The Company is today filing its audited consolidated financial statements as at and for the three months ended
Commenting today on CanAsia's 2022 fourth quarter results, President and CEO
HIGHLIGHTS
- CanAsia had working capital and non-current deposits totaling
$6.2 million and no long-term debt atDecember 31, 2022 . - Common shares outstanding were 49.8 million at
March 16, 2023 andDecember 31, 2022 . - Net loss attributable to common shareholders for the fourth quarter of 2022 and the period from
May 27, 2022 (date of incorporation) toDecember 31, 2022 was$780 thousand ($0.02 per share) and$725 thousand ($0.01 per share), respectively. Cash flow used in operations for the fourth quarter of 2022 and the period fromMay 27, 2022 (date of incorporation) toDecember 31, 2022 was$514 thousand ($0.01 per share) and$617 thousand ($0.01 per share), respectively. Financial results are from completion of the Arrangement (described below) onAugust 25, 2022 toDecember 31, 2022 . - General and administrative expense in the three-month period ending
December 31, 2022 and the period fromMay 27, 2022 toDecember 31, 2022 of$565 thousand and$782 thousand , respectively, comprised primarily of expenses related to personnel and premises, external services, and public company costs. - Personnel and premises costs in the three-month period ending
December 31, 2022 and the period fromMay 27, 2022 toDecember 31, 2022 were$171 thousand and$260 thousand , respectively. These costs include salaries, and benefits for employees, and fees incurred for consultants and contractors. They also include rent and other office costs related to the Company'sCalgary office. - External services costs in the three-month period ending
December 31, 2022 and the period fromMay 27, 2022 toDecember 31, 2022 were$283 thousand and$377 thousand , respectively, and they are mainly related to professional fees for legal, audit and tax services. Costs were also incurred for information technology, banking and payroll services. - Public company costs in the three-month period ending
December 31, 2022 and the period fromMay 27, 2022 toDecember 31, 2022 were$98 thousand and$128 thousand , respectively. These are costs relating to maintaining the Company's status as a public company, and include TSXV fees, transfer agent fees, publication fees and fees associated with directorship of a public company. - Operating expense in the three-month period ending
December 31, 2022 and the period fromMay 27, 2022 toDecember 31, 2022 was$113 thousand and$149 thousand , respectively, and were incurred to safeguard and maintain the assets of Andora's suspended Steam Assisted Gravity Drainage facility and wellpair at Sawn Lake Central. - On
August 25, 2022 , Pan Orient Energy Corp. ("Pan Orient") completed an arrangement (the "Arrangement") that resulted in a third party acquiring Pan Orient (includingThailand operations) and Pan Orient's non-Thailand assets being acquired by CanAsia. Non-Thailand assets included Pan Orient's 71.8% ownership ofAndora Energy Corporation ("Andora"), which has interests in oil sands properties inSawn Lake ,Alberta , convertible loans receivable from Andora, 100% ownership inPan Orient Energy Holdings Ltd. ("POEH") with legacy subsidiaries which had held interests inIndonesia , and working capital and non-current deposits. CanAsia assumed all liabilities related to Pan Orient's non-Thailand business, consisting primarily of accounts payable and accrued liabilities included in working capital and the decommissioning provision. - Pursuant to the Arrangement, CanAsia assumed from Pan Orient two convertible loan agreements with Andora on
August 25, 2022 . Under the agreements, Andora could draw up to$2.5 million against one revolving credit facility (the "First Credit Facility") and up to$1.3 million against the second revolving credit facility (the "Second Credit Facility"). The loans bear interest at HSBC Canada prime rate for commercial loans in Canadian dollars plus three percent, per annum. Any principal drawn against the respective credit facilities, including accrued interest (collectively, the "outstanding amount"), was repayable upon demand by CanAsia or byDecember 31, 2022 , whichever was earlier. Security for repayment of any outstanding amounts is provided by a general security agreement creating a first fixed charge over all of Andora's property, subject to certain permitted encumbrances. CanAsia has the option to convert the outstanding amounts, or a portion thereof, into Andora's common shares, at a price of$0.15 per share under the First Credit Facility and at a price of$0.01 per share under the Second Credit Facility.
