ANNUAL REPORT
2021
CONTENTS
Chairman’s Statement
Chief Executive Officer’s Statement
Board of Directors
Directors’ Report
Corporate Governance Report
Audit Committee Report
Directors’ Remuneration Report
Directors’ Responsibility Statement
Independent Auditor’s Report
Consolidated Statement of Comprehensive Income
Statements of Financial Position
Statements of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Company Information
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74
Uskmouth power station
Cable laying - Loch Etive
Powerhouse - Glenkinglass
Safety Briefing - Shop 1 Nigg Energy Park
AR500 System Testing - Shop 1 Nigg Energy Park
AR500 - Goto Islands
Chairman’s Statement
Introduction
The last 12 months have been a very challenging period for the Group in which we have had to make a number of
very difficult decisions, however, it has also been a period in which we have been successful in identifying and
securing a number of new and exciting opportunities. I believe that we end the period with a clear path forward
for the Group, a significantly streamlined business, and a number of exciting projects under development that will
deliver value to shareholders.
The backdrop for the Group, as for many other companies, has remained difficult over the last 12 months.
A combination of the recovery from COVID, the COP26 meetings in Glasgow, and the war in Ukraine, have provided
an increased focus on, and resulting acceleration of, the pressing need for decarbonisation, but also on the
imperative for energy security. New challenges have emerged in the UK and in a number of other countries around
the world as a result of a significantly increased reliance on weather dependent renewables, which coupled with
a decrease in thermal power generation, have brought into focus the need for both predictable power generation
as well as the need for increased energy storage solutions.
Uskmouth
As we announced in April 2022, we made the very difficult decision to halt the development of the Uskmouth
Power Station conversion from coal to waste-derived fuel pellets. Whilst we still believe that the rationale for the
project is compelling and we had been making excellent progress in engineering design, procurement, fuel testing
and securing fuel supply, it was clear that we were not going to be able to secure the permit and planning consents
that the project required.
The Company spent a huge amount of time and money on developing this project, so I will not pretend that this
was not a major setback for us. However, despite the cancellation of the conversion project, we still retain the
Uskmouth Power Station site, for which we are identifying other development opportunities, and we have the
benefit of a huge amount of learnings from the development of the Uskmouth conversion that we can apply to
other coal power station conversion projects elsewhere.
For the Uskmouth Power Station site, we are planning to redevelop the site into a sustainable energy park. The site
has a number of valuable features, including a significant and upgradeable connection to the UK National Grid, a
significant amount of land, rail and port access, proximity to major commercial and industrial power users, and a
nearby gas pipeline. We are developing a comprehensive plan for the redevelopment of the Uskmouth site, and
we were delighted to announce in May 2022 the first step in this plan, the development of 230 MW battery energy
storage project at the site.
New conversion opportunities
Whilst the Uskmouth Power Station conversion project is not proceeding, much of the engineering design,
procurement, fuel testing and fuel supply designs, contractual structures and expertise that we developed for
Uskmouth are directly applicable to other coal power station conversion projects internationally.
The management team has undertaken a detailed global mapping to identify potential coal conversion projects,
targeting countries with a high reliance on coal-fired power stations and where we can secure the required waste
feedstocks on attractive terms. In these countries, simply closing coal-fired power stations is not an option without
the lights going out, so conversions of existing coal-fired power plant to waste derived fuel pellets that bring down
carbon emissions significantly, akin to those of a new gas-fired power station, and which in addition address the
huge issue of plastic waste, are compelling.
We are focusing our development efforts in eastern Europe for these reasons, with the attractiveness of this
proposition being significantly boosted by the current increased price of, and security of supply issues for, gas,
which have brought into focus the need for alternative sources of low carbon emission, predictable power
generation. We are already working with our partners on a number of early-stage opportunities and look forward
to bringing these projects forward through development and into construction.
