Pilot Energy Limited / ABN 86 115 229 984 And Controlled Entities
ANNUAL REPORT 2023
FOR THE YEAR ENDED 30 SEPTEMBER 2023
handling infrastructure (illustration only)
Leading the clean energy transition
Kwinana Carbon Solutions marine transport - Conceptual CO 2
PILOT ENERGY
ANNUAL REPORT 2023
CONTENTS
Corporate Directory | 3 |
Chairman's Letter | 4 |
Corporate and Operations Review | 6 |
Directors' Report | 19 |
Auditor's Independence Declaration | 30 |
Consolidated Statement of Profit or Loss and Other Comprehensive Income | 31 |
Consolidated Statement of Financial Position | 32 |
Consolidated Statement of Changes in Equity | 33 |
Consolidated Statement of Cash Flows | 34 |
Notes to the Consolidated Financial Statements | 35 |
Directors' Declaration | 63 |
Independent Audit Report | 64 |
Additional Information for Listed Public Companies | 68 |
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PILOT ENERGY
ANNUAL REPORT 2023
CORPORATE
DIRECTORY
Directors | Bradley Lingo (Executive Chairman) |
Anthony (Tony) Strasser (Managing Director) | |
Daniel Chen (Non-Executive Director) | |
Bruce Gordon (Non-Executive Director) | |
Company Secretary | Cate Friedlander |
Registered and Principal Office | Suite 301, 35 Spring Street |
Bondi Junction NSW 2022 | |
info@pilotenergy.com.au | |
www.pilotenergy.com.au | |
Auditors | MNSA Pty Ltd |
Level 1, 283 George Street | |
Sydney NSW 2000 | |
Legal Advisers | MinterEllison |
Governor Macquarie Tower | |
Level 40, 1 Farrer Place | |
Sydney NSW 2000 | |
Share Registry | Boardroom Pty Limited |
Level 8, 210 George Street | |
Sydney NSW 2000 | |
ASX Code | ASX: PGY |
Legal Form of Entity | Public Company |
Country of Incorporation and Domicile | Australia |
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PILOT ENERGY
ANNUAL REPORT 2023
CHAIRMAN'S
LETTER
Dear Shareholder,
On behalf of the board of directors of Pilot Energy Limited (Pilot, or the Company) it is my pleasure to present the 2023 Annual Report.
Pilot continues to make significant progress on its Mid West Clean Energy Project (MWCEP or the "Project"). The MWCEP is Pilot's flagship development project and involves leveraging its existing brownfield Cliff Head oil field infrastructure to enable a large-scale clean energy project. The MWCEP involves:
- Providing permanent CO2 storage through converting the Cliff Head oil field into a permanent CO2 storage facility; and
- Producing clean ammonia for supply to domestic and export customers through leveraging natural resources of the
Mid West region (natural gas and renewable energy potential).
The 2023 year has seen the Company's MWCEP transition from completing full feasibility studies to project development with a key focus on concluding partnering arrangements and funding for the project. In this regard, the Company was pleased to announce on 31 October of this year that Pilot had partnered with Samsung C&T Corporation Engineering & Construction Group ('Samsung') pursuant to a non-binding conditional Memorandum of Understanding ('MOU").
Over the past year the Company has been focused on three key things. Firstly, advancing regulatory approvals for the Project. Secondly, on bringing partners into the project to assist in both funding and executing the Project. Thirdly, on securing commercial offtake arrangements for the project for both Clean Ammonia supply and CO2 storage service.
With respect to securing regulatory approvals for the Project, Pilot has materially advanced the regulatory approval process with the submission in November 2022 to the National Offshore Petroleum Titles Administrator (NOPTA) of the first ever Application for Approval of Declaration of Formation - the first approval stage to use the existing Cliff Head oil field for permanent CO2 storage.
With respect to the focus on partnering, Pilot has been conducting a competitive process which has resulted in Samsung joining the Project as the first joint development partner in the Project and this process is continuing to bring additional partners. Similarly, the focus on securing commercial offtake arrangements for Clean Ammonia supply and CO2 storage has also advanced over the last year as well with the execution of the MOU with Samsung.
In terms of project execution, the Company has continued to build the Project execution team with the appointment of Genesis Energies as 'Owner's Engineer', CO2Tech as CO2 storage technical adviser, Advanced Energy Technologies for offshore well construction for the CO2 storage project and 8Rivers as the provider of the core 8RH2 clean hydrogen production technology essential to the production of low cost Clean Ammonia with a carbon intensity that significantly beats the Clean H2 carbon intensity standards set by the EU, Japan, Korea and the USA.
