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Providence Resources

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FY2018 Annual Report · Providence Resources
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WELCOME TO THE PROVIDENCE RESOURCES P.L.C.
ANNUAL REPORT 2018

CONTENTS

(cid:1) Business Review

2018 Operational Highlights

Chairman’s Remarks

C.E.O. – Operations Review

List of Assets

(cid:1) Our Governance

Board of Directors

Directors’ Report

(cid:1) Financial Statements

Independent auditor’s report

Consolidated income statement

Consolidated statement of
comprehensive income

Consolidated statement of
financial position

Consolidated statement of
changes in equity

Consolidated statement of
cash flows

Notes forming part of the
consolidated financial statements

Company statement of
financial position

Statement of changes in
company equity

Notes to the company
financial statements

1

2

3

6

15

17

24

27

28

29

30

31

32

52

53

54

OIL AND GAS EXPLORATION AND APPRAISAL
Who we are

Providence Resources P.l.c. (the “Company”) is an Irish

based energy company with a portfolio of appraisal and

exploration assets located offshore Ireland. Operating for

over 30 years, the Company (and its predecessor

companies) has a well-established background in the Irish oil

and gas business, having worked closely with many major

international companies including ExxonMobil, Repsol, Total,

Eni, Petronas and Cairn Energy.

The Company is currently involved in a number of material

exploration prospects and appraisal projects in multiple

basins around the coast of Ireland.

Strategy

The Company’s strategy has been to assemble a material

equity position in a portfolio of assets combining existing

discoveries with new prospects to improve overall economics

whilst mitigating risk in order to generate value for the

Company and its shareholders.

• Core focus on early stage exploration & appraisal drilling

opportunities

• Create a diversified and material exploration & appraisal

portfolio

• Farm-out to defray CAPEX for subsequent drilling /

development and / or seismic acquisition

• Leverage in third parties to validate and co-venture with on

prospects and projects

(cid:1) Investor Information

• Evaluate new opportunities both in Ireland and further afield

Notice of Annual General Meeting

Glossary of Terms

Corporate Information

* Inside Back Cover

60

62

IBC*

• Explore new areas of opportunity such as Geothermal and

Carbon Capture and Sequestration projects

Information on the Company and its oil and gas portfolio is available at www.providenceresources.com

2018 OPERATIONAL HIGHLIGHTS

2018 Operations

Appraisal Projects
● Barryroe, North Celtic Sea (SEL 1/11)

–

In March 2018, EXOLA Designated Activity Company
(“EXOLA”) signed a Farm-out Agreement (“FOA”) with
APEC Energy Enterprises Limited (“APEC”)

– Following the receipt of Ministerial approval

the
assignment of a 50% working interest in SEL 1/11 to
APEC, EXOLA,
Limited
(“Lansdowne”) and APEC signed an Updated FOA in
September 2018

Lansdowne Celtic Sea

for

– The Updated FOA provides for a full cost carried firm
drilling programme comprising of four vertical wells & one
horizontal sidetrack, plus the optional drilling of two further
horizontal wells, and loan advances to EXOLA for certain
project and operational costs of US$19.5 million

–

–

In October 2018, the Company received consent to carry
out a site survey

In November 2018, arising from third party legal challenge
against the government regarding the grant of the site
survey consent, the Company elected not to act on the
granted survey, thereby postponing the site survey

– During Q4 2018, the Company progressed key operational
contractual arrangements and started to prepare a revised
site survey application

Exploration Prospects
● Diablo, Southern Porcupine (FEL 2/14)

– Closing of farm-out for the assignment of equity (35%) and

transfer of operatorship to Total

– CNOOC International

to drill analogous Iolar pre-

Cretaceous prospect in the adjacent licence in 2019

● Dunquin South, Southern Porcupine (FEL 3/04)

– Dunquin North post-well results released at the AAPG

Europe Regional Conference in Lisbon May 2018

–

Interpretation of 3D seismic data confirms the presence of
the large Dunquin South prospect, a large potential breach
point imaged over Dunquin North prospect and where
internal seismic reflectivity and velocities indicate Dunquin
Ridge to be of sedimentary origin

– 2019 Programme agreed, including planned acquisition of
site survey (subject to regulatory consents) in summer
2019

● Newgrange, Goban Spur (FEL 6/14)

– High resolution 2D seismic acquisition & well exploration

site survey completed

– Large number of seabed pockmarks imaged on site survey

data

– Seabed sample geochemistry demonstrates both biogenic
and thermogenic hydrocarbon sourcing signatures
indicating a potential link to hydrocarbon migration

● Avalon, Southern Porcupine (FEL 2/19)

– Application made to convert Licensing Option (“LO”) 16/27

to a Frontier Exploration Licence

(cid:1) Business Review

Other Licence Activity
● Spanish Point, Northern Porcupine (FEL 2/04)

– Under discussion with the regulatory authorities
● Spanish Point North, Northern Porcupine (FEL 4/08)

–

Licence relinquished

● Dragon, St. George’s Channel (SEL 1/07)

– Under discussion with the regulatory authorities

● Hook Head, North Celtic Sea (SEL 2/07)

– Subject of Lease Undertaking application

● Helvick/Dunmore, Celtic Sea (Lease Undertaking)

– Subject to MFDevCO work programme

● Option over OPL 1, North Celtic Sea
– The option was not exercised

● Kish Bank, Kish Bank Basin (SEL 2/11)

– Completion of 1st phase of licence through August 2018

2018 Financial Highlights
● Operating Loss for the period of €4.425 million versus

€21.402 million in 2017

● Loss of €4.779 million versus €20.419 million in 2017
● Loss per share of 0.80 cents versus 3.42 cents in 2017
● At December 31, 2018 total cash and cash equivalents were
€7.617 million versus €19.603 million (at 31 December 2017)

● The Company had no debt at December 31, 2018
● The total issued & voting share capital comprises 597,658,958

ordinary shares of €0.10 each

Post Year End Progress
● Barryroe, North Celtic Sea (SEL 1/11)

–

–

–

In February 2019, the “COSLInnovator” semi-submersible
drilling unit was nominated by China Offshore Services
Limited (“COSL”)
In February 2019, a new site survey application was
submitted
In April 2019, an application was made to convert SEL
1/11 to a Lease Undertaking

– Owing to the delays to consenting, and the increased
duration of the planned programme, the loan advances to
EXOLA for certain project and operational costs were
increased from US$19.5 million to US$24 million
In June 2019, the Company agreed a further extension for
the receipt of the initial US$9 million loan advance to July 5,
2019

–

– Subject to receipt of regulatory consents and applicable
financing, the well-site survey operations are expected to
commence in Q3 2019

● Avalon, Southern Porcupine (FEL 2/19)

–

–

In February 2019, Ministerial consent was given for the
conversion of LO 16/27 into FEL 2/19
In March 2019, the JV Partners licensed c. 1,500 km2 of
multi-client 3D seismic data over FEL 2/19 which forms
part of the larger Crean 3D seismic survey which was
acquired by TGS in 2017.

● Dunqin South, Souther Porcupine (FEL 3/04)

–

In June 2019, the Dunquin JV partners agreed to defer the
planned summer 2019 well-site survey programme

Providence Resources P.l.c. | Annual Report | 2018 1

In light of the limited new opportunities for expansion in Ireland, we
have kept under review opportunities in international markets
where we could potentially apply our team’s skill set and generate
a revenue stream to support our business. One opportunity was
evaluated, but could not be completed.

The proposed Climate Emergency Measures Bill 2018 has cast a
shadow over the Irish offshore oil and gas sector since early 2018.
If passed in its current form, the Bill would effectively mean that no
further exploration licences or successor authorisations to existing
licences could be granted and international energy groups would
likely lose interest in Ireland as an exploration destination.

While we do recognise that climate change is a major global
challenge, and that there is a clear need to transition from fossil
fuel dependency to a lower carbon world, it is also clear that fossil
fuels will continue to be required in significant quantities for some
time to come. Constraining oil and gas exploration and
development in Ireland will not contribute to a lower carbon
footprint. On the contrary, importation has an additional global
carbon impact, whilst also reducing Ireland’s energy security.

Your Board has been reviewing our business operating model in
view of the current construct of our portfolio – the limited scope for
international New Ventures and our dependence on farm-outs to
generate revenue. It is clear that we need to adapt to our rapidly
evolving commercial and regulatory environment and the Board is
currently focusing in these areas.

With the help of an external advisor, your Board also evaluated
how the Board should evolve and be refreshed to ensure that best
robust
corporate governance standards are met and that
challenge and support is provided to the executive management.
The findings are being implemented at present. I was very pleased
that Angus McCoss agreed to be appointed Senior Independent
Director in October 2018.

In conclusion, despite a number of headwinds, progressing the
Barryroe Project remains our key objective. The delay from our
partner to deliver the initial financing in the agreed time frame is
presenting issues for the Company at present, which we are
currently addressing. We firmly believe that Barryroe has the
potential to provide substantial returns for our shareholders and
we are intent on pursuing all avenues to realise that potential.

Thank you for your support in the past year. Many thanks also to
our staff and management
their hard work and
commitment throughout the year.

team for

Pat Plunkett
Chairman

CHAIRMAN’S REMARKS

Dear Shareholder,

I am pleased to present the 2018 Annual Report and to bring you
up to date on the activities of the Company during the year up to
and including the early months of 2019.

The operating environment for the oil and gas sector continued to
improve during the year as the recovery in oil prices was generally
sustained, and while volatility remains high, Brent appears to have
found a floor at about US$60 per barrel. Rising prices, combined
with the industry’s success in reducing costs, has led to a revival
in global investment in exploration, and more recently in a marked
increase in M&A activity. Following an extended period of under-
investment however, many companies are still failing to replace
reserves through new discoveries and will need to step up
investment further if future demand projections are to be met.

2018 was another very busy year for Providence as we continued
our strategy of seeking to enhance the value of our exploration
portfolio by attracting substantial industry players to farm-in to
finance future potential drilling programmes while allowing us to
retain a meaningful equity interest in each project with minimal
financial exposure. We demonstrated this successfully on a
number of occasions in 2017 and early last year, we negotiated
and signed a Farm-Out Agreement in respect of our flagship
Barryroe asset with APEC.

Barryroe is singularly the most important asset in our portfolio and
the farm-out, which involves an investment of c. US$200 million in
a five well drilling programme is potentially transformational for the
Company. This transaction was particularly complex and
considerable time was expended during the year in negotiating
the legal contracts underpinning the project, including agreeing
the outline terms for a ‘turn-key’ drilling contract with COSL. An
Updated Farm-Out Agreement was agreed and signed last
September. Since then, progress has been hampered by a
number of factors which have conspired to delay the likely timing
of the planned drilling programme. In particular, the timing of the
site survey has been delayed by the need to re-apply for consent
following an application for a judicial review by An Tasice on the
granting of the original consent by the regulatory authorities. Also,
general concern about
the proposed Climate Emergency
Measures Bill 2018, and its potential implications for exploration
activity offshore Ireland, has been a continuing source of
uncertainty for attracting foreign direct investment (“FDI”) into the
sector. Finally, the ongoing delay in receipt of the initial project
finance loan from APEC has been a significant distraction and
added further uncertainty. At
the time of writing, despite
comprehensive assurances, we have not yet received the initial
loan advance as contracted and we have given APEC a further
extension to complete the payment.

In parallel, we have sought to add value to our other assets
through 3D seismic acquisition and by advancing site survey
consents. The farm-out of Diablo to Total was completed and an
application for a well site survey over Dunquin South by Eni was
commenced, but has since been withdrawn. We have had
encouraging results from work on the Newgrange licence and
discussions with potential farminees continue. We have also
looked to add to our portfolio offshore Ireland during the year, but
did not identify any suitable additions at this time.

2 Providence Resources P.l.c. | Annual Report | 2018

C.E.O. – OPERATIONS REVIEW

Dear Shareholder,

Despite encountering increased opposition from third parties to
our forward plans offshore Ireland, we have progressed our
portfolio and in doing so, have continued to advance assets that
will help Ireland to meet its future energy needs.

Operational Review

As the Chairman stated in his remarks, the conclusion of the
Barryroe Farm-out was by far the most important commercial
transaction for the Company in recent years, representing the
fourth farm-out deal that the Company concluded in less than two
years. As a company currently with no revenue stream, the ability
to conclude farm-out transactions is essential as these provide
working capital to fund future asset development and operating
costs. Over the past two years, we have been particularly
successful in this regard.

The June 2016 Placing provided funding to refinance the balance
sheet and to fund the drilling of the Druid exploration well. As
outlined in last year’s Annual Report, during the first half of 2017,
we secured two farm-outs with Cairn & Total for this drilling
programme, leveraging in c. US$45 million of incremental capital
for the Company. As a result, the working capital deficit position
forecast to occur in late Q2 2017 did not happen. At the same
time, the Company concluded a farm-out of the Avalon asset to
Total which again provided additional capital. Finally, the Barryroe
Farm-out provides for the financing and drilling of four vertical wells
and an extended horizontal side-track, with no upfront capital
exposure for Providence shareholders.

In short, by agreeing these four farm-out transactions over the
past two years, we have been able to progress all of our major
assets, whilst generating c. US$250 million of potential third-party
investment, which, in turn, has pushed out the forecast working
capital deficit position from late Q2 2017 into 2020, without further
recourse to shareholders.

The main operational activity during 2018 was the negotiation and
signing of the Barryroe Farm-out and all the ancillary workstreams
that flow from that. Negotiations with APEC originally commenced
in October 2017 and we went exclusive in December 2017. In
March 2018, using our wholly owned subsidiary EXOLA, we
signed a Farm-out Agreement with APEC, which provided for the
fully funded drilling of three vertical wells and associated side-
tracks with the provision of working capital
In
September 2018, following receipt of governmental approval for
the Farm-out, we signed an amended Farm-out Agreement with
APEC which increased the number of vertical wells to four with
one extended horizontal well, as well as increasing the amount of
the working capital to be provided to EXOLA from US$19.5 million
to US$24 million.

to EXOLA.

the amended Farm-out Agreement

Since the signing of
in
September, we have been working with APEC on the various
workstreams that are required to implement this multi-well drilling
programme. Key to this is the acquisition of a site survey over each
well site location and here, we submitted the site survey
application in July 2018. In October 2018, we received the
required consent to carry out the site surveys.

As we were gearing up to implement the site survey in Q4 2018,
we were notified that an application for a judicial review was taken
by a third party against the government as to the manner by which
the government had granted the consent to EXOLA to carry out

(cid:1) Business Review

the site survey programme. In short, the third party suggested that
the government had not followed certain due process in their
consideration of the site survey application and thus were seeking
a judicial review that could lead to the granted consent being
overturned. Noting that judicial reviews can be lengthy, and
following consultation with our JV partners and legal advisors, we
took a decision to advise the government that we would not act
on the consent granted. This was done in late November 2018
and the Company instead opted to submit a new application,
which it did in February 2019 following legal finality. This well site
survey application is currently being considered by the authorities
and subject to receipt, we’d expect to commence the site survey
later this summer. In April 2019, the Barryroe JV Partners also
submitted a Lease Undertaking application to the government.

During this period, the Barryroe JV Partners negotiated and
agreed outline terms for an Integrated Project Management
‘turn-key’ Contract with COSL, who in turn nominated the 6th
generation COSLInnovator semi-submersible drilling unit. In June
2019, we agreed an extension with APEC for the receipt of the
initial US$9 million loan advance, the proceeds of which will be
used to finance the well-site survey and consenting costs. The
balance of the loan advance of US$15 million is payable prior to
the spudding of the first well and is to cover Operator-related
drilling costs.

In the event that the initial US$9 million loan advance is not
received by the 5 July, the Company will need to raise equity to
fund its forward commitments.

Whilst Barryroe was our major focus, it is by no means our only
asset. In FEL 2/14, Diablo, we closed the farm-out for the
assignment of 35% equity and transfer of operatorship to Total.
This year, our attention will be focussed on the “Iolar” well which
is currently being drilled by CNOOC International. The importance
of this well on the Iolar pre-Cretaceous prospect is that it is
situated in the licence adjacent to FEL 2/14 and so the drilling will
test a similarly aged structure to Diablo.

In FEL 3/04, Dunquin, work continued to progress Dunquin South
towards drilling. Last May 2018, the Dunquin North post-well
results (including reservoir parameters, oil saturation levels etc)
were publicly released for the first time, highlighting some of the
unique geological attributes. Having previously licenced 3D data
over both Dunquin North and Dunquin South, the interpretation of
3D seismic data carried out during the year confirmed the
presence of the large Dunquin South prospect, a large potential
breach point imaged over Dunquin North prospect and where
internal seismic reflectivity and velocities indicate Dunquin Ridge to
be of sedimentary origin. With this very encouraging data, the
Dunquin JV partners agreed the 2019 programme and budget,
including the planned acquisition of an exploration well site survey
over Dunquin South. Unfortunately in June 2019, the Dunquin JV
partners elected to defer this survey to a future date.

In FEL 6/14, Newgrange, we acquired a well exploration site
survey last summer with some encouraging results being
obtained. A large number of seabed pockmarks were imaged on
the site survey data, with seabed sample geochemistry
demonstrating both biogenic and thermogenic hydrocarbon
sourcing signatures, indicating a potential
link to hydrocarbon
migration.

In FEL 2/19, Avalon, having previously applied to convert Licensing
Option 16/27 into a Frontier Exploration Licence, in February
2019, Ministerial consent was granted for the conversion. This

Providence Resources P.l.c. | Annual Report | 2018 3

C.E.O. – OPERATIONS REVIEW
(CONTINUED)

was then followed by a decision of the Avalon JV partners to
licence c. 1,500 km2 of multi-client 3D seismic data over FEL 2/19
which forms part of the larger Crean 3D seismic survey, which was
acquired by TGS in 2017. Under the terms of the farm-out
agreement agreed with Total in 2017, if the JV partners elect to drill
an exploration well on Avalon, Total will provide a 1.2 to 1 well
promote on the drilling of an exploration well (up to a well cost cap
of US$42 million) and thereafter, at working interest levels.

Financially, the Company recorded a loss for the financial year of
€4.779 million. Cash on the balance sheet at year end was
€7.617 million. At year end, the Company had no debt.

Environmental and Climate Change

The Paris Agreement on climate change in December 2015 set
out a framework for the limiting of carbon emissions from fossil
fuels. The aim is to hold global warming below 2 degrees increase
from pre-industrial era levels and to ensure that the global
emission peak is reached as soon as possible. This is one of a
number of policy and regulatory elements that will
increase
challenge in establishing the outlook for energy demand and how
energy suppliers will operate in the future.

The oil and gas exploration sector will come under increasing
scrutiny in all areas of operations and environmentally sensitive
regions. The cost of operations to ensure compliance with the new
regime that will come into effect to ensure that companies will
observe the highest standards of environmental, social and
corporate responsibility will increase.

in the
For oil and gas exploration companies to be successful
future, they will need to adapt to the new regulation while also
meeting the challenges of reducing their own carbon footprint. The
transitions towards a low carbon world will cause significant
changes in the way oil and gas companies operate. The
International Energy Agency has stated that oil and gas will
continue to play an important part of the mix of energy production
for the foreseeable future.

A change to a low carbon world will bring several challenges to our
operations and business model. There will be increased costs in
complying with new regulations to ensure that we meet the
highest industry standards while trying to minimise our impact on
the environment. An increased level of scrutiny over the way we
operate and where we operate could lead to more legal
challenges. Providers of capital will become selective of financing
projects to ensure that they have a minimal
impact on the
environment which in turn could lead to higher financing costs.
Carbon taxes will increase on oil and gas products to help with
the transition to renewable energy and ensure that the user will
pay for the pollution. The cost of licensing terms may become
more restrictive as we approach 2040 and beyond as the shift to
a lower carbon environment continues. There will be a shift within
the transport sector from the internal combustion engine to
electric vehicles which will reduce demand for oil within this sector.

According to the International Energy Agency, Oil and Gas
demand will be part of the energy mix going forward and
Providence will continue within the exploration sector while
ensuring its operations are carried out to the highest standards
while trying to minimise our carbon footprint.

Natural gas is the cleanest and lowest carbon fossil fuel and will
continue to play an important role in the medium term as gas will
replace coal and peat burning power stations while also

4 Providence Resources P.l.c. | Annual Report | 2018

complementing the intermittent power production of renewable
energy such as wind and solar.

Renewable energy will grow as part of the power producing
system as Ireland and the World aim to meet their commitments
under the Paris agreement. However, oil and gas still has a major
part to play in the energy mix.

The Company will play its part in the future of the Oil and Gas
sector while helping to limit its impact on the environment. We will
look at other opportunities that complement our exploration
activities such as the Geothermal power or Carbon Sequestration
Systems (“CCS”) but clearly our focus will remain on Oil and Gas
exploration for the foreseeable future as there is going to be a
demand for oil and gas for decades to come to support the
transition to a low carbon economy.

It is estimated that Global Gas demand will remain flat or grow
modestly until 2040 which will help fuel the changeover to
renewable energy so there is plenty to look forward in these
challenging times for our sector.

Climate Emergency Measures Bill 2018

Notwithstanding the progress made with our Irish portfolio, we
continue to closely monitor the proposals put forward in the
Climate Emergency Measures Bill, 2018. The Bill, if enacted in its
current form with no amendments, would materially impact the
Company. The Bill proposes to prohibit the Minister of Department
of Communications, Climate Action and Environment
(the
“Minister”) from granting any future licencing authorisation offshore
Ireland should the CO2 levels (as measured in Hawaii) exceed 350
ppm, a figure which was exceeded in 1990. As such, the
proposed Bill, if enacted, would ensure that no future successor
licencing authorisations could be issued, and this would be
detrimental to our business.

The Bill was first proposed in January 2018 and it went through a
public consultation process at Dail sub-committee stage in July
2018 where a number of interested industry parties provided
evidence on the need for the continuation of oil and gas
exploration and development offshore Ireland. These parties
included the Department of Communications, Climate Action &
Environment, Sustainable Energy Ireland, Gas Networks Ireland,
the Irish Offshore Operators Association (“IOOA”) and the
International Energy Agency. Providence was the only industry
participant who attended the public consultation hearings.

the environment and for

Over the past 15 months, since the Bill first surfaced, we have
been very active including preparing marketing literature,
underwriting reports and studies and working extensively with our
industry representative body, IOOA, to ensure that we get the
message out to a wider constituency about just how bad this Bill
is for
lobbying and
information campaigns have included meetings with industry
local suppliers, elected
organisations, representative bodies,
representatives as well as government officials to highlight our
concerns and opposition to the Bill. We also use these meetings
to present the facts and figures about the current and future needs
for oil and gas to power Ireland’s economy – and it is rising. Our
position is very simple – why would anyone want to increase CO2
levels by importing oil and gas from abroad, rather than using our
own resources?

Ireland. Our

Whilst the government has made its position very clear that it does
not support the advancement of this Bill, the government does

(cid:1) Business Review

not have a parliamentary majority and as such, the uncertainty
caused by the political machinations over this Bill remain very
unhelpful for any company operating offshore Ireland. The Bill went
to the Dail Select Committee stage on June 11, 2019 and it is still
being deliberated.

Whilst recognising the need to transition to a lower carbon world,
we believe that the Bill is bad for the environment and bad for
Ireland. Given Ireland’s relative geographical isolation and the fact
that Ireland currently imports 100% of its oil and c. 40% of its gas
needs, energy policy in Ireland is a very important issue, with a
number of critical factors to be considered including security of
impact of Brexit, the intermittent
energy supply, the potential
nature of installed renewable energy capacity, planning limitations,
coupled with the fact that the Irish economy is heavily reliant on
imported fossil fuels and so one needs to consider the significant
carbon footprint caused by importation.

Ireland has an ever-growing appetite for energy. As Sustainable
Energy Ireland (“SEAI”) pointed out in their submission to the Dail
subcommittee in July 2018, fossil fuels accounted for 77 per cent.
of all of Ireland’s energy needs in 2016 and this figure is expected
to increase to 87 per cent by 2030. Meanwhile, SEAI point out
that renewables accounted for 8 per cent. of all of Ireland’s energy
needs in 2016 and this figure is expected to increase to 12 per
cent. by 2030.

As such a key provider of energy, the oil & gas industry has an
important role to play in the evolution of Ireland’s National Energy
Policy. Whilst we will fight against the progression of this specific
Bill, we will continue to work proactively with government, industry
and other stakeholders to ensure that Energy Policy is treated with
the consideration and priority that it deserves as Ireland transitions
to a low-carbon future, whilst also ensuring that Ireland has
affordable access to energy.