Annual Report and Accounts 2021 3
Chairman’s Statement
continued
MeyGen phase 1A
The tidal business also had a challenging last 12 months, with three out of the four tidal turbines at MeyGen out
of the water for much of that period as a result of technical issues coupled with a delay in securing funding to
redeploy to these turbines. The Atlantis AR1500 turbine was successfully redeployed in March 2022 after a number
of upgrades to the turbine and an extensive testing programme. The AR1500 has since operated successfully and
dispatched power into the UK grid, together with one of the Andritz turbines which has operated almost
continuously since its deployment in 2018.
In April 2022, we were very grateful to Scottish Enterprise for providing MeyGen with a further £2.5 million loan.
This funding will be used to fund the redeployment of the two remaining Andritz tidal turbines and support the
stabilisation of operations. We expect to complete the redeployment of these two turbines within the next
9 months.
Whilst the first phase of the MeyGen project has suffered from operational challenges, the learnings from this first
phase of MeyGen have been enormous and these learnings are already being applied to future phases of MeyGen
and tidal power projects elsewhere. We continue to believe that tidal power has a crucial role to play within modern
renewable energy dominated electricity grids in providing a predictable and sustainable source of electricity
generation, and the first phase of MeyGen has demonstrated the viability of tidal power as a commercial source
of sustainable, predictable power generation.
MeyGen phase 2
We were delighted, therefore, with the UK Government’s announcement in November 2021 of “ring fenced” funding
support for tidal power and a commitment for ongoing support for the development of the tidal power sector. We
are optimistic that we will be able to secure revenue support for future phases of the MeyGen project through this
mechanism to allow us to progressively build out at least the remaining consented 86 MW at MeyGen and
ultimately to the site’s full 398 MW capacity.
Development of the MeyGen project remains a key priority for us, and we will continue to explore ways to further
develop the site and generate value for shareholders.
Strategy
We are a developer of innovative sustainable alternative energy solutions. We are not seeking to compete with
large utilities and oil companies in delivering “commoditised” renewable energy projects such as wind and solar,
but rather seek to identify innovative solutions to help aid the energy transition. In particular, we recognise the
challenges posed by the growing dominance of weather dependent renewable generation and that the transition
to renewables and net zero cannot be immediate. Our coal project conversions business, for example, provides a
predictable, diversified source of sustainable power generation, provides for a larger reduction in carbon emissions
than the same capacity of weather-dependent renewables, and delivers the added benefit of addressing the plastic
pollution problem.
Our priorities in the near term are focused on the development of the Uskmouth sustainable energy park,
stabilisation of existing operations at, and expansion of, the MeyGen tidal project, and securing future coal
conversion projects.
4 Simec Atlantis Energy Limited and its subsidiaries
Chairman’s Statement
continued
Financial
You will see from our accounts this year that we made a very significant loss for the year as a result of having to
make asset write downs, principally associated with our decision not to proceed with the Uskmouth Power Station
conversion project. We are optimistic about the value that we can deliver from the Uskmouth Sustainable Energy
Park, but given that we are still in the relatively early stages of developing our strategy for the Uskmouth site, these
developments are not yet sufficiently advanced to demonstrate a tangible valuation to our auditors. You can be
assured that we are very focused on delivering full value to shareholders from the Uskmouth site as well as to
capitalise on the extensive learnings from the Uskmouth conversion project which we are seeking to apply
elsewhere.
Thank you
As a Group we are passionate about what we do and feel privileged to be in a position to make a tangible
contribution to the transition to net zero. We look forward to the next 12 months and to keeping you apprised of
our progress.
I would like to sincerely thank all the members of our fantastic management team for their hard work throughout
the last 12 months and all of our stakeholders - shareholders, local communities, governments, and business
partners - for their ongoing support to the Group and our projects.
Annual general meeting
Notice of the Annual General Meeting will be provided in due course. Details of the resolutions to be proposed will
be set out in a separate Notice of Annual General Meeting, which accompanies this report for shareholders
receiving hard copy documents, and which will be available at www.simecatlantis.com for those who have elected
to receive documents electronically.