The 2023 year has seen the Company consolidate its energy transition plans with the successful conclusion of key transactions and arrangements which has set the foundations for the development of the MWCEP. These include the following:
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PILOT ENERGY | CHAIRMAN'S |
ANNUAL REPORT 2023 | LETTER |
- Arrangements were concluded with 8 Rivers Capital, LLC. for their capital investment in the Company as well as for technical design services for the MWCEP hydrogen production facilities utilising the ground-breaking 8RH2 hydrogen production technology.
- Completion of the non-binding Memorandum of Understanding with Samsung as announced on 31 October 2023 in relation to the development of the Cliff Head CO2 Storage Project and the Clean Energy Ammonia Project;
- Pilot and Triangle Energy (Global) Limited announced in July 2023 that they had revised its existing Sale and Purchase Agreement with Pilot to acquire Triangle's interest in the Cliff Head Joint Venture, subject to key conditions being satisfied.
-
Pilot and international CO2 marine transportation and storage solution provider, Knutsen NYK Carbon Carriers AS
('KNCC') signed a Memorandum of Understanding (MoU) in June 2023 to collaborate on offering an integrated solution for marine transportation and offshore injection of CO2 storage at the Cliff Head CO2 Storage Project. - Pilot and CO2 capture solution provider, KC8 Capture Technologies Limited (KC8), signed a Memorandum of Understanding (MoU) in June 2023 to collaborate on a CO2 capture and storage service solution targeting key emitters in the region adjacent to the Cliff Head CO2 Storage Project; and
- Pilot and Canadian carbon capture & removal solutions provider, Svante Technologies Inc (Svante), signed a MoU in April 2023 to collaborate on offering a one-stop-shop solution for carbon capture, transportation, and storage to industrial businesses with hard-to-avoid CO2 emissions.
Importantly during the year, in May 2023, Pilot concluded a Convertible Note Agreement with a syndicate of sophisticated investors for an investment of $3 million into the Company. The investor syndicate was led by Mr Greg Columbus, a highly respected executive in the Australian resources sector. He was recently the Chairman and a major shareholder of ASX listed Warrego Energy Limited (until its takeover this year) and is also an experienced investor in listed companies.
Finally, I would like to thank fellow directors, Tony Strasser (Managing director), Daniel Chen and Bruce Gordon, and Cate Friedlander (General Counsel and Company Secretary) and Nick Watson (GM Corporate Development) for their continued hard work.
To our loyal shareholders, we thank you for your ongoing support during the year.
Yours faithfully,
For and on behalf of the Board
Brad Lingo
Chairman
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PILOT ENERGY
ANNUAL REPORT 2023
CORPORATE AND OPERATIONS REVIEW
CORPORATE
ACTIVITIES
A. Capital Raising
During the 2023 year, and since the date of the 2022 Annual Report, the Company has raised the following amounts:
- In April 2023, a placement raising $1.7 million;
B. 8 Rivers Capital
During the 2023 year, 8 Rivers Capital, LLC (www.8rivers. com) (8RC), a subsidiary of SK Materials of Korea, cemented its relationship with Pilot as follows:
• | In May 2023, the issue of $3 million in Convertible | • | Capital Investment - completed its strategic investment |
contribution of $500,000 in the Company in November | |||
Notes; | |||
2022 as part of the capital raise in July 2022. | |||
- In November 2023, a placement raising $2.4 million;
- In December 2023, a placement raising $1.3 million;
-
In December 2023, a further $3.5 million by way of
Convertible Note syndicate, with $1 million to be advanced in December 2023. The balance is to be received following the Company's AGM scheduled to be held in February 2024.
The equity placements were to sophisticated and professional investors and all equity raisings were oversubscribed.
The Convertible Notes were arranged by an investor Syndicate led by Mr Greg Columbus. Mr Columbus has over 30 years of experience in the Energy and Oil & Gas industries including technical, commercial, executive and non-executive roles and is also an experienced investor in listed companies. Currently Mr Columbus is Non-executive Chairman of ASX listed Talon Energy and previously,
he was also the Non-executive Chairman of ASX listed Warrego Energy Limited, both developers of natural gas resources in the Perth Basin, Western Australia. Talon Energy is currently completing a Scheme of Arrangement with Strike Energy and Warrego Energy was taken over by the Hancock Prospecting Group in March 2023.