Future Plans

As outlined above, whilst we continued to progress the existing
portfolio, we also evaluated a number of other
licence
opportunities offshore Ireland over the past year. Unfortunately, no
new opportunities were consummated. The advent of the Climate
Emergency Measures Bill has not only taken up a huge amount of
time, but it has also seriously influenced the transaction side of
the market.

Whilst our key focus is on our existing Irish portfolio, with particular
emphasis on Barryroe, we are also cognisant of the changing
attitudes towards E&P companies operating in the EU. As such,
the Company believes that it is prudent to continue to evaluate
international opportunities, with a particular focus on assets that
may have a quick pathway to monetisation, thereby providing a
future revenue stream for the business. During the past year, one
particular unique international opportunity was secured, but
unfortunately, the Company was unable to proceed with it.

Finally, as part of the evolution of the business, we are streamlining
the Company’s corporate structure to three wholly owned
operating subsidiaries:

EXOLA DAC is the subsidiary which holds the 40 per cent. interest
in SEL 1/11 (Barryroe)

of FEL 6/14 (Newgrange) and 26.846 per cent. of FEL 3/04
(Dunquin South). Other Irish licence interests will continue to be
held directly by the parent company, Providence Resources P.l.c.

Providence Renewables DAC is a new subsidiary that will be used
by the Company for any future activities in the renewable energy
arena, which may include offshore geothermal and CCS activities.

Renewables

Post-well reservoir studies at Dunquin North have confirmed the
potential presence of a large geothermal energy resource in the
southern Porcupine Basin. Whilst the prospect was originally
drilled as a hydrocarbon exploration target, the relatively high heat-
flow in the hyperextended southern Porcupine Basin has resulted
in unusually hot reservoir waters. In addition, Dunquin North has
been confirmed by drilling to comprise productive reservoir quality
intervals, something which had been a significant risk pre-drill due
to the relatively poor reservoir development encountered in wells
drilled in the area previously. The Company believes that there are
potentially more large-scale geothermal resources in this basin.

Access to the modern high-quality seismic data and well control
has allowed the Company’s subsurface team to build reservoir
models, similar to oil and gas fields in order to ascertain volumetric
estimates of the hot water contained in these reservoirs. Our
reservoir and drilling/operations engineers can then access
development scenarios using techniques such as reservoir
simulation and insulated well completions in order to model the
expected flows and temperatures of waters produced to the
seabed. Working in tandem with specialist oil
field service
providers, the electrical power generation potential of these
modelled hot water flows can be ascertained resulting ultimately
in a landed capacity and price of this dispatchable green base-
load electricity. The Company’s subsurface team then model the
return of the heat depleted waters to the subsurface reservoir for
reheating thus ensuring a closed cycle energy system.

The potential for offshore geothermal exploitation of the Dunquin
North reservoir system complements not only the Company’s
capabilities as an offshore oil and gas exploration company, but
also leverages on the Company’s unique datasets and expertise
that we have invested in over the past number of years. The
Company is also currently evaluating the potential for offshore
CCS utilising offshore reservoirs for the sequestration and storage
of produced CO2.

Summary

In summary, 2018 was a very busy year with the Barryroe Farm-
out being the main highlight. During 2019, we will continue to
advance Barryroe through the well preparations and consenting
process. Our key focus remains on receiving the loan advances
from APEC and implementing the well-site survey at Barryroe as
this drives all subsequent permitting requirements for the future
drilling programme.

Finally, I would like to thank all of our stakeholders and to
acknowledge the efforts of the Providence team and the continued
guidance and support of the Board of Directors.

Providence Porcupine DAC is the new subsidiary that will hold1 our
exploration interests in the Porcupine Basin, namely 28 per cent. of
FEL 2/14 (Diablo), 40 per cent. of FEL 2/19 (Avalon), 80 per cent.

Tony O’Reilly
Chief Executive

1 Subject to assignment by the Minister

Providence Resources P.l.c. | Annual Report | 2018 5

LIST OF ASSETS

Licence

Issued

Asset

Operator

Partners

PVR %

Type

NORTH CELTIC SEA BASIN

2011

2007

2016

BARRYROE

HOOK HEAD

HELVICK

SEL 1/11

SEL 2/07

HELVICK Lease
Undertaking

DUNMORE Lease
Undertaking

Providence*

APEC, Lansdowne

40.00*

Appraisal

Providence

Atlantic, Sosina

Providence

Atlantic, Sosina,
Lansdowne, MFDevCo

72.50

56.25

Appraisal

Appraisal

65.25

Appraisal

2016

DUNMORE

Providence

Atlantic, Sosina,
MFDevCo

NORTHERN PORCUPINE BASIN

FEL 2/04

2004

SPANISH POINT

Cairn

Providence, Sosina

58.00

Exploration

SOUTHERN PORCUPINE BASIN

FEL 2/19

FEL 2/14

FEL 3/04

2019

2014

2004

AVALON

DIABLO

DUNQUIN

GOBAN SPUR BASIN

Total

Total

Eni

Providence, Sosina

40.00

Exploration

Providence, Cairn, Sosina

28.00

Exploration

Providence, Repsol, Sosina 26.85

Exploration

FEL 6/14

2014

NEWGRANGE

Providence

Sosina

80.00

Exploration

KISH BANK BASIN

SEL 2/11

2011

KISH BANK

Providence

100.00

Exploration

ST GEORGE’S CHANNEL BASIN

SEL 1/07

2007

DRAGON

Providence

100.00

Exploration

* Held through wholly owned subsidiary, Exola DAC.

LO16/22

-2
5
0
m

/

FE L4/06

LO16/24

FEL1/04

-3
0
0
0
m

-175
-1
2
5
0
m

-
1
0
0
0
m

0
m

-
7
5
0
m

m

0

5

- 2

-
5
0
0
m

FEL2/04
(Spanish Point)

FEL3/14

-
2

7

5

0

m

LO16/18

FE L5/13

300m

LO16/19

FEL1/13

FEL2/13

FEL2/19
(Avalon)

-
3

0

0

0

m

FEL3/18

LO16/28

FEL5/18

FEL1/19

FEL3/04
(Du n quin)

FEL3/13

FE L1/17

FEL2/14
(Diablo)

-
2
2
5
0

m

FE L11/18

-

2

5

0

m

FEL10/18

FEL8/18

FEL7/18

FEL12/18

FEL9/18

FEL1/18

FEL3/08

FEL4/18

FEL6/18

FEL2/18

FEL6/14
(N ewgran ge)

LO16/31

6 Providence Resources P.l.c. | Annual Report | 2018

-
5
0
m

100

m

100m

m

0

0

3

I rel a n d

m

0

1 0

3
0
0
m

m

0

0

3

300m

m

0

0

3

1

0

0

m

10

0

m

m

0
0

1

m

0
0

1

-5
0
m

m

300

S E L 2 /1 1
( K i s h B a n k )

m
0
5
-

S E L 1 /0 7
( D r a g o n )

3
0
0
m

3
0
0

m

m

0

1 0

3

0

0

m

U n i te d
K i n g d o m

300 m

m

0

0

3

0

3

m
300

0

m

1 0 0 m

-10
0

m

Se ve n H e a d s

H el vi ck LU

P L 0 1

L O 1 6 /3 0

SE L 2 /0 7
(H ook H ea d )

D u n m or e L U

100m

SE L 5 /0 5

LO 1 6 /32

S E L 4/0 5

SE L 1/11
(B a rryroe)

-100m

-100m

m

0

0

-1

-10
0
m

1

0

0

m

3

0

0

m

3
0
0

m

1

0

0

m

100

m

m

10 0

100 Km

(cid:1) Business Review

m

m

10 0

0

- 5

-50m

at Barryroe and was conditional on completion of ancillary legal
documentation required to implement the terms of the FOA, and
was subject to the approval of the Minister of Department of
Communications, Climate Action and Environment.

Appraisal: Celtic Sea

3

0

0

m

/

m

0

1 0

1 0 0 m

I rel a n d

m

0

1 0

1 0 0 m

D u n m or e L U

H el vi ck LU

SE L 2 /0 7
(H ook H ea d )

L O 1 6 /3 0

Se ve n H e a d s

S E L 4/0 5

P L 0 1

SE L 5 /0 5

-1 0 0 m

SE L 1/11
(B a rryroe)

-100m

1 0 0 m

-

-1 0 0 m

50 Km

-100m

-100m

-100 m

-10 0   m

m

0

1 0

-

U n i te d
K i n g d o m

I rel a n d

Barryroe
The Barryroe oil discovery is located in Standard Exploration
Licence (“SEL”) 1/11, off the south coast of Cork in the North
Celtic Sea Basin. Through its wholly owned subsidiary EXOLA, the
Company holds a 40 per cent. working interest in and is operator
of SEL 1/11, with JV partners APEC and Lansdowne holding
working interests of 50 per cent. and 10 per cent., respectively.
Originally licenced in 2008 as a Licensing Option, the licence was
converted to a Standard Exploration Licence in 2011. In April
2019, the Barryroe JV Partners applied to convert SEL 1/11 into
a Lease Undertaking.

In 2011/2012, EXOLA (80 per cent.) and Lansdowne (20 per cent.)
drilled the 48-24/10z appraisal well, which was the sixth well to be
drilled on the Barryroe structure. This well tested at a rate of
c.3,500 BOPD in March 2012. A Competent Person’s Report
(“CPR”) was carried out by Netherland Sewell and Associates, Inc
in 2013 which confirmed oil in place (2C) of 761 MMBO in the
basal Wealden sands with recoverable 2C resources of 266
MMBO. A previous audit by RPS on the middle Wealden sands
attributed oil in place (2C) of 287 MMBO, with recoverable 2C
resources of 45 MMBO and 21 BCF.

Post the publication of the CPR, a farm-out process commenced
with the objective of bringing in a suitably qualified company to
advance the Barryroe project towards field sanction/development.
In March 2018, EXOLA and its partner, Lansdowne signed a
Farm-Out Agreement with APEC in relation to SEL 1/11. This
Farm-Out Agreement provided for the drilling of a number of wells

In September 2018, following the consent of the Minister to the
assignment of a 50 per cent. working interest in SEL 1/11 to
APEC. EXOLA, APEC and Lansdowne signed an Updated
Farm-out Agreement (“Updated FOA”) leaving EXOLA with 40 per
cent. working interest and Lansdowne with a 10 per cent. working
interest. Under the terms of the Updated FOA, APEC is providing
a fully cost-carried firm programme comprising of the drilling and
testing of four vertical wells and one horizontal side-track, plus the
optional drilling of two additional horizontal wells together with loan
advances to EXOLA for certain agreed project and operational
costs totalling US$24 million. EXOLA will act as Operator for the
execution of
the Barryroe drilling programme and following
completion of the Barryroe drilling programme, APEC will have the
right to become Operator for the development/ production phase
(subject to Ministerial consent).

Pursuant to the terms of the Updated FOA, APEC is directly
responsible for paying 50% of all cost obligations associated with
the Barryroe drilling programme, and the Option Wells (if
applicable). APEC will finance, by way of a non-recourse loan
facility (the “Loan”), the remaining 50% of all cost obligations
attributable to EXOLA and Lansdowne in respect of the Barryroe
drilling programme as well as the Option Wells (if applicable). The
Loan, drawable against the budget for the Barryroe drilling
programme, will incur an annual interest rate of LIBOR +5% and
will be repayable from production cashflow from SEL 1/11 with
APEC being entitled to 80% of production cashflow from SEL 1/11
until the Loan is repaid in full. Following repayment of the Loan,
APEC will be entitled to 50% of production cashflow from SEL
1/11 with EXOLA and Lansdowne being entitled to 40% and 10%
of production cashflow, respectively. The 4.5% net profits Interest,
held by San Leon Plc, was not assigned to APEC and so remains
the obligation of EXOLA.

In November 2018, an application for a judicial review was taken
by An Taisce against the Minister and the Attorney General of
Ireland, challenging the legality of the permission granted to
EXOLA to conduct well-site survey operations at Barryroe. As
announced in November 2018, whilst the Company was only a
notice party to the issued legal proceedings, noting the potential
delay and uncertainty that such a judicial review could have
caused, the Company took a decision not to act on the granted
well site survey permission with immediate effect.

The application for a judicial review by An Taisce was considered
by the Courts on January 30, 2019 where an Order of Certiorari
by way of application for judicial review quashed the decision of
the Minister of 8 October 2018 granting permission to EXOLA to
conduct a seabed debris clearance, environmental baseline and
habitat assessment site survey at Barryroe in SEL 1/11, together
with the supporting environmental impact assessment screening
determination dated 23 July 2018.

Providence Resources P.l.c. | Annual Report | 2018 7

The Company holds a 65.25 per cent. working interest in, and is
Operator of, Dunmore which is located c. 40 km off the south
coast of Ireland and is situated in c. 70 m water depth. Previously
held under SEL 2/07, the area is now held under a Lease
Undertaking. The other working interests in Dunmore are Atlantic
(16.5 per cent.), Sosina (8.25 per cent.), and MFDevCo (10 per
cent.). The audited recoverable resource estimate for Helvick is c.
3 MMBO, whilst the joint ventures’ latest internal work indicates a
STOIIP resource estimate for Dunmore of up to c. 17 MMBO.

In November 2013, the Company agreed a phased farm-in in
relation to the Helvick and Dunmore discoveries with MFDevCo,
formerly known as ABT Oil and Gas, a UK based company who
has proprietary technology for the deployment of
low-cost
development solutions for marginal fields. As part of the farm-in,
MFDevCo undertook to assist the joint venture partners in the
carrying out of a detailed phased work programme. In March
2016, the Minister awarded a separate Lease Undertaking for both
the Helvick and Dunmore oil discoveries, for which the Company
has sought a further extension to allow MFDevCo to carry out their
work programme. This extension request is still pending.

Subject to the time extension being granted, the MFDevCo work
the discoveries can be
programme will determine whether
developed commercially, through the use of MFDevCo’s low-cost
development technologies. If the joint venture partners determine
that the discoveries can be developed commercially, MFDevCo
will carry out the work required to prepare and submit, to the
Minister, an outline plan of development and an application for a
Petroleum Lease. Subject to the award of a Petroleum Lease by
the Minister, the next phase of the work programme would then
involve the preparation and submission of a formal plan of
development to the Minister. Subject to completion of the work
the plan of
programme in full and Ministerial approval of
development, MFDevCo will earn in aggregate a 50% working
interest in the Helvick and Dunmore discoveries.

LIST OF ASSETS
(CONTINUED)

In February 2019, EXOLA applied to the Minister for a new
permission to carry out well site survey activities at Barryroe.
Without prejudice to the site survey application and approval
process, EXOLA is now planning to be in a position to conduct its
well-site survey operations in Q3 2019.

Since the signing of the Updated FOA, EXOLA, APEC and
Lansdowne have been working on progressing multiple work
streams to deliver the Barryroe drilling programme, including the
contractual arrangements with key service providers. Earlier in the
year, the JV partners agreed outline terms with COSL for an
Integrated Project Management Contract. In February 2019, the
Company confirmed that the “COSLInnovator” semi-submersible
drilling unit had been nominated by COSL for the Barryroe drilling
programme. In April 2019, the Barryroe Partners submitted a
Lease Undertaking application over Barryroe. In June 2019, the
Company agreed an extension with APEC for the receipt of the
initial US$9 million loan advance, the proceeds of which will be
used to finance the well-site survey and consenting costs. The
balance of the loan advance due from APEC of US$15 million is
payable prior to the spudding of the first well and is to cover
operator related drilling costs.

Hook Head
SEL 2/07 was awarded to the Company and its partners in 2007.
The current working interests in Hook Head are Providence
(72.5 per cent.), Atlantic (18.3 per cent.), and Sosina (9.2 per
cent.), with the Company acting as Operator.

Hook Head has had four wells drilled on it, all of which have logged
hydrocarbon bearing reservoir intervals. Hook Head has audited
recoverable resources of c. 35 MMBO (2C) in the drilled central
part of the structure. The Company has made an application to the
government for a Lease Undertaking to allow the partners to
evaluate innovative methods to commercialise this discovery with
third parties. This application is still pending.

Helvick & Dunmore
The Company holds a 56.25 per cent. working interest in, and is
Operator of, Helvick which is located c. 40 km off the south coast
of Ireland and is situated in c. 75 m water depth. Previously held
under SEL 2/07, the area is now held under a Lease Undertaking.
The other working interests in Helvick are Atlantic (16.5 per cent.),
Lansdowne (9 per cent.), Sosina (8.25 per cent.) and MFDevCo
(10 per cent).

8 Providence Resources P.l.c. | Annual Report | 2018

Exploration: Diablo

/

LO16/18

U n i te d
K i n g d o m

FEL5/13

I rel a n d

-

7

5

0

m

LO16/19

FEL1/13

FEL2/13

FEL2/19

FEL1/19

FEL3/04

m

m
0
0
0
-2

m
0
0
-5

m
0
5
-7

m
0
0
-10

m
0
5
-12

m
0
0
-15

-175 0

FEL3/18

LO16/28

FEL2/14
(Diablo)

-2000m

FEL5/18

-

2

5

0

0

m

m

-2 2 5 0

-

2

7

5

0

m

-3250

m

-

3

5

0

0

m

50 Km

- 3 0 0 0 m

FEL11/18

FE L12/18

Diablo
The Diablo exploration prospect, located in FEL 2/14, off the west
coast of Ireland in the Porcupine Basin, was licenced in 2014,
being a successor authorisation to Licensing Option (“LO”) 11/9
issued as part of the 2011 Atlantic Margin Licensing Round. The
Company holds a 28 per cent. interest in FEL 2/14 with partners
Total, Cairn and Sosina, who hold 35 per cent., 30 per cent. and
7 per cent, respectively. The licence is now operated by Total.

During the initial pre-FEL 2/14 authorisation phase (LO 11/9 – from
2011 through 2013), the 2 joint venture parties (Providence,
80 per cent. working interest and Operator, and partner Sosina,
20 per cent working interest) identified two large vertically stacked
Paleocene (“Druid”) and Lower Cretaceous (“Drombeg”)
fan
systems with notable Class II amplitude versus offset (“AVO”)
anomalies primarily from 2D seismic data acquired in 2008. The
joint venture also identified the deeper Diablo four way dip closure
exploration structure. The joint venture subsequently agreed to
licence part of a multi-client 3D seismic survey over the area. This
3D survey was acquired in the summer of 2014 and was
subsequently processed in 2014/15. Having completed the
seismic processing of the 3D data, in late 2015, the Company
entered into an exploration collaboration agreement with
Schlumberger in respect of the southern Porcupine and Goban
Spur Basins.

Over a six month period, a multi-disciplinary team of 24 technical
professionals from Schlumberger and six from the joint venture
focusing on the primary technical
worked on this project

(cid:1) Business Review

disciplines of Geology, Geophysics, Geomechanics and Petroleum
Systems Modelling. In April 2016, the Company announced the
key results of the collaborative project in relation to the Druid and
Drombeg exploration prospects, with Druid being assessed as
having cumulative in-place un-risked prospective resources of
3.180 BBO (Pmean) and Drombeg being assessed as having
in-place un-risked prospective resource of 1.915 BBO (Pmean).

In June 2016, the Company confirmed its intention to carry out
exploration drilling on the Druid prospect and financing was
provided from its shareholders,
through the issuance of
457.5 million ordinary shares of €0.10 at a price of £0.12 to
institutional and other investors raising in aggregate approximately
US$ 70 million. Over the subsequent 9 months, the Company put
in place a programme, including contracting the Stena “IceMax”
drillship, to carry out the drilling of 53/6-1 exploration well. During
this period, the Company also carried out a farm-out campaign
which resulted in the successful conclusion of 2 major commercial
transactions, the financial benefits of which allowed the 53/6-1
exploration well to be deepened to drill the Drombeg prospect.

In March 2017, the Company signed a farm-out agreement with
a subsidiary of Cairn Energy, which saw Cairn take a 30 per cent.
working interest in the 53/6-1 exploration drilling programme on
the basis that they fund 1.5 times their equity (up to a well cap of
US$ 42 million) and thereafter, at their 30 per cent. working
interest. In June 2017, the Company announced an option deal
with a subsidiary of Total, whereby Total paid Providence & Sosina
(on a 80/20 basis, respectively) US$ 27 million to have the right to
take a 35 per cent. working interest in FEL 2/14, such option to be
exercised 60 working days post the completion of the 53/6-1
exploration well drilling programme. This option was exercised by
Total at the end of December 2017.

The 53/6-1 exploration well spud in July 2017 with the first target
reservoir interval, Druid, intersected within pre-drill prognosis by
the end of July. As announced in August 2017, the reservoir was
found to be water bearing. Drilling operations then continued
through September 2017, when the Lower Cretaceous Drombeg
reservoir interval was intersected (within pre-drill prognosis) and
was also found to be water bearing. With data acquisition carried
out and with the drilling operations safely concluded, the well was
plugged and abandoned in accordance with pre-drill plans, and
the rig went off-hire at the end of September 2017.

The other main exploration prospect identified in FEL 2/14 is the
pre-rift Jurassic Diablo target. This play is a faulted upthrown
structural closure located deep beneath Druid and Drombeg.
Diablo is similar to established Jurassic Brent plays in the North
Sea, as well as the recently emerging Jurassic successes in the
conjugate Flemish Pass Basin, offshore Eastern Canada such as
Bay du Nord. Diablo has been mapped using 3D seismic data and
closes over a c. 180 km2 area. The prospect is deeply buried, lying
c. 5 km below the seabed at a similar depth to the Elgin-Franklin
Total-operated fields in the UK Central North Sea. Notably,
CNOOC International and partner ExxonMobil are currently drilling
a similar play to Diablo in a more basin margin and shallower
location with their Iolar exploration well. The results of this well will
have a lot of bearing on the future exploration efforts in FEL 2/14.

Providence Resources P.l.c. | Annual Report | 2018 9

LIST OF ASSETS
(CONTINUED)

Exploration: Dunquin

U n i te d
K i n g d o m

Eni (27.5 per cent.), Repsol (25 per cent.), Providence (16 per
cent.), Atlantic (4 per cent) and Sosina (2 per cent).

m

-500

LO16/18

I rel a n d

FEL3/14

FEL5/13

LO16/19

FEL1/13

FEL2/13

m
0
5
-12

m

0

0

-1 5

m

-1750

m

0

0

0

- 2

FEL2/19

LO16/28

FEL1/19

FEL3/04
(Dunquin)

-

-

1

0

7

5

0

0

0

m

m

-

5

0

0

m

-

2
5
0

m

FEL3/18

FEL2/14

-

2

5

0

0

m

50 Km

-

2

2

5

0

m

FE L3/13

FE L1/17

-

2

0

0

0

m

FE L11/18

Dunquin South
The Company holds a 26.846 per cent. working interest in FEL
3/04 with Eni acting as Operator. The other equity interests in FEL
3/04 are Eni (36.913 per cent.), Repsol (33.557 per cent.) and
Sosina (2.684 per cent.) The licence lies in the southern Porcupine
Basin, c. 200 km off the south-west coast and in c. 1,500 m water
depth.

FEL 3/04 was originally awarded in 2004 to the Company (80 per
cent., Operator) and partner Sosina (20 per cent.). In 2006, the
Company and Sosina agreed a farm-in with ExxonMobil, whereby
they assumed an 80 per cent. working interest in return for a pre-
agreed investment programme. This transaction reduced the
Company’s working interest to 16 per cent. and Sosina’s working
interest to 4 per cent. In 2006, the JV partnership acquired c.1,500
line km of 2D seismic reflection profile data over FEL 3/04, with the
Company acting as Operator.

In 2009, Eni farmed into FEL 3/04 for a 40 per cent. working
interest, resulting in revised working interests of Providence
(16 per cent.), ExxonMobil (40 per cent.), Eni (40 per cent.) and
Sosina (4 per cent.) Separately, ExxonMobil assumed operatorship
and moved the partnership to the next phase of the licence by
formally making a well commitment. In 2011, Repsol farmed in for
a 25.0 per cent. working interest, thereby changing the working
interests to ExxonMobil (27.5 per cent.), Eni (27.5 per cent.),
Repsol (25 per cent.), Providence (16 per cent.) and Sosina (4 per
cent.). In 2013, Atlantic Petroleum farmed into the licence resulting
in final pre-drill working interests of ExxonMobil (25.5 per cent.),

10 Providence Resources P.l.c. | Annual Report | 2018

Drilling operations on the 44/23-1 Dunquin North exploration well,
situated on the northern flank of a c. 700 km2 intra-basinal ridge
system, were completed in July 2013 reaching a final total depth
of c. 5,000 m MDBRT. The primary Lower Cretaceous Dunquin
North prospect was encountered within the pre-drill depth
prognosis and comprised a thick over-pressured carbonate
reservoir system. The well was terminated having drilled a total
thickness of c. 250 m of massive porous carbonate reservoir.
Preliminary well analysis indicated the reservoir to be water
bearing, however, petrophysical log interpretation, elevated gas
levels, together with oil shows in sidewall cores over the upper
section of the reservoir, suggested the presence of a residual oil
column.

