Beacon Energy PLC2018年年度報告.pdf

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1、 Isle of Man Company Number 010493V ANDALAS ENERGY AND POWER PLC ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 APRIL 2018 1 ANDALAS ENERGY AND POWER PLC CONTENTS Page Corporate Information 2 Chairmans Report 3 Directors Report 5 Statement of Directors Responsibilities 8 Independent Au

2、ditors Report 9 Consolidated Statement of Comprehensive Income 12 Consolidated Statement of Financial Position 13 Consolidated Statement of Changes in Equity 14 Consolidated Cash Flow Statement 15 Notes to the Financial Statements 16-32 2 ANDALAS ENERGY AND POWER PLC CORPORATE INFORMATION Directors

3、Simon Gorringe Daniel Jorgensen Ross Warner Graham Smith Dr Robert Arnott Company Number 010493V Registered Office IOMA House Hope Street Douglas Isle of Man IM1 1AP Independent Auditors BDO LLP 55 Baker Street London W1U 7EU Solicitors Watson Farley&Williams Asia Practice LLP 6 Battery Road#28-00 S

4、ingapore 049909 Nominated Advisor Beaumont Cornish Limited 2nd Floor Bowman House 29 Wilson Street London EC2M 2SJ 3 ANDALAS ENERGY AND POWER PLC CHAIRMANS REPORT During the past year,Andalas Energy and Power PLC(“Andalas”,the“Group”or the“Company”)has reviewed its operations and restructured its bu

5、siness.The Companys strategy has a renewed focus on its core competency of oil and gas exploration and production(E&P)and broadened its geographical focus to include areas outside its existing operations in Indonesia.The Company has undertaken some significant management changes.It has appointed Dr

6、Robert Arnott as its Chairman and Mr Simon Gorringe as its Chief Executive Officer.Rob and Simon are industry veterans with many years of experience operating in the North Sea and elsewhere.Earlier in the year,Paul Warwick resigned as Chairman.His role was taken up by David Whitby who subsequently r

7、esigned in the latter part of the period.Indonesia Indonesia is a core focus area of the Company.The countrys oil and gas industry is similar in size to that of the UK.We believe that a number of Indonesias on-shore regions such as Sumatra have near-term development and production opportunities at a

8、ttractive entry prices and we have been actively assessing them as we seek to build our upstream asset base.During the period,the Company announced that it had initiated a number of well-head independent power projects(well-head IPP)in Indonesia.Under our E&P focused strategy,the board believes that

9、 well-head IPP is better considered as simply one of a number of methods to commercialise upstream opportunities.This means the Company will initiate new projects based on its assessment of the upstream opportunity alone.Whilst some of these projects may sell gas to a well-head IPP,Andalas will not

10、necessarily seek to participate in those well-head IPPs and it will not initiate new“stand alone”well-head IPP opportunities.In relation to the Companys existing well-head IPP opportunities,Sumatra-1 is considered the most likely to advance.We believe the Company has a realistic prospect of particip

11、ating in the upstream component of this project and,accordingly,we will continue to pursue it.The proposed project comprises a 40 MW well-head IPP in southern Sumatra.Andalas,together with its joint venture partner,has completed preliminary grid stability and demand studies which concluded that the

12、transmission system is capable of evacuating power from the IPP and there is a market for it within the national power company,PLN.The parties have entered into a gas sales MOU with the upstream owner for the sale of 6 MMscfd of gas for a period of at least 15 years at such price as enables PLN to p

13、ermit the project without public tender in accordance with Indonesian laws and regulations.The project has been discussed with PLN.Further advances in these discussions are dependent on,in initially,further regulatory approvals in relation to the development of the upstream project and then the form

14、ation of a Consortium and appropriate funding to develop the project.In the meantime,the Company has continued to advance discussions with additional joint venture partners.The other well-head IPP projects announced during the period are less advanced and our ability to influence them has continued

15、to disappoint.The board will keep each of them under review.At this stage,the Puspa project will not be actively advanced until Sumatra-1 has been de-risked.This reflects the Companys desire to both preserve financial resources and focus management time on those projects that have a more certain dev

16、elopment.The Company is likely to abandon Jambi-1 because it has made only limited progress on this project and it is not consistent with our E&P focused strategy.The Company remains in active discussions with its partner in this project,PT PP Energi,regarding their potential co-investment in future

17、 projects.4 ANDALAS ENERGY AND POWER PLC CHAIRMANS REPORT(continued)UK Southern North Sea The Company is pleased to have been able to secure an indirect interest in Licence P2112,a southern North Sea licence containing the Badger prospect,as a result of its acquisition of a minority interest in Eagl

18、e Energy.The Company is excited by the Badger prospect.Work undertaken by the previous operator indicates Badger has significant gas potential.Petroleum Geo-Services ASA(PGS)has been contracted to reprocess the 3D seismic data and we expect to be able to announce these results in summer 2018.Andalas

19、 team has over 25 years experience in the UK North Sea,working across 15 fields on every stage of the development cycle.Eagle is actively seeking additional projects and we believe our expertise compliments their team and will provide a valuable contribution towards securing these projects.Financial

20、 review During the year the Company focussed on streamlining its cost base and strengthening its balance sheet.All non-essential expenditures were cut-back,including the overhaul of the board of Directors,and we focussed on reducing creditors including fully settling last years loan note liability.I

21、n parallel the Company raised a total of US$3.632m(2.7m)of new equity that together with the aforementioned effort has substantially changed the financial position of the Company at the balance sheet date.The operating loss was reduced to$1,161,000 from$4,317,000-a reduction of 73%.This renewed fina

22、ncial discipline was further evidenced by the cash spend in the second half of the year being 26%lower than the first half of the year.The Company held a cash balance of US$38,000 at 30 April 2018(US$8,000 at 30 April 2017),which was to be supplemented by the proceeds from the placing of new ordinar

23、y shares of US$827,000(600,000)completed on 29 April 2018 but received post year end.In addition the Company had trade and other payables of US$1,045,000 at 30 April 2018(US$1,546,000 at 30 April 2017),included in this amount is a total of US$172,500(2017:US$Nil)in respect of consideration payable t

24、o Eagle Gas Limited and fees in connection with the year-end placing of US$69,000(2017:US$Nil)that was accrued but not paid at the year end.The remaining trade payables and accruals totalled US$803,500,(2017:US$1,546,000).Within this amount are certain payables totalling US$316,000(2017:$461,000)to

25、Directors or former Directors,US$Nil(2017:US$395,000)due to key consultants and US$145,000(2017:US$405,000)due to third parties,where each party,at their election,has either agreed to either receive equity settlement or cash at such time as the Company has greater cash resources at its disposal.The

26、Companys principal cost is its people,therefore to preserve cash the Companys Directors and key consultants(“key stakeholders”)waived or otherwise cancelled$865,000 of unpaid accrued remuneration or invoices.The result on the balance sheet was significant,with the balance sheet strengthening to a ne

27、t assets position of$61,000 from a net liability position of US$2,029,000 in the prior year.This focus on financial discipline and strengthening the balance sheet will continue into the remainder of 2018.Outlook The board believes the Company is now in a good position to reap the benefits of its new

28、 strategy.Shareholders can look forward to the Company participating in new and exciting upstream E&P opportunities,alongside existing opportunities,that will deliver value.Robert Arnott Non-Executive Chairman 2 July 2018 5 ANDALAS ENERGY AND POWER PLC DIRECTORS REPORT YEAR ENDED 30 April 2018 The D

29、irectors present their report and the audited financial statements for the year ended 30 April 2018.Principal activities,business review and future developments The principal activity of Andalas Energy and Power PLC during the year was as a gas to power developer in the Republic of Indonesia.Further

30、 details on the activities of the Group are provided in the Chairmans Report.Results and dividends Loss on ordinary activities after taxation amounted to$1,334,000(30 April 2017:$4,601,000).The Directors do not recommend the payment of a dividend(30 April 2017:$Nil).Key Performance Indicators(KPIs)T

31、he board monitors the activities and performance of the Group on a regular basis,including as part of the regular board updates and board meetings.During the year the principal focus of the Group was to develop a gas to power business in the Republic of Indonesia and to continue to explore upstream