-
Provision of technical services - commencing in
November 2022, 8RC assigned key personnel to the MWCEP to undertake work focusing on the preparation of a basis of design for the MWCEP hydrogen production facilities. The basis of design was required to support the CO2 Storage FEED and Pre-FEED for the hydrogen and ammonia facilities.
In consideration of the provision of these services, 8RC was issued shares in Pilot to the value of $500,000 over two instalments as per the Subscription Agreement.
- Ammonia Rights Agreement
As previously announced, in further consideration of 8RC entering into the Subscription Agreement, 8RC was granted (or it's nominee, a member of the SK Inc. group of companies) a priority right to enter into an ammonia supply agreement to purchase up to 50% of the blue ammonia output (subject to a cap of 250,000 tonnes per annum).
C. Shares and Options Issued
A summary of all shares and options issued during the year is set out in the Notes to the Financial Statements.
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PILOT ENERGY | CORPORATE AND |
ANNUAL REPORT 2023 | OPERATIONS REVIEW |
D. ASX Recompliance
The Company continues to engage with the ASX in respect of the requirement to comply with Chapters 11, 1 and
2 of the Listing Rules in relation to preliminary activities connected to renewable energy that exceed a certain scale relative to Pilot's core oil and gas activities and noting that ASX may consider such activities, at certain thresholds, to constitute a change in nature and scale of Pilot's activities in terms of Listing Rules Chapter 11.
E. Corporate Governance
The Board is committed to operating in accordance with the highest standards of corporate governance. To the extent appropriate for the Company, given its size and stage of development, the Company has adopted the fourth edition of the Corporate Governance Principles and Recommendations released by the ASX Corporate Governance Council on 27 February 2019. The Company's corporate governance statement for the financial year ending 30 September 2023 was approved and adopted by the Board on 13 December 2023. This document sets out in summary the Company's governance policies and the extent to which it has met the Corporate Governance Council's Principles and Recommendations and, where they have not been met, explains why. The Corporate Governance Statement is available on Pilot's website, under the "Company" heading.
- Environmental, Social and Corporate Governance (ESG)
Pilot is committed to the principles of ESG as the most effective means of creating long-term enterprise value and addressing the societal priorities enshrined in the United Nations' Sustainable Development Goals.
In November 2023, the Company made a commitment to commence reporting on the Environmental, Social, and Governance (ESG) disclosures of the Stakeholder Capitalism Metrics (SCM) of the World Economic Forum (WEF). The Company is in the process of making ESG disclosures in the form of a set of universal, comparable ESG metrics focused on people, planet, prosperity and principles of governance that organisations can report on regardless of industry or region.
By integrating ESG metrics into the Company's governance, business strategy, and performance management process, Pilot diligently consider all pertinent risks and opportunities in running its business. Pilot continues to look for opportunities for further transparency on the topics which are material to its business.
The Company has entered into an agreement with Socialsuite, to utilise Socialsuite's ESG reporting disclosure platform. This platform will enable Pilot to demonstrate
its ongoing commitment to ESG by providing a dedicated solution to track, report, and share its ESG disclosures. With Socialsuite, the Company has started the journey of building robust ESG credentials and is working towards releasing its inaugural ESG report in December 2024.
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PILOT ENERGY | CORPORATE AND |
ANNUAL REPORT 2023 | OPERATIONS REVIEW |
REVIEW OF
OPERATIONS
Figure 1. Overview of Pilot's Mid West operations
A. Mid West Clean Energy Project (MWCEP)
During the year Pilot continued development activities for the MWCEP (refer to the Figure 2 below) with the project team progressing foundational elements, including 1) obtaining key regulatory and environmental approvals (continued engagement with NOPTA, Commonwealth and WA governments), 2) preparing for MWCEP FEED entry targeted Q1 2024) and 3) engaging with potential equity participants and offtake customers.
Pilot initiated the MWCEP to leverage the existing Mid West operational asset base (comprising the Cliff Head offshore oil production facility and onshore Arrowsmith separation plant) into the production of clean energy. The Project includes a fully integrated CO2 Storage operation through the conversion of the operating Cliff Head offshore oil field which will enable the production of blue hydrogen, green hydrogen, and ammonia.
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PILOT ENERGY | CORPORATE AND |
ANNUAL REPORT 2023 | OPERATIONS REVIEW |
Figure 2. Pilot's MWCEP overview schematic - includes potential gas supply from Leander Complex (subject to ongoing exploration and appraisal success)
The table below shows the status of the key activities currently in progress.