In 2014, the results of the post well analysis from the Dunquin
North exploration well were announced which confirmed that the
prospect contained at least a c. 44 m residual oil column in a thick,
over-pressured, high porosity carbonate reservoir system that was
breached, with pre-breach oil STOIIP volumetrics of c. 1.2 BBOE,
and with a current estimated residual oil STOIIP of c. 600 MMBO.
ExxonMobil, the then Operator, also carried out an assessment of
the other exploration prospect contained in FEL 3/04, Dunquin
South, which identified un-risked hydrocarbons in place of 3.475
BBOE (Pmean), with a recoverable estimate of 1.389 BBOE (Pmean).

In July 2015, the Company announced the acquisition of Atlantic’s
4 per cent. working interest. In March 2016, the Company
announced that Dunquin North post-well
technical studies
continued with a focus on the future potential of the adjacent
Dunquin South exploration prospect. Additional stacked potential
was also assessed in the underlying c.700 km2 Dunquin Ridge. A
re-analysis of the 44/23-1 Dunquin North well data suggested that
the original hydrocarbon column may have been significantly
greater than the previously reported 44m and may have covered
the entire 250 m drilled interval, with read-through implications for
the Dunquin South prospect and the underlying Dunquin Ridge.

Following the announcement in August 2016 of ExxonMobil’s
withdrawal from FEL 3/04, the remaining partners in FEL 3/04
increased their respective working interests in the licence through
a pro-rata distribution of ExxonMobil’s working interest, with Eni
assuming the role of Operator.

In April 2017, the Company announced that the Dunquin JV
partnership had agreed to licence 1,800 km2 of 3D data over FEL
3/04 to be acquired as part of a multi-client seismic survey during
summer 2017. The purpose of licensing this 3D seismic data was
to try to differentiate between the breached Dunquin North
structure and the undrilled Dunquin South structure.

In November 2018, the Company announced that the FEL 3/04
partners had approved the budget for the acquisition of a well-site
survey to be carried out over Dunquin South in 2019, which is a
pre-requisite for the drilling of an exploration well. This site survey
was planned to be carried out in Q3 2019, but unfortunately in
June 2019, the Dunquin JV partners elected to defer this survey
to a future date.

Exploration: Newgrange

LO16/28

FE L3/13

FE L1/17

U n i te d
K i n g d o m

-
5

0

0

m

-75

0

m

I rel a n d

FE L11/18

FEL3/18

/

FEL2/14

m

0

0

5

2

-

m

0

0

5

- 2

m

0

-2 7 5

- 3 0 0 0 m

FE L12/18

-
5
0
0
m

FEL7/18

-1

7

5

0

m

FEL8/18

FEL9/18

FEL1/18

FEL4/18

-

1

5

0

0

m

-

1

7

5

0

m

-

2

0
0
0

m

-

-

2

3

5

0

0

0

0

0

m

m

FEL3/08

FEL6/14
(Newgrange)

FEL6/18

FEL2/18

-
5
0
0
m

-
7
5
0
m

-
1
0
0
0
m

-
2
5
0
m

-3

5

0

0

m

-

2

2

5

0

m

50 Km

-12
5

0

m

-12

5

0

m

-1500 m

-750m

-750

m

Newgrange
The Company currently holds an 80 per cent. working interest in
FEL 6/14, with partner Sosina holding 20 per cent. The licence
lies in the Goban Spur Basin, some 260 km off the south-west
coast of Ireland, in c. 1,000 m water depth. FEL 6/14 was
originally awarded to the Company and its partner Sosina in
October 2011 as LO 11/11, during the 2011 Irish Atlantic Margin
Round. In April 2014, LO 11/11 was converted into FEL 6/14 with
the same working interests.

The Newgrange prospect is a similar Lower Cretaceous carbonate
play-type to the previously drilled Dunquin North residual oil
accumulation located in FEL 3/04. Whilst the Newgrange prospect
is located in c. 1,000 m water depth, it is notable that the crest of
the Cretaceous closure is just c. 500 m below the seabed which
means that this prospect should be particularly cost-effective to
drill. The previously drilled 62/7-1 well, which was located c. 30 km
from the Newgrange prospect and was drilled down-structure,
encountered hydrocarbon shows in sands of Lower Jurassic age
indicating the presence of an active petroleum system.

(cid:1) Business Review

In 2014, a non-exclusive multi-client 2D seismic survey was
acquired over Newgrange and the surrounding area, of which the
Company licenced c. 2,500 line km of data. Geopressure analysis
from the acquired 2D seismic data indicated the likely presence of
top-seal at Newgrange. Pre-stack seismic inversion and rock
physics analysis showed low acoustic impedance, indicative of
good quality reservoir within the Lower Cretaceous section.
Mapping of the 2D seismic data indicated the pre-rift Base
Cretaceous Newgrange structural closure to be much larger than
previously thought covering a total area of c. 1,800 km2 with
c. 1,000 km2 within the Company’s licenced area.

In July 2016, the second phase results from the Schlumberger
exploration collaboration project were released. The results
supported top seal and reservoir presence for the Cretaceous
Newgrange target. The estimated gross un-risked Prospective
Resource potential for Newgrange was estimated at c. 13.6 TSCF
GIIP or c. 9.2 BBO STOIIP. In addition, top seal capacity analysis
indicated the potential for a hydrocarbon column of up to c. 350 m.

In 2017, the Company applied for consent to carry out an
exploration well-site survey, with Gardline being awarded the
contract to carry out such survey. The survey, which was acquired
in Q3 2018, confirmed the presence of 262 seabed pockmarks
with seabed samples demonstrating both biogenic and
thermogenic hydrocarbon sourcing signatures indicating a
potential link to active hydrocarbon migration.

Providence Resources P.l.c. | Annual Report | 2018 11

LIST OF ASSETS
(CONTINUED)

Exploration: Avalon

m

-250

/

LO16/24

U n i te d
K i n g d o m

FEL2/04

-

2

5

0

m

I rel a n d

FEL3/14

FEL5/13

LO16/18

LO16/19

FEL1/13

FEL2/13

FEL2/19
(Avalon)

-

5
0
0

m

-

7
5

0

m

-

1

0

0

0

m

FEL1/19

FEL3/04

1 7 5 0 m

-

m
0
5
-12

m
0
0
-15

FEL3/18

50 Km

m

0

0

-2 0

LO16/28

FE L3/13

FE L1/17

Avalon
The Company holds a 40 per cent. working interest in FEL 2/19
with Total acting as Operator. The other working interests in FEL
2/19 are Total (50 per cent.) and Sosina (10 per cent.) The licence
lies in the southern Porcupine Basin, c. 150 km off the west coast
and in c. 1,300 m water depth.

In 2016, the Company (80 per cent.) and its partner Sosina (20 per
cent.) were awarded Licensing Option 16/27 over a 1,324 km2
area. The LO 16/27 lies directly adjacent to and north of FEL 3/04
which contains the 600 MMBO Dunquin North residual oil
accumulation and the Dunquin South exploration prospect.

During regional interpretation and mapping of vintage 2D seismic
reflection data, Providence identified an areally extensive
(c. 550 km2) north-south orientated Paleocene basin-floor channel
and fan system (‘Avalon’) within the axial part of the Porcupine
Basin. The Avalon system, which is located c. 2,500 m BML, is
interpreted to be sourced from the north of the basin and shales
out in a southerly distal direction. A structural flexure down to the
north negates the requirement for sandstone pinch out in the
proximal sediment transport direction, greatly improving reservoir
sealing potential. The presence of a thick sandstone interval is
indicated by compactional drape morphologies which are imaged
within parts of the system. The pre-existing Mesozoic structural
grain appears to have exerted some control on deposition as
the system within pre-existing
evidenced by thickening of
structural lows. Whilst limited seismic reflection gather data were
available during the evaluation phase, the available data suggested
the potential for a depth-conformant AVO anomaly.

In June 2017, the Company agreed a farm-out with Total. In
consideration for Total taking a 50 per cent. working interest in LO
16/27, Total agreed to pay its pro-rata share of past gross costs
of c. US$ 0.175 million and in addition to its pro-rata share, pay
21.4 per cent. of the past and future costs during the 2-year term
of LO 16/27, subject to a gross cost cap of US$ 1.33 million.
Under the terms of the Farm-out Agreement, Total assumed
operatorship of LO 16/27. The Farm-out also provided that, in the
event that the JV partners agreed to convert LO 16/27 into a
Frontier Exploration Licence, and a subsequent decision is taken
to drill an exploration well, Total will pay 60 per cent. of the drilling
costs, subject to a gross well cap of US$ 42 million.

In January 2019, Ministerial approval was given for the conversion
of LO 16/27 to FEL 2/19. In February 2019, Total, Providence and
Sosina licensed c. 1,500 km2 of multi-client 3D seismic data over
FEL 2/19 which forms part of the larger Crean 3D seismic survey,
which was acquired by TGS in 2017. These new multi-client 3D
data should significantly improve the delineation of the Avalon
together with facilitating any drill-decision on the
prospect
prospect.

12 Providence Resources P.l.c. | Annual Report | 2018

Exploration: Kish Bank and Dragon

/

300m

m
0
0
6

m
0
0
1

I r el a n d

1

0

0

m

m

0

0

1
-

S E L 2 /1 1
( K i s h B a n k )

m
0
5
-

m

0

- 5

U n i te d
K i n g d o m

-
5
0
m

I rel a n d

10
0
m

3

0

0

m

30

0

m

m
0
-10

-5
0
m

-10
0
m

SE L 1 /0 7
( D r a g o n )

-5
0
m

50 Km
m
0
-10

100

m

10

0

m

U n i te d
K i n g d o m

100m

Kish Bank
The Company holds an 100 per cent. working interest in SEL
2/11, which lies c. 8 km offshore Dublin in c. 25 m water depth.
Licensing Option (“LO”) 08/2 was originally awarded in 2008 to
the Company (50 per cent.) and Star Energy (a subsidiary of
Petronas, 50 per cent.), with the Company acting as Operator. In
December 2011, LO 08/2 was converted into SEL 2/11 with the
same working interests and an exploration well commitment was
made by the JV partners. The Lower Triassic Sherwood
Sandstone Kish Bank Oil Prospect has estimated un-risked
recoverable prospective resources of c. 210 MMBO.

(cid:1) Business Review

In January 2012, a Foreshore Licence application was made to
carry out temporary seismic and exploration drilling works on the
Kish Bank Oil Prospect. This Foreshore Licence was granted to
the Company in October 2012. In February 2013, the Company
elected to voluntarily surrender the Foreshore Licence when it
became clear that there had been a governmental transposition
error in relation to the European EIA Directive. In 2014, this
transposition error was finally corrected but further consultation is
required with the government regarding the application of the
Foreshore Act.

In January 2016, the Company assumed a 100 per cent working
interest in SEL 2/11 and subsequently, the Company sought a
further time extension from the Irish government so that the
Company can try to advance the requisite permitting process for
the drilling of an exploration well.

The status of the licence is currently under review and discussion
with the regulatory authorities pending clarity on the Foreshore Act
and the ability of the Company to carry out its planned activities.

Dragon
SEL 1/07 was awarded to the Company in February 2007
(100 per cent.), having previously being held under a Licensing
Option authorisation. The licence is situated on the Irish/UK
median line in the St George’s Channel.

Having relinquished the adjacent UK licence (P1930) due to limited
resource potential, based on newly reprocessed PSDM 3D
seismic data, the Company is discussing the future status of the
Irish licensing authorisation with the Irish regulator.

Providence Resources P.l.c. | Annual Report | 2018 13

LIST OF ASSETS
(CONTINUED)

Exploration: Spanish Point

m

m

-1250
-10
0
0
-7
5

/

-5

m

m

0

0

0

LO16/24

FEL1/04

m

-250

FEL2/04
(Spanish
Point)

-

5

0

0

m

-

2

5

0

m

LO16/18

50 Km

FEL3/14

FEL5/13

U n i te d
K i n g d o m

I rel a n d

FE L4/06

In 2011, the partnership moved to the next stage of the licence
with a commitment to drill an appraisal well on Spanish Point.
Under the CEPIL farm-in agreement, CEPIL’s cost exposure was
capped for up to two wells (or well and potential side-track). In
May 2013, CEPIL entered into a farm in agreement with Cairn
Energy PLC whereby Cairn became Operator with the objective to
drill an appraisal/exploration well on Spanish Point. As a result,
the revised working interests for FEL 2/04 then changed to Cairn
(38 per cent.), Providence (32 per cent), CEPIL (26 per cent.) and
Sosina (4 per cent).

In July 2014, the Company announced that the planned Spanish
Point appraisal well had been delayed to 2015 due to rig
refurbishment issues with the selected rig. In February 2015, the
Company acquired CEPIL, effective from November 2014, thereby
increasing the Company’s working interest to 58 per cent. in FEL
2/04 for a nominal consideration of US$1. In March 2015, planned
drilling activity was again deferred due to unforeseen changes to
the make-up of the joint venture and the consequent delay to the
securing of equipment and other necessary requirements. In
2015/2016, the Company carried out a farm-out process for part
of
its working interest in FEL 2/04. Due to the challenging
economic conditions and re-assessed geological interpretation,
no farm-out was concluded and the JV Partners were unable to
sanction drilling.

As a result, the JV partners (led by the Operator, Cairn) engaged
in discussions with the Irish regulatory authorities as to future
status of the licence – these discussions are ongoing. Accordingly,
due to this uncertainty on licence status, the Company elected to
impair the carrying value of FEL 2/04 to nil value in its accounts.

Spanish Point
The Company holds a 58 per cent. working interest in FEL 2/04
with Cairn (38 per cent., Operator) and Sosina (4 per cent.). The
licence is located in the northern Porcupine Basin, c. 170 km off
the west coast of Ireland and situated in c. 400 m water depth.

FEL 2/04 was originally awarded to the Company (80 per cent.,
Operator) and partner Sosina (20 per cent.) in 2004. In 2008, the
Company entered into a staged farm-in arrangement with
Chrysaor E&P Ireland Limited (“CEPIL”), with CEPIL assuming an
initial 30 per cent. working interest in return for carrying the costs
of a 3D seismic programme, which was subsequently acquired in
2009.

14 Providence Resources P.l.c. | Annual Report | 2018

BOARD OF DIRECTORS

(cid:1) Corporate Governance

Pat Plunkett

Tony O’Reilly

John O’Sullivan

Non-Executive Chairman
Joined Board: 10/2016

Chief Executive
Joined Board: 07/1997

Technical Director
Joined Board: 05/2010

Background
Pat Plunkett was appointed Non-
Executive Chairman of the Company
in October 2016. He was previously
Non-Executive Chairman of Tullow Oil
PLC from 2000 to 2011. He is
currently Executive Chairman of T5 Oil
and Gas Ltd, a private company he
founded in 2013. Pat has over 30
years’ experience in the financial
service sector. He was a founding
partner of the Riada & Co
stockbroking and corporate finance
businesses and following their
acquisition by ABN AMRO NV, he
continued to manage these
businesses until 1998.

Tony O’Reilly has been Chief Executive
of Providence Resources Plc since
2005, having founded the Company in
1997 and he has served as a Director
since its incorporation. He previously
worked in mergers and acquisitions at
Dillion Read and in corporate finance
at Cooper and Lybrand, advising
natural resources companies. He
served as Chairman of Arcon
International Resources PLC (having
been Chief Executive from 1996 to
2000) until 2005 when Arcon merged
with Lundin Mining Corporation.

John is a Chartered Geologist and a
Fellow of the Geological Society of
London. John has more than 25 years
of experience in the oil and gas
exploration and production industry
having previously worked with both
Mobil and Marathon Oil. John is a
qualified person as defined in the
guidance note for Mining Oil & Gas
Companies, March 2006 of the
London Stock Exchange.

Angus McCoss
Senior Independent
Non-Executive Director
Joined Board: 06/2017

Angus McCoss joined the Board as a
Non-Executive Director in June 2017.
Angus holds a Ph.D. in Structural
Geology and is a member of the
Advisory Board of the industry backed
Energy and Geoscience Institute of the
University of Utah. Angus is the
exploration Director and main Board
Director of Tullow Oil PLC, a leading
independent Oil and Gas, exploration
and production group, quoted on the
London, Irish and Ghanian stock
exchanges. Angus joined Tullow in
2006 following 21 years wide ranging
exploration experience and held a
number of senior positions in Shell.

Qualifications
Certificated Accountant

BA from Brown University

Geology Degree, masters in applied
Geophysics, masters in technology
management and Ph.D. Geology

Ph.D. Structural Geology

Training/Upskilling
As a Certificated Accountant, Pat
ensures that his skills are kept up
to date.
As a non-executive director of
Providence Resources Plc, he is kept
informed on relevant regulatory
compliance and statutory matters
through briefings by external advisors
and has access to the Company’s
external advisors as required.

Independent
No
Under the QCA principle, Pat is
deemed to be non-independent on
the basis that he is Chairman of T5, a
company in which Pageant Holdings
Ltd, a notifiable shareholder of
Providence (14.02% as at April 9,
2019), is also a shareholder. The
Board is satisfied that it has in place
effective processes and procedures to
ensure that any conflicts of interest
that might arise can be managed
appropriately.

Skills
Pat has a good financial
understanding of the challenges a
growing Oil and Gas business faces
from his time spent at Tullow Oil Plc.

The executive directors are kept
informed on relevant regulatory
compliance and statutory matters
through briefings by external advisors
and all executive directors have
access to the Company’s external
advisors as required.

John as a Fellow of the Geological
Society of London is required to
complete continual professional
development training.
The executive directors are kept
informed on relevant regulatory
compliance and statutory matters
through briefings by external advisors
and all executive directors have
access to the Company’s external
advisors as required.

Angus undergoes continues training
on regulatory and compliance
requirements in Tullow Oil Plc.
As a non-executive director of
Providence Resources Plc, he is kept
informed on relevant regulatory
compliance and statutory matters
through briefings by external advisors
and has access to the Company’s
external advisors as required.

N/a

N/a

Yes

Tony brings a wealth of experience
working in the Oil and Gas sector in
Ireland and aboard. He is acutely aware
of the challenges the industry faces.

John has a wealth of experience in the
Oil and Gas sector with an
understanding of the geology of
offshore Ireland.

Angus McCoss brings a wealth of
international exploration experience
to the Board.

Length of time on Board
2.5 Years

Committees

22 Years

NARC

M

M

Key External Appointments
Executive Chairman of T5

9 Years

M

2 Years

M

Irish Offshore Operators’
Association CLG

Exploration Director Tullow Oil Plc

Chairman

C

R

Remuneration

Audit

A

Nomination

N

M

Main Board

Providence Resources P.l.c. | Annual Report | 2018 15

BOARD OF DIRECTORS
(CONTINUED)

Philip O’Quigley

James McCarthy

Lex Gamble

Non-Executive Director
Joined Board: 06/2008

Non-Executive Director
Joined Board: 05/2005

Non-Executive Director
Joined Board: 08/2005

Background
Philip O’Quigley was Finance Director
of Providence Resources Plc from
June 2008 until his appointment as
Chief Executive Office of Falcon Oil
and Gas Plc in May 2012. Philip
continues to serve the Company in his
capacity as Non-Executive Director

James McCarthy was appointed as a
Non-Executive Director of the
company in May 2005 and was
appointed Chairman of the Board on
the retirement of Dr. Brian Hillary on
26 May 2015. He stepped down as
Chairman on 1 October 2016. James
is a former Director of Arcon
International Resources PLC.

Lex Gamble is a former Director of
Harris Private Bank NA, Northwestern
Trust Co., Keystone Capital Corp.,
General Nutrition Corp., Cardiac
Insights Inc. and Ashford Castle. He
has been an investment banker for
over 35 years serving as a Managing
Director of Smith Barney, Morgan
Grenfell and Kidder Peabody. He has
provided strategic advice to more than
200 U.S. and international companies,
including several in the FTSE 100 and
Fortune 500.

Qualifications
Bachelor of Commerce and
Chartered Accountant

Training/Upskilling
As a Chartered Accountant, Philip has
a requirement to complete continual
professional development training as
part of his professional qualification.
As a non-executive director of
Providence Resources Plc, he is kept
informed on relevant regulatory
compliance and statutory matters
through briefings by external advisors
and has access to the Company’s
external advisors as required.

Independent
No
Philip is deemed not to be
independent under the QCA principles
due to the length of tenure on the
Board being greater than 9 years.

Skills
Philip is in the unique position of
understanding the financial challenges
within the Oil and Gas sector for a
small E&P Company.

Length of time on Board
11 Years

Committees

NRC

M

Key External Appointments
CEO of Falcon Oil and Gas Plc

Bachelor’s Degree in civil law and an
MBA.

Bachelor of Arts from University of
Washington and master’s degree from
the Harvard Business School.

James as non-executive directors is
kept informed on relevant regulatory
compliance and statutory matters
through briefings by external advisors
and has access to the Company’s
external advisors as required.

Lex attends conferences to keep up
to date.
As a non-executive director of
Providence Resources Plc, he is kept
informed on relevant regulatory
compliance and statutory matters
through briefings by external advisors
and has access to the Company’s
external advisors as required.

No
James is deemed not to be
independent under the QCA principles
due to the length of tenure on the
Board being greater than 9 years.

No
Lex is deemed not to be independent
under the QCA principles due to the
length of tenure on the Board being
greater than 9 years.

James brings legal and finance
experience to the Board from a diverse
range of industries.

Lex brings a wealth of international
finance experience to the group and
an understanding of the US financial
environment.

14 Years

14 Years

C

R

NA

M

RC

A N M

CEO of Nissan Ireland Limited
Director of Corporate Finance
Ireland Limited
Windsor Motors

N/a

Chairman

Remuneration

Audit

C
16 Providence Resources P.l.c. | Annual Report | 2018

A

N

R

Nomination

Main Board

M

(cid:1) Corporate Governance

Mr. Tony O’Reilly, Chief Executive, has a service contract, effective
from 1 April 2017, with the Company in respect of services outside
of the Republic of Ireland through a company beneficially owned
by him, Kildare Consulting Limited. The emoluments and fees
payable under the above mentioned contract amounted to
€426,075 for the year ended 31 December 2018 (see Note 23
(Related Party Transactions)). The contract was renewed on 1 April
2019.The renewed contract is of two years duration and is subject
to one year’s notice period.

than the above,

Other
there have been no contracts or
arrangements during the financial year in which a Director of the
Company was materially interested and which was significant in
relation to the Company’s business.

Directors’ Shareholdings and Other Interests
The interests of the Directors and their spouses and minor children
in the share capital of the Company, all of which were beneficially
held, were as follows:

31 December
2017
Ordinary
Shares of
€0.10 each

31 December
2018
Ordinary
Shares of
€0.10 each

27 June
2019
Ordinary
Shares of
€0.10 each

1,000,000

1,000,000 1,000,000

500,011

226,154

400,000

167,531

203,300

0

0

500,011

500,011

226,154

226,154

400,000

400,000

167,531

167,531

203,300

203,300

0

0

0

0

Directors

Pat Plunkett

Tony O’Reilly

Dr. John O’Sullivan

Lex Gamble

Philip O’Quigley

James McCarthy

Angus McCoss

Company Secretary

Críona Ryan

DIRECTORS’ REPORT

The Directors submit their Annual Report together with the audited
financial statements of the Company (“the Company”) and its
subsidiaries (“Providence” or the “Group”) for the year ended
31 December 2018.

Principal Activities, Business Review and Future
Developments
Information with respect to the Group’s principal activities and the
review of the business and future developments as required by
Section 327 of the Companies Act 2014 is contained in the
Chairman’s Remarks, the CEO – Operations Review and List of
Assets on pages 6 to 14.

During the period under review, the principal focus of management
has been on the Group’s hydrocarbon interests, offshore Ireland.

Results for the Year and State of Affairs at
31 December 2018
The Consolidated Income Statement
the year ended
31 December 2018 and the Consolidated Statement of Financial
Position at that date are set out on pages 27 and 29 respectively.
The loss for the year amounted to €4.8 million and net assets at
31 December 2018 amounted to €81.9 million. No dividends are
recommended by the Directors.

for

Important Events since the Year End
In June 2019, the Company announced that the Dunquin South
well-site survey planned to be acquired in Q3 2019 was deferred.