32、E&P opportunities.The KPIs being monitored by the Group as at the date of this report were as follows:-Cash management;-Business development;and -Project development;Risks and uncertainties The principal risks and uncertainties inherent in an Andalas business strategy are summarised below:-Volatilit

33、y of commodity prices which may impact investment decisions taken.The Group monitor price forecasts in board meetings and reacts accordingly.-Foreign currency volatility impacts the potential cost base of projects and the Group monitor and assess,as far as practicable,the impact on budgets and cash

34、flows.-Operational risks relate to dealing with stakeholders on any potential project.The ability of partners to finance and support projects,customers or governments to approve projects can impact budgets and cash flows and the Group maintains and monitors its stakeholder relationships.-Availabilit

35、y of finance and funding is key to ensuring that there are funds available for working capital and to allow the Group to make strategic investment decisions.The board are responsible for monitoring the cash flows and cash forecasts of the business.Financial Risk Management The Groups operations expo

36、se it to a variety of financial risks that include the effect of changes in debt market prices,movements in foreign currency exchange rates,credit risk and liquidity risk.The Group has a risk management programme in place that seeks to limit the adverse effects on the financial performance of the Gr

37、oup by monitoring levels of debt finance and the related finance costs.The Group does not use derivative financial instruments to manage interest rate or foreign exchange costs and,as such,no hedge accounting is applied.Details of the Groups financial risk management policies are set out in Note 8 t

38、o the Financial Statements.Internal Controls The board recognises the importance of both financial and non-financial controls and has reviewed the Groups control environment and any related shortfalls during the year.Since the Group was established,the Directors are satisfied that,given the current

39、size and activities of the Group,adequate internal controls have been implemented.Events after the reporting date See note 19 for details of events after the reporting date.6 ANDALAS ENERGY AND POWER PLC DIRECTORS REPORT YEAR ENDED 30 April 2018 Going Concern The financial statements have been prepa

40、red on a going concern basis.The Company raises money to support its corporate overheard,its operations and capital projects as and when required.The Group requires additional funding to meet its daily working capital needs,to settle its outstanding liabilities and in order to fund the development o

41、f its projects.As additional funding is required in order to settle outstanding liabilities,to meet on going working capital needs and to raise finance to fund project development there can be no assurance that the Groups projects will be developed in accordance with current plans or completed on ti

42、me or to budget.Therefore future work on the development of the Groups projects and financial returns arising therefrom may be adversely affected by factors outside the control of the Group which are inherently linked to the availability of funding for the Group.The Directors remain confident that t

43、he potential income stream from the development of its projects,the continued deferral of remuneration by the Directors and senior consultants,together with the Directors historic ability to raise additional funds and the availability,subject to mutual agreement,of the Volantis loan note facility,wi

44、ll enable the Group to settle its outstanding liabilities,finance its future working capital and fund the development cost requirements of its projects beyond the period of twelve months from the date of approval of this report.However,there are no confirmed funding arrangements in place at present;

45、as such there can be no guarantee that the required funds to settle current liabilities,meet future working capital requirements and fund future development costs will be available to the Group within the necessary timeframe.Consequently a material uncertainty exists that may cast significant doubt

46、on the Groups ability to fund this cash shortfall and therefore be able to meet its commitments and discharge its liabilities in the normal course of business for a period not less than twelve months from the date of approval of these financial statements.The financial statements do not include the

47、adjustments that would result if the Group were unable to continue in operation.Directors and directors interests The following Directors held office during the year:Daniel Jorgensen Ross Warner Simon Gorringe Graham Smith Dr Robert Arnott David Whitby(resigned 29 April 2018)Paul Warwick(resigned 31

48、 October 2017)Directors interests As at the date of approval of the financial statements the beneficial and non-beneficial interests of the Directors(who remain in office at the respective reporting dates)and their families in the Companys shares,are as follows:2018 2017 2018 2017 Ordinary shares Or

49、dinary shares Options(1)Options(1)David Whitby -77,983,109-24,900,828 Paul Warwick -13,783,109-6,868,972 Daniel Jorgensen 79,366,281 48,366,281 6,868,972 6,868,972 Ross Warner 102,485,738 71,485,738 24,900,828 24,900,828 Simon Gorringe 102,875,153 71,875,153 24,900,828 24,900,828 Graham Smith(2)18,0

50、00,000-Dr Robert Arnott-(1)These relate to 0.4pence options,which were allocated to a number of Directors on 27 April 2017.At both 2017 and 2018 year ends the first of four equal tranches of the options had vested with the remaining three equal tranches being subject to conditions based on certain p

51、erformance criteria being achieved.(2)The shareholding was held by FIM Capital Limited,a Company in which Graham is beneficially interested.Details of the Directors remuneration are given in note 7 to the Financial Statements.7 ANDALAS ENERGY AND POWER PLC DIRECTORS REPORT YEAR ENDED 30 April 2018 D

52、irectors third-party indemnity provisions During the year under review the Group provided third party indemnity insurance to the Directors for a total cost of$12,000(2017:$12,000).Provision of information to auditors So far as each of the Directors is aware at the time this report is approved:there

53、is no relevant audit information of which the Groups auditors are unaware;and the Directors have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information.Auditor BDO LLP has signified its

54、 willingness to continue in office.This report was approved by the Board and signed on its behalf by:Simon Gorringe Chief Executive Officer 2 July 2018 8 ANDALAS ENERGY AND POWER PLC STATEMENT OF DIRECTORS RESPONSIBILITIES The directors are responsible for preparing the annual report and the financi

55、al statements in accordance with applicable law and regulations.The Directors are required to prepare financial statements for each financial year.The Directors have elected to prepare the Group financial statements in accordance with International Financial Reporting Standards(IFRSs)as adopted by t

56、he European Union.Under company law the Directors must not approve the financial statements unless they are satisfied they give a true and fair view of the state of affairs of the Group and of the profit or loss of the Group for that year.In preparing these financial statements,the Directors are req

57、uired to:select suitable accounting policies and then apply them consistently;make judgments and accounting estimates that are reasonable and prudent;state whether applicable IFRSs as adopted by the European Union have been followed,subject to any material departures disclosed and explained in the F

58、inancial Statements;prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.The Directors are responsible for keeping proper accounting records that are sufficient to show and currently explain the Groups transactions

59、 and disclose with reasonable accuracy at any time the financial position of the Group and which allow financial statements to be prepared.They are also responsible for safeguarding the assets of the Group,and hence for taking reasonable steps for the prevention and detection of fraud and other irre

60、gularities.The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Groups website.The Group is compliant with AIM Rule 26 regarding the Groups website.9 Independent auditors report to the members of Andalas Energy and Power plc Opini

61、on We have audited the financial statements of Andalas Energy and Power plc(the“Company”)its subsidiaries(the Group)for the year ended 30 April 2018 which comprise the consolidated statement of comprehensive income,the consolidated statement of financial position,the consolidated statement of change

62、s in equity,the consolidated cash flow statement and notes 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 International Financial Reporting Standards(IFRSs)as adopte

63、d by the European Union.In our opinion:the financial statements give a true and fair view of the state of the Groups affairs as at 30 April 2018 and of the Groups loss for the year then ended;the financial statements have been properly prepared in accordance with IFRSs as adopted by the European Uni

64、on;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 Auditors responsibilities for the audit of the financial statements section of our report.We are i

65、ndependent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK,including the FRCs Ethical Standard as applied to listed entities,and we have fulfilled our other ethical responsibilities in accordance with these requirements.We

66、 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Material uncertainty related to going concern We draw your attention to Note 2.7 to the financial statements which explains that the Group requires further funding,although no confirmed

67、 funding arrangement in place,in order to continue to undertake the required work to develop and build its asset acquisition strategy and to continue as a going concern.The matters explained in Note 2.7 indicate that a material uncertainty exists that may cast significant doubt on the Groups ability

68、 to continue as a going concern.These financial statements do not include the adjustments that would result if the Group were unable to continue as a going concern.Our opinion is not modified in respect of this matter.Given the constrained cash flows of the Group and judgements involved in forecasti