Duncan Black
Chairman
28 June 2022
Annual Report and Accounts 2021 5
Chief Executive Officer’s Statement
This statement gives me the opportunity to reflect on my first year as CEO at SAE. We have been presented with
many significant challenges, but I am incredibly proud that we’ve overcome most of these and I know we have
the team, skills and assets in place to deliver long-term, sustainable growth for our business and you, our
shareholders.
2021 saw the Company make some difficult but important decisions. While these have had short-term impacts
on the business and our financial statements, I am convinced they are the right decisions for the long term benefit
of the business. The termination of the Uskmouth power station conversion and the repair of the defects identified
on the two Andritz tidal turbines used at the MeyGen site and its operational challenges impacted our cashflow
position and resulted in the need for an equity capital raise in October, the disposal of non-core assets and a
significant reduction in the cost base.
Having taken the necessary steps to restructure the business the leadership team have put in place a sustainable
business plan which will ultimately deliver a return to shareholders in the medium to long term.
Tidal business:
Our Japanese project was a major success with our AR500 (500 KW) turbine commissioned early in 2021 and
operating faultlessly for the duration of the project, delivering 250 MWh. The project was concluded at the end of
2021.
The MeyGen site currently has 2 of the 4 turbines fully operational, it is important to recognise that the project
has generated 43GWh of renewable power to date, and 7GWh in 2021/22. To put this achievement in context, this
represents 60% of worldwide generation from tidal energy. We are proud that we remain the leaders in tidal stream
technology and want to build on this to ensure we remain in that position.
Of course, this has only been achieved with the huge support of our shareholders and business partners. I would
like to especially recognise the support of Scottish Enterprise who continue to support the MeyGen project and
ensure that Scotland is front and centre in the exciting development of this technology.
We have been working hard to ensure that we take all our learnings and unlock this world-leading site for the
further deployment of turbines, collaboration with the wider tidal industry has been a key part of this. The industry
now has the backing of Westminster and its own dedicated budget in the Application Round 4, Contract for
Difference auction, which ended in mid June. We will know the results by mid July 2022.
Development Business:
It was an incredibly difficult decision to halt the conversion of the Uskmouth power station, but it was made easier
knowing the knowledge and skills we have developed can still deliver value for our business. The lessons learned
will be translated into future success in Europe where there is a recognition that transition technologies will be
part of the generation mix in achieving net zero. We are working with our partners and have identified some key
prospects in Poland and the Czech Republic and will continue to update you as these opportunities progress.
It is also important that we still realise the value of the Uskmouth site, separate from the conversion. As we develop
plans for a Sustainable Energy Park, we were delighted in May to announce an anchor battery storage project of
a 230MW/460MWh, which will be owned and operated by Quinbrook Infrastructure Partners and is due for
completion in 2024. We are planning to develop a further two battery projects on the site. We are also exploring
alternative and complementary uses for the 237 MW MeyGen grid connection which is currently scheduled for
completion in 2026.
6 Simec Atlantis Energy Limited and its subsidiaries
Chief Executive Officer’s Statement
continued
2021 financial Performance:
The Group recorded a loss after tax of £74.1 million for the year ended 31 December 2021, compared with a
£19.4 million loss in the prior year. The increase in loss is driven by £53.1 million of non-cash impairments on
tangible and intangible assets in the year, the most significant of which are a £32 million charge against the
Uskmouth Power Station assets following the decision in April 2022 not to proceed with the power station
conversion project and a £13.2 million charge on the value of the Meygen project assets, reflecting the operational
difficulties experienced with the turbines during the year.
Group revenue fell from £13.5 million in 2020 to £9.3 million in 2021. This reflected a drop off in revenues in our
Atlantis Turbines and Engineering Services division following the successful completion of the phase 1 Japan
contract.
Power sales from the Meygen tidal power project were £1.6 million, a drop of £0.9 million from 2020 reflecting
the turbine outages during the year.