In June 2019, the Company announced that it had agreed an
extension to July 5, 2019 for the receipt of the initial US$9 million
loan advance from APEC.

Directors
The Directors of the company during the year were Tony O’Reilly,
John O’Sullivan, Pat Plunkett, James McCarthy, Philip O’Quigley,
Lex Gamble and Angus McCoss.

Mr. James McCarthy and Mr. Pat Plunkett both retire from the
themselves for
Board by rotation and being eligible, offer
re-election.

Details of outstanding options granted are as follows:

Directors

Pat Plunkett

Tony O’Reilly

Dr. John O’Sullivan

James SD McCarthy

Lex Gamble

Philip O’Quigley

Angus McCoss

Secretary

Críona Ryan

At 31 December
2017

At 31 December
2018

1,750,000

12,000,000

9,000,000

1,750,000

12,000,000

9,000,000

400,000

400,000

400,000

400,000

400,000

400,000

800,000

15,000

275,000

400,000

400,000

400,000

400,000

400,000

400,000

800,000

15,000

275,000

Price
(Euro)

0.17

0.45

0.45

0.45

0.17

0.45

0.17

0.45

0.17

0.17

Expiry
Date

June 2024

August 2019

August 2019

August 2019

June 2024

August 2019

June 2024

August 2019

June 2024

June 2024

6.13

0.142

July 2019

August 2023

Providence Resources P.l.c. | Annual Report | 2018 17

DIRECTORS’ REPORT
(CONTINUED)

Based on the closing share price on 31 December 2018, no
options over shares were capable of being exercised, as the target
for vesting of the option had not been met. The closing market
price of the ordinary shares at 31 December 2018 was €0.120
and the range during the financial year was €0.0910 to €0.2100.

Special Business to be transacted at the Annual
General Meeting
1) That, the Directors be and they are hereby empowered
pursuant
the
Companies Act 2014 to allot equity securities (within the
meaning of Section 1023 of the Companies Act 2014) for cash
as if the said Section 1022(1) of the Companies Act 2014 did
not apply to any such allotment, such power being limited to:

to Section 1022 and Section 1023(3) of

(a) the allotment of equity securities in connection with or
pursuant to any offer of equity securities open for a period
fixed by the Directors, by way of rights issue, open offer or
otherwise (an “Offering”) to the holders of ordinary shares
and/or any other persons entitled to participate therein
(including without limitation any holders of options under
the Company’s share option scheme(s) for the time being)
in proportion (as nearly as may be) to their respective
holdings of ordinary shares (or, as appropriate, the number
of ordinary shares which such other persons are for the
purposes of such Offering deemed to hold) on a record
date fixed by the Directors (whether before or after the date
of this meeting) and subject to such exclusions or other
arrangements as the Directors may deem necessary or
expedient to deal with any legal or practical problems
under the laws of any territory or the requirements of any
regulatory body or any stock exchange in any territory or
in relation to fractional entitlements or otherwise
howsoever;

(b) pursuant to the terms of any scheme for Directors and/or
employees etc. of the Company and/or its subsidiaries;
and

(c) otherwise than pursuant to sub-paragraphs (a) and (b)
above, having in the case of the relevant shares (as defined
by the said Section 1023) the allotment of equity securities
up to a nominal aggregate amount equal to €5,976,589
(representing approximately 10% of the issued share
capital of the Company as at the close of business on
27 June 2019), provided in each case the power shall,
unless revoked or renewed by special resolution or the
Constitution of the Company, expire on the earlier of fifteen
months from the date of passing this Resolution and the
conclusion of the next annual general meeting of the
Company unless previously renewed, varied or revoked by
the Company in general meeting, save that the Company
may before such expiry make an offer or agreement which
would or might require equity securities to be allotted or
issued after such expiry and the Directors may allot equity
securities (as defined by the said Section 1023)
in
pursuance of such offer or agreement as if the power
conferred hereby had not expired.

2) That, without prejudice to and in addition to the power and
authority conferred on the Directors by Resolution 1 above,
the Directors be and are hereby empowered, pursuant to
Sections 1022 and 1023(3) of the Companies Act 2014, to
allot equity securities (within the meaning of the said Section

18 Providence Resources P.l.c. | Annual Report | 2018

1023(1)) for cash pursuant to the authority to allot relevant
securities conferred on the Directors by Resolution 1 above as
if Section 1022(1) did not apply to any such allotment, such
power being limited to the allotment of 59,162,000 ordinary
shares in the capital of the Company having an aggregate
nominal value of €5,916,200 to APEC Energy Enterprise
Limited (or a nominee thereof) pursuant to and in accordance
with the terms of the warrant instrument agreed by the
Company, provided that such power shall expire when the
authority to allot relevant securities conferred on the Directors
by Resolution 1 above expires, unless previously varied,
revoked or renewed.

The Directors are of the opinion that the above proposals are in the
best interest of shareholders and unanimously recommend to you
to vote in favour of all resolutions as they intend to do in respect
of their own beneficial holdings.

Compliance Policy Statement of Providence
Resources P.l.c.
the
The Directors,
Companies Act 2014, acknowledge that they are responsible for
securing the Company’s compliance with certain obligations
specified in that section (‘Relevant Obligations’). The Directors
confirm that:

in accordance with Section 225(2) of

–

–

–

a compliance policy statement has been drawn up setting out
the Company’s policies, that in their opinion, are appropriate
with regard to such compliance;

appropriate arrangements and structures have been put in
place that, in their opinion, are designed to provide reasonable
assurance of compliance in all material respects with those
relevant obligations; and

a review has been conducted, during the financial year, of
those arrangements and structure.

It is also the policy of the Company to review at least twice during
the course of each financial year the arrangements and structures
referred to above which have been implemented with a view to
determining if they provide a reasonable assurance of compliance
in all material respects with Relevant Obligations.

Statement of Directors’ Responsibilities in respect
of the Annual Report and the Financial Statements
The directors are responsible for preparing the annual report and
the Group and Company financial statements in accordance with
applicable law and regulations.

Company law requires the directors to prepare Group and
Company financial statements for each financial year. As required
by the AIM Rules, they are required to prepare the Group financial
statements in accordance with IFRS as adopted by the EU. The
directors have elected to prepare the Company financial
statements in accordance with IFRS as adopted by the EU and as
applied in accordance with the Companies Act 2014.

Under company law the directors must not approve the Group
and Company financial statements unless they are satisfied that
they give a true and fair view of the assets, liabilities and financial
position of the Group and Company and of the Group’s profit or
loss for that year. In preparing each of the Group and Company
financial statements, the directors are required to:

(cid:1) Corporate Governance

•

select suitable accounting policies and then apply them
consistently;

APEC funding mechanism. The $9 million loan advance is
expected to be received no later than 5 July 2019.

• make judgements and estimates that are reasonable and

prudent;

•

•

state whether applicable Accounting Standards have been
followed, subject to any material departures disclosed and
explained in the financial statements;

assess the Group and Parent Company’s ability to continue
as a going concern, disclosing, as applicable, matters related
to going concern; and

• use the going concern basis of accounting unless they either
intend to liquidate the Group or Parent Company or to cease
operations, or have no realistic alternative but to do so.

The directors are responsible for keeping adequate accounting
records which disclose with reasonable accuracy at any time the
assets, liabilities and financial position of the Group and Company
and the profit or loss of the Group and which enable them to
ensure that the financial statements comply with the provision of
the Companies Act 2014. The directors are also responsible for
taking all reasonable steps to ensure such records are kept by its
subsidiaries which enable them to ensure that the financial
statements of the Group comply with the provisions of the
Companies Act 2014. They are responsible for such internal
controls as they determine are necessary to enable the
preparation of financial statements that are free from material
misstatement, whether due to fraud or error, and have a general
responsiblity for safeguarding the assets of the Company and the
Group, and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities. The directors are
also responsible for preparing a directors’ report that complies
with the requirements of the Companies Act 2014.

The directors are responsible for the maintenance and integrity of
information included on the
the corporate and financial
Ireland
Company's website. Legislation in the Republic of
governing the preparation and dissemination of
financial
statements may differ from legislation in other jurisdictions.

Going Concern
The Directors have considered carefully the financial position of the
Group and, in that context, have prepared and reviewed cash flow
forecasts for the period to 30 June 2020. The Group will have
sufficient funds to cover the levels of capital expenditure expected
over the next 12 months, consistent with its strategy as an
exploration company. In this regard, the Directors have considered
both current and future expenditure commitments and the options
available to fund such commitments, including further farm-out
arrangements, disposal of assets, equity funding alternatives and
the implementation of cost cutting measures.

The announced farm-out of Barryroe with APEC reduces the
Group’s cost exposure due to the expected receipt of funds from
APEC in total of $24 million to cover the operator’s costs
associated with the Barryroe drilling program.

In June 2019, the Company agreed to a further extension of the
initial $9 million loan advance due to cover the costs of the well-site
survey and consenting. The balance of $15 million loan advance is
payable prior to spudding the first well. The Company understands
that the delay in funds from APEC is due to the composition of

Having regard to current levels of funding in place and noting the
other options available including potential equity funding
arrangements, the Directors are satisfied that the Group will be in
a position to fund the budgeted capital expenditure programme, as
well as other planned exploration and operating activities.

The Directors have considered the proposals put forward in the
Petroleum and Other Minerals Development (Amendment) (Climate
Emergency Measures) Bill 2018 (“Climate Emergency Measures
Bill 2018”) and have noted that this will be considered further at
Select Committee. Whilst this is subject to further deliberation, the
Board have considered the matter while preparing the cashflows
and the potential
impact that this might have on the business.
In the event that the Climate Emergency Measures Bill 2018 is
enacted in its current form, the Company would not be able to
progress any issued licensing authorisation to the next stage
and so this would adversely impact any current planned operations
and would thus pose a significant risk to the Company as a
going concern.

The Directors have concluded based on their consideration of the
Group cash flow forecasts, including the underlying assumptions
outlined above, taking all information that is currently available into
account, and noting the two main risk factors, being the failure to
receive the loan advances from APEC and the potential impact of
the Climate Emergency Measures Bill 2018, that the Group will
have sufficient funds available over the next 12 months.

However, the combination of these two circumstances represents
a material uncertainty that may cast significant doubt upon the
Group and Company’s ability to continue as a going concern and
that, therefore the Group and Company may be unable to continue
realising its assets and discharging its liabilities in the normal course
of business. Nevertheless, after making enquiries and considering
the uncertainties described above, the Directors have a reasonable
expectation that the Group and Company has adequate resources
to continue in operational existence for the foreseeable future.
For these reasons, the Directors have adopted the going concern
basis in preparing the annual financial statements and do not
include any adjustments that would be necessary if this basis
were inappropriate.

Corporate Governance
The Company is committed to high standards of corporate
governance and recognises the role that good governance plays
in delivering long-term growth to shareholder value. As such, the
Directors have elected to adopt the QCA’s ten principles of
Corporate Governance as a framework to communicate the
Company's approach to good corporate governance in line with
AIM listing requirements.

Principle 1: Establish a strategy and business model
which promotes long-term value for shareholders
Providence Resources P.l.c. is an Irish based upstream oil and gas
company with a portfolio of appraisal and exploration assets
the
located offshore Ireland. Operating for over 30 years,
Company (and its predecessor companies) has a well-established
background in the Irish oil and gas business, having worked
closely with many major
international companies including
ExxonMobil, Repsol, Total, Eni, Petronas and Cairn Energy.

Providence Resources P.l.c. | Annual Report | 2018 19

DIRECTORS’ REPORT
(CONTINUED)

The Company is involved in a number of material exploration
prospects and appraisal projects in multiple basins around the
coast of Ireland. The Company’s strategy has been to assemble
a material equity position in a portfolio of assets combining existing
discoveries with new prospects and to expand our opportunities
by looking at new areas of Geothermal and Carbon Capture and
Sequestration to improve overall economics whilst mitigating risk
in order to generate value for the Company and its shareholders.

• Core focus on early stage exploration & appraisal drilling

opportunities

• Create a diversified and material exploration & appraisal

portfolio

• Farm-out to defray capital expenditure for subsequent drilling/

development and/or seismic acquisition

• Leverage in third parties to validate and co-venture with on

prospects and projects

• Evaluate new opportunities both in Ireland and further afield

• Explore new areas of opportunity such as Geothermal and

Carbon Capture and Sequestration projects

Principle 2: Seek to understand and meet
shareholder needs and expectations
Providence has over 10,000 shareholders. There is regular
dialogue with all shareholders via announcements, the Company’s
website and participation in a wide range of industry and market
conferences. The Company also receives regular market feedback
from its brokers and advisors. Formal presentations are made at
the time of the release of the annual results, half-year results and
at the Annual General Meeting (AGM). The Company encourages
communication with shareholders throughout
the year and
welcomes their participation at General Meetings. The Company’s
website is www.providenceresources.com. This website is
regularly updated and also provides an option for shareholders to
subscribe for email alerts which ensures that they receive direct
notice of all announcements from the Company. All Board
members attend the AGM and are available to answer questions.
Separate resolutions are proposed on substantially different issues
and the agenda of business to be conducted at the AGM includes
a resolution to receive and consider the Annual Report and
Accounts. The chairmen of the Board’s committees will also be
available at the AGM. The Board regards the AGM as a particularly
important
and
management to meet and exchange views. Notice of the AGM
together with the Annual Report & Accounts is sent
to
shareholders in accordance with the Constitution of the Company
and details of the proxy votes for and against each resolution are
announced after the result of the hand vote. We place a good deal
of
importance on and dedicate significant resources to our
engagement with shareholders throughout the year. The formal
and informal engagement with shareholders as outlined above has
proven to be a useful source of information and feedback in
helping the Directors and management understand shareholders’
wants and needs and, in turn, has played a key part in helping the
Company in its long-term strategic planning. The primary points of
contact for shareholders are the Chairman, CEO and Technical
Director.

shareholders,

opportunity

directors

for

20 Providence Resources P.l.c. | Annual Report | 2018

Principle 3: Take into account wider stakeholder and
social responsibilities and their implications for
long-term success
The Company recognises it has a significant number of important
stakeholders that are core to the successful execution of
Providence’s strategy and that the Company’s success and
performance in turn has an impact on these stakeholders. The list
of stakeholders is non-exhaustive and includes Employees,
Shareholders, Advisors, Partners, Regulators and Service
Suppliers. The Directors and management promote a culture of
open dialogue with all stakeholders and have a demonstrable
track record of considering and using stakeholder feedback as
part of the Company’s development and growth. The Directors
are aware of the Company’s responsibilities to the communities
within which Providence operates and as such, always strive to
maintain a positive and beneficial dialogue with those
communities. The environmental
the Company’s
activities is carefully considered, and the maintenance of high
environmental and safety standards is a priority.

impact of

Principle 4: Embed effective risk management,
considering both opportunities and threats,
throughout the organisation
Our management systems, organisational structures, processes,
standards, code of conduct and behaviours together form a
system of internal control that governs how we conduct the
business of Providence and manage all associated risks.

Internal Control:

The Directors have overall responsibility for the Group’s system of
internal control to safeguard shareholders’ investments and the
Group assets and have delegated responsibility for
the
implementation of this system to executive management. This
system includes financial controls which enable the Board to meet
its responsibilities for the integrity and accuracy of the Group’s
accounting records. The Board has established a process of
compliance involving the Board’s responsibility to maintain, review
and report on all internal controls, including financial, operational
and compliance risk management. Among the processes applied
in reviewing the effectiveness of the system of internal controls are
the following: Budgets are prepared for approval by executive
management and inclusion in a Group budget approved by the
Board. Expenditure and income are regularly compared to
previously approved budgets. The Board establishes treasury and
commodity risk policies as appropriate, for implementation by
executive management. All commitments for expenditure and
payments are compared to previously approved budgets and are
subject to approval by personnel designated by the Board of
Directors or by the Board of subsidiary companies. Regular
management meetings take place to review financial and
operational activities. Cash flow forecasting is performed on an
ongoing basis to ensure efficient use of cash resources. Regular
financial results are submitted to and reviewed by the Board of
Directors. The Directors, through the Audit Committee, review the
effectiveness of the Group’s system of internal financial control. A
review of the effectiveness of the system of internal control
is
carried out annually. The Board has considered the requirement for
an internal audit function. Based on the scale of the Group’s
operations and close involvement of the Board, the Directors have
concluded that an internal audit function is not currently required.

(cid:1) Corporate Governance

Risk Management: Currency Risk

The Board reviews its annual Euro, Sterling and US dollar
requirements by reference to bank forecasts and prevailing
exchange rates and management is authorised to achieve best
available rates in respect of each forecast currency requirements.

Risk Management: General Industry Risk

The Group’s business may be affected by the general risks
associated with all companies in the oil and gas industry. These
risks (the list of which is not exhaustive) include: general economic
activity, the world oil and gas prices, the marketability of the
hydrocarbons produced, action taken by other oil-producing
nations and the extent of governmental regulation and taxation.
All drilling to establish productive hydrocarbon reserves is
inherently speculative and, therefore, a considerable amount of
professional judgement is involved in the selection of any prospect
for drilling. In addition, even when drilling successfully encounters
oil and gas and a well is completed as a producing oil or gas well,
unforeseeable operating problems or climatic conditions may arise
which render it uneconomical to produce such oil and natural gas.
Estimates of potential reserves include a substantial proportion
which are undeveloped. These reserves require further capital
expenditure in order to bring them into production. No guarantee
can be given as to the success of drilling programmes in which the
Group has interests. The Group can operate in different political
jurisdictions where there could be risks pertaining to local
regulations, war or nationalisation of reserves.

Principle 5: Maintain the board as a well-
functioning, balanced team led by the chair
The Board is made up of two Executive and five Non-Executive
Directors. Biographies of each of the Directors can be found on
pages 15 and 16. All the Directors bring independent judgement
to bear on issues affecting the Group and all have full and timely
access to information necessary to enable them to discharge their
duties. The Directors have a wide and varying array of experience
in the industry. The Board agrees a schedule of regular meetings
to be held in each calendar year and also meets on other
occasions as necessary. Meetings are held at the head office in
Dublin. Board meetings were held on 11 occasions during 2018.
An agenda and supporting documentation is circulated in advance
of each meeting.

The table below shows the attendance at Board and Committee
meetings during 2018.

Director

Board

Audit Remuneration
Committee

Committee

Nomination
Committee

Total in year

Tony O’Reilly

John O’Sullivan

Pat Plunkett

James McCarthy

Philip O’Quigley

Lex Gamble

Angus McCoss

11

11

11

11

11

9

11

10

1

N/A

N/A

1

1

N/A

1

N/A

1

N/A

N/A

1

1

1

1

2

N/A

N/A

2

2

1

2

N/A

N/A

There is an agreed list of matters which the Board has formally
reserved to itself for decision, such as approval of the Group’s
financial
commercial strategy,

trading and capital budgets,

statements, Board membership, acquisitions and disposals, major
capital expenditure, risk management and treasury policies.
Responsibility for certain matters is delegated to Board
Committees. There is an agreed procedure for Directors to take
independent legal advice. The Company Secretary is responsible
for ensuring that Board procedures are followed, and all Directors
have direct access to the Company Secretary. All Directors receive
regular Group management financial statements and reports and
full Board papers are sent to each Director in sufficient time before
Board meetings, and any further supporting papers and
information are readily available to all Directors on request. The
chairman of each committee of the Board is available to give a
report on the committee’s proceedings at Board meetings if
appropriate. The Board has a process whereby each year every
Director will meet the Chairman to review the conduct of Board
meetings and the general corporate governance of the Group. The
role of the Chairman (Mr. Pat Plunkett) is Non-Executive. The
Board considers their ability to act independently to be unaffected
by participation in the Company's option scheme. Each year, one
third of the Directors retire from the Board by rotation and every
Director is subject to this rule. Effectively, therefore, each Director
will retire by rotation within each three-year period.

Board Committees

The Board has implemented an effective committee structure to
assist in the discharge of its responsibilities. All committees of the
Board have written terms of reference dealing with their authority
and duties. Membership of
the Audit, Remuneration and
Nomination Committees is comprised exclusively of Non-
Executive Directors. The Company Secretary acts as secretary to
each of these committees.

Audit Committee

The Audit Committee reviews the accounting principles, policies
and practices adopted in the preparation of the interim and annual
financial statements and discusses with the Group’s Auditors the
results and scope of the audit. It also reviews the scope and
performance of the Group’s internal finance function and the
effectiveness and independence of the external Auditors. The
external Auditors are invited to attend the Audit Committee
meetings, and the Chief Financial Officer also attends. The external
auditors have the opportunity to meet with the members of the
Audit Committee alone at least once a year. The Audit Committee
comprises three Non-Executive Directors and is chaired by
Mr. Lex Gamble. The partner responsible for the external Audit is
changed every 5 years to ensure audit independence.

Remuneration Committee

The Remuneration Committee comprises four Non-Executive
Directors and is chaired by Mr. Philip O’Quigley. Emoluments of
Executive Directors and senior management are determined by
the Remuneration Committee. In the course of each financial year
the Remuneration Committee determines basic salaries as well as
the parameters for any possible bonus payments. The
Remuneration Committee applies the same philosophy in
determining Executive Directors’ remuneration as is applied in
respect of all employees. The underlying objective is to ensure that
individuals are appropriately
rewarded relative to their
responsibility, experience and value to the Group. The
Remuneration Committee is mindful of the need to ensure that, in
a competitive environment, the Group can attract, retain and

Providence Resources P.l.c. | Annual Report | 2018 21

DIRECTORS’ REPORT
(CONTINUED)

motivate executives who can perform to the highest levels of
expectation. Annual bonuses, if any, are determined by the
Remuneration Committee on the basis of objective assessments
based on the Group’s performance during the year in terms of key
financial
indicators, as well as a qualitative assessment of the
individual’s performance.

Nomination Committee

The Nomination Committee comprises four Non-Executive
Directors. The Nomination Committee, which is chaired by
Mr. James McCarthy,
formally agrees criteria for new Non-
Executive Director appointments, including experience of the
industry in which the Group operates and professional background.

Principle 6: Ensure that between them the Directors
have the necessary up-to-date experience, skills
and capabilities
Full biographies for each individual Director can be found on
pages 15 and 16.

All appropriate resources (external and internal) that Directors
require to augment, improve and keep their skill set current will be
made available to them as needed.

The Directors also have access to the advice and services of the
Company Secretariat team, including the General Counsel &
Company Secretary, who is responsible for ensuring that all Board
procedures are complied with.

Principle 7: Evaluate board performance based on
clear and relevant objectives, seeking continuous
improvement
The Board evaluates its own processes and performance
including the work of its committees, to ensure its on-going
effectiveness on a continuous basis. A formal board evaluation
takes place annually, in accordance with the procedures adopted
by the Board. When appropriate, board evaluations are conducted
by an external firm. All issues highlighted in board evaluations are
considered by the Board and form an integral part of the broad
spectrum of feedback the Board considers in the evolution of the
Company’s strategy and long-term planning. The performance
and contribution of all Directors is reviewed as part of the Board
evaluation process.

The board ensures that appropriate processes and systems are in
place to support succession planning both at board level and for
the executive management of the Company.

Principle 8: Promote a corporate culture that is
based on ethical values and behaviours
The board has designed and implemented a code of business
ethics which sets out formally the ethics and values we, as a team,
wish to adhere to. Our code of business ethics is based on our
values and sets clear expectations for how we operate and
interact with all stakeholders.
It applies to all Providence
employees and board members.

Employees, contractors or other third parties who have a question
about our code of business ethics or see something that they feel
is inappropriate can raise these issues directly with Providence, or
where appropriate, the relevant authorities. We take steps to
identify and correct areas of non-compliance and will take further
action as appropriate.