69、ng cash flows,we consider going concern to be a Key Audit Matter.We performed the following work in response to this key audit matter.Our response We obtained an understanding of managements working capital management strategy from discussion with Management.Our specific audit testing relating to go

70、ing concern included:Performing a detailed review of the Groups cash flow forecast for the period from May 2018 to June 2020 to assess the reasonableness of the forecasts based on our understanding of the Groups historical performance and future plans.Sensitising the cash flow forecast prepared by M

71、anagement.Confirming opening cash balances and post year end equity raises to the bank statements Checking the integrity of the cash flow model Considering the impact of any significant post reporting date events and reviewing the contracts for further funding arrangements Reviewing the appropriaten

72、ess of the disclosure made within the financial statements Key audit matters In addition to the matter described in the material uncertainty related to going concern section,key audit matters are those matters that,in our professional judgment,were of most significance in our audit of the financial

73、statements of the current period and include the most significant assessed risks of material misstatement(whether or not due to fraud)we identified,including those which had the greatest effect on the overall audit strategy,the allocation of resources in the audit and directing the efforts of the en

74、gagement team.10 Independent auditors report to the members of Andalas Energy and Power plc(continued)Key audit matters(continued)These matters were addressed in the context of our audit of the financial statements as a whole,and in forming our opinion thereon,and we do not provide a separate opinio

75、n on these matters.Key audit matter:Accuracy and completeness of equity In the current year,the Group entered into a large number of transactions impacting equity which include share issues,share warrants and other equity settled transactions with third parties.Given the qualitative and quantitative

76、 impact on the share structure of the Group and the judgements and estimates required to be taken by management to value share transactions,this financial statement area is considered to be an audit risk that could result in a material misstatement.How we addressed the key audit matter in the audit

77、We obtained an understanding of the nature of equity transactions entered into by the Company during the year through discussions with management a review of regulatory news service announcements and from the review of Board minutes and key contracts.Our specific audit included:the verification of s

78、hare issues through the review of the originating agreements,share registers and the re-performance of the valuations in order to assess the reasonableness of judgements and estimates applied by management.running sensitivity analysis on inputs applied by management in valuation models to determine

79、whether the values determined by management were within an acceptable range,and substantively testing the costs associated with the share issues and ensuring the correct accounting treatment was adopted.Our application of materiality Group materiality was$155,000(2017:$480,000)based on 7.5%of loss b

80、efore tax.We apply the concept of materiality both in planning and performing our audit and in evaluating the effect of misstatements.We consider materiality to be the magnitude by which misstatements,including omissions,could influence the economic decisions of reasonable users that are taken on th

81、e basis of the financial statements.Importantly,misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements,and the particular circumstances of their occurrence,when evaluating their effect on the financial statem

82、ents as a whole.We consider loss before tax to be the most relevant consideration of the Groups financial performance as the majority of the costs are expensed whilst the Group continues to develop and build on its asset acquisition strategy.In performing the audit we applied a lower level of perfor

83、mance materiality in order to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds financial statement materiality.Performance materiality for the financial statements was set at$116,000(2016:$360,000),being 75%of financial state

84、ment materiality,having taken into consideration the historic level of uncorrected misstatements and non-complex nature of the Group.Whilst materiality for the financial statements as a whole was$155,000,each significant component of the Group was audited to a lower level of materiality ranging from

85、$20,000 to$125,000.Such materiality levels are used to determine the financial statement areas that are included within scope of our audit and the extent of sample sizes tested during the audit.We agreed with the Audit Committee that we would report to the Committee all individual audit differences

86、identified during the course of our audit in excess of$3,000(2016:$10,000).There were no misstatements identified during the course of our audit that were individually,or in aggregate,considered to be material in terms of their absolute monetary value or on qualitative grounds.An overview of the sco

87、pe of our audit Our Group audit scope focused on the Groups parent company,Andalas Energy and Power plc(“Andalas”).Andalas was subject to a full scope audit.The significant component identified was Corvette Energy(Singapore)Pte Ltd(“Corvette”)which was also subject to a full scope audit.Desktop revi

88、ews and analytical work was performed on the non-significant component.All audit work was undertaken by BDO LLP.11 Independent auditors report to the members of Andalas Energy and Power plc(continued)Other information The directors are responsible for the other information.The other information comp

89、rises the information included in the annual report,other than the financial statements and our auditors report thereon.Our opinion on the financial statements does not cover the other information and,except to the extent otherwise explicitly stated in our report,we do not express any form of assura

90、nce conclusion thereon.In connection with our audit of the financial statements,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 audit or otherwise appe

91、ars to be materially misstated.If we identify such material inconsistencies or apparent material misstatements,we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information.If,based on the work we have performed,

92、we conclude that there is a material misstatement of this other information,we are required to report that fact.We have nothing to report in this regard.Responsibilities of directors As explained more fully in the directors responsibilities statement,the Directors are responsible for the preparation

93、 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 fin

94、ancial statements,the Directors are responsible for assessing the Groups ability to continue as a going concern,disclosing,as applicable,matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations,o

95、r have no realistic alternative but to do so.Auditors 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 audit

96、ors 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,indivi

97、dually or in the aggregate,they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Councils website at

98、:https:/www.frc.org.uk/auditorsresponsibilities.This description forms part of our auditors report.Use of our report This report is made solely to the Companys members,as a body,in accordance with our engagement letter dated 15 May 2018.Our audit work has been undertaken so that we might state to th

99、e Companys members those matters we are required to state to them in an auditors report and for no other purpose.To the fullest extent permitted by law,we do not accept or assume responsibility to anyone other than the Company and the Companys members as a body,for our audit work,for this report,or

100、for the opinions we have formed.BDO LLP Chartered Accountants 2 July 2018 BDO LLP is a limited liability partnership registered in England and Wales(with registered number OC305127).12 ANDALAS ENERGY AND POWER PLC CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME YEAR ENDED 30 APRIL 2018 Note 2018$000s

101、 2017$000s Asset evaluation expense 4(282)(2,481)Readmission costs 4-(446)Other administrative expenses 4(879)(1,390)Total administrative expenses 4(1,161)(4,317)Operating loss (1,161)(4,317)Finance costs 3(173)(284)Loss before tax (1,334)(4,601)Tax expense 9-Loss after tax attributable to owners of

102、 the parent (1,334)(4,601)Total comprehensive loss for the year attributable to owners of the parent (1,334)(4,601)Basic and diluted loss per share attributable to owners of the parent during the year(expressed in US cents per share)6 (0.03)(0.19)The Statement of Comprehensive Income has been prepar

103、ed on the basis that all operations are continuing.The accounting policies and notes on pages 16 to 32 form part of these Financial Statements.13 ANDALAS ENERGY AND POWER PLC CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 APRIL 2018 Isle of Man Company Number 010493V Note 2018$000s 2017$000s

104、Assets Non-current assets Available for sale financial assets 10 207-Total non-current assets 207-Current assets Other receivables 11 861 158 Cash and cash equivalents 38 8 Total current assets 899 166 Total assets 1,106 166 Liabilities Current liabilities Trade and other payables 12 (1,045)(1,546)B

105、orrowings 15 -(649)Total liabilities (1,045)(2,195)Net Assets/(liabilities)61(2,029)Equity attributable to the owners of the parent Share premium 14 13,377 10,084 Accumulated deficit (13,316)(12,113)Total shareholder funds/(deficit)61(2,029)The Financial Statements were approved and authorised for i

106、ssue by the Board of Directors on 2 July 2018 and were signed on its behalf by Simon Gorringe Director The accounting policies and notes on pages 16 to 32 form part of these Financial Statements.14 ANDALAS ENERGY AND POWER PLC CONSOLIDATED STATEMENT OF CHANGES IN EQUITY YEAR ENDED 30 APRIL 2018 Shar

107、e premium Accumulated deficit Total equity$000s$000s$000s Balance at 30 April 2017 6,124(7,624)(1,500)Loss for the year -(4,601)(4,601)Total comprehensive income -(4,601)(4,601)Transactions with equity shareholders of the parent Proceeds from shares issued 2,513-2,513 Share based payments and other