Total expenses for the year (excluding depreciation and impairment) were £16.6 million, down from £18.4 million
in 2020. During the latter part of 2021, the Group undertook a major restructuring of its cost base which will deliver
significant operating costs reductions in full year 2022.
The Group’s closing net asset balance was £16.7 million (2020: £81.8 million) with the decrease largely the result
of the asset impairments recognised during the year.
In October 2021, SAE raised approximately £2.6 million through a placing which resulted in 104,000,000 new
Ordinary shares being issued. In June 2022 the Group reached agreement with its Atlantis Ocean Energy debenture
holders to defer repayment of £4.9 million of principal due on 30 June 2022 until 30 June 2023.
Graham Reid
Chief Executive Officer
28 June 2022
Annual Report and Accounts 2021 7
Board of Directors
Duncan Stuart Black
Non-Executive Chairman
Duncan Black was appointed Chair of the of the Board on 1 September 2021 following his return to the Board as
a Non-Executive Director in October 2020. Duncan previously served as the Chief Financial Officer and an Executive
Director of the Company from 2012-2015, and subsequently as a Non-Executive Director. He has been based in
Asia for over 20 years working in the power and infrastructure sectors as a project developer, Chief Financial
Officer, investment banker and fund manager. Duncan’s previous roles have included Co-Head of Infrastructure
Investment at Eastspring Investments (part of Prudential plc), Asia Head of Acquisitions at Deutsche Asset
Management’s infrastructure funds management business, and CFO of CLP Holdings’ Australian electricity and
gas utility business, now EnergyAustralia. Duncan is currently engaged in developing wind and solar power projects
in Asia. Duncan has a BEng (Hons) in Civil Engineering and a PhD in Fluid Dynamics, each from Imperial
College, London.
Graham Matthew Reid
Chief Executive Officer
Graham Reid became Chief Executive Officer and a member of the Board of Directors on 18 January 2021. Graham
is an experienced and highly capable CEO, leader and engineer with extensive international experience in the energy
and infrastructure space. Prior to joining the Company, Graham was CEO of RES Americas, and prior to that CEO
of Arcadis Middle East, a member of Network Rail’s project delivery board for the London bridge station project,
and earlier in his career was the UK Managing Director and an Executive Board member of Hyder Consulting plc.
Having delivered more than 5GW of wind, solar and storage projects in previous roles, Mr Reid was selected by
the Board of Directors as CEO to build on the successful development history of the Company.
Simon Hirst
Chief Financial Officer
Simon Hirst was appointed Chief Financial Officer on 25 April 2022. Simon has worked within the Group since
2015 and prior to his appointment as CFO was primarily responsible for all financial and commercial aspects of
the MeyGen project. Before joining the Group, Simon gained international blue-chip corporate experience at a
number of organisations including ExxonMobil, Pepsi Cola, Iron Mountain and international power generation
company InterGen.
John Anthony Clifford Woodley
Non-Executive Director
John Woodley joined the Board on 22 September 2008. He was at that time co-head of the power- and gas- related
commodity business for Europe and Asia at Morgan Stanley. He founded the very successful US electricity trading
operations for Morgan Stanley in New York in 1994, having worked as a power plant operator and then as an
industrial marketing engineer for electric utilities. After ten years with Morgan Stanley in New York, John moved
to London to help build the electricity and electricity-related energy business outside the US. John is now based
in Switzerland and acted as a senior adviser to Morgan Stanley until Q1 2021. John has a BSc Eng (Elec) from
Wits University, Johannesburg, an MBA from Valdosta State University and an MS in Finance from Georgia
State University.
8 Simec Atlantis Energy Limited and its subsidiaries
Board of Directors
continued
Andrew Luke Dagley
Non-Executive Director
Andrew Dagley joined the Company in early 2014 from IFM Investors, one of the largest fund managers of
infrastructure globally, having previously worked with a range of superannuation infrastructure investors, renewable
energy project developers and Flinders Corporate Finance, a boutique investment bank. Andrew previously served
in an executive capacity as Chief Financial Officer and Executive Director – Corporate Finance, before being
appointed as a Non-Executive Director in November 2021. Andrew has over 15 years of experience in infrastructure
investment with an emphasis on renewable energy, having worked on a range of renewable and sustainable energy
projects across Asia Pacific and the UK. He has a Bachelor of Commerce (Hons) Finance from the University of
Melbourne.