22 Providence Resources P.l.c. | Annual Report | 2018

Principle 9: Maintain governance structures and
processes that are fit for purpose and support good
decision-making by the board
The Board is made up of two Executive and five Non-Executive
Directors. Biographies of each of the Directors can be found on
pages 15 and 16. All the Directors bring independent judgement
to bear on issues affecting the Group and all have full and timely
access to information necessary to enable them to discharge their
duties. The Directors have a wide and varying array of experience
in the industry. The Board agrees a schedule of regular meetings
to be held in each calendar year and also meets on other
occasions as necessary. Meetings are held at the head office in
Dublin. Board meetings were held on 11 occasions during 2018.
An agenda and supporting documentation was circulated in
advance of each meeting.

trading and capital budgets,

There is an agreed list of matters which the Board has formally
reserved to itself for decision including approval of the Group’s
commercial strategy,
financial
statements, Board membership, acquisitions and disposals, major
capital expenditure, risk management and treasury policies.
Responsibility for certain matters is delegated to Board
Committees. There is an agreed procedure for Directors to take
independent legal advice. The Company Secretary is responsible
for ensuring that Board procedures are followed, and all Directors
have direct access to the Company Secretary. All Directors receive
regular Group management financial statements and reports and
full Board papers are sent to each Director in sufficient time before
Board meetings, and any further supporting papers and
information are readily available to all Directors on request. The
Board papers include the minutes of all committees of the Board
which have been held since the previous Board meeting, and, the
chairman of each committee is available to give a report on the
committee’s proceedings at Board meetings if appropriate. The
Board has a process whereby each year every Director meets the
Chairman to review the conduct of Board meetings and the
general corporate governance of the Group. The Chairman
(Mr. Pat Plunkett) is Non-Executive. The Non-Executive Directors
are independent of management and have no material interest or
other relationship with the Group. Each year, one third of the
Directors retire from the Board by rotation and every Director is
subject to this rule. Effectively, therefore, each Director will retire by
rotation within each three-year period.

Board Committees

The Board has implemented an effective committee structure to
assist in the discharge of its responsibilities. All committees of the
Board have written terms of reference dealing with their authority
and duties. Membership of
the Audit, Remuneration and
Nomination Committees is comprised exclusively of Non-
Executive Directors. The Company Secretary acts as secretary to
each of these committees.

Principle 10: Communicate how the company is
governed and is performing by maintaining a
dialogue with shareholders and other relevant
stakeholders

Shareholders

There is regular dialogue with institutional shareholders and
presentations are made at the time of the release of the annual
and interim results. The Company encourages communication

(cid:1) Corporate Governance

Relevant audit information
The Directors believe that they have taken all steps necessary to
make themselves aware of any relevant audit information and have
established that the Group’s statutory auditors are aware of that
information. In so far as they are aware, there is no relevant audit
information of which the Group’s statutory auditors are unaware.

Auditors
KPMG have indicated their willingness to continue in office in
accordance with Section 383 (2) of the Companies Act 2014.
Shareholders will be asked to authorise the Directors to fix their
remuneration.

On behalf of the Directors

Pat Plunkett
Chairman

27 June 2019

Tony O’Reilly
Chief Executive

with private shareholders throughout the year and welcomes their
participation at general meetings. The Company’s website is
www.providenceresources.com. This website is regularly updated.
All Board members attend the Annual General Meeting and are
available to answer questions. Separate resolutions are proposed
on substantially different issues and the agenda of business to be
conducted at the Annual General Meeting includes a resolution to
receive and consider the Annual Report and Accounts. The
chairmen of the Board’s committees will also be available at the
Annual General Meeting. The Board regards the Annual General
Meeting as a particularly important opportunity for shareholders,
Directors and management to meet and exchange views. Notice
of the Annual General Meeting together with the Annual Report
and accounts is sent to shareholders in accordance with the
Constitution of the Company and details of the proxy votes for
and against each resolution are announced after the result of the
hand vote.

Substantial Shareholdings
So far as the Board is aware, no person or company, other than
those mentioned below, held 3% or more of the ordinary share
capital of the Company at June 26, 2019.

M&G Investment Management Limited

Pageant Holdings Limited

Goldman Sachs Group, Inc.

Merseyside Pension Fund

Kite Lake Capital Management (UK) LLC

Marlborough Fund Managers Limited

BlackRock Inc.

14.67%

14.02%

9.88%

7.20%

5.05%

4.86%

3.51%

Political Donations
There were no political donations during the year (2017 Nil).

Books and Accounting Records
The Directors are responsible for ensuring that adequate
accounting records, as outlined in Section 281 of the Companies
Act 2014, are kept by the Company. The Directors, through the
use of appropriate procedures and systems and the employment
of competent persons, have ensured that measures are in place
to secure compliance with these requirements.

These books and accounting records are maintained at the
Company’s business address, Airfield House, Airfield Park,
Donnybrook, Dublin D04 CP49, Republic of Ireland.

Providence Resources P.l.c. | Annual Report | 2018 23

INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PROVIDENCE RESOURCES P.L.C.

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Providence Resources Plc (‘the Company’) and its subsidiaries (together “the Group”) for
the year ended 31 December 2018 as set out on pages 27 to 59, which comprise the consolidated income statement, the consolidated
statement of comprehensive income, the consolidated and company statements of financial position, the consolidated and company
statements of changes in equity, the consolidated statement of cash flows, and related notes, including the summary of significant
accounting policies set out in note 1. The financial reporting framework that has been applied in their preparation is Irish Law and
International Financial Reporting Standards (IFRS) as adopted by the European Union.

In our opinion:

•

•

•

•

the financial statements give a true and fair view of the assets, liabilities and financial position of the Group and Company as at 31
December 2018 and of the Group’s result for the year then ended;

the Group financial statements have been properly prepared in accordance with IFRS as adopted by the European Union;

the Company financial statements have been properly prepared in accordance with FRS 101 Reduced Disclosure Framework
issued by the UK’s Financial Reporting Council; and

the Group and Company financial statements have been properly prepared in accordance with the requirements of the Companies
Act 2014.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (Ireland) (ISAs (Ireland)) and applicable law. Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the audit of the financial statements
section of our report. We have fulfilled our ethical responsibilities under, and we remained independent of the Group in accordance with
ethical requirements that are relevant to our audit of financial statements in Ireland, including the Ethical Standard issued by the Irish
Auditing and Accounting Supervisory Authority (IAASA), as applied to listed entities.

We 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 attention to note 1 to the financial statements which indicates that, in order to fund current and future expenditure
commitments, the Group is dependent upon the receipt of loan advances from APEC or upon its ability to raise additional funds through
equity funding. These events and conditions, along with the other matters explained in note 1, constitute a material uncertainty that
may cast significant doubt on the Group’s and the Company’s ability to continue as a going concern. Our opinion is not modified in
respect of this matter.

Refer to page 32 (accounting policy)

The key audit matter
There is little judgement involved in the directors’ conclusion that risks and circumstances described in note 1 to the financial statements
represent a material uncertainty over the ability of the Group and Company to continue as a going concern for a period of at least one
year from the date of approval of the financial statements.

However, clear and full disclosure of the facts and the directors’ rationale for the use of the going concern basis of preparation, including
that there is a related material uncertainty, is a key financial statement disclosure and so was the focus of our audit in this area. Auditing
Standards require this to be reported as a key audit matter.

How the matter was addressed in our audit
Our audit procedures included, among others, assessing the completeness and accuracy of the going concern disclosure by:

•

•

•

Inspecting management’s going concern paper, which outlines the status of the various factors impacting on going concern, the
risks attaching to the various potential outcomes and the likely future developments;

Inspecting management’s assessment of the cash flow projections prepared by Group management for the 12 month period from
1 July 2019 to 30 June 2020 and the related key underlying assumptions;

Inspecting and challenging the key assumptions made and corroborating these assumptions with supporting evidence where
possible;

• Performing a sensitivity analysis on management’s cash flow projections;

• Performing inquires of management and the Audit Committee;

•

Inspecting board minutes up to the date of approval of the financial statements;

24 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

• Considering the adequacy of the Group’s disclosures in note 1 on page 32 in respect of going concern, and whether the disclosures

properly reflected the risks that the Group faces in respect of its ability to continue as a going concern.

Based on the audit evidence obtained, we found management’s conclusion that the financial statements should be prepared on a going
concern basis, including a description of a material uncertainty, to be reasonable. We found the disclosure of the material uncertainty
to be appropriate in the circumstances.

Other key audit matters: our assessment of risks of material misstatement
Key audit matters are those matters that, in our professional judgment, were of most significance in the audit of the financial statements
and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, 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
engagement team. 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 opinion on these matters.

In addition to the matter described in the “Material uncertainty related to going concern” section, in arriving at our audit opinion above,
the key audit matter for the Group and Company, which was unchanged from the prior year, was as follows:

Carrying value of Exploration and Evaluation (‘E&E’) assets

Refer to page 36 (accounting policy) and page 42 (financial disclosures)

The key audit matter
The carrying value of E&E assets as at 31 December 2018 is €81.9 million.

The assessment of the carrying value of E&E assets requires management to exercise judgement and this judgement requires
consideration of a number of factors, including but not limited to, an interpretation and assessment of the results of drilling and other
appraisal activities during the year, the Group’s intention to proceed with a future work programme for a prospect or licence, and an
assessment of the likely economic opportunity.

How the matter was addressed in our audit
We evaluated management’s assessment of E&E assets with reference to the criteria of IFRS 6: Exploration for and Evaluation of
Mineral Resources and the Group’s accounting policy.

The audit procedures we performed included, but were not limited to, obtaining an understanding of the Group’s ongoing E&E activity
by interviewing executive and finance staff in relation to all key licences, and gathering audit evidence to assess the value of E&E assets
carried forward. Such evidence included approved project budgets, confirmations of ongoing appraisal activity and communications
with joint venture partners.

Where an asset has demonstrated indicators of impairment but has been retained on the statement of financial position, we have
gathered evidence to assess the status of current and future appraisal activity, the allocation of budgeted expenditure and any
conclusion on commerciality.

Where assets have been impaired we inspected evidence of the impairment and challenged management on the events that led to
the impairment.

Based on evidence obtained we found that the judgements exercised, and conclusions reached, by management are appropriate.

Our application of materiality and an overview of the scope of our audit
We define materiality as the magnitude of misstatement that makes it probable that the economic decisions of a reasonably
knowledgeable person, relying on the financial statements, would be changed or influenced. We us materiality both in planning the
scope of our audit work and in evaluating the results of our work.

We determined materiality for the Group to be €0.5 million, which is 0.5% of total assets. We determined materiality for the Company
to be €0.4 million, which is 0.5% of total assets. We considered total assets to be the appropriate benchmark for determining materiality
due to the relative stability of this measure in recent years. We considered quantitative and qualitative factors such as understanding
the entity and its environment, history of misstatements, complexity of the Group and reliability of the control environment.

We agreed with the Audit Committee that we would report to them all audit differences in excess of €0.025 million as well as differences
below this threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure
matters that we identified when assessing the overall presentation of the financial statements.

Our audit scope included a full audit of all components, accounting for 100 per cent of the Group’s total loss before tax and net assets.

Our audit of the Group and the Company was undertaken to the materiality levels specified above and was performed by a single
engagement team in Dublin.

Providence Resources P.l.c. | Annual Report | 2018 25

INDEPENDENT AUDITOR’S REPORT
(CONTINUED)

Other information

The directors are responsible for the other information presented in the Annual Report together with the financial statements. The other
information comprises the information included in the directors’ report. The financial statements and our auditor’s report thereon do
not comprise part of the other information. Our opinion on the financial statements does not cover the other information and,
accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether, based on our financial statements audit work,
the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that
work we have not identified material misstatements in the other information.

Based solely on our work on the other information, we report that:

• we have not identified material misstatements in the directors’ report;

•

•

in our opinion, the information given in the directors’ report is consistent with the financial statements;

in our opinion, the directors’ report has been prepared in accordance with the Companies Act 2014.

Our opinions on other matters prescribed the Companies Act 2014 are unmodified

We have obtained all the information and explanations which we consider necessary for the purpose of our audit.

In our opinion, the accounting records of the Company were sufficient to permit the financial statements to be readily and properly
audited and the Company’s financial statements are in agreement with the accounting records.

We have nothing to report on other matters on which we are required to report by exception

The Companies Act 2014 requires us to report to you if, in our opinion, the disclosures of directors’ remuneration and transactions
required by Sections 305 to 312 of the Act are not made.

Respective responsibilities and restrictions on use
Directors’ responsibilities

As explained more fully in their statement set out on pages 18 to 19, the directors are responsible for: the preparation of the financial
statements including being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable
the preparation of financial statements that are free from material misstatement, whether due to fraud or error; assessing the Group
and Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and using
the going concern basis of accounting unless they either intend to liquidate the Group or the Parent Company or to cease operations,
or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

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

A fuller description of our responsibilities is provided on IAASA’s website at https://www.iaasa.ie/getmedia/b2389013-1cf6-458b-9b8f-
a98202dc9c3a/Description_of_auditors_responsiblities_for_audit.pdf.

The purpose of our audit work and to whom we owe our responsibilities

Our report is made solely to the Company’s members, as a body, in accordance with Section 391 of the Companies Act 2014. Our
audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in
an auditor’s 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 Company’s members, as a body, for our audit work, for this report, or for the opinions we
have formed.

David Meagher
for and on behalf of
KPMG
Chartered Accountants, Statutory Audit Firm
1 Stokes Place
St. Stephen’s Green
Dublin 2
Ireland

27 June 2019

26 Providence Resources P.l.c. | Annual Report | 2018

CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2018

Continuing operations

Administration expenses

Pre-licence expenditure

Impairment of exploration and evaluation assets

Operating loss

Finance income

Finance expense

Loss before income tax

Income tax expense

Loss for the financial year

Loss per share (cent)

Basic and diluted loss per share

The total loss for the year is entirely attributable to equity holders of the Company.

The Notes on pages 32 to 51 to the financial statements form an integral part of the statement.

(cid:1) Financial Statements

Note

2

8

10

8

3

4

5

9

2018
€’000

2017
€’000

(3,368)

(334)

(723)

(4,425)

96

(450)

(6,491)

(268)

(14,643)

(21,402)

1,116

(133)

(4,779)

(20,419)

—

—

(4,779)

(20,419)

(0.80)

(3.42)

Providence Resources P.l.c. | Annual Report | 2018 27

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2018

Loss for the financial year

Other comprehensive loss

Note

2018
€’000

2017
€’000

(4,779)

(20,419)

Other items of comprehensive income that may be reclassified into profit or loss:
Foreign exchange translation differences
Total comprehensive expenses for the year

4

2,703
(2,076)

(7,626)
(28,045)

The total comprehensive expense for the year is entirely attributable to equity holders of the Company.

The Notes on pages 32 to 51 to the financial statements form an integral part of the statement.

28 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

Note

2018
€’000

2017
€’000

10

11

12

13

14

15

15

16

16

17

19

81,867

74,831

28

—

62

88

81,895

74,981

464

7,617

8,081

7,660

19,603

27,263

89,976

102,244

71,452

247,918

623

8,892

1,745

71,452

247,918

623

6,189

1,502

(248,759)

(243,980)

81,871

83,704

7,406

7,406

699

699

8,105

89,976

6,956

6,956

11,584

11,584

18,540

102,244

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2018

Assets

Exploration and evaluation assets

Property, plant and equipment

Intangible assets

Total non-current assets

Trade and other receivables

Cash and cash equivalents

Total current assets

Total assets

Equity

Share capital

Share premium

Undenominated capital

Foreign currency translation reserve

Share based payment reserve

Retained deficit

Total equity attributable to equity holders of the Group

Liabilities

Decommissioning provision

Total non-current liabilities

Trade and other payables

Total current liabilities

Total liabilities

Total equity and liabilities

On behalf of the board

Pat Plunkett
Chairman

27 June 2019

Tony O’Reilly
Chief Executive

The Notes on pages 32 to 51 to the financial statements form an integral part of the statement.

Providence Resources P.l.c. | Annual Report | 2018 29

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2018

Capital
conversion
reserve
fund
€’000

Share
capital
€’000

Foreign
currency
translation
reserve
€’000

Share
based
payment
reserve
€’000

Share
premium
€’000

Retained
deficit
€’000

Total
€’000

At 1 January 2018

71,452

623

247,918

6,189

1,502

(243,980)

83,704

Total comprehensive expense
Loss for financial year

Currency translation

Total comprehensive expense

Transactions with owners, recorded
directly in equity
Share based payments expense

Transactions which owners,
recorded directly in equity

—

—

—

—

—

At 31 December 2018

71,452

—

—

—

—

—

623

—

—

—

—

—

—

2,703

2,703

—

—

—

—

—

243

243

(4,779)

—

(4,779)

(4,779)

2,703

(2,076)

—

—

243

243

247,918

8,892

1,745

(248,759)

81,871

Capital
conversion
reserve
fund
€’000

Share
capital
€’000

Foreign
currency
translation
reserve
€’000

Share
based
payment
reserve
€’000

Share
premium
€’000

Retained
deficit
€’000

Total
€’000

At 1 January 2017

71,452

623

247,918

13,815

1,398

(223,888)

111,318

Total comprehensive expense
Loss for financial year

Currency translation

Total comprehensive expense

Transactions with owners, recorded
directly in equity
Share based payments expense

Share options lapsed in year

Transactions which owners,
recorded directly in equity

—

—

—

—

—

—

At 31 December 2017

71,452

—

—

—

—

—

—

623

—

—

—

—

—

—

—

(7,626)

(7,626)

—

—

—

(20,419)

(20,419)

—

(7,626)

(20,419)

(28,045)

—

—

—

431

(327)

104

—

327

327

431

—

431

247,918

6,189

1,502

(243,980)

83,704

The Notes on pages 32 to 51 to the financial statements form an integral part of the statement.

30 Providence Resources P.l.c. | Annual Report | 2018

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2018

(cid:1) Financial Statements

Cash flows from operating activities

Loss after tax for the year

Adjustments for:
Depletion and depreciation

Amortisation of intangible assets

Impairment of exploration and evaluation assets

Finance income

Finance expense

Equity settled share payment charge

Foreign exchange

Change in trade and other receivables

Change in trade and other payables

Net cash outflow from operating activities

Cash flows from investing activities:
Interest received

Acquisition of exploration and evaluation assets

Acquisition of property, plant and equipment

Net cash used in investing activities

Net cash from financing activities

Net decrease in cash and cash equivalents

Cash and cash equivalents at 1 January

Effect of exchange rate fluctuations on cash and cash equivalents

Cash and cash equivalents at 31 December

The Notes on pages 32 to 51 to the financial statements form an integral part of the statement.

2018
€’000

2017
€’000

(4,779)

(20,419)

55

88

723

(96)

450

243

(677)

7,196

(10,885)

(7,682)

96

(5,043)

(21)

(4,968)

—

(12,650)

19,603

664

7,617

67

104

14,643

(1,116)

133

431

2,814

(7,405)

9,457

(1,291)

156

(8,015)

(27)

(7,886)

—

(9,177)

31,403

(2,623)

19,603

Providence Resources P.l.c. | Annual Report | 2018 31

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

1 Accounting policies
Reporting entity
Providence Resources Plc (the “Company”) is a company domiciled in Ireland. The registered number of the Company is 268662 and
the address of its registered office is Airfield House, Airfield Park, Donnybrook, Dublin D04 CP49.

The consolidated financial statements of the Company for the year ended 31 December 2018 are comprised of the financial statements
of the Company and its subsidiaries, together referred to as the “Group”.

Statement of compliance
As required by AIM and ESM rules and permitted by Company Law, the Group financial statements have been prepared in accordance
with IFRS as adopted by the EU. The individual financial statements of the Company (Company financial statements) have been
prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”) in accordance with the
Companies Act 2014 which permits a Company, that publishes its Company and Group financial statements together, to take
advantage of the exemption in Section 304 of the Companies Act 2014, from presenting to its members its Company income statement
and related notes that form part of the approved Company financial statements. The IFRS’s adopted by the EU as applied by the
Company and the Group in the preparation of these financial statements are those that were effective for accounting periods
commencing on or before 1 January 2018 or were early adopted as indicated below. The accounting policies adopted are consistent
with those of the previous year.

Basis of preparation
The consolidated financial statements are presented in euro, rounded to the nearest thousand (€’000) except where otherwise indicated.
The euro is the functional currency of the parent company. The consolidated financial statements are prepared under the historical cost
basis except for share options which are measured at grant date fair value, and derivative financial instruments which are measured
at fair value at each reporting date.

The preparation of financial statements requires management to use judgements, estimates and assumptions that affect the application
of policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from those estimates. Estimates
and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in
which the estimate is revised and in any future periods affected. Details of critical judgements are disclosed in ‘Judgements and
estimates’ below on page 34.

Under the provisions of Section 304 of the Companies Act 2014, the parent company is not presenting a separate profit and loss
account. A loss of €10,826,000 (2017: €31,147,000) for the financial year ended 31 December 2018 has been dealt with in the
separate profit and loss account of the Company.

The financial statements were authorised for issue by the board of directors on 27 June 2019.

Going Concern
The Directors have considered carefully the financial position of the Group and, in that context, have prepared and reviewed cash flow
forecasts for the period to 30 June 2020. The Group will have sufficient funds to cover the levels of capital expenditure expected over
the next 12 months, consistent with its strategy as an exploration company. In this regard, the Directors have considered both current
and future expenditure commitments and the options available to fund such commitments, including further farm-out arrangements,
disposal of assets, equity funding alternatives and the implementation of cost cutting measures.

The announced farm-out of Barryroe with APEC reduces the Group’s cost exposure due to the expected receipt of funds from APEC
in total of $24 million to cover the operator’s costs associated with the Barryroe drilling program.

In June 2019, the Company agreed to a further extension of the initial $9 million loan advance due to cover the costs of the well-site
survey and consenting. The balance of $15 million loan advance is payable prior to spudding the first well. The Company understands
that the delay in funds from APEC is due to the composition of APEC funding mechanism. The $9 million loan advance is expected to
be received no later than 5 July 2019.

Having regard to current levels of funding in place and noting the other options available including potential equity funding arrangements,
the Directors are satisfied that the Group will be in a position to fund the budgeted capital expenditure programme, as well as other
planned exploration and operating activities.

The Directors have considered the proposals put forward in the Petroleum and Other Minerals Development (Amendment) (Climate
Emergency Measures) Bill 2018 (“Climate Emergency Measures Bill 2018”) and have noted that this will be considered further at Select
Committee. Whilst this is subject to further deliberation, the Board have considered the matter while preparing the cashflows and the
potential impact that this might have on the business. In the event that the Climate Emergency Measures Bill 2018 is enacted in its
current form, the Company would not be able to progress any issued licensing authorisation to the next stage and so this would
adversely impact any current planned operations and would thus pose a significant risk to the Company as a going concern.

The Directors have concluded based on their consideration of the Group cash flow forecasts, including the underlying assumptions
outlined above, taking all information that is currently available into account, and noting the two main risk factors, being the failure to
receive the loan advances from APEC and the potential impact of the Climate Emergency Measures Bill 2018, that the Group will have
sufficient funds available over the next 12 months.

However, the combination of these two circumstances represents a material uncertainty that may cast significant doubt upon the
Group and Company’s ability to continue as a going concern and that, therefore the Group and Company may be unable to continue
realising its assets and discharging its liabilities in the normal course of business. Nevertheless, after making enquiries and considering
the uncertainties described above, the Directors have a reasonable expectation that the Group and Company has adequate resources
to continue in operational existence for the foreseeable future. For these reasons, the Directors have adopted the going concern basis
in preparing the annual financial statements and do not include any adjustments that would be necessary if this basis were inappropriate.

32 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

1 Accounting policies (continued)

Recent accounting pronouncements
The following are amendments to existing standards and interpretations that are affective for the Group’s financial year from 1 January
2018:

•

•

IFRS 15: Revenue from contracts with customers (Note – including amendments to IFRS 15)

IFRS 9 Financial Instruments (including amendments to IAS 12, IFRS 57)

• Amendments to IFRS 2: Classification and measurement of share based payment transactions

• Annual Improvements to IFRS 2014 -2016 Cycle: (Amendments to IFRS 1 First-time Adoption of IFRSs and IAS 28 Investments in

Associates and Joint Ventures)

•

IFRIC Interpretation 22: Foreign Currency Transactions and Advance Consideration

• Amendments to IAS 40: Transfers of Investment Property

The Group adopted IFRS 9 Financial Instruments, which addresses the classification, measurement and recognition of financial assets
and liabilities, effective 1 January 2018. The Standard includes requirements for recognition and measurement, impairment,
derecognition and general hedge accounting. Adoption of the IFRS 9 Financial Instruments has resulted in no significant change to the
Group's consolidated financial statements.

The adoption of the other remaining standards and interpretations listed above, and related amendments did not have a significant
impact on the Group’s consolidated financial statements.

The following table and the accompanying notes below explain the original measurement categories under IAS 39 and the net
measurement categories under IFRS 9 for each class of the Group’s financial assets and financial liabilities as at 1 January 2018.

The effect of adopting IFRS 9 resulted in no change to the carrying amounts of the Group’s financial assets and liabilities at 1 January
2018.