108、share issues 1,749-1,749 Settlement of loan note 856-856 Cost of share issues (1,158)-(1,158)Share warrants issued -112 112 Balance at 30 April 2017 10,084(12,113)(2,029)Loss for the year -(1,334)(1,334)Total comprehensive income -(1,334)(1,334)Transactions with equity shareholders of the parent Pro

109、ceeds from shares issued 3,632-3,632 Share warrants issued (89)131 42 Consideration shares 35-35 Cost of share issues (285)-(285)Balance at 30 April 2018 13,377(13,316)61 The accounting policies and notes on pages 16 to 32 form part of these Financial Statements.15 ANDALAS ENERGY AND POWER PLC CONSO

110、LIDATED CASH FLOW STATEMENT YEAR ENDED 30 APRIL 2018 Note 2018$000s 2017$000s Cash flows from operating activities:Net loss for the year (1,334)(4,601)Adjustments for:Share-based payment -647 Finance cost 3 173 284 IPO costs -446 Change in working capital items:Decrease/(Increase)in other receivable

111、s 11 124 220 Increase in trade and other payables 12(741)294 Net cash used in operations (1,778)(2,710)Cash flows from financing activities Proceeds from issue of share capital 14 2,805 2,513 Share issue costs 14(217)(495)Proceeds from borrowings 15-502 Cost of borrowings 15-(37)Repayment of borrowi

112、ngs 15(781)-Finance costs -(7)Net cash generated by financing activities 1,807 2,476 Net decrease in cash and cash equivalents 29 (234)Cash and cash equivalents,at beginning of the year 8 290 Effect of foreign exchange rate changes 1 (48)Cash and cash equivalents,at end of the year 38 8 Major Non Ca

113、sh Transactions Details of major non-cash transactions are described in note 13 share based payments,in note 14 share capital and note 15 borrowings.The accounting policies and notes on pages 16 to 32 form part of these Financial Statements.16 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMEN

114、TS YEAR ENDED 30 APRIL 2018 1 General information The principal activity of Andalas Energy and Power PLC(the Company)during the year was as an energy business focussed on the Republic of Indonesia.As at the year end,the Company was domiciled in the Isle of Man and listed on the AIM market of the Lon

115、don Stock Exchange.1.1 New standards,interpretations and amendments not yet effective At the date of authorisation of these financial statements,the following standards and interpretations,were in issue but not yet effective,and have not been early adopted by the Group:IFRS 15,Revenue from contracts

116、 with customers IFRS 16,Leases IFRS 9,Financial instruments Amendments to IAS 12,recognition of deferred tax assets for unrealised losses*Amendments to IFRS 2,classification and measurement of share-based payment transactions *not yet endorsed by the EU Whilst the Directors do not anticipate the ado

117、ption of these standards and interpretation in future reporting periods will have a material impact on the Groups financial statements.The only standard that is anticipated to be significant or relevant to the Group is IFRS 9“Financial Instruments”.The new standard will replace existing accounting s

118、tandard,IAS 39“Financial Instruments:Recognition and Measurement”.IFRS 9 will require all equity investments to be measured at fair value.The default approach is for all changes in fair value to be recognised in profit or loss(FVPL).However,for equity investments that are not held for trading,the Gr

119、oup can make an irrevocable election at initial recognition to classify the instruments at FVOCI,with all subsequent changes in fair value being recognised in other comprehensive income(OCI).This election is available for each separate investment.The Group currently has no investments classified as

120、held for trading and will account for future subsequent changes in fair value through other comprehensive income.IFRS 15 Revenue from Contracts with Customers is intended to introduce a single framework for revenue recognition and clarify principles of revenue recognition.This standard modifies the

121、determination of when to recognise revenue and how much revenue to recognise.The new standard becomes mandatory for financial years beginning on or after 1 January 2018.The adoption of this standard is not expected to have a material impact in the future periods until the Group commences generating

122、revenues from its exploration projects.The future adoption of IFRS 16“Leases”,expected from 1 January 2019,provides for a new model of lessee accounting in which all leases,other than short-term and small-ticket-items leases,will be accounted for by the recognition on the balance sheet of a right-to

123、-use asset and an associated lease liability,with the subsequent amortisation of the right-to-use asset over the lease term.However,as the Group has no leases other than short-term,the expected impact of the adoption of IFRS 16 is immaterial.1.2 New standards,interpretations and amendments effective

124、 in year There were no new standards adopted by the Group during the year.As the Group does not have any revenue at present or any material leases the Directors do not consider there will be any impact of IFRS 15 and IFRS 16 respectively.The Group will continue to assess the impact of IFRS 9 on its

125、financial assets and financial liabilities however,note the Directors do not consider there will be a material impact of the new standard.17 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 2 Summary of significant accounting policies 2.1.Basis of Preparation The C

126、onsolidated Financial Statements have been prepared under the historical cost convention,as modified for financial assets and financial liabilities at fair value through profit or loss and in accordance with International Financial Reporting Standards(IFRSs)and International Financial Reporting Inte

127、rpretations Committee(IFRIC)interpretations,as adopted by the EU.The principal accounting policies applied in the preparation of these consolidated financial statements are set out below.These policies have been consistently applied to all the years presented unless otherwise stated.The consolidated

128、 financial statements are presented in thousands of US Dollars($000).2.2.Basis of Consolidation The consolidated Financial Statements consolidate the Financial Statements of Andalas Energy and Power PLC(the“Company”or“Andalas”)and its subsidiary undertakings made up to 30 April 2018.Subsidiaries are

129、 entities over which the Group has control.The Group controls an entity when the Group is exposed to,or has rights to,variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.Subsidiaries are fully consolidated from the date

130、on which control is transferred to the Group.They are de-consolidated from the date that control ceases.When necessary,adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Groups accounting policies.All intra-group assets and liabilit

131、ies,equity,income,expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.A change in the ownership interest of a subsidiary,without a loss of control,is accounted for as an equity transaction.If the Group loses control over a subsidiary,

132、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 the Statement of Comprehensive Income.Any investment retained is recognised at fair value at the date when control is lost.The

133、parent of the Group has shareholdings in the following entities;Name Interest 2018 Interest 2017 Country of incorporation Nature of business Corvette Energy Services(Singapore)Pte.Ltd 100%100%Singapore Trading subsidiary Corvette Energy Services Limited 100%100%UK Dormant Peelwood Pty Ltd 20%20%Aust

134、ralia Mineral Exploration Eagle Gas Limited 14.75%-UK Gas Exploration 2.3.Interest Expense Interest expense on borrowings is recognised within finance costs in the Statement of Comprehensive Income using the effective interest rate method.2.4.Intangible assets Pre-licence costs incurred prior the ac

135、quisition of a licence or asset are expensed as incurred.18 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 2.5.Investments Investments are classified as either held for trading or available-for-sale.There are currently no investments classified as held for tradin

136、g.Available-for-sale investments are held at fair value if this can be reliably measured.If the equity instruments are not quoted in an active market and their fair value cannot be reliably measured,the available-for-sale investment is carried at cost,less accumulated impairment.Unless the valuation

137、 falls below its original cost,gains and losses arising from changes in fair value of available-for-sale assets are recognised directly in equity.On disposal the cumulative net gain or loss is transferred to the statement of comprehensive income.Valuations below cost are recognised as impairment los

138、ses in the income statement.Investments are entities over which the Group does not have significant influence or control,generally accompanied by a shareholding giving rise to voting rights of 20%or less.Investments in these companies are carried at cost less accumulated impairment losses in the Gro

139、ups Statement of Financial Position.On disposal of these investments the difference between disposal proceeds and the carrying amounts of the investments are recognised in profit or loss.Contingent consideration is recorded at fair value,when on balance of probabilities,the conditions triggering the

140、 payment of the consideration are expected to be met.The assessment is made on the original date of the transaction.2.6.Operating segments Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker.The Chief Operating Decision Ma

141、ker(“CODM”),who is responsible for allocating resources and assessing performance of the operating segments and make strategic decisions,has been identified as the Directors of the Group.2.7.Going Concern The financial statements have been prepared on a going concern basis.The Company raises money t

142、o support its corporate overheard,its operations and capital projects as and when required.The Group requires additional funding to meet its daily working capital needs,to settle its outstanding liabilities and in order to fund the development of its projects.As additional funding is required in ord