Mark Edward Monckton Elborne
Former Non-Executive Director
Mark Elborne joined the Board on 15 June 2018 and left the Board on 26 October 2021.
George Jay Hambro
Former Non-Executive Director
Jay Hambro joined the Board on 15 June 2018 and left the Board on 28 September 2021.
Annual Report and Accounts 2021 9
Directors’ Report
The Directors are pleased to present their report and the consolidated audited financial statements of the Company
and the Group for the year ended 31 December 2021.
Corporate governance
The corporate governance statement on pages 12 to 18 forms part of the Directors’ report.
Principal activities and business review
The Group is a global developer of renewable and sustainable energy projects. The Group holds equity positions
in a diverse portfolio of power projects in various stages of development which include the world’s flagship tidal
stream project, MeyGen and the Uskmouth power station site that is being developed into a sustainable energy
park. During the year, the Group sold its subsidiary SIMEC GHR Ltd. (“GHR”), an operator and developer of
hydroelectric assets in Scotland. Further information on the Group’s activities is contained in the Chief Executive
Officer’s Statement on page 6.
A review of the business during the year is contained in the Chairman’s Statement and Chief Executive Officer’s
Statement on pages 3 to 7.
Directors
The Directors who served in office during the year ended 31 December 2021 were as follows:
Duncan Black – Independent Non-Executive Chairman – appointed as Chair 1 September 2021
John Neill – Independent Non-Executive Chairman – resigned 18 August 2021
Graham Reid – Chief Executive Officer – appointed 18 January 2021
Timothy Cornelius – Chief Executive Officer – resigned 18 January 2021
Andrew Charters – Chief Financial Officer – appointed 29 November 2021, resigned 25 April 2022
John Woodley – Non-Executive Director
Andrew Dagley – Non-Executive Director
Mark Elborne - Non-Executive Director – resigned 26 October 2021
Jay Hambro - Non-Executive Director – resigned 28 September 2021
The Directors’ biographies are shown on pages 8 and 9.
Further detail of the Board changes can be found in the Corporate Governance Report on pages 12 to 18.
Directors’ remuneration
The report on Directors’ remuneration is set out on pages 22 to 25.
10 Simec Atlantis Energy Limited and its subsidiaries
Directors’ Report
continued
Directors’ interests in shares
The interests of Directors in shares of the Company are disclosed in the Remuneration Report on pages 22 to 25.
Annual general meeting
Further details of the AGM will be communicated in a separate Notice of Annual General Meeting to be sent in
due course and which will be available at www.simecatlantis.com
This report was approved by the Board on 28 June 2022 and signed on its behalf.
By order of the Board of Directors
Duncan Black
Chair of the Board
28 June 2022
Graham Reid
Chief Executive Officer
28 June 2022
Annual Report and Accounts 2021 11
Corporate Governance Report
The Company was incorporated in Singapore under the Singapore Companies Act on 19 December 2005 and has
been listed on AIM since 20 February 2014.
The Directors recognise the importance of sound corporate governance and the Board is committed to maintaining
high standards of corporate governance in line with an effective and efficient approach to management. The Board
has taken into consideration the Corporate Governance Code for Small and Mid-Size Quoted Companies produced
by the Quoted Companies Alliance (“QCA Code”) and has taken steps to comply with the principles of the QCA Code
in so far as they can be applied practically, given the size of the Group, its stage of development, resources and
the nature of its operations.
The QCA Code adopts key elements of the UK Corporate Governance Code, as well as other relevant guidelines
and tailors these to the needs and particular circumstances of small and mid-size quoted companies on a public
market. Further details of the Company’s application of the QCA Code are set out in this report and on the
Company’s website. Where we do not comply with the QCA Code, this is set out in further detail on our website.