In thousands of euro

Note

Original classification
under IAS 39

New classification
under IFRS 9

Financial assets

Other receivables

Cash and cash equivalents

Total financial assets

(a)

Loans and receivables

Loans and receivables

Amortised cost

Amortised cost

In thousands of euro

Note

Original classification
under IAS 39

New classification
under IFRS 9

Financial liabilities

Accruals

Other payables

Total financial liabilities

Other financial liabilities

Loans and receivables

Amortised cost

Amortised cost

Original
carrying
amount under
IAS 39

New Carrying
amount
under
IFRS 9

7,660

19,603

27,263

7,660

19,603

27,263

Original
carrying
amount under
IAS 39

New Carrying
amount
under
IFRS 9

2,079

9,505

11,584

2,079

9,505

11,584

(a) Other receivables that were classified as loans and receivables under IAS 39 are now classified at amortised cost. No credit loss is expected to arise on these other

receivables and therefore the change in classification has not resulted in any change to the carrying value of these assets.

New and amended standards and interpretations issued but not yet effective or early adopted

Other new and amended standards and interpretations issued but not yet effective:

•

•

IFRS 16: Leases – 1 January 2019

IFRIC 23: Uncertainty over income tax treatment – 1 January 2019

• Annual Improvements to IFRS 2015 -2017 Cycle – 1 January 2019*

• Amendments to IAS 19: Plan amendment, Curtailment or Settlement – 1 January 2019*

• Amendments to references to the Conceptual Framework in IFRS Standards – 1 January 2020*

• Amendments to IFRS 9 Prepayment Features with Negative Compensation – 1 January 2019

• Amendments to IAS 28: Long-term interests in Associates and Joint Ventures – 1 January 2019

Providence Resources P.l.c. | Annual Report | 2018 33

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

1 Accounting policies (continued)

• Amendments to IAS 19: Plan Amendments curtailments or settlements – 1 January 2019

•

IFRS 17 Insurance Contracts (issued on 18 May 2017)*

• Amendments to IFRS 3: Business combinations*

• Amendments to IAS 1 and IAS 8: Definitions of material*

• Amendments to IFRS 10 and IAS 28: Sale or contribution of assets between an investor and its associate or joint venture

(September 2014) – endorsement postponed, awaiting IASB developments.

* Not yet EU Endorsed

IFRS 16

IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases for both the lessee and the
lessor. For lessees, IFRS 16 eliminates the classification of leases as either operating leases or finance leases and introduces a single
lessee accounting model whereby all leases are accounted for as finance leases, with some exemptions for short-term and low-value
leases.

The Group has completed an initial assessment of the potential impact of IFRS 16 on its consolidated financial statements. Based on
the information currently available, the Group estimates that it will recognise additional lease liabilities and corresponding right of use
assets in the range of €70,000 - €80,000 as at 1 January 2019. The Group’s primary operating lease commitment expires within one
year and the Group will be able to avail of the exemption noted in relation to this lease.

The directors do not believe that any of the other standards should have a significant impact on Group reporting.

Basis of consolidation

The consolidated financial statements include the financial statements of the Company and its subsidiaries.

Subsidiaries are entities controlled by the Group. Control exists when the Group is exposed to or has the right to variable returns from
its involvement with the entity and has the ability to affect those returns through its power of the entity. In assessing control, potential
voting rights that are substantive are taken into account. The financial statements of subsidiaries are included in the consolidated
financial statements from the date that control commences until the date that control ceases. Intra-group balances, and any unrealised
income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements.

Jointly controlled operations

Jointly controlled operations are those activities over which the Group exercises joint control with other participants, established by
contractual agreement. The Group recognises, in respect of its interests in joint operations, the assets that it controls, the liabilities that
it incurs, the expenses that it incurs and the share of the income that it earns from the sale of goods or services by the joint operation.

Judgements and estimates

Preparation of financial statements pursuant to EU IFRS requires a significant number of judgemental assumptions and estimates to
be made. These impact on the income and expenses recognised both within the income statement and the statement of
comprehensive income together with the valuation of the assets and liabilities in the statement of financial position. Such estimates and
judgements are based on historical experience and other factors, including expectation of future events that are believed to be
reasonable under the circumstances and are subject to continual re-evaluation. It should be noted that some assumptions and
estimates used in valuation can have a material impact on the reported results. The following are key sources of estimation uncertainty
and critical accounting judgements in applying the Group’s accounting policies.

Exploration and evaluation assets
The carrying value of exploration and evaluation assets was €81.9 million (2017: €74.8 million) at 31 December 2018. The directors
carried out a review, in accordance with IFRS 6 Exploration for and Evaluation of Mineral Interests, of the carrying value of these assets
and are satisfied that these are recoverable, acknowledging however that their recoverability is dependent on future successful
exploration efforts; see note 10.

Decommissioning
The decommissioning provision amounts to €7.4 million (2017: €7.0 million) at 31 December 2018 and represents management’s best
estimate of the costs involved in decommissioning the various exploration licence areas to return them to their original condition. These
estimates include certain management assumptions with regard to future costs, inflation rates and discount rates; see note 17.

Going concern

Refer to pages 19 and 32 for further details.

34 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

1 Accounting policies (continued)

Employee benefits

(i) Defined contribution pension plans

A defined contribution plan is a post–employment benefit plan under which an entity pays a fixed contribution into a separate entity
and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension
plans are recognised as an employee benefit expense in profit or loss in the periods during which services are rendered by employees.
Prepaid contributions are recognised as an asset to the extent that a cash refund or reduction in future payments is available.

(ii) Share based payment transactions

The Company’s schemes are equity-settled share based payment arrangements with non-market performance conditions which fall
within the scope of and are accounted for under the provisions of IFRS 2 – Share Based Payment. Accordingly, the grant date fair value
of the options granted under these schemes is recognised as a personnel expense with a corresponding increase in the “Share based
payment reserve”, within equity, over the vesting period. The fair value of these options is measured using an appropriate option pricing
model, taking into account the terms and conditions upon which the options were granted. The amount recognised as an expense is
adjusted to reflect the actual number of share options that vest, except where forfeiture is only due to share prices not achieving the
threshold for vesting.

Finance income and expenses

Finance income comprises interest income on funds invested and foreign exchange gains. Interest income is recognised as it accrues,
using the effective interest method.

Finance expenses comprise interest or finance expense on borrowings, unwinding of any discount on provisions, and foreign exchange
movements in the retranslation of non-euro denominated liabilities.

Foreign currency

(i)

Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates
of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the
functional currency at the exchange rate at that date. Foreign currency gains or losses are generally recognised in the income statement.
Gains and losses arising on loans are classified as part of finance costs.

Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional
currency at the exchange rate at the date that the fair value was determined.

(ii) Foreign operations

The assets and liabilities of foreign operations are translated to euro at exchange rates at the reporting date. The income and expenses
of foreign operations are translated to euro at exchange rates at the dates of the transactions.

Foreign currency differences associated with the retranslation of foreign operations are recognised in other comprehensive income and
accumulated in the foreign currency translation reserve (FCTR). When a foreign operation is disposed of the relevant amount in the FCTR
is transferred to the income statement.

Income tax expense

Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the extent that
it relates to items recognised directly in other comprehensive income, in which case it is recognised in other comprehensive income.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the
reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised using the liability method, providing for temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following
temporary differences: the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries and
jointly controlled entities to the extent that they are unlikely to reverse in the foreseeable future. Deferred tax is measured at the tax rates
that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or
substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset
current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on
different tax entities, but they intend to settle current tax liabilities on a net basis or their tax assets and liabilities will be settled
simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary
difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.

Providence Resources P.l.c. | Annual Report | 2018 35

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

1 Accounting policies (continued)

Earnings per share

The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the
profit or loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.
Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of
ordinary shares outstanding for the effects of all potentially dilutive ordinary shares.

Exploration and evaluation assets and development and production assets
The Group has adopted IFRS 6 Exploration for and Evaluation of Mineral Resources in preparing these financial statements.

(i)

Exploration and evaluation assets

Expenditure incurred prior to obtaining the legal rights to explore an area is written off to the income statement. Expenditures incurred
on the acquisition of a licence interest are initially capitalised on a licence by licence basis considering the degree to which the
expenditure can be associated with finding specific reserves. Exploration and evaluation expenditure incurred in the process of
determining exploration targets within licensed areas is also capitalised. No value is attributed to exploration licenses granted. These
expenditures are held undepleted within the exploration licence asset until such time as the exploration phase on the licence area is
complete or commercial reserves have been discovered.

Exploration and evaluation drilling costs are capitalised within each licence area until the success or otherwise of the well has been
established. Unless further evaluation expenditures in the licence area have been planned and agreed or unless the drilling results
indicate that hydrocarbon reserves exist and there is a reasonable prospect that these reserves are commercial, drilling costs are
written off. Where applicable the Group's administrative internal costs are capitalised where it is evident that these costs are directly
attributable to the evaluation or exploration of those assets. Interest is capitalised within exploration and evaluation assets if it is directly
attributable to the evaluation or exploration of those assets.

Expenditure on exploration and evaluation assets is held undepleted within the exploration licence asset until such time as the
exploration phase on the licence area is complete or commercial reserves have been recognised, subject to any impairment losses
recognised. This is in accordance with IFRS 6, Exploration for and Evaluation of Mineral Resources.

(ii) Development and production oil and gas assets

Following appraisal of successful exploration wells and the establishment of commercial reserves, the related capitalised exploration
and evaluation expenditures are reclassified as development and production assets. Farm-out transactions are accounted for based
on the specific terms of the individual farm-out agreement.

Subsequent expenditure is capitalised only where it either enhances the economic benefits of the development and production assets
or replaces part of the existing development and production assets. Any costs associated with the replacement of assets are expensed
to the income statement.

(iii) Depletion

The Group will deplete expenditure on development and production assets on a unit of production basis, based on proved and probable
reserves on a licence by licence basis. Capitalised costs, together with anticipated future development costs calculated at price levels
ruling at the reporting date, will be amortised on a unit of production basis.

Amortisation will be calculated by reference to the proportion that production for the period bears to the total of the estimated remaining
commercial reserves as at the beginning of the period. Changes in reserves quantities and cost estimates will be recognised
prospectively.

(iv) Joint agreements and cash calls

The Group has shared interests in a number of licence areas. In cases where the Group acts as operator of these licence areas,
requests for cash from other partners, known as cash calls (or invoices), are made in accordance with agreed budgets. These cash
call amounts are recognised as a credit to evaluation, exploration, development and production assets where appropriate to ensure
that costs capitalised reflect the Group’s interest only.

(v)

Impairment

Exploration and evaluation assets are reviewed regularly for indicators of impairment and costs are written off where circumstances
indicate that the carrying value might not be recoverable. In such circumstances, the exploration and evaluation asset is allocated to
development and production assets within the same cash generating unit and tested for impairment. Any such impairment arising is
recognised in the income statement for the period. Where there are no development and production assets, the impaired costs of
exploration and evaluation are charged immediately to the income statement.

36 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

1 Accounting policies (continued)

(vi) Decommissioning costs and provisions

Provision is made for the decommissioning of oil and gas wells and other oilfield facilities. The cost of decommissioning is determined
through discounting the amounts expected to be payable to their present value at the date the provision is recorded and this calculation
is reassessed at each reporting date. The unwinding of the discount is reflected as a finance cost in the income statement over the
expected remaining life of the well. Changes in the decommissioning cost estimates are dealt with prospectively by recording an
adjustment to the provision and a corresponding adjustment to the related asset. The decommissioning provision is reviewed annually.

Property, plant and equipment

Property, plant and equipment is measured at cost less accumulated depreciation and impairment losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset. Depreciation is recognised on a straight line basis
over the estimated useful lives of the related assets.

The estimated useful lives for the current and comparative periods are as follows:

•

furniture and equipment

3 -10 years

Intangible assets

Intangible assets are measured at cost less accumulated amortisation and impairment losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset. Amortisation is recognised on a straight line basis
over the estimated useful lives of the related assets.

The estimated useful lives for the current and comparative periods are as follows:

•

capitalised software

3 years

Leased assets

Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease
incentives received are recognised as an integral part of the total lease expense, over the term of the lease.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits with original maturities of less than 90 days. Bank overdrafts that
are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash
equivalents for the purpose of the statement of cash flows.

Receivables

Receivables, which generally have 30 day terms, are initially recorded at fair value and at subsequent reporting dates, amortised cost.
Generally the Group recognises all financial assets using settlement day accounting. An assessment of whether a financial asset is
impaired is made at least at each reporting date.

A provision for impairment of receivables is made where there is objective evidence that the Group will not be able to collect all amounts
due according to the original terms of the receivable. The amount of the provision is the difference between the asset’s carrying amount
and the present value of the estimated future cash flows. Movements in provisions are recognised in the income statement. Bad debts
are written off against the provision when no future prospect of collection exists.

Trade and other payables

Subsequent to initial recognition, trade and other payables are measured at amortised cost.

Financial instruments

Non-derivative financial instruments comprise trade and other receivables, cash and cash equivalents, loans and borrowings, and
trade and other payables.

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not carried at fair value through the income
statement, any directly attributable transaction costs, except as described below. Subsequent to initial recognition, non-derivative
financial instruments are measured at amortised cost.

A financial instrument is recognised where the Group becomes a party to the contractual provisions of the instrument. Financial assets
are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group transfers the financial
asset to another party without retaining control or substantially all risks and rewards of the asset. Financial liabilities are derecognised
if the Group’s obligations specified in the contract expire or are discharged or cancelled.

Providence Resources P.l.c. | Annual Report | 2018 37

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

1 Accounting policies (continued)

Ordinary shares

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are
recognised as a deduction from retained earnings, net of any tax effects.

Operating segments

Operating segment information is presented in the consolidated financial statements in respect of the Group’s geographical segments
which represent the financial basis by which the Group manages its business.

Performance is measured based on segment result and total asset value as included in the internal management reports that are
reviewed by the Group’s board of Directors, who are determined to be the chief operating decision maker (“CODM”), which
management believe is the most relevant information when evaluating the results of certain segments relative to other entities that
operate within that industry.

All exploration and evaluation assets held by the Group are located in the Republic of Ireland and accordingly the Group has identified
one reporting segment, being:

• Republic of Ireland exploration assets: oil and gas exploration assets in the Republic of Ireland

2018
€’000

4,766

(216)

4,550

(1,182)

3,368

2018
€’000

96

—

96

2018
€’000

382

68

450

2017
€’000

5,456

2,932

8,388

(1,897)

6,491

2017
€’000

156

960

1,116

2017
€’000

133

—

133

2,703

(7,626)

2 Administration expenses

Corporate, exploration and development expenses

Foreign exchange (gain)/loss

Total administration expenses for the year

Capitalised in Exploration and Evaluation assets (Note 10)

Total charged to the income statement

3 Finance income

Bank deposit interest income

Foreign exchange gain on decommissioning provision

4 Finance expense

Unwind of discount on decommissioning provision

Foreign exchange loss on decommissioning provision

Total finance expense recognised in income statement

Recognised in other comprehensive income:

Foreign exchange transaction differences on foreign operations

38 Providence Resources P.l.c. | Annual Report | 2018

5 Income tax result

Current tax expense
Current year

Deferred tax expense
Origination and reversal of temporary differences

Total income tax charge for year

(cid:1) Financial Statements

2018
€’000

2017
€’000

—

—

—

—

—

—

—

—

A reconciliation of the expected tax benefit computed by applying the standard Irish tax rate to the loss before tax to the actual tax
result is as follows:

Loss before tax

Irish standard tax rate

Tax credit at the Irish standard rate

Expenses not deductible for tax purposes

Losses carried forward

Other

Tax result for the year

6 Employee expenses and numbers

Wages and salaries

Social welfare costs

Defined contribution pension costs

Share-based payment expense (Note 20)

The following expenses, which are included in the above amounts, were capitalised during the year:

Wages and salaries

2018
€’000

(4,779)

12.5%

(597)

306

317

(26)

—

2018
€’000

1,700

190

187

243

2017
€’000

(20,419)

12.5%

(2,552)

2,171

304

77

—

2017
€’000

2,175

237

177

431

2,320

3,020

2018
€’000

690

2017
€’000

1,535

The average number of persons employed during the year (including executive directors) by activity was as follows:

Exploration and evaluation

Corporate management and administration

2018
Number

2017
Number

7

7

14

7

7

14

The Group contributes to an externally funded defined contribution scheme to satisfy the pension arrangements in respect of certain
management personnel. The total pension cost charged for the year was €187,000 (2017: €177,000).

Providence Resources P.l.c. | Annual Report | 2018 39

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

7 Directors’ remuneration and transactions with key management personnel

Directors’ emoluments are analysed as follows:

Salaries and
other emoluments

Bonus
payments

Fees

Total

2018
€’000

470

384

854

—

—

—

—

—

—

2017
€’000

397

384

781

—

—

—

—

—

—

854

781

2018
€’000

—

—

—

—

—

—

—

—

—

—

2017
€’000

247

165

412

—

—

—

—

—

—

412

2018
€’000

2017
€’000

—

—

—

45

45

45

45

100

280

280

—

—

—

26

45

45

45

100

261

261

2018
€’000

470

384

854

45

45

45

45

100

280

2017
€’000

644

549

1,193

26

45

45

45

100

261

1,134

1,454

Executive

Tony O’Reilly

John O’Sullivan1

Sub-total

Non-Executive

Angus McCoss2

Lex Gamble

James McCarthy

Philip O’Quigley

Pat Plunkett

Sub-total

Total

1 John O’Sullivan’s emoluments include pension contributions of €49,440 for 2018 (2017: €49,440).
2 Angus McCoss was appointed on 1 June 2017.

Directors’ remuneration is fixed by the Remuneration Committee of the board which is comprised solely of non-executive directors of
the Company.

Detail of share options granted to the directors during the year are disclosed in the directors’ report. In 2018, the share based payments
expense in relation to directors amounted to €217,000 (2017: €316,000).

The emoluments of Mr. Tony O’Reilly include payments made to Kildare Consulting Limited under the terms of his employment contract
(Note 23).

There were no loans outstanding to any director at any time during the year. Details of the directors’ interests in shares and share
options are set out on page 17.

Transactions with key management personnel comprising directors and other senior management

Key management personnel are considered to be the board of directors and other key management. The compensation of the key
management personnel was as follows:

Wages, salaries and fees:

Executive directors

Non-executive directors

Other key management salaries

Social welfare costs

Defined contribution pension costs

Share-based payment expense

40 Providence Resources P.l.c. | Annual Report | 2018

2018
€’000

805

280

316

1,401

75

97

224

1,797

2017
€’000

1,143

261

370

1,774

100

91

341

2,306

(cid:1) Financial Statements

2018
€’000

54

21

8

214

55

88

723

334

280

854

—

2017
€’000

54

21

8

223

67

104

14,643

268

261

781

412

8 Statutory and other information

Auditor’s remuneration

Audit

Audit of subsidiary entities

Taxation services

Operating lease rentals on property

Depreciation on property, plant and equipment

Amortisation of intangible assets

Impairment of evaluation and exploration assets

Pre-licence exploration expenditure

Directors’ emoluments

Fees

Salaries and other emoluments

Bonus

9 Earnings per share

Earnings per share are calculated by dividing the loss attributable to equity holders of the Company by the weighted average number
of ordinary shares in issue during the year.

Loss attributable to equity holders of the Company

The weighted average number of ordinary shares in issue is calculated as follows:

In issue at beginning and end of year (‘000s)

being weighted average number of ordinary shares (‘000s)

Basic and diluted loss per share (cent)

Total
2018
€’000

Total
2017
€’000

(4,779)

(20,419)

2018

2017

597,659

597,659

2018
cent

(0.80)

2017
cent

(3.42)

There is no difference between the basic loss per ordinary share and the diluted loss per ordinary share for the current year as all
potentially dilutive ordinary shares outstanding are anti-dilutive in relation to continuing operations. There were 28,255,000 (2017:
28,255,000) anti-dilutive share options in issue at 31 December 2018.

Providence Resources P.l.c. | Annual Report | 2018 41

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

10 Exploration and evaluation assets

Cost and net book value

At 1 January 2017

Additions

Cash calls received in year

Administration expenses

Impairment charge

Foreign exchange translation

At 31 December 2017

Additions

Administration expenses

Cash calls received in year

Impairment charge

Foreign exchange translation

At 31 December 2018

Republic of
Ireland
€’000

89,276

55,971

(49,853)

1,897

(14,643)

(7,817)

74,831

7,499

1,182

(3,638)

(723)

2,716

81,867

The exploration and evaluation asset balance at 31 December 2018 primarily relates to the Barryroe (€62.0 million), Dunquin
(€16.3 million), Newgrange (€2.7 million) and Avalon (€0.9 million) licenses.

The directors have assessed the current activities ongoing within exploration and evaluation assets and have determined that an
impairment charge of €0.7 million (2017: €14.6 million) is required at 31 December 2018.

In 2017 the drilling campaign on Druid/Drombeg resulted in the impairment of the licence as only trace hydrocarbons were found and
the well was not commercially viable. The Kish Bank licence was also impaired, as it is unlikely that further exploration and evaluation
work will be undertaken.

The directors recognise that the future realisation of the remaining exploration and evaluation assets is dependent on future successful
exploration and appraisal activities and the subsequent economic production of hydrocarbon reserves. They have reviewed current and
prospective plans for each of the licence areas and are satisfied that future exploration and evaluation activities are appropriate in light
of the carrying value of these assets.

11 Property, plant and equipment

Cost
At 1 January 2017
Additions in year
At 31 December 2017
Additions in year
At 31 December 2018

Depreciation
At 1 January 2017
Charge for year
At 31 December 2017
Charge for year
At 31 December 2017

Net book value
At 31 December 2018
At 31 December 2017

42 Providence Resources P.l.c. | Annual Report | 2018

Furniture and
equipment
€’000

664
27
691
21
712

562
67
629
55
684

28
62

12 Intangible assets

Cost

At 31 December 2017

Additions in year

At 31 December 2018

Amortisation

At 31 December 2017

Charge for year

At 31 December 2018

Carrying value

At 31 December 2018

At 31 December 2017

13 Trade and other receivables

VAT recoverable

Prepayments

Other receivables

Amounts due from joint operation partners

Amounts due from joint operation partners are normal billings due on demand.

14 Cash and cash equivalents

Cash held in bank accounts

Cash and cash equivalents

(cid:1) Financial Statements

Capitalised
software
€’000

313

—

313

225

88

313

—

88

2017
€’000

59

130

560

6,911

7,660

2018
€’000

59

172

5

228

464

2018
€’000

7,617

7,617

2017
€’000

19,603

19,603

Providence Resources P.l.c. | Annual Report | 2018 43

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

15 Share capital and share premium

Authorised

Deferred shares of €0.011 each (a)

Ordinary shares of €0.10 each

Number
(’000)

€’000

1,062,442

986,847

11,687

98,685

(a)

The deferred shares do not entitle the shareholder to receive a dividend or other distribution, do not entitle the shareholder to
receive notice of or vote at any general meeting of the Company, and do not entitle the shareholder to any proceeds on a return
of capital or winding up of the Company.

Issued

Deferred shares of €0.011 each

Ordinary shares of €0.10 each

At 31 December 2018

16 Reserves

Number
000’s

1,062,442

597,659

597,659

Share
capital
€’000

11,687

59,765

71,452

Share
premium
€’000

5,691

242,227

247,918

The statement of changes in equity outlines the movement in reserves during the year. The reserves included within that statement are
further explained below:

a)

b)

The currency translation reserve comprises all foreign exchange differences from 1 January 2006, arising from the translation of
the net assets of the Group’s non-euro denominated operations, including translation of the profits of such operations from the
average exchange rate to the rate at the reporting date.

The share based payment reserve comprises the fair value of all share options which have been charged over the vesting period,
net of amounts relating to share options forfeited, exercised or lapsed during the year, which are reclassified to retained earnings.

17 Decommissioning provisions

At beginning of year

Unwind of discount

Foreign exchange loss/(gain)

At end of year

2018
€’000

6,956

382

68

7,406

2017
€’000

7,783

133

(960)

6,956

Decommissioning costs are expected to be incurred over the remaining lives of the fields, which are estimated to be between 2021
and 2023. The provision for decommissioning is reviewed annually. The provision has been calculated assuming industry established
oilfield decommissioning techniques and technology at current prices and is discounted at 10% (2017: 10%) per annum, reflecting the
associated risk profile.

44 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

18 Deferred taxation
The Group has not recognised a potential deferred tax asset of €25.9 million (2017: €25.0 million) which mainly relates principally to
unutilised tax losses available to carry forward, all of which arose in Ireland, on the basis that it is not probable that the Group will have
taxable profits available in future periods against which this asset could be utilised.