143、er to settle outstanding liabilities,to meet on going working capital needs and to raise finance to fund project development there can be no assurance that the Groups projects will be developed in accordance with current plans or completed on time or to budget.Therefore future work on the developmen

144、t of the Groups projects and financial returns arising therefrom may be adversely affected by factors outside the control of the Group which are inherently linked to the availability of funding for the Group.The Directors remain confident that the potential income stream from the development of its

145、projects,the continued deferral of remuneration by the Directors and senior consultants,together with the Directors historic ability to raise additional funds and the availability,subject to mutual agreement,of the Volantis loan note facility,will enable the Group to settle its outstanding liabiliti

146、es,finance its future working capital and fund the development cost requirements of its projects beyond the period of twelve months from the date of approval of this report.However,there are no confirmed funding arrangements in place at present;as such there can be no guarantee that the required fun

147、ds to settle current liabilities,meet future working capital requirements and fund future development costs will be available to the Group within the necessary timeframe.Consequently a material uncertainty exists that may cast significant doubt on the Groups ability to fund this cash shortfall and t

148、herefore be able to meet its commitments and discharge its liabilities in the normal course of business for a period not less than twelve months from the date of approval of these financial statements.The financial statements do not include the adjustments that would result if the Group were unable

149、to continue in operation.19 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 2.8.Financial assets The classification of financial assets depends on the purpose for which the financial assets were acquired.Management determines the classification of its financial as

150、sets at initial recognition.Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.They are included in current assets.The Groups loans and receivables comprise trade and other receivables and cash and cash equivalents in

151、 the Statement of Financial Position.Loans and receivables are initially recognised at fair value plus transaction costs and are subsequently carried at amortised cost using the effective interest method,less provision for impairment.The Group assesses at the end of each reporting period whether the

152、re is objective evidence that a financial asset,or a group of financial assets,is impaired.A financial asset,or a group of financial assets,is impaired,and impairment losses are incurred,only if there is objective evidence of impairment as a result of one or more events that occurred after the initi

153、al recognition of the asset(a“loss event”),and that loss event(or events)has an impact on the estimated future cash flows of the financial asset,or group of financial assets,that can be reliably estimated.Financial assets include available for sale investments(note 2.5)The criteria that the Group us

154、es to determine that there is objective evidence of an impairment loss include:significant financial difficulty of the issuer or obligor;and a breach of contract,such as a default or delinquency in interest or principal repayments.The amount of the loss is measured as the difference between the asse

155、ts carrying amount and the present value of estimated future cash flows(excluding future credit losses that have not been incurred),discounted at the financial assets original effective interest rate.The assets carrying amount is reduced,and the loss is recognised in the Statement of Comprehensive I

156、ncome.If,in a subsequent period,the amount of the impairment loss can be related objectively to an event occurring after the impairment was recognised(such as an improvement in the debtors credit rating),the reversal of the previously recognised impairment loss is recognised in the Statement of Comp

157、rehensive Income(“SOCI”)2.9.Cash and cash equivalents Cash and cash equivalents comprise cash in hand and current balances with banks and similar institutions,which are readily convertible to known amounts of cash.2.10.Financial liabilities Financial liabilities are recognised on the statement of fi

158、nancial position when the Group becomes a party to the contractual provisions of the instrument.The Group classifies financial liabilities into one of three categories.The accounting policy for each category is as follows:2.10.1 Borrowings Borrowings are initially measured at fair value,net of trans

159、action costs and are subsequently measured at amortised cost using the effective interest method,with interest expense recognised on an effective yield basis.The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over t

160、he relevant period.The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability,or,where appropriate,a shorter period.20 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 2.10.2 Tr

161、ade and other payables Trade and other payables are obligations to pay for goods or services that have been acquired in the ordinary course of business.Accounts payable are classified as current liabilities if payment is due within one year or less(or in the normal operating cycle of the business if

162、 longer).If not,they are presented as non-current liabilities.Trade payables are recognised initially at fair value,and subsequently measured at amortised cost using the effective interest method.2.10.3 Convertible loan notes The proceeds received on issue of the Groups convertible debt are allocate

163、d into their liability and equity components.The amount initially attributed to the debt component equals the discounted cash flows using a market rate of interest that would be payable on a similar debt instrument that does not include an option to convert.Subsequently,the debt component is account

164、ed for as a financial liability measured at amortised cost until extinguished on conversion or maturity of the bond.The remainder of the proceeds is allocated to the conversion option and is recognised in the Convertible debt option reserve within shareholders equity,net of income tax effects.2.11.E

165、quity Equity comprises the following:“Share premium”represents the premium paid on Ordinary Shares issued of no par value.“Accumulated deficit”represents retained losses.Equity instruments issued to a creditor to extinguish all or part of a financial liability are recognised at their fair value.2.12

166、.Related Parties Parties are considered to be related to the Group if the Group has the ability,directly or indirectly,to control the party or exercise significant influence over the party in making financial and operating decisions,or vice versa,or where the Group and the party are subject to commo

167、n control or common significant influence.Related parties may be individuals(being members of key management personnel,significant shareholders and/or their close family members)or other entities and include entities which are under significant influence of related parties of the Group where those p

168、arties are individuals,and post-employment benefit plans which are for the benefit of employees of the Group or of any entity that is a related party of the Group.2.13.Foreign Currency Translation Functional and presentational currency Items included in the financial statements are measured using th

169、e currency of the primary economic environment in which the entity operates(“the functional currency”).The Financial Statements are presented in US Dollars($).The parent companys functional currency is US Dollars(US$)and the subsidiary entities functional currency is US Dollars(US$).Transactions and

170、 balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.Foreign exchange gains and losses resulting from the settlement of such transactions,and from the translation at period-end of monetary assets and

171、liabilities denominated in foreign currencies,are recognised in the Consolidated SOCI.21 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 2.14.Share Based Payments The Group issues equity-settled share-based payments to certain employees.Equity-settled share-based

172、payments are measured at fair value at the date of grant with the charge being spread over the vesting period or over the period the goods and services are received.Where share based payments are contingent on a future event the share based payment charge is not recognised until the event is conside

173、red probable.The equity-settled share-based payments are expensed to the consolidated statement of comprehensive income.Where equity instruments are granted to persons other than employees,the consolidated statement of comprehensive income is charged with the fair value of goods and services receive

174、d when the goods are received or the service is delivered,except where it is in respect to costs associated with the issue of securities,in which case it is charged to share premium.2.15.Taxation Tax expense represents the sum of the current tax payable and deferred tax.The current tax payable is ba

175、sed on taxable profit for the year.Taxable profit differs from net profit as reported in the consolidated statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible.

176、The Groups liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date.Tax is charged or credited in the consolidated statement of comprehensive income,except when it relates to items charged or credited directly to equity or in other

177、 comprehensive income,in which case the tax is also dealt with in equity or other comprehensive income respectively.Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax

178、 base used in the computation of taxable profit.Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can b

179、e utilised.Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition(other than in a business combination)of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.Deferred tax

180、liabilities are recognised for taxable temporary differences arising on investments in subsidiaries,and interests in joint ventures,except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable

181、future.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 asset to be recovered.Any such reduction shall be reversed to the extent that it b

182、ecomes probable that sufficient taxable profit will be available.Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset realised based on tax rates and laws substantively enacted by the reporting date.Deferred tax assets and li

183、abilities are offset when there exists a legal and enforceable right to offset and they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.22 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEA

184、R ENDED 30 APRIL 2018 2.16.Critical Accounting Estimates and Judgements Use of Estimates and Judgements The Group makes certain estimates and judgements regarding the future.Estimates and judgements are continually evaluated based on historical experience and other factors,including expectations of

185、future events that are believed to be reasonable under the circumstances.In the future,actual experience may differ from these estimates and judgements.The estimates and judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within

186、the next financial year are discussed below.a)Share based payments(note 13)The Group has made awards of options and warrants over its un-issued capital.The valuation of these options and warrants involves making a number of estimates relating to price volatility,future dividend yields,expected life

187、and forfeiture rates.b)Going concern(note 2.7)The Group made a loss in the year and has a net liability position at the year end.The board has prepared a budget and considered its ability to continue as a going concern,together with the Directors historic ability to raise additional funds will enabl