The Board of Directors
During 2021, the Board comprised seven Directors for the majority of the year. The seven Directors included an
independent Non-Executive Chairman, one independent Non-Executive Director, three non-independent
Non-Executive Directors and two Executive Directors: the Chief Executive Officer and the Corporate Finance
Executive. Two of the non-independent Non-Executive Directors held Board positions as the nominated
representatives of the Company’s major shareholder SIMEC.
Following the resignations of the SIMEC nominated representatives in September and October 2021, SIMEC has
not appointed replacement representatives to the Board. In November 2021, Mr Andrew Dagley resigned his
executive position and was appointed as a non-executive member of the Board. Since that date, the Board has
comprised an independent non-executive Chairman, one independent non-executive Director, one non-independent
non-executive Director and two Executive Directors: the Chief Executive Officer and the Chief Financial Officer.
The following Directors of the Company were in office during the whole of the year ended 31 December 2021:
Duncan Black – Independent Non-Executive Chairman
Andrew Dagley – Executive Director – Corporate Finance and subsequently Non-Executive Director
John Woodley – Non-Executive Director
The following Directors of the Company were in office during parts of the year ended 31 December 2021:
Graham Reid was appointed as an Executive Director and Chief Executive Officer on 18 January 2021.
Jay Hambro and Mark Elborne resigned as Non-Executive Directors on 28 September 2021 and 26 October 2021
respectively.
On 29 November 2021, Andrew Charters was appointed to the Board as an Executive Director and Chief Financial
Officer. Subsequent to the year end, on 25 April 2022, Andrew Charters resigned and was replaced by Simon Hirst.
Director biographies illustrating their relevant skills and experience can be found on pages 8 and 9.
The Chairman
The Chairman, Duncan Black, is deemed by his fellow Directors to be independent and to have no conflicting
relationships.
The Chairman is responsible for providing leadership for the Board and ensuring its effectiveness in all aspects
of its role, ensuring that Directors have sufficient resources available to them to fulfil their statutory duties.
The Chairman is responsible for running Board meetings, ensuring there is sufficient challenge from Non-Executive
Directors and a particular focus on strategic issues. The Chairman promotes a culture of openness and debate
by facilitating the effective contribution of Non-Executive Directors in particular, and by encouraging a constructive
12 Simec Atlantis Energy Limited and its subsidiaries
Corporate Governance Report
continued
relationship between Executive and Non-Executive Directors. Board members are encouraged to openly and
constructively challenge proposals made by executive management. Board agendas are reviewed and agreed in
advance to ensure each Board meeting utilises the Board’s time most efficiently. The Board and its Committees
are provided with information on a timely basis in order to ensure proper assessment can be made of the matters
requiring a decision or insight.
The Board
The Board is collectively responsible for the effective oversight and long-term success of the Company. It has
responsibility for formulating, reviewing and approving the strategic direction and governance structure to achieve
the long-term success of the Company and deliver shareholder value.
In addition to setting the strategy, the Board takes the lead in areas such as financial policy and making sure the
Company maintains a sound system of internal control. The Board’s responsibilities are set out in a formal
schedule of matters reserved for the Board. This schedule is reviewed and updated by the Board where considered
appropriate.
The Board receives appropriate and timely information prior to each meeting. A formal agenda is produced for
each meeting, and Board and Committee members are given a sufficient period of time to review these prior to
the meetings taking place. Directors are encouraged to attend all Board meetings and meetings of Committees
of which they are members.
The Board delegates authority to its Committees to carry out certain tasks on its behalf, so that it can operate
efficiently and give an appropriate level of attention and consideration to relevant matters. The composition and
role of each Committee is summarised below and on pages 15 to 17.
The role of the Chairman and the Chief Executive Officer are separate with a distinct division of responsibilities.
