ACIER AS | 5,940 | 0.1% | ||
| NORDNET LIVSFORSIKRING AS | 5,890 | 0.1% | ||
| ARNE HELLESTØ AS | 5,605 | 0.1% | ||
| Other | 130,870 | 2.9% | ||
| 4,468,695 | 100.00% |
During July, a total of 9,680,040 new shares were issued following the successful placement of Sponsored Norwegian Depositary Receipts (SNDR's) in a private placement in the Company at a subscription price of NOK 9 per SNDR. Following the issuance of the new shares, Awilco Drilling has a share capital of GBP 9,196,677.75 divided into 14,148,735 shares, each with a nominal value of GBP 0.65.
During July, an EGM was held with all resolutions approved, including a special resolution to reduce the nominal value of each issued fully paid up share from GBP 0.65 to GBP 0.02.
Also during July, the Company issued 9,680,040 Warrants to the subscribers of the Private Placement. Each Warrant will give the investor the right, but not the obligation to subscribe for one SNDR at a price of NOK 1 per SNDR, subject to the Company undertaking a prior reduction of capital.
During August, the Company resolved to proceed with the Subsequent offering. The Subsequent offering will comprise an offer up to 469,400 Offer Shares, which may raise total gross proceeds of the NOK equivalent of up to USD 0.4 million.
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