188、e the Group to finance its future working capital and development cost requirements beyond the period of twelve months from the date of this report.c)Available for sale investments(note 10)The Group acquired an interest in an available for sale investment in the period.The Directors consider the fai

189、r value of the investment at the balance sheet date.The board reviews the carrying value for indications of fair value or indication of changes in value.3.Finance income and Finance costs Year ended 30 April 2018 Year ended 30 April 2017 Finance expense$000$000 Bank charges and finance expense on bo

190、rrowings 173 173 Foreign exchange loss -111 173 284 4.Administration expenses Administration fees and expenses consist of the following:2018 2017$000$000 Audit fees 38 34 Professional fees 284 360 Administration costs 51 68 Directors fees(Note 7)506 928 Total corporate overhead 879 1,390 Office cost

191、s 26 80 Professional fees-51 Consulting expenses 40 1,439 Travel and accommodation 216 447 Share based payment expense(Note 13 and 14)-464 Asset evaluation and energy business expense 282 2,481 Readmission costs-446 Total 1,161 4,317 Share based payment expense includes$Nil(2017:$112,457)relating to

192、 options granted to advisors as described in note 13 and$Nil(2017:$351,040)relating to the issue of shares in settlement of Corsair carried interest as described in note 14.ANDALAS ENERGY AND POWER PLC 23 NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 5.Segmental analysis In the opinion of t

193、he Directors,the operations of the Group comprise one single operating segment comprising that of developer of gas to power projects in the Republic of Indonesia.The Group only has one reportable segment and the Directors consider that the primary financial statements presented substantially reflect

194、 all the activities of this single operating segment.6.Loss per Share Basic loss per share is calculated by dividing the loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year.In accordance with International Accounting Standard 33 Ea

195、rnings per share,no diluted earnings per share is presented as the Group is loss making.Details of potentially dilutive share instruments are detailed in notes 13,14 and 15.7.Staff Costs(including Directors)The group employed an average of 6 individuals during the year,including the directors(2017:6

196、).2018 2017$000$000 Directors remuneration 506 890 Share based payments -38 506 928 Key management of the Group are considered to be the Directors and the remuneration of those in office during the year was as follows:Short term employee benefits Social security payments Pension contribution Termina

197、tion Waiver of arrears Total 2018$000$000$000$000$000$000 David Whitby (2)240-120(226)134 Paul Warwick(1)30 4-34 Daniel Jorgensen 140 25 40-(100)105 Ross Warner 180-(100)80 Simon Gorringe 180-(100)80 Graham Smith 12-12 Robert Arnott 54 7-61 Total Key Management 836 36 40 120(526)506 (1)Only a Direct

198、or until 31 October 2017.(2)Only a Director until 29 April 2018.On 29 April 2018 the Company entered into a termination agreement with David Whitby under which it was agreed that he step down as Chairman and Director of the Company with immediate effect.The Company agreed to settle claims to all out

199、standing remuneration and his contractual 6 months notice for$52,500(38,000)as part of this David Whitby waived his contractual entitlements relating to unpaid remuneration and notice period for his service totalling$225,518(163,400).2018$000s 2017$000s Loss attributable to owners of the Group(1,334

200、)(4,601)Weighted average number of ordinary shares in issue(thousands)4,752,183 2,420,989 Loss per share(US cents)($0.03)($0.19)24 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 7.Staff Costs(including Directors)(continued)Also on 29 April 2018 each of Daniel Jor

201、gensen,Ross Warner and Simon Gorringe agreed to each waive$100,000 of contractual unpaid remuneration for$nil consideration.Details of amounts due at 30 April 2018 and 30 April 2017 are detailed in note 18.Prior year disclosure:Short term employee benefits Share based payments Total 2017$000$000$000

202、 David Whitby (2)240-240 Paul Warwick(1)60 8 68 Daniel Jorgensen(1)180 25 205 Ross Warner(2)180-180 Simon Gorringe(2)180-180 Graham Smith(1)13-13 Robert Arnott(1)37 5 42 Total Key Management 890 38 928 (1)Certain Directors elected to defer settlement of 100%of their 2017 salary during the year.(2)Ce

203、rtain Directors elected to defer settlement of 25%of their 2017 salary during the year.8.Financial Risk Management The Groups activities expose it to a variety of financial risks:market risk(including foreign currency exchange risk,price risk and interest rate risk),credit risk and liquidity risk.Th

204、e Board of Directors seek to identify and evaluate financial risks.Market risk (a)Foreign currency exchange risk Foreign exchange risk arises because the Group entities enter into transactions in currencies that are not the same as their functional currencies,resulting in gains and losses on retrans

205、lation into US Dollars.It is the Groups policy to ensure that individual Group entities enter into local transactions in their functional currency wherever possible and that only surplus funds over and above working capital requirements should be transferred to the treasury of the Parent Company.The

206、 Group and Company considers this policy minimises any unnecessary foreign exchange exposure.Despite this policy the Group cannot avoid being exposed to gains or losses resulting from foreign exchange movements.At the reporting date a 10%increase(decrease)in the strength of the US Dollar would resul

207、t in a corresponding reduction of$30,000(2017:$160,000)(increase of$30,000(2017:$160,000)in the net liabilities of the Group.(b)Cash flow interest rate risk The Groups cash and cash equivalents are invested at short term market interest rates.As market rates are low the Group is not subject to signi

208、ficant cash flow interest rate risk and no sensitivity analysis is provided.The Group is also not subject to significant fair value interest rate risk.No interest rate sensitivity has been presented as it is considered not material.25 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR E

209、NDED 30 APRIL 2018 8.Financial risk management(continued)(c)Credit risk Credit risk arises on investments,cash balances and receivable balances.The amount of credit risk is equal to the amounts stated in the Statement of Financial Position for each of these assets.Cash balances and transactions are

210、limited to high-credit-quality financial institutions.There are no impairment provisions as at 30 April 2018(2017:nil).Credit risk also arises from cash and cash equivalents.The Group considers the credit ratings of banks in which it holds funds in order to reduce exposure to credit risk.The Group w

211、ill only keep its holdings of cash and cash equivalents with institutions which have a minimum credit rating of B.(d)Liquidity risk Prudent liquidity risk management implies maintaining sufficient cash and marketable securities,the availability of funding through an adequate amount of committed cred

212、it facilities and the ability to close out market positions.The Group has adopted a policy of maintaining surplus funds with approved financial institutions.Management of liquidity risk is achieved by monitoring budgets and forecasts against actual cash flows.Where the Group entered into borrowings

213、during the year management monitor the repayment and servicing of these arrangements against the contractual terms and reviewed cash flows to ensure that sufficient cash reserves were maintained.Further detail on liquidity risk is set out in note 2.7 Residual undiscounted contractual maturities of f

214、inancial liabilities:0-12 months No stated maturity$000$000 30 April 2018 Trade and other payables 1,045-Total 1,045-2018 2017$000$000 Cash&Cash Equivalents USD 16 7 GBP 22 1 Total Financial Assets 38 8 Borrowings GBP-649 -649 Trade&other payables USD 780 683 AUD 28 86 GBP 210 758 Other 27 19 1,045

215、1,546 Total Financial Liabilities 1,045 2,195 26 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 8.Financial risk management(continued)Residual undiscounted contractual maturities of financial liabilities:0-12 months No stated maturity$000$000 Borrowings 726-Total

216、 726-Capital Risk Management The Directors determine the appropriate capital structure of the Group,specifically,how much is raised from shareholders(equity)and how much is borrowed from financial institutions(debt),in order to finance the Groups business strategy.The Groups policy in the long term

217、is to seek to maintain the level of equity capital and reserves is to maintain an optimal financial position and gearing ratio which provides financial flexibility to continue as a going concern and to maximise shareholder value.The capital structure of the Group consists of shareholders equity toge

218、ther with net debt(where relevant).The Groups funding requirements are currently met through equity.Further details are included in the Groups going concern disclosure in the Directors report.9.Taxation The Company is resident for tax purposes in the Isle of Man and is subject to Isle of Man tax at