In
As at
- The current portion of the decommissioning provision of
$0.9 million as atDecember 31, 2022 relates to the legacy subsidiaries of POEH which had held interests in the East Jabung and Jambi Production Sharing Contracts inIndonesia . CanAsia is withdrawing from activities inIndonesia and decommissioning related costs are expensed when incurred. The non-current portion of the decommissioning provision of$1.5 million as atDecember 31, 2022 pertained to Andora's interests atSawn Lake ,Alberta . - Andora's
December 31, 2022 Contingent Resources Report estimated unrisked "Best Estimate" contingent resources of 292.2 million barrels of recoverable bitumen (257.7 million barrels net to CanAsia's 88.2% interest in Andora). - On
February 28, 2023 , the board of directors of Andora accepted a formal proposal made by CanAsia with respect to a transaction (the "Transaction") whereby the outstanding shares of Andora will be consolidated on a 211,283,457: 1 basis (the "Consideration"); and all fractional shares resulting from the Consolidation will be redeemed (the "Redemption") by Andora and cancelled, and the holders of Andora shares, other than CanAsia, will be entitled to receive a cash redemption payment of$0.044 for each pre-Consolidation share of Andora (the "Consolidation"). Following the Transaction, CanAsia, which currently owns 88.2% of the outstanding shares of Andora, will own 100% of the issued and outstanding of Andora.
Completion of the Transaction is subject to satisfaction of certain conditions, including that all issued and outstanding options to acquire shares of Andora will be either exercised or surrendered for their "in-the-money" value. CanAsia has agreed that it will provide to Andora, by loan or otherwise, sufficient funds to pay the Consideration, make any payments to holders of Andora options, and pay Andora's reasonable expenses of the Transaction.
The Transaction is subject to approval by shareholders of Andora at a special meeting to be held on
First quarter of 2023 activities were focused mainly on the Andora restructuring and included an updated
Events such as the Covid-19 pandemic and the invasion of
Climate change and ESG policies are evolving at regional, national and international levels. Political and economic events may significantly affect the scope and timing of ESG policies and climate change measures.
The direct or indirect costs of compliance with greenhouse gas-related regulations and ESG directives may have an adverse effect on the Company's and its customers' businesses, financial condition, results of operations and prospects; however, at this time these costs have not yet been quantified.
Three Months Ended | Period from of incorporation) to | ||||
($000s of Canadian dollars except where indicated) | 2022 | 2022 (1) | |||
FINANCIAL | |||||
Financial Statement Results | |||||
Net loss attributable to common shareholders | (780) | (725) | |||
Per share – basic and diluted | |||||
Cash flow used in operating activities (2) | (514) | (617) | |||
Per share – basic and diluted | |||||
Cash flow (used in) from financing activities (2) | (9) | 9,310 | |||
Per share – basic and diluted | |||||
Working capital and non-current deposits | 6,244 | 6,244 | |||
Long-term debt | - | - | |||
Shares outstanding (000s) | 49,794 | 49,794 | |||
General and administrative expense | (565) | (782) | |||
Operating expense | (113) | (149) | |||
Stock-based compensation | (93) | (96) | |||
Amortization | (13) | (17) | |||
Decommissioning (expense) recovery | (70) | 3 | |||
Finance income | 63 | 70 | |||
Foreign exchange (loss) gain | (77) | 231 | |||
Deferred income tax recovery (expense) | 68 | (22) | |||
Net loss attributable to non-controlling interest in Andora | 20 | 37 | |||
Net loss attributable to common shareholders | (780) | (725) | |||
CONTINGENT RESOURCES | |||||
CanAsia's 88.2% share of the oil sands leases of Andora at Sawn | |||||
Lake, | (Note 3) |
1) | Represents financial results from completion of the Arrangement on |
2) | As set out in the Consolidated Statements of Cash Flows in CanAsia's Consolidated Financial Statements. |
3) | The evaluation of Andora's contingent resources of the oil sands project at Sawn Lake Alberta, Canada as at |
This press release may contain forward-looking information. Forward-looking information is generally identifiable by the terminology used, such as "will", "expect", "believe", "estimate", "should", "anticipate", "potential", "opportunity" or other similar wording. Forward-looking information in this press release includes, but is not limited to, references to: the strength of the Company's financial position; the
By its very nature, forward-looking information requires CanAsia and its management to make assumptions that may not materialize or that may not be accurate. In addition, forward-looking information is subject to known and unknown risks and uncertainties and other factors, some of which are beyond the control of CanAsia, which could cause actual events, results, expectations, achievements or performance to differ materially. Although CanAsia believes that the expectations reflected in its forward-looking information are reasonable, it can give no assurances that those expectations will prove to be correct. CanAsia undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.
Neither
SOURCE
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