1. | Regulatory and environmental approvals | • | Following the application to the Commonwealth offshore regulator NOPTA for |
the Declaration of a Greenhouse Gas Storage formation in November 2022, | |||
there continues to be active engagement with NOPTA. | |||
• | Continued engagement with WA State & Commonwealth governments on | ||
the execution and regulatory approval of the project. | |||
• | Continued development of the MWCEP approvals strategy | ||
2. | Project partnering & offtake | • | Pilot is now in advanced discussions with several strategic and financial |
parties to partner in the MWCEP. In this regard, various agreements (refer | |||
below) have been entered into to set the framework for participation in the | |||
project. Interested parties include those with capacity to participate as an | |||
equity participant, ammonia and or CO2 storage offtake and to act as the | |||
project engineering, procurement, and construction contractor. | |||
• | On 31 October 2023 Pilot announced that it had partnered with Samsung | ||
C&T Corporation Engineering & Construction Group ('Samsung') and has | |||
entered into a non-binding conditional Memorandum of Understanding in | |||
relation to the development of the Cliff Head CO2 Storage Project and the | |||
Clean Energy Ammonia Project. | |||
3. | MWCEP Governance framework | • | Developing and implementing governance and project management |
framework based on the Project Management Institute (PMI) principles. | |||
Framework includes management plans addressing risks, cost control, | |||
schedule, change management, stakeholders, communications, and | |||
procurement strategy. | |||
• | The governance framework will be employed throughout the full project | ||
lifecycle providing a comprehensive roadmap guiding the project team and | |||
stakeholders |
Table 1. MWCEP key activity status
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PILOT ENERGY
ANNUAL REPORT 2023
B. Carbon Management Services
Pilot's feasibility studies and ongoing market engagement highlight the significant opportunity to provide carbon management services to domestic and international emitters. Following the entry into arrangements with the two CO2 capture technology partners, Svante and KC8 and international CO2 marine transportation and storage solution provider KNCC.
Pilot has led engagement with a number of emitters focusing on industries operating in the Mid West and Kwinana regions of Western Australia. Engagement activities include direct engagement with emitters, Kwinana Industries Council and Pilot presenting to the Kwinana Major Projects conference (August 2023) on the Kwinana to Cliff Head Seaborne CO2 export and permanent offshore storage opportunity (refer to Kwinana Major Projects Conference - Kwinana to Cliff Head presentation dated 21 August 2023 - pilotenergy.com.au/presentations). The Pilot, KNCC and Svante teams also participated in the Gastech 2023 conference in Singapore broadening the potential scope of customers for the project's carbon management service.
1. Pilot (via its 100% subsidiary, Royal Energy) holds a 50% interest in Triangle Energy (Operations) Pty Ltd ("TEO") which itself holds a 42.5% direct interest in WA -31 L and the Cliff Head Oil Field project. In accordance with applicable accounting standards, Pilot accounts for this investment on an equity accounting basis.
CORPORATE AND
OPERATIONS REVIEW
C. Oil and Gas Operations
-
Cliff Head Oil field, Perth Basin,
Western Australia
The Cliff Head Oil Field (Cliff Head) ) is located approximately 270km north of Perth and 10km off the coastal town of Dongara in Western Australia at a water depth of 15-20m. The Production Licence WA-31-L covers 72km² and the oil field covers 6km². It was the first commercial oil discovery developed in the offshore Perth Basin with first oil production commencing in May 2006.
The Cliff Head Joint Venture is effectively held by the following group entities:
-
Triangle Energy (Global) Limited (ASX: TEG)
("Triangle"): 78.75% - Pilot Energy Limited: 21.25%
Dongara | ||
Gas Field | ||
Western | ||
Australia | ||
Perth | Dongara | Waitsia |
Port Denison | ||
I N D I A N | Western | |
Australia | ||
O C E A N | ||
Dongara Bunbury | ||
Natural Gas Pipeline | ||
Arrowsmith | ||
Plant | ||
Cliff Head | Beharra Springs | |
Gas Field | ||
Oil Field | ||
WA-31-L | ||
Perth 2900km | ||
Kwinana Oil | ||
Refinery 310km |
Figure 3. Cliff Head Oil Field Location | Oil Field | Oil Pipeline | ||
Gas Field | Gas Pipeline | |||
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Disclaimer
Pilot Energy Limited published this content on 18 December 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 December 2023 03:46:09 UTC.