219、the current rate of 0%(2017:0%).The Company has a subsidiary in Singapore and also has an investment in Peelwood Pty Ltd(a company resident in Australia)and Eagle Gas Limited(a company resident in the UK)and will therefore be subject to tax on distributions and gains levied by those jurisdictions.20

220、18$000 2017$000 Current tax charge -Deferred tax charge -Total taxation charge -Taxation reconciliation The charge for the year can be reconciled to the loss per the consolidated statement of comprehensive income as follows:2018 2017$000$000 Loss before income tax(1,334)(4,601)Tax on loss at the wei

221、ghted average Corporate tax rate of 0%(2017:0%)-Total income tax expense -The deferred tax asset has not been recognised for in accordance with IAS 12.The Group does not have a material deferred tax liability at the year end.27 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30

222、 APRIL 2018 10.Available for sale investments 30 April 2018 30 April 2017 US$000 US$000 Brought forward-Additions 207-Fair value at year end 207 -On 29 April 2018 the Company entered into a subscription agreement with Eagle Gas Limited,a UK private company.Under this agreement the Company acquired a

223、 14.75%interest in Eagle Gas Limited in exchange for cash of$172,500(125,000)in cash and the issue of 147,058,824 nil par value shares in the Company equating to$34,500(25,000).In addition the Company will pay contingent consideration of a further 147,058,824 ordinary shares in the Company upon Eagl

224、e Gas Limited continuing in the licence P2112 beyond 31 December 2018 or the acquisition of an additional interest agreed by the Company,which are outside of the control of the Company and therefore not yet recorded.On 18 December 2013 the Company entered an Option Agreement with ASX-listed Company

225、Balamara Resources to farm into its Peelwood concession located in NSW,Australia.Under the agreement the Company,could earn into 49%of Peelwood.This option was partly exercised on 28 January 2014 earning the Company 20%of the concession at a cost of AUD 200,000 or US$179,000.Further rights to exerci

226、se options have now lapsed.The investment is carried at no book value(2017:$Nil).a)Fair value estimation Financial instruments held by the Group carried at fair value comprise one unquoted investment,valued in accordance with the accounting policy set out in Note 2.9.The Group measures fair value by

227、 using the following fair value hierarchy:Level 1:Quoted prices(unadjusted)in active markets for identical assets or liabilities;Level 2:Inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly(that is,as prices)or indirectly(that is,deri

228、ved from prices);and Level 3:Inputs for the asset or liability that are not based on observable market data(that is,unobservable inputs).The fair value of financial instruments that are not traded in an active market is determined using valuation techniques.These valuation techniques maximise the us

229、e of observable market data where it is available and rely as little as possible on entity specific estimates.Where investments have recently been made the cost of the transaction is deemed the best evidence of market value in the absence of any significant changes.If all significant inputs required

230、 to fair value an instrument are observable,the instrument is included in level 2;otherwise they are classified as level 3.All the Groups investments are included within level 3 and are designated financial assets at fair value through profit or loss:Level 3 inputs The following table gives informat

231、ion about how the fair values of Groups investments are determined(in particular,the valuation techniques and inputs used).28 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 10.Financial assets at fair value through profit or loss(continued)Assets and liabilities

232、Nature of investment Fair value as at 30 April 2018 Fair value as at 30 April 2017 Valuation techniques and key inputs Significant unobservable input Available for sale 14.75%of equity investment in Eagle Gas Ltd USD 207,000 N/A Recent purchase price and market knowledge Expected realisable value fr

233、om sale Financial assets at fair value through profit or loss 20%of equity investment in Peelwood Pty Ltd USD Nil USD Nil Purchase price and market knowledge Expected realisable value from sale 11.Other receivables 2018 2017$000$000 Other receivables and prepayments 861 158 On 29 April 2018 the Comp

234、any completed a placing for$827,000(600,000)via the issue of 3,529,411,765 new ordinary shares at a price of 0.017pence per share.As at the 30 April 2018 the shares had been issued but the placing had not settled at year end but the issue of the shares completed post year end.The fair values are as

235、stated above equate to their carrying values as at the year end.The financial assets were not past due and were not impaired and were all denominated in US$.12.Trade and other payables 2018 2017$000$000 Trade payables 509 1,012 Accruals and other payables 536 534 1,045 1,546 The amounts included in

236、trade and other payables are payable on demand.13.Share based payments The following is a summary of the share options and warrants outstanding and exercisable as at 30 April 2018 and 30 April 2017 and the changes during each year:Number of options and warrants Weighted average exercise price(Pence)

237、Outstanding and exercisable at 1 May 2016 102,595,329 0.762 Options granted as consideration 66,666,666 0.220 Lapsed options(25,000,000)(0.175)Outstanding and exercisable at 30 April 2017 144,261,995 0.612 Warrants granted for services 626,244,344 0.056 Warrants granted with share issue 638,569,604

238、0.050 Outstanding and exercisable at 30 April 2018 1,409,075,943 0.110 29 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 13.Share based payments(continued)The above weighted average exercise prices have been expressed in pence and not cents due to the terms of th

239、e options and warrants.The following share options or warrants were outstanding and exercisable in respect of the ordinary shares:Grant Date Expiry Date 30 April 2017 Issued Expired 30 April 2017 Issued 30 April 2018 Exercise Price Warrant 07.12.13 07.12.18 10,839,750-10,839,750-10,839,750 2.00p 24.

240、01.14 24.01.19 26,410,714-26,410,714-26,410,714 1.00p 13.05.16 13.05.21-42,000,000-42,000,000-42,000,000 0.20p 31.01.17 31.01.22-10,000,000-10,000,000-10,000,000 0.20p 31.01.17 31.01.22-8,000,000-8,000,000-8,000,000 0.25p 31.01.17 31.01.22-6,666,666-6,666,666-6,666,666 0.30p 22.05.17 22.05.22-15,000

241、,000 15,000,000 0.10p 22.05.17 22.05.22-35,000,000 35,000,000 0.10p 31.07.17 31.07.22-150,000,000 150,000,000 0.10p 19.08.17 19.08.22-90,769,231 90,769,231 0.06p 01.09.17 01.09.22-70,769,231 70,769,231 0.06p 06.12.17 06.17.22-638,569,604 638,569,604 0.05p 29.04.18 29.04.21-264,705,882 264,705,882 Op

242、tions 07.12.13 07.12.18 6,000,000-6,000,000-6,000,000 2.00p 04.02.15 04.02.17 25,000,000-(25,000,000)-0.175p 05.06.15 05.06.18 34,344,865-34,344,865-34,344,865 0.40p 102,595,329 66,666,666(25,000,000)144,261,995 1,264,813,948 1,409,075,943 The new options and warrants have been valued using the Blac

243、k-Scholes valuation method and the assumptions used are detailed below.The expected future volatility has been determined by reference to the historical volatility:Grant date Share price at grant Exercise price Volatility Option life Dividend yield Risk-free investment rate Fair value per option Cur

244、rent year 22.05.17 0.1p 0.1p 40%5 years 0%3%0.051 cents 31.07.17 0.073p 0.1p 40%5 years 0%3%0.028 cents 19.08.17 0.065p 0.065p 40%5 years 0%3%0.033 cents 01.09.17 0.065p 0.065p 40%5 years 0%3%0.033 cents 06.12.17 0.05p 0.05p 40%5 years 0%3%0.017 cents 29.04.18 0.017p 0.017p 40%3 years 0%3%0.007 cent

245、s Prior year 13.05.16 0.2p 0.2p 124%5 years 0%3%0.241 cents 31.01.17 0.14p 0.2p 40%5 years 0%3%0.049 cents 31.01.17 0.14p 0.25p 40%5 years 0%3%0.037 cents 31.01.17 0.14p 0.30p 40%5 years 0%3%0.030 cents The Group recognised$131,000(30 April 2017:$112,457)relating to equity-settled share based paymen

246、t transactions during the year arising from Option or Warrant grants,which was charged$89,000 in respect of services performed in connection with the issue of new shares charged to share premium and$42,000 charged to interest as it related to a loan extension fee paid.30 ANDALAS ENERGY AND POWER PLC

247、 NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 13.Share based payments(continued)There are 103,034,596 of unvested options at the year end,that are held by certain Directors and consultants,which vest in three equal tranches relating to acquiring an economic interest in a first concession i