The gross amount of unused tax loss carry forwards, with their expiry dates, are as follows:

One year

Two years

Three years

Four years

Five years

More than five years

Total

2018
€’000

157

197

491

4,004

1,527

201,426

207,802

2017
€’000

193

157

197

491

4,004

194,579

199,621

Unutilised losses may be carried forward, up to their date of expiry, as long as oil production commences within 25 years from the date
of the losses originating.

19 Trade and other payables

Accruals

Other payables

Relevant Contract Tax

Amounts payable to joint operating partners

2018
€’000

401

298

—

—

699

2017
€’000

2,079

1,798

4,372

3,335

11,584

20 Share schemes

Share option schemes were introduced in August 1997 (expired August 2007), May 2005 (expired October 2015) and June 2009 from
which new share options may be offered to employees, Directors and consultants. Options are recommended at a level to attract
retain and motivate participants in the competitive environment in which the Group operates. There have been no changes in this
policy since the adoption of the first scheme in August 1997. The 1997 and 2005 Scheme have both now expired and no new options
may be granted from these schemes. The Remuneration Committee reviews and assesses proposals to grant share options to
participants under the 2009 share option scheme. Participation is at the discretion of Directors for eligible participants.

The Group operates employee share schemes as follows:

2005 Scheme

All remaining outstanding options under the 2005 scheme expired during prior years.

2009 Scheme

In 2009, the directors adopted a share option scheme which contains share growth performance criteria. The option price is the market
price immediately preceding the date of grant. The “2009 scheme” operates as an equity-settled share option scheme and the options
are granted subject to the following conditions:

(i)

(ii)

50% of total options granted are exercisable after one year from the date of grant provided that the market price of the Company’s
shares has increased by a minimum of 25% and has maintained such increase over a period of three months prior to the exercise
of any option.

The remaining 50% of the total options granted are exercisable after two years from the grand date provided the market price of
the Company’s shares has increased by a minimum of 50% from date of grant and has maintained such increase over a period
of three months prior to the exercise of any option.

Providence Resources P.l.c. | Annual Report | 2018 45

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

20 Share schemes (continued)

2009 Scheme (continued)

Under the 2009 Scheme, which is a ten year scheme, the exercise period for any options granted is seven years. The 2009 Scheme
provides for the award of options over ordinary shares up to a maximum of 5% of the issued share capital of the Company.

Nil (2017: 3,750,000) options were granted during 2018 under this scheme. The fair value of the options granted during the prior year
was estimated at €0.1032 per share using the Black-Scholes option pricing model. The following key input assumptions were applied:

Volatility

Time period

Dividend yield

Risk free interest rate

Exercise price

2017

65%

7 years

0%

(0.22%)

€0.17

At 31 December 2018, options over 6,055,000 (2017: 6,055,000) shares remained outstanding at subscription prices ranging from
€0.142 to €6.13, with a weighted average price of €0.36 (2017: €0.36). These options expire at varying dates up to June 2024, with
none exercisable at year end.

2016 Scheme

In 2016, the Director implemented a long term incentive plan (the “2016 LTIP Scheme”) for Directors following alterations to certain
provisions of the 2009 Share Option Scheme (the “2009 Scheme”). The alterations provide for a fixed exercise price significantly above
the then market price and a reduction to the period of time during which options can be exercised. The applicable alterations were as
follows:

(i)

(ii)

50% of total options granted are exercisable after one year from the date of grant provided that the market price of the Company’s
shares exceeds a price of €0.45 per share.

The remaining 50% of the total options granted are exercisable after a further year has elapsed provided the market price of the
Company’s shares exceeds a price of €0.45 per share.

No option is exercisable more than three years after grant date and no option is exercisable within one year of grant.

No options were granted during the year (2017: Nil) under this scheme.

In addition, the 2016 LTIP Scheme details the manner in which options are exercisable by “Good Leavers” and “Bad Leavers”.

If a Participant ceases to hold office or employment by virtue of which he is eligible to participate in the Scheme due to:

(a) resignation (other than due to terminal illness or total permanent incapacitation);

(b) dismissal for cause or poor performance; or

(c) any other circumstances (other than due to genuine redundancy or death) determined by the Board to constitute a Bad Leaver,

then, the Board may in its absolute discretion decide whether any option, or any portion thereof, shall be exercisable (subject to the
conditions applicable thereto) on or after such cessation provided however that no option shall be exercisable or exercised later than
the expiration of the earlier of the following periods which ever shall first occur:-

(i)

the third anniversary of the grant of that option; or

(ii) one month after such cessation of employment.

46 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

20 Share schemes (continued)

2016 Scheme (continued)

If a Participant ceases to hold office or employment by virtue of which he is eligible to participate in the Scheme due to genuine
redundancy or otherwise for reasons other than as a Bad Leaver, then in such case an option held by such Participant may, subject
to the conditions applicable thereto, be exercisable to the earliest of:

(i)

the third anniversary of the grant of that option; or

(ii)

the expiry of twelve months from the date of death of the Participant, and shall lapse on the expiry of such period.

The total number of options granted under 2016 LTIP Scheme to date is 22.6 million.

For the avoidance of doubt, the above alterations made to the 2009 Scheme only relate to options being granted under the 2016 LTIP
Scheme. All other options granted or capable of being granted are subject to the original provisions of the 2009 Scheme.

At 31 December 2018, options over 22,200,000 (2017: 22,200,000) remained outstanding at subscription, prices of €0.45, with an
exercise price of €0.45 (2017: €0.45). These options expire at August 2019 with none exercisable at year end.

Charge

The share based payment charge for the year was €243,000 (2017: €431,000).

21 Financial instruments

Financial risk management objectives, policies and processes

The Group has exposure to the following risks from its use of financial instruments:

(a)

(b)

(c)

Interest rate risk

Foreign currency risk

Liquidity risk

(d) Credit risk

The board of directors has overall responsibility for the establishment and oversight of the Group’s risk management framework.

The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits
and controls, and to monitor risks and adherence to limits.

Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities.

The Group Audit Committee oversees how management monitors compliance with the Group’s risk management policies and
procedures and framework in relation to the risks faced.

(a)

Interest rate risk

The Group currently finances its operations through a mixture of shareholders’ funds and bank deposits. Short term cash funds are
generally invested in short term interest bearing bank deposits. The Group did not enter into any hedging transactions with respect to
interest rate risk; however, the requirement for such instruments is kept under ongoing review.

The interest rate profile of these interest bearing financial instruments was as follows:

Variable rate instruments

Financial assets – cash and cash equivalents

2018
€’000

2017
€’000

7,617

19,603

Providence Resources P.l.c. | Annual Report | 2018 47

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

21 Financial instruments (continued)

Cash flow sensitivity analysis for variable rate instruments

A change of 100 basis points (‘bps’) in interest rates at 31 December 2018 and 31 December 2017 would have increased/(decreased)
the reported loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates,
remain constant.

31 December 2018

Variable rate instruments

31 December 2017

Variable rate instruments

(b) Foreign currency risk

Profit

100 bps
increase
€’000

100 bps
decrease
€’000

20

(25)

134

(89)

The Group is exposed to currency risk on purchases, loans and bank deposits that are denominated in a currency other than the
functional currency of the entities of the Group.

It is Group policy to ensure that foreign currency risk is managed wherever possible by matching foreign currency income and
expenditure. During the years ended 31 December 2018 and 2017 the Group did not utilise either foreign currency forward contracts
or derivatives to manage foreign currency risk on future net cash flows.

The Group’s foreign currency risk exposure in respect of the principal foreign currencies in which the Group operates was as follows:

31 December 2018

31 December 2017

VAT recoverable

Other debtors

Euro
€’000

GBP
€’000

—

—

—

—

USD
€’000

—

151

Cash and cash equivalents

— 5,195

2,211

Not
at risk
EURO
€’000

59

254

211

Total
€’000

59

405

7,617

Trade and other payables

—

(116)

(215)

(368)

(699)

Total exposure

— 5,079

2,147

156

7,382

GBP
€’000

—

560

6,109

USD
€’000

—

6,860

8,440

Not at
risk
EURO
€’000

59

181

Total
€’000

59

7,601

5,008 19,603

(565)

(3,698)

(7,321)

(11,584)

6,104 11,602

(2,073) 15,679

Euro
€’000

—

—

46

—

46

The following are the significant exchange rates that applied against 1 euro during the year:

1 GBP

1 USD

Average rate

Spot rate at 31 December

2018

2017

2018

2017

0.8860

1.1793

0.7764

1.1368

0.8945

1.1450

0.8872

1.1993

48 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

21 Financial instruments (continued)

Sensitivity analysis

A 10% strengthening and weakening of the euro against the following currencies, based on outstanding financial assets and liabilities
at 31 December 2018 and 31 December 2017 would have increased/(decreased) the reported loss and equity by the amounts below
as a consequence of the retranslation of foreign currency denominated financial assets and liabilities at those dates. It is assumed that
all other variables, especially interest rates, remain constant in the analysis.

31 December 2018

GBP

USD

31 December 2017

GBP

USD

(c) Liquidity risk

Profit/(loss)

Equity

10%
increase
€’000

10%
decrease
€’000

10%
increase
€’000

10%
decrease
€’000

(508)

(193)

(610)

(808)

508

193

610

808

473

(113)

474

(129)

(578)

138

(580)

157

Liquidity is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing
liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and
adverse conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.

The Group manages liquidity risk by regularly monitoring cash flow projections and rolling forecasts of expected cash flows against
actual cash flows. The nature of the Group’s exploration and appraisal activities can result in significant differences between expected
and actual cash flows. Consequently a conservative approach to cash forecasting is taken and appropriate contingency planning is
put in place to ensure that the Group can discharge its financial obligations as they fall due.

The contractual maturities of financial liabilities as at 31 December 2018 and 2017 are within six months and less contractual cash flows
and therefore are the same as the carrying amounts.

(d) Credit risk

Credit risk is the risk of financial loss to the Group if a cash deposit is not recovered. Group deposits are placed only with banks with
appropriate credit ratings.

The carrying amount of financial assets represents the maximum credit exposure. Receivables, which generally have 30 days terms,
are initially recorded at fair value and, at subsequent reporting dates, amortised costs. An assessment whether an asset is impaired is
made at least at each reporting date. The maximum exposure to credit risk at 31 December was:

Cash and cash equivalents

VAT recoverable

Other receivables

Maximum exposure to credit risk

(e) Fair values versus carrying amounts

2018
€’000

7,617

59

405

8,081

2017
€’000

19,603

59

7,601

27,263

Due to the short term nature of all of the Group’s financial assets and liabilities at 31 December 2018, the fair value equals the carrying
amount in each case.

(f) Capital management

The Group has historically funded its activities through a combination of share rights issues and placing and bank borrowings. The
Group’s capital structure is kept under review by the board and it is committed to capital discipline and continues to maintain flexibility
for future growth, both organic and through acquisitions. The board considers capital to comprise shareholders’ equity and long term
borrowings and endeavours to ensure an appropriate mix of equity and debt is maintained.

Providence Resources P.l.c. | Annual Report | 2018 49

NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)

22 Commitments and contingencies

(a) Exploration and evaluation activities

The Group has capital commitments of approximately €5.1 million in respect of its share of costs of exploration and, evaluation activities
during 2019.

(b) Operating leases

Total commitments under non-cancellable operating lease rentals, all of which relate to property, are as follows:

Payable:

Within one year

Between two and five years

Total operating lease commitments

(c) Contingencies

2018
€’000

197

54

251

2017
€’000

227

146

373

From time to time the Group is involved in other claims and legal actions which arise in the normal course of business. There are
currently no ongoing claims or legal actions.

Under the terms of the CEPIL acquisition agreement the Group is required to make a payment of US$5 million to the former shareholders
of CEPIL if a final investment decision is made to develop the Spanish Point asset. No provision has been recognised in the financial
statements at this stage as the asset is still at an exploration and evaluation stage and the final investment decision has not yet
been taken. The JV partners are engaged in ongoing discussion with the Irish regulatory authorities as to the future status of the
licence.

23 Related party transactions

Mr Tony O’Reilly has, through Kildare Consulting Limited, a company beneficially owned by him, a contract for the provision of service
to the Company outside the Republic of Ireland effective April 2017. The amount paid under the contract in the year ended 31 December
2018 was €426,075 (2017: €606,930). The contract was renewed on 1 April 2019 and is of two years duration and is subject to one
year’s notice period.

24 Group transparency disclosures

In accordance with Chapter 10 of the relevant EU Accounting Directive (2013/34/EU), companies operating in the extractive sector are
required to disclose payments made to National Governments.

The payments disclosed are based on where the obligation arose which in the case of the Group is Ireland. Payments are disclosed
by license where the aggregate of the payment in the year exceeds €100,000; otherwise they are combined into a corporate level
payment which consolidates individual payments of less than €100,000.

Licence

2018

Barryroe

Diablo

Newgrange

Corporate**

Total Ireland

Licence

2017

Spanish Point

Spanish Point North

Corporate**

Total Ireland

Licence
number

SEL 1/11

FEL 2/14

FEL 6/14

Licence
number

FEL 2/04

FEL 4/08

Licence
fees
€’000

182

16

56

63

317

Licence
fees
€’000

—

—

296

296

PIP
fees
€’000

—

24

70

137

231

PIP
fees
€’000

101

101

143

345

CRU
fees
€’000

—

98

—

—

98

CRU
fees
€’000

—

—

—

—

Total
€’000

182

138

126

200

646

Total
€’000

101

101

439

641

** Corporate is the consolidate total of all Irish licences where the total of each licence payment in the year is less than €100,000.

50 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

24 Group transparency disclosures (continued)

All of the payments disclosed in accordance with the Directive have been made to National Governments, covering both direct and
indirect payments.

The payments type covered by this disclosure are

a) Licence fees

b) PIP fees

c) CRU fees

Licence fees

Licence fees cover the costs associated with holding licences. These cover rental fees, assignment fees, Expand Offshore Group
Fees, Prospective Licence and any application fees.

PIP (Petroleum Infrastructure Programme) fees

The PIP (Petroleum Infrastructure Programme) was set up by the Petroleum Affairs Division in 1997 as a private company.

PIP fees are paid on condition of granting a Frontier Exploration Licence.

The overall aim of PIP is to promote hydrocarbon exploration and development in Ireland and it undertakes research programmes
around Ireland.

The research under the programme goes beyond normal licence specific work and is designed not to duplicate work carried out by
other groups or commercial entities.

John O’Sullivan is a director of the Company and was a Director of PIPCO RSG CLG up to 28 May 2019.

CRU (Commission for Regulation of Utilities) fees

The CRU is Ireland’s independent energy and water regulator with responsibilities for economic, customer protection and safety.

The CRU reviews all exploration, appraisal and production activities in Ireland to ensure that they meet the highest international safety
standards.

25 Approval of financial statements

The financial statements were approved by the board of directors on 27 June 2019.

Providence Resources P.l.c. | Annual Report | 2018 51

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2018

Fixed assets

Oil and gas interests

Tangible assets

Financial assets

Intangible assets

Total non-current assets

Current assets

Debtors

Cash at bank and in hand

Total current assets

Creditors: amounts falling due within one year

Net current assets

Total assets less current liabilities

Provision for liabilities

Net assets

Capital and reserves

Called up share capital

Share premium

Undenominated capital

Share based payment reserve

Profit and loss account

Shareholders’ funds – equity

On behalf of the Board

Pat Plunkett
Chairman

27 June 2019

Tony O’Reilly
Chief Executive

Note

2018
€’000

2017
€’000

2

3

4

5

6

7

8

9

20,050

17,619

28

2

—

62

2

88

20,080

17,771

55,438

7,608

63,046

(4,593)

58,453

78,533

(5,973)

72,560

66,737

19,542

86,279

(15,666)

70,613

88,384

(5,241)

83,143

71,452

247,918

623

1,745

71,452

247,918

623

1,502

(249,178)

(238,352)

72,560

83,143

52 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

STATEMENT OF CHANGES IN COMPANY EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2018

At 1 January 2018

Loss for financial year

Total comprehensive loss

Transactions with owners, recorded directly in equity

Share based payment expense

At 31 December 2018

At 1 January 2017

Loss for financial year

Total comprehensive loss

Transactions with owners, recorded directly in equity

Share based payment expense

Share options lapsed in year

At 31 December 2017

Called up
share
capital
€’000

Capital
conversion
reserve
€’000

Share
premium
€’000

Share
based
payment
reserve
€’000

Profit
and loss
account
€’000

Total
€’000

71,452

623

247,918

1,502

(238,352)

83,143

—

—

—

71,452

Called up
share
capital
€’000

71,452

—

—

—

—

—

—

—

623

—

—

—

—

—

(10,826)

(10,826)

(10,826)

(10,826)

243

—

243

247,918

1,745

(249,178)

72,560

Capital
conversion
reserve
€’000

Share
premium
€’000

Share
based
payment
reserve
€’000

Profit
and loss
account
€’000

Total
€’000

623

247,918

1,398

(207,532)

113,859

—

—

—

—

—

—

—

—

—

—

(31,147)

(31,147)

(31,147)

(31,147)

431

(327)

—

327

431

—

71,452

623

247,918

1,502

(238,352)

83,143

Providence Resources P.l.c. | Annual Report | 2018 53

NOTES TO THE COMPANY FINANCIAL STATEMENTS

1 Accounting policies

Basis of preparation
These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework
(“FRS 101”). There have been no material departures from the Standards

In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of International
Financial Reporting Standards as adopted by the EU (“Adopted IFRS”), but makes amendments where necessary in order to comply
with the Companies Act 2014 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.

In these financial statements, the Company has adopted certain disclosure exemptions available under FRS 101. These include:

•

a cash flow statement and related notes;

• disclosures in respect of the compensation of key management personnel;

• disclosures in respect of transactions with wholly owned subsidiaries;

• disclosures in respect of capital management; and

•

the effects of new but not yet effective IFRSs.

As the consolidated financial statements of ultimate holding undertaking include the equivalent disclosures, the Company has also taken
the exemption under FRS 101 available in respect of the following:

• Certain disclosures required by IFRS 13 Fair Value Measurement and the disclosures required by IFRS 7 Financial Instrument

Disclosures; and

• Certain disclosures required by IAS 36 Impairment of Assets.

These financial statements are presented in Euro, being the functional currency of the Company. All financial information presented in
Euro has been rounded to the nearest thousand, except where otherwise stated.

The accounting policies applied in the Company only financial statements are consistent with the Group accounting policies as set out
on pages 32 to 38.

Going concern

Refer to basis of preparation of consolidated financial statements information on the going concern on the Group and Company on
pages 19 and 32.

Use of estimates and judgements

In preparing these financial statements management has made judgements, estimates and assumptions that affect application of the
Company accounting policies and the reported amounts of assets, liabilities, income and expenses. Such estimates and judgements
are based on historical experience and other factors, including expectation of future events that are believed to be reasonable. Actual
outcomes may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively. The
details and critical judgements are disclosed in the Group accounting policies.

54 Providence Resources P.l.c. | Annual Report | 2018

2 Oil and gas interests – exploration expenditure

Cost

At 1 January 2018

Exploration and appraisal expenditure

Administration expenses capitalised

Cash calls received in year

Impairment charge

At 31 December 2018

(cid:1) Financial Statements

Ireland
2018
€’000

17,619

6,027

388

(3,319)

(665)

20,050

The exploration and evaluation asset balance at 31 December 2018 primarily relates to Dunquin (€16.3 million), Newgrange (€2.7 million)
and Avalon (€0.9 million) license areas.

The directors have assessed the current activities ongoing within exploration and evaluation assets and have determined that an
impairment charge of €0.7 million (2017: €14.7 million) is required at 31 December 2018.

The directors have assessed the current activities ongoing within exploration and evaluation assets and have determined that no
additional impairment charge is required at 31 December 2018. The directors recognise that the future realisation of these exploration
and evaluation assets is dependent on future successful exploration and appraisal activities and the subsequent economic production
of hydrocarbon reserves. They have reviewed current and prospective plans for each of the licence areas and are satisfied that future
exploration and evaluation activities are appropriate in light of the carrying value of these assets.

3 Tangible fixed assets

Cost

At 1 January 2018

Additions in year

At 31 December 2018

Depreciation

At 1 January 2018

Charge for year

At 31 December 2018

Net book value

At 31 December 2018

At 31 December 2017

Furniture and
equipment
€’000

646

21

667

584

55

639

28

62

Providence Resources P.l.c. | Annual Report | 2018 55

NOTES TO THE COMPANY FINANCIAL STATEMENTS
(CONTINUED)

4 Financial fixed assets

Investments in subsidiaries at start and end of year

At 31 December 2018, the Company had the following principal subsidiaries, all of which are wholly owned:

Name

Providence Resources
UK Limited

Providence Resources
(NI) Limited

Registered Office/Country
of Incorporation

5th Floor, 6 St. Andrews Street,
London, EC4A 3AE, UK

C/O Geo.I.Maclain Solicitors,
Imperial Buildings, 72 High Street,
Belfast, BT1 2BE

Activity

Dormant

Dormant

Providence Resources
(International) Limited

Craigmuir Chambers, P.O. Box 71,
Road Town, Tortola, British Virgin Islands

Holding company

P.R. UK Holdings Limited

5 Jubilee Place, London SW3 3TD, UK

Holding company

Providence Resources
(GOM No. 2) LLC

Providence Resources
(Holdings USA) LLC

Providence Resources
(USA) DAC

Exola DAC

Chrysaor E&P Ireland DAC

Corporation Trust Centre, 1209 Orange Street, Dormant
Wilmington, Delaware, USA

Corporation Trust Centre, 1209 Orange Street, Holding company
Wilmington, Delaware, USA

Airfield House, Airfield Park, Donnybrook,
Dublin D04 CP49, Republic of Ireland

Airfield House, Airfield Park, Donnybrook,
Dublin D04 CP49, Republic of Ireland

Airfield House, Airfield Park, Donnybrook,
Dublin D04 CP49, Republic of Ireland

Holding company

Oil and Gas exploration

Oil and Gas exploration

5 Intangible assets

Cost

At 1 January 2018

Additions in year

At 31 December 2018

Amortisation

At 1 January 2018

Charge for year

At 31 December 2018

Carrying value

At 31 December 2018

At 31 December 2017

56 Providence Resources P.l.c. | Annual Report | 2018

2018
€’000

2

Interest in
Ordinary
Share
Capital

100%

100%

100%

100%

100%

100%

100%

100%

100%

Software
€’000

313

—

313

225

88

313

—

88

6 Debtors

VAT

Prepayments

Other receivables

Amounts due from joint operation partners

Amounts due from subsidiaries

(cid:1) Financial Statements

2018
€’000

47

163

5

19

55,204

55,438

2017
€’000

56

122

560

6,898

59,101

66,737

All of the above amounts fall due within one year.

Amounts owed from subsidiaries are interest-free and fall due on demand.

The recoverability of amounts due from subsidiaries is largely dependent on the future cash flows generated from the exploration and
evaluation assets owned by those entities. A provision for receivables is made where there is objective evidence that the Company will
not be able to collect all amounts due. The amount of the provision is based on the credit profile of the relevant entity.

7 Creditors: amounts falling due within one year

Relevant Contracts Tax

Trade creditors

Accruals

Amounts due to joint operating partners

Amounts owed to subsidiaries (a)

(a) Amounts owed to subsidiaries are interest free and fall due on demand.

8 Provision for liabilities – Decommissioning

At 1 January

Unwind of discount

Decrease/(increase) in abandonment provision

Foreign exchange differences

Balance at 31 December

2018
€’000

—

201

448

—

3,944

4,593

2018
€’000

5,241

200

262

270

2017
€’000

4,372

1,788

1,987

3,335

4,184

15,666

2017
€’000

6,265

—

(251)

(773)

5,973

5,241

Decommissioning costs are expected to be incurred over the remaining lives of the fields, which are estimated to be between 2021
and 2023. The provision for decommissioning is reviewed annually. The provision has been calculated assuming industry established
oilfield decommissioning techniques and technology at current prices and is discounted at 10% (2017: 10%) per annum, reflecting the
associated risk profile.

9 Share capital and share premium

See note 15 on page 44 to the Group financial statements.

Providence Resources P.l.c. | Annual Report | 2018 57

NOTES TO THE COMPANY FINANCIAL STATEMENTS
(CONTINUED)

10 Commitments and contingencies

Commitments

Exploration and evaluation activities

The Company has capital commitments of approximately €5.1 million to contribute to its share of costs of exploration and, evaluation
activities during 2019.