Jay Hambro and Mark Elborne were considered Non-Independent Directors as a result of their relationship with
SIMEC, the Company’s largest shareholder. Although John Woodley's material relationship with the Company's
shareholder, Morgan Stanley, may have led to him being designated as a Non-Independent Director, the Board has
considered his independence and concluded that Mr Woodley discharges his duties in an independent manner.
John Woodley’s material relationship with Morgan Stanley ended in March 2021.
Notwithstanding that Duncan Black holds ordinary shares in the Company (as detailed on page 22), the Board
has considered his independence and has concluded that Mr Black has demonstrated the utmost regard for his
independence, appropriately challenging the Board and maintains high standards of corporate governance on the
Board. Furthermore, the Board considers that Mr Black has not served as a Non-Executive Director for an undue
length of time.
In accordance with the QCA code, the Board consists of at least two Independent non-Executive Directors.
The Board is aware of the other commitments and interests of its Directors and effective procedures are in place
to deal with any conflicts of interest which may arise. Any changes to these commitments and interests are
reported to the Board at the earliest opportunity. The Company and SIMEC entered into a relationship agreement
to ensure that the Company can continue to operate independently of the SIMEC Group and the GFG Alliance, as
detailed on page 18.
As well as the support of the Company Secretary, there is a procedure in place for any Director to take independent
professional advice at the Company’s expense in the furtherance of their duties, where considered necessary.
Board Diversity
While the Board is comprised entirely of males, we consider that, as a whole, it is diverse in respect of its range of
culture, nationality and international experience. The Nomination Committee is aware that the lack of female
representation requires focus and attention. Gender diversity is important to the Board of Directors and the
Executive Team and subject to identifying appropriate candidates(s), future vacancies will be filled by individuals
Annual Report and Accounts 2021 13
Corporate Governance Report
continued
with the best possible credentials, without gender bias. Further information about our approach to equality and
inclusion can be found in the Our People section on page 17 and on our website www.simecatlantis.com.
Board Operation
The Directors meet at regular Board meetings, held at least four times a year, with additional meetings arranged
as necessary. During the year to 31 December 2021, the number of scheduled Board meetings attended by each
Director was as follows:
Attended
Duncan Black 13/13
Graham Reid 13/13
John Woodley 13/13
Andrew Dagley 13/13
John Neill* 7/7
Mark Elborne* 10/10
Jay Hambro* 9/9
Andrew Charters** 1/1
* Resigned during year. Full attendance at all Board meetings called during period of office.
** Andrew Charters was appointed on 29 November 2021 and attended 1 Board meeting as an Executive Director during the year.
The Group has a detailed Delegated Authority Matrix which is reviewed by, and approved by, the Board on at least
an annual basis, or more frequently as may be required. The Delegated Authority Matrix provides an overview of
the thresholds of approval that senior management and the Committees of the Board can operate to. It is intended
to ensure that the day-to-day operation of the business can operate in accordance with Board approved budgets
while ensuring that any deviations are appropriately escalated.
A third party advises newly appointed Directors of their responsibilities in connection with becoming a director of
an AIM company. All Directors, including those newly appointed, receive advice, where applicable, from the
Company’s nominated adviser and external lawyers.
Board Evaluation
The Directors are aware that they need to continually monitor and improve performance and recognise this can
be achieved through regular Board evaluation, which provides a valuable feedback mechanism for improving Board
effectiveness.
The Nomination Committee led an evaluation of the Board performance during the year which recommended a
number of changes which were endorsed by the Board and subsequently implemented. These included a series
of strategy sessions between the Board and management to better define the Group’s strategic priorities, a change
to the format of Board meetings to focus more on the discussion of key issues and strategy, and a restructuring
of the composition of the Committees.
The Board is satisfied that all the current Directors contribute effectively and have the appropriate balance of skills
and experience relevant to the leadership and direction of the Company. The Board is also satisfied that it has
suitable levels of experience and independence to allow the Directors to discharge their duties and responsibilities
effectively. The Board further concluded that the Chairman remained independent and his performance was
satisfactory, with strong leadership capability.