248、n Indonesia,an interest in a second concession in Indonesia and gross production from its interest in Indonesian projects exceeding 400BOPED.As the triggers for the grant of the tranches have not occurred at the reporting date no share based payment charge arises.For the share options and warrants o

249、utstanding as at 30 April 2018,the weighted average remaining contractual life is 4.55 years(30 April 2017:2.75 years).Prior year On 13 May 2016 the Company issued one warrant for every four shares in issue at 11 May 2016.Accordingly the Company issued 179,536,826 warrants on 13 May 2016 that were e

250、xercisable at 0.2pence per share on or before 31 May 2016.Prior to maturity 12,007,661 warrants were exercised and issued on 31 May 2016 as disclosed in note 14.The remainder lapsed unexpired.Please refer to the Directors Report for details of shares,options and warrants held by the Directors at 30

251、April 2018 and 2017.Details of warrants and options issued post year end are included in note 19.14.Share capital All shares are Nil Coupon fully paid and each ordinary share carries one vote.No warrants have been exercised at the reporting date.Allotted,called-up and fully paid:Number Pence per sha

252、re Share premium$000s Balance at 30 April 2016 718,147,302 6,124 13/05/2016 equity placing for cash 825,000,000 0.200 2,405 13/05/2016 equity placing with directors 25,000,000 0.200 73 Cost of issue-(1,158)13/05/2016 loan note settlement*300,000,000 0.200 856 13/05/2016 share based payments*(2)314,7

253、50,000 0.200 898 13/05/2016 settlement of Director payables(1)142,834,558 0.200 408 13/05/2016 issue of shares in respect of Corsair settlement(2)122,406,940 0.200 349 31/05/2016 equity placing 12,007,661 0.200 34 07/07/2016 share based payments*(3)32,389,530 0.200 93 07/07/2016 issue of Corsair set

254、tlement(4)631,984 0.200 2 Balance at 30 April 2017 2,493,167,975 10,084 22/05/17 Equity placing 600,000,000 0.100 776 Cost of issue-(48)18/08/17 Equity placing 1,615,384,615 0.065 1,362 Cost of issue-(178)25/11/17 Equity placing 1,277,139,208 0.03915 667 Cost of issue-(68)30/04/18 Equity placing*3,5

255、29,411,765 0.017 827 Cost of issue-(80)30/04/18 Consideration shares*147,058,824 0.017 35 Balance at 30 April 2018 9,662,162,387 13,377 *Non-cash item per the consolidated cash flow statement.The 30 April 2018 share issues were non-cash items because whilst the Company was legally required to issue

256、the shares the transactions had not yet completed.(1)Issue of shares in settlement of brought forward amounts payable to Directors.(2)Issue of shares to advisors in relation to fees related to the equity placing and the readmission.(3)Issue of shares in relation in relation to settlement of third pa

257、rty liabilities.(4)Issue of shares in respect of the settlement of the Corsair carried interest as disclosed in the Companies admission document of 27 April 2016.31 ANDALAS ENERGY AND POWER PLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 14.Share capital(continued)On 4 June 2015,the Compa

258、ny entered into an agreement(“the agreement”)with Corsair Petroleum(Singapore)Pte Ltd,(“Corsair”),which was a company in which each of David Whitby,Ross Warner and Simon Gorringe had a 25 per cent.beneficial interest.Following the agreement,David Whitby,previously unconnected to the Company joined t

259、he board as Chief executive officer.This arrangement established that Corsair would introduce oil and gas concessions in Indonesia to the Company and also set out the means by which Corsair was to be remunerated for this,which was as follows:-31,250,000 Ordinary Shares to be issued on closing of the

260、 Assignment Agreement and 34,344,865 Corsair Options which vest on closing of the Assignment Agreement(issued on 06/05/2015)-up to an additional 93,750,000 Corsair Contingent Consideration Shares in three equal tranches(of 31,250,000 Ordinary Shares)on the occurrence of each of the following three m

261、ilestones:(i)the acquisition by the Company of one concession in Indonesia;(ii)the acquisition by the Company of a second concession in Indonesia;and(iii)gross production from projects in which the Company has an economic interest exceeding 400 bopd for a period of 30 days(together“the Milestones”);

262、and-up to an additional 103,034,596 Corsair Options which vest in three equal tranches of 34,344,865 upon the occurrence of each of the milestones.-The Agreement also contains provisions whereby Corsair will have a carried interest in oil and gas concessions introduced by it and a share of future re

263、venues from these concessions.(“carried right”)On 27 April 2018 it was agreed with Corsair that the carried right arrangement was to be replaced by equity and subsequently on 13 May 2016 and 7 July 2016 the Company issued 123,038,924(split 122,406,940 and 631,984).Further details of these transactio

264、ns can be found in the Companys admission document dated 27 April 2016.At the period end the Company continues to have the obligation under the original Corsair assignment agreement to issue a further 93,750,000 shares subject to the Milestones described above being achieved but as at the reporting

265、date the Company had not recorded these as a liability as at the reporting date because the milestones had not yet been achieved.Other than the Corsair consideration options(note 13)and the Corsair consideration shares there were no other obligations to Corsair at 30 April 2018.15.Borrowings Loan no

266、te Convertible Loan 2018 2017 2018 2017$000s$000s$000s$000s Brought forward 649-876 Converted into equity-(856)Drawdown-502 -Costs of issue-(37)-Imputed interest charge 128 166 -Foreign currency effect 4 18 -(20)Settled for cash(781)-Carried forward-649 -The principal terms and the debt repayment sc

267、hedule of the Groups unsecured loans and borrowings during the prior year were as follows:Currency Interest rate Effective interest rate Date of maturity Loan note GBP Nil coupon 89.06%28.07.2017 Convertible loan notes GBP Nil coupon n/a No fixed maturity 32 ANDALAS ENERGY AND POWER PLC NOTES TO FIN

268、ANCIAL STATEMENTS YEAR ENDED 30 APRIL 2018 15.Borrowings(Continued)On 26 November 2017,1798 Volantis Fund Ltd(“Volantis”),agreed to provide the Company with up to 2,000,000 face value(issue price 1,800,000)of follow-on finance via the issue of a convertible loan note facility:-The first 500,000 draw

269、 down is subject to mutual agreement and will be no earlier than 1 March 2018,or such other date as agreed in writing.-Three further drawdowns of 500,000 are also subject to mutual agreement and can be drawn down quarterly thereafter,or such other date as agreed in writing.No draw down under the con

270、vertible loan note had occurred at year end and no draw down had occurred post year end.16.Capital Commitments There were no capital commitments authorised by the Directors or contracted other than those provided for in these financial statements as at 30 April 2018(30 April 2017:None).17.Ultimate C

271、ontrolling party As at the reporting date,the Directors have not identified an ultimate controlling party.18.Related party transactions Details of Directors remuneration are disclosed in Note 7 Directors Remuneration.For details of any related party transactions entered into after the year-end pleas

272、e refer to Note 19 Subsequent Events.As at 30 April 2018 the following balances were included in trade payables and were outstanding in respect of Directors remuneration or remuneration incurred prior to their appointment as a Director at the year end.30 April 2018 30 April 2017$000$000 David Whitby

273、(1)n/a 60 Paul Warwick(2)n/a 60 Daniel Jorgensen(3)87 180 Ross Warner(3)-45 Simon Gorringe(3)-45 Graham Smith(4)9 4 Robert Arnott 71 37 Total Key Management 167 431 (1)Resigned as a Director prior to 30 April 2018.A payment of$52,500 in full settlement of historical amounts payable was made post yea

274、r end.(2)Not a Director at year end.(3)Amounts stated are net of$100,000 waiver of contracted but unpaid fees to each of Ross Warner,Simon Gorringe and Daniel Jorgensen.(4)The amounts payable to Graham Smith relate to his services as a Director and are payable to FIM Capital Limited a company of whi

275、ch Graham Smith is a Director.The balances due were accrued in accordance with their contracts and will be settled in the future for either equity or cash at such time as the Company has the financial resources available to settle them.19.Events after the reporting date There were no material events after the reporting date.