Leases

Operating leases annual commitments exist under non-cancellable property leases expiring as follows:

Within one year

Between two and five years

Total

11 Statutory information

2018
€’000

161

—

161

2017
€’000

191

55

246

Under the provisions of Section 304 of the Companies Act 2014, the Company is not presenting a separate profit and loss account.
A loss of €4,692,000 (2017: loss of €31,147,000) for the financial year ended 31 December 2018 has been dealt with in the separate
profit and loss account of the Company.

Auditor’s remuneration

2018
€’000

54

2017
€’000

42

During the year the Company employed 14 people (2017: 14 people) and incurred payroll costs of €1.9 million (2017: €2.4 million).

The Group contributes to an externally administered defined contribution retirement benefit scheme to satisfy the retirement benefit
arrangements in respect of certain management personnel. The retirement benefit cost charged for the year was €0.2 million (2017:
€0.2 million).

The Company capitalised €0.69 million (2017: €1.54 million) of the €1.9 million gross payroll cost within the Company's carrying value
of its exploration and evaluation assets.

12 Related party transactions

Mr Tony O’Reilly has, through Kildare Consulting Limited, a company beneficially owned by him, a contract for the provision of service
to the Company outside the Republic of Ireland effective 1 April 2017. The amount paid under the contract in the year ended
31 December 2018 was €426,075 (2017: €606,930). The contract was renewed 1 April 2019 and is of two years duration and is
subject to one year’s notice period.

13 Company transparency disclosures

In accordance with Chapter 10 of the relevant EU Accounting Directive (2013/34/EU), companies operating in the extractive sector are
required to disclose payments made to National Governments.

The payments disclosed are based on where the obligation arose which in the case of the Company is Ireland. Payments are disclosed
by license where the aggregate of the payment in the year exceeds €100,000; otherwise they are combined into a corporate level
payment which consolidates individual payments of less than €100,000.

Licence

2018

Diablo

Newgrange

Corporate**

Total Ireland

Licence
number

FEL 2/14

FEL 6/14

Licence
fees
€’000

16

56

56

128

PIP
fees
€’000

24

70

91

185

CRU
fees
€’000

98

—

—

98

Total
€’000

138

126

147

411

58 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Financial Statements

13 Company transparency disclosures (continued)

Licence

2017

Corporate**

Total Ireland

Licence
number

Licence
fees
€’000

189

189

PIP
fees
€’000

254

254

CRU
fees
€’000

—

—

Total
€’000

443

443

** Corporate is the consolidated total of Irish licences where the total of each licence payment in the year is less than €100,000.

All of the payments disclosed in accordance with the Directive have been made to the Irish Government and include both direct and
indirect payments.

The payments type covered by this disclosure are

a) Licence fees
b) PIP fees
c) CRU fees

Licence fees

Licence fees cover the costs associated with the holding licences. These cover rental fees, assignment fees, Expand Offshore Group
Fees, Prospective Licence and any application fees.

PIP (Petroleum Infrastructure Programme) fees

The PIP (Petroleum Infrastructure Programme) was set up by the Petroleum Affairs Division in 1997 as a private company.

PIP fees are paid on condition of granting a Frontier Exploration Licence. The overall aim of PIP is to promote hydrocarbon exploration
and development in Ireland and it undertakes research programmes around Ireland.

The research under the programme goes beyond normal licence specific work and is designed not to duplicate work carried out by
other groups or commercial entities.

John O’Sullivan is a director of the Company and was a Director of PIPCO RSG CLG up to 28 May 2019.

CRU (Commission for Regulation of Utilities) fees

The CRU is Ireland’s independent energy and water regulator with responsibilities for economic, customer protection and safety.

The CRU reviews all exploration, appraisal and production activities in Ireland to ensure that they meet the highest international safety
standards.

14 Approval of financial statements

The financial statements were approved by the board of directors on 27 June 2019.

Providence Resources P.l.c. | Annual Report | 2018 59

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting of Providence Resources P.l.c. will be held at the Hilton Hotel, Charlemont Place,
Dublin D02 A893, Ireland, on 12 September 2019 at 11.00am for the purpose of considering, and if thought fit, passing the following
Resolutions, of which Resolutions numbered (1) to (3) will be proposed as Ordinary Resolutions, and Resolutions numbered (4) and (5)
will be proposed as Special Resolutions.

Ordinary Resolutions

(1) To receive and consider the Directors’ Report and Financial Statements for the year ended 31 December 2018.

(2)

(a) To re-elect Mr. Pat Plunkett as a Director.

(b) To re-elect Mr. James McCarthy as a Director.

(3) To authorise the Directors to fix the remuneration of the Auditors.

Special Resolutions

(4) That the Directors be and they are hereby empowered pursuant to Section 1022 and Section 1023(3) of the Companies Act 2014
to allot equity securities (within the meaning of Section 1023 of the Companies Act 2014) for cash as if the said Section 1022(1)
of the Companies Act 2014 did not apply to any such allotment, such power being limited to:

a.

the allotment of equity securities in connection with or pursuant to any offer of equity securities open for a period fixed by the
Directors, by way of rights issue, open offer or otherwise (an “Offering”) to the holders of ordinary shares and/or any other
persons entitled to participate therein (including without limitation any holders of options under the Company’s share option
scheme(s) for the time being) in proportion (as nearly as may be) to their respective holdings of ordinary shares (or, as appropriate,
the number of ordinary shares which such other persons are for the purposes of such Offering deemed to hold) on a record
date fixed by the Directors (whether before or after the date of this meeting) and subject to such exclusions or other
arrangements as the Directors may deem necessary or expedient to deal with any legal or practical problems under the laws
of any territory or the requirements of any regulatory body or any stock exchange in any territory or in relation to fractional
entitlements or otherwise howsoever;

b. pursuant to the terms of any scheme for Directors and/or employees etc. of the Company and/or its subsidiaries; and

c. otherwise than pursuant to sub-paragraphs (a) and (b) above, having in the case of the relevant shares (as defined by the said
Section 1023 the allotment of equity securities up to a nominal aggregate amount equal to €5,976,589 (representing
approximately 10% of the issued share capital of the Company as at the close of business on 27 June 2019),

provided in each case the power shall, unless revoked or renewed by special resolution or the articles of association of the Company,
expire on the earlier of fifteen months from the date of passing this Resolution and the conclusion of the next annual general meeting
of the Company unless previously renewed, varied or revoked by the Company in general meeting, save that the Company may
before such expiry make an offer or agreement which would or might require equity securities to be allotted or issued after such
expiry and the Directors may allot equity securities (as defined by the said Section 1023) in pursuance of such offer or agreement
as if the power conferred hereby had not expired.

(5) That, without prejudice to and in addition to the power and authority conferred on the Directors by Resolution 4 of this Notice of
AGM, the Directors be and are hereby empowered, pursuant to Sections 1022 and 1023(3) of the Companies Act 2014, to allot
equity securities (within the meaning of the said Section 1023(1)) for cash pursuant to the authority to allot relevant securities
conferred on the Directors by Resolution 4 of this Notice of AGM as if Section 1022(1) did not apply to any such allotment, such
power being limited to the allotment of 59,162,000 ordinary shares in the capital of the Company having an aggregate nominal value
of €5,916,200 to APEC Energy Enterprise Limited (or a nominee thereof) pursuant to and in accordance with the terms of a warrant
instrument agreed by the Company, provided that such power shall expire when the authority to allot relevant securities conferred
on the Directors by Resolution 4 of this Notice of AGM expires, unless previously varied, revoked or renewed.

Dated 27 June 2019, by order of the Board, Airfield House, Airfield Park, Dublin D04 CP49, Republic of Ireland.

60 Providence Resources P.l.c. | Annual Report | 2018

(cid:1) Investor Information

NOTICE OF ANNUAL GENERAL MEETING
(CONTINUED)

Notes:

Entitlement to attend and vote
1. Pursuant to Section 1105 of the Companies Act 2014 and Regulation 14 of the Companies Act 1990 (Uncertificated Securities) Regulations
1996, entitlement to attend and vote at the AGM and the number of votes which may be cast thereat will be determined by reference to
the Register of Members of the Company at 6.00 p.m. on the day which is two days before the date of the AGM (or in the case of an
adjournment as at 6.00 p.m. on the day which is two days before the date of the adjourned meeting). Changes to entries on the Register
of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the AGM.

Appointment of proxies
2. A member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy as an alternate to attend, speak, ask
questions and vote instead of him/her/it and may appoint more than one proxy to attend on the same occasion in respect of shares held
in different securities accounts. A member acting as an intermediary on behalf of one or more clients may grant a proxy to each of its clients
or their nominees and such intermediary may cast votes attaching to some of the shares differently from other shares held by it. The
appointment of a proxy will not preclude a member from attending, speaking, asking questions and voting at the meeting or at any
adjournment thereof should the member subsequently wish to do so. A proxy need not be a member of the Company. If you wish to
appoint more than one proxy, please contact
to
clientservices@computershare.ie during normal business hours.

the Company, Computershare, by sending an email

the Registrars of

3. A Form of Proxy is enclosed with this Notice of Annual General Meeting. To be effective, the Form of Proxy duly completed and executed,
together with any original power of attorney or other authority under which it is executed or a copy of such authority certified notarially or
by a practicing solicitor in the Republic of Ireland, must be deposited by hand at the offices of the Company’s Registrar, Computershare
Investor Services (Ireland) Limited, 3100 Lake Drive, Citywest Business Campus, Dublin 24, D24 AK82, Ireland, or returned by post to
Computershare Investor Services (Ireland) Ltd, PO Box 13030, Dublin 24, Ireland, in any case so as to be received no later than 48 hours
before the time appointed for the Annual General Meeting or any adjournment thereof or (in the case of a poll taken otherwise than at or
on the same day as the Annual General Meeting or adjourned Annual General Meeting) at least 48 hours before the taking of the poll at
which it is to be used. Any alteration to the Form of Proxy must be initialed by the person who signs it.

4.

In addition to Note 2 above, and subject to the Constitution of the Company, and provided it is received at least 48 hours before the time
appointed for the holding of the Annual General Meeting or any adjournment thereof or (in the case of a poll taken otherwise than at or on
the same day as the Annual General Meeting or adjourned Annual General Meeting) at least 48 hours before the taking of the poll at which
it is to be used, the appointment of a proxy may:

4.1. be submitted by fax to +353 (0)1 447 5572, provided it is received in legible form; or

4.2. be

submitted electronically,

voting website
www.eproxyappointment.com, entering the Control Number, SRN and PIN all located on the Proxy Form. Shareholders will be
required to have their Shareholder Reference Number (“SRN”) as printed on the face of the accompanying Form of Proxy. Full details
of the procedures, including voting instructions are given on the website; or

accessing the Company’s Registrar’s proxy

internet by

the

via

4.3. be submitted through CREST in the case of CREST members, CREST sponsored members or CREST members who have appointed
voting service providers. Submissions through CREST must be completed in accordance with the procedures specified in the CREST
Manual and received by the Registrar (under CREST agent ID 3RA50). The Company may treat as invalid a CREST Proxy Instruction
in the circumstances set out in Regulation 35(5)(a) of the CREST Regulations.

5.

In the case of a corporation, the Form of Proxy must be either executed under its common seal, signed on its behalf by a duly authorised

officer or attorney, or submitted in accordance with Note 3 above.

Voting rights and total number of issued shares in the Company
6. As a member, you have several ways of exercising your vote: (a) by attending the Annual General Meeting in person; (b) by appointing a
proxy to vote on your behalf; or (c) by appointing a proxy via the CREST system if you hold your shares in CREST. In the case of joint holders
the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other
registered holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of
the Company in respect of the joint holding.

7. The total number of issued ordinary shares on the date of this Notice of Annual General Meeting is 597,658,958 ordinary shares. On a vote
on a show of hands, every member present in person and every proxy has one vote (but no individual shall have more than one vote). On
a poll every member shall have one vote for every share carrying rights of which he is the holder.

8. Where a poll is taken at an Annual General Meeting any member, present in person or by proxy, holding more than one share is not obliged

to cast all his/her votes in the same way.

9. Ordinary resolutions are required to be passed by a simple majority of members voting in person or by proxy. Special resolutions are

required to be passed by a majority of not less than 75% of votes cast by those who vote either in person or in proxy.

10. On any other business which may properly come before the Annual General Meeting, or any adjournment thereof, and whether procedural
or substantive in nature (including without limitation any motion to amend a resolution or adjourn the meeting) not specified in this Notice
of Annual General Meeting, the proxy will act at his/her discretion.

Other resolutions
11. The Annual General Meeting is being convened to consider the specific resolutions as incorporated in this Notice of Annual General

Meeting. As a result, it is not proposed that any other resolution would be considered at the meeting.

Providence Resources P.l.c. | Annual Report | 2018 61

GLOSSARY OF TERMS

“$” or “US$” or “U.S. Dollar” United States Dollars, the lawful
currency of the United States of America

“BOEPD” Barrels of oil equivalent per day

“BOPD” Barrels of oil per day

“£” or “Pounds Sterling” Pounds Sterling, the lawful currency of
the United Kingdom

“€” or “Euro” Euro, the lawful currency of Ireland

“°C” Degree Celsius

“°F” Degree Fahrenheit

“Brent” The name attributed to the benchmark crude oil from the
Brent Field in the UK North Sea

“BSCF” Billion of standard cubic feet of gas

“Cairn” Capricorn Energy Limited which is a wholly owned
subsidiary of Cairn Energy PLC

“1C” Low estimate scenario of contingent resource

“CAPEX” Capital expenditure

“2C” Best estimate scenario of contingent resource

“2D” Two dimensional

"CCS" Carbon Capture and Sequestration is the process of
capturing carbon dioxide, transporting it to a storage site, and
depositing it in an underground geological formation

“3C” High estimate scenario of contingent resource

“Cenkos” Cenkos Securities Plc

“3D” Three dimensional

“AA” Appropriate Assessment

“AAPG” American Association of Petroleum Geologists

“AGM” The Annual General Meeting of the Company to be held
at the Hilton Hotel, Charlemont Place, Dublin D02 A893, Ireland
on 12 September 2019 at 11.00am, including any adjournment
thereof, and notice of which is set out herein

“AIM Rules” The AIM rules for Companies published by the
London Stock Exchange in May 2014 (as amended) governing
the admission to and the operation of AIM

“AIM” Alternative Investment Market operated by the London
Stock Exchange

“AMLR” Atlantic Ireland Licencing Round

“APEC” APEC Energy Enterprise Limited

“CEPIL” Chrysaor Exploration and Production Ireland Limited

“CNOOC” CNOOC Petroleum Europe Limited, formerly Nexen
Petroleum UK Limited

“CODM” Chief operating decision maker

“Company” Providence Resources P.l.c.

“Contingent Resources” Resources that are potentially
recoverable but not yet considered mature enough for commercial
development due to technological or business hurdles

“COSL” China Oilfield Services Limited

“CPR” Competent Person’s Report

“Cretaceous” Period in Mesozoic era, 154 – 66 million years ago

“CRU” The Commission for Regulation of Utilities, formerly the
Commission for Energy Regulation

“API” Oil Gravity in America Petroleum Institute (API) units

“DAC” Designated Activity Company

“Atlantic” Atlantic Petroleum (Ireland) Limited

“AVO” Amplitude versus Offset

“B” Barrels of oil, 1 barrel = 42 U.S. gallons = 0.159 m3

“BB” Billion barrels

“DCCAE” Department of Communications, Climate Action and
Environment

“Discovery” An accumulation of hydrocarbons which has been
proven to exist by physical penetration through the horizon
containing such hydrocarbons

“BBL” Billion barrels of petroleum liquids; includes crude oil,
condensate, and natural gas liquids

“E&E” Exploration and Evaluation

“E&P” Exploration and Production

“BBO” Billion barrels of crude oil

“BBOE” Billion barrels of oil equivalent

“BCF” Billion cubic feet of gas

“BML” Below mud line

“BO” Barrels of crude oil

“Board” The Board of Directors of Providence Resources P.l.c.

“BOE” Barrels of oil equivalent (6,000 cubic feet of gas equals 1
barrel of oil equivalent)

62 Providence Resources P.l.c. | Annual Report | 2018

“EIA” Environmental Impact Assessment or Energy Information
Administration in the U.S.

“Eni” Eni Ireland BV

“EPA” Environmental Protection Agency

“EPS” Earnings per share

“EU IFRS” International Financial Reporting Standards as
adopted by the EU

(cid:1) Investor Information

“Euronext Dublin” part of Euronext, the pan-European exchange
operator

“JV” Joint Venture

“KEL” PSE Kinsale Energy Limited

“Euronext Growth” pan-European market for small- and mid-
sized companies (SMEs) operated by the Euronext

“km” Kilometre or kilometres

“Exola DAC” or “Exola” A wholly owned subsidiary of the
Company

“ExxonMobil” ExxonMobil Exploration and Production Ireland
(Offshore South) Limited

“Facility” Shall have the meaning ascribed thereto in the
Chairman and Chief Executive’s Statement in this document

“Farm-out” Means the sale of an interest from the owner
(“farminor”) to a party (“the farminee”) in return for a consideration,
which includes the assumption by the farminee of a proportion of
the benefits, liabilities and obligations of that licence. Industry
practice allows the consideration to take many forms, some of
the most common being cash or the payment of some or all of the
farminor’s share of future costs on the licence, or the granting of
an overriding royalty interest

“FCTR” Foreign currency translation reserve

“FEL” A petroleum exploration licence vests in the holder the
exclusive right of carrying out exploration for petroleum in a
specific licensed offshore area. A Frontier Exploration Licence is
issued in respect of an area with special difficulties related to
physical environment, geology or technology – where such an
area is specified and announced by the Minister for DCCAE as a
‘Frontier Area’. This licence type is valid for a period of not less
than 12 years and comprises a maximum of 4 phases.

“FID” Final Investment Decision

“FOA” Farm-out Agreement

“Foreshore” The land and seabed between the high water of
ordinary or medium tides (shown High Water Mark on Ordnance
Survey maps) and the twelve-mile limit
(12 nautical miles,
22.24 km)

“ft” Foot or feet

“Lansdowne” Lansdowne Celtic Sea Limited

“lb” Pound or pounds

“LIBOR” The London Inter-bank Offered Rate – The rate at which
an individual Contributor Panel bank could borrow funds, were it
to do so by asking for and then accepting inter-bank offers in
reasonable market size, just prior to 11.00 London time.

“LO” A Licensing Option gives the Holder the first right to an
Exploration Licence over all or part of the area covered by the
Option. It gives the holder an exclusive right to apply for an
exploration licence (a)
in return for
undertaking an agreed work programme

for defined period;

(b)

“LSE” London Stock Exchange plc

“LTIP” Long-term incentive plan

“LU” A Lease Undertaking gives the Holder the right to a
Petroleum Lease over that part of the area covered by the
Undertaking

“m” Meter or meters

“M&A” Merger and Acquisition

“MDBRT” Measure depth below rotary table

“Mesozoic” Era in Phanerozoic eon, 252 – 66 million years ago

“MFDevCo” Marginal Field Development Company

“MM” Million

“MMB” Million barrels

“MMBC” Million barrels of condensate

“MMBL” Million barrels of petroleum liquids; includes crude oil,
condensate, and natural gas liquids

“Gardline” A wholly owned subsidiary of Royal Boskalis
Westminster N.V.

“MMBO” Million barrels of crude oil

“GIIP” gas initially in place

“GIS” Geographic information system

“Group” The Company and its subsidiaries

“IAS” International Accounting Standards

"IOOA" Irish Offshore Operators’ Association is the representative
organisation for the Irish offshore oil and gas industry

“JOA” Joint operating agreement which governs the relationship
between participants in a Petroleum Lease or Licence and sets
out the terms and conditions under which these participants shall
operate

“MMBOE” Million barrels of oil equivalent

“MMCF” Million cubic feet

“No.” Number

“Operator” The company which under a Petroleum Lease,
licence or any successor authorisation has responsibility for the
operation of the licence

“OPEX” Operating expenditure

“Order” Shall have the meaning ascribed thereto in the Chairman
and Chief Executive’s Statement in this document

“P.l.c.” A public limited company

“Jurassic” Period in Mesozoic era, 201 – 145 million years ago

“PAD” Petroleum Affairs Division

Providence Resources P.l.c. | Annual Report | 2018 63

GLOSSARY OF TERMS
(CONTINUED)

“Palaeocene” Epoch in Paleogene period, 66 – 56 million years
ago

“Petronas” Petroliam Nasional Berhad, owner of PSE Seven
Heads Limited and PSE Kinsale Energy Limited

“SEL” A petroleum exploration licence vests in the holder the
exclusive right of carrying out exploration for petroleum in a
specific licensed offshore area. A Standard Exploration Licence is
issued for a period of 6 years in respect of an area with water
depths of up to 200 metres.

“PIPCO RSG CLG” Petroleum Infrastructure Program, Rockall
Study Group, Company Limited by Guarantee

“PL” A Petroleum Lease vests in the Lessee the exclusive right to
produce petroleum from the leased areas.

“Sosina” Sosina Exploration Limited

“SPE” Society of Petroleum Engineers

“spud” Initial penetration at commencement of drilling operations

“Pmean” The Pmean value is the average of the numbers

“sq.” Square

“Prospective Resources” Quantities of petroleum which are
estimated to be potentially recoverable from oil and gas deposits
identified on the basis of indirect evidence but which have not yet
been drilled

“STOIIP” Stock tank oil initially in place

“TCF” Trillion cubic feet

“Total” Total E&P Ireland BV

“Triassic” Period in Mesozoic era, 252 – 201 million years ago

“Wealden” The Wealden Group is a Lower Cretaceous
lithostratigraphic group (a sequence of rock strata)

“Working Interest” or “WI” The interest in oil and gas production
that bears its share of the costs of exploration, development and
operation of the property and of a proportionate share of royalties
and any other similar burdens

“PSDM” Pre-Stack Depth Migration

“Purbeck” The Purbeck Group is a Late Upper Jurassic to Early
Lower Cretaceous lithostratigraphic group (a sequence of rock
strata)

“Q3” or “Q4” Third or fourth quarter of a year

“REC” Recoverable

“Repsol” Repsol Exploracion Irlanda, S.A.

“Schlumberger” Schlumberger Limited

“Seismic” A geophysical survey based on the reflection of sound
signals. A sound signal from a source transmitted through the
earth and reflected from the layers of sedimentary rocks is
recorded. The results enable detailed maps of the subsurface
layers to be made

64 Providence Resources P.l.c. | Annual Report | 2018

CORPORATE INFORMATION

Board of Directors

Pat Plunkett
(Non-Executive Chairman), appointed 20161,2,3,4

Tony O’Reilly
(Chief Executive), appointed 2005
(Non-Executive Director), appointed 1997

Dr John O’Sullivan
(Technical Director), appointed 2010

James S.D. McCarthy
(Non-Executive Director), appointed 20051,2,3,4

Lex Gamble
(Non-Executive Director), appointed 20051,2,3,4

Philip O’Quigley
(Non-Executive Director), appointed 20121,3,4
(Executive Director), appointed 2008

Dr Angus McCoss
(Non-Executive Director), appointed 20171

1 Non-Executive

2 Member Audit Committee

3 Member Remuneration Committee

4 Member Nomination Committee

Secretary and Registered Office

Críona Ryan
Providence Resources P.l.c.
Airfield House
Airfield Park
Dublin 4
D04 CP49
www.providenceresources.com
T: +353 1 219 4074
F: +353 1 219 4006

Registrar

Computershare Investor Services (Ireland) Limited
3100 Lake Drive
Citywest Business Campus
Dublin 24
D24 AK82
Ireland

Nominated Adviser

Cenkos Securities PLC
6-7-8 Tokenhouse Yard
London
EC2R 7AS
United Kingdom

Irish Stockbrokers

J&E Davy
Davy House
48/49 Dawson Street
Dublin
D02 PY05
Ireland

UK Stockbrokers

Cenkos Securities PLC
6-7-8 Tokenhouse Yard
London
EC2R 7AS
United Kingdom

Mirabaud Securities Limited
10 Bressenden Place
London
SW1E 5DH
United Kingdom

Principal Bankers

Allied Irish Banks PLC

Auditors

KPMG
Chartered Accountants and Registered Auditors
1 Stokes Place
St. Stephen’s Green
Dublin
D02 DE03
Ireland

Financial PR

Murray Consultants Dublin
40 Lower Baggot Street
Dublin
D02 Y793
Ireland

Powerscourt Media London
1 Tudor Street
London
EC4Y OAH
United Kingdom

Providence Resources P.l.c.

Airfield House
Airfield Park
Donnybrook
Dublin
D04 CP49
Ireland

T: +353 1 2194074
F: +353 1 2194006

Floor 3
5 Jubilee Place
London
SW3 3TD
United Kingdom

info@providenceresources.com
www.providenceresources.com