Succession planning is given consideration by the Nomination Committee on an annual basis.
Senior Independent Director
The Company has not identified a Senior Independent Director of the Company in view of the size of the Board,
and the Company’s stage of development.
14 Simec Atlantis Energy Limited and its subsidiaries
Corporate Governance Report
continued
Directors’ Election/Re-Election
Under the Company’s Articles of Association, Directors are required to stand for election at the first Annual General
Meeting (“AGM”) after their appointment. All Directors thereafter are obliged by the Articles of Association to retire
on a rotating basis and are subject to re-election at the AGM, which will be applied at the 2022 AGM.
Accordingly, Andrew Dagley and John Woodley will stand for re-election at the forthcoming AGM.
With regard to those Directors who are offering themselves for election and re-election at the next AGM, the Board
believes that they will continue to make effective and important contributions to the Company’s success and that
Shareholders should support their election and re-election.
Board Committees
The Board delegates authority to four Committees, including three Committees recommended by the QCA
guidelines: the Nomination Committee, the Remuneration Committee and the Audit Committee, as well as an
additional Technology Committee.
These Committees operate within a scope and remit defined by specific terms of reference, as determined by the
Board. These terms of reference for all Committees were reviewed during 2021.
Each Committee is responsible for reviewing the effectiveness of its own terms of reference and for making
recommendations to the Board for changes when necessary. Executive Directors are not members of the
Remuneration Committee or Audit Committees, although they may be invited to attend meetings.
Directors’ attendance at Committee meetings (in their capacity as members of each Committee) held during 2021
is provided in the table below:
Audit
Committee Committee
Member Attended
Remuneration Nomination Technology
Committee Committee Committee
Attended Attended Attended
Duncan Black 6/6
John Woodley 6/6
Andrew Dagley –
John Neill –
Mark Elborne 5/5
Jay Hambro –
1/1 2/2 3/3
4/4 1/1 3/3
1/1 – 1/1
3/3 1/1 –
3/3 – 2/2
– 1/1 –
Outside of statutory membership of the above Committees, the Chairman, in agreement with the Chairs of each
Committee, encourages all Board Directors to attend any Committee meeting as observers, as appropriate.
Graham Reid and Simon Hirst in their positions as Executive Directors are not formal members of Audit Committee,
Remuneration Committee or Technology Committee, however, attend meetings as deemed appropriate by the
Committee Chairs.
Audit Committee
Chairman: John Woodley (Prior to 1 September 2021: Duncan Black)
Members: Duncan Black and Andrew Dagley
The Audit Committee has primary responsibility for monitoring the quality of internal controls and ensuring that
the financial performance of the Group is properly measured and reported. It receives and reviews reports from
the Chief Financial Officer and auditor relating to interim and annual accounts, and the accounting and internal
control systems in use throughout the Group.
The current Chairman of the Audit Committee has previously held senior positions with Morgan Stanley in the US
and the UK. The Board is satisfied that he has recent and relevant financial experience. The Chairman of the Audit
Committee attended all scheduled meetings throughout the year under review.
Annual Report and Accounts 2021 15
Corporate Governance Report
continued
The Audit Committee is required to meet not less than three times a year at appropriate times in the financial
reporting and audit cycle and whenever otherwise necessary to fulfil its responsibilities.
The Audit Committee’s role is to assist the Board in discharging its responsibilities with regard to monitoring the
integrity of financial reporting, overseeing the relationship with the external auditor, making recommendations to
the Board regarding the appointment of the external auditor, and reviewing the adequacy and effectiveness of the
Company’s internal controls and risk management systems. The ultimate responsibility for reviewing and
approving the Annual Report and Accounts and the half-yearly reports remains with the Board.
The Audit Committee met six times during 2021 and four times post year end. It has subsequently advised the
Board that this Annual Report and Accounts, taken as a whole, is fair, balanced and understandable for
shareholders to assess the Company’s performance, strategy and business model.
The report from the Audit Committee is set out on pages 19 to 21.
Remuneration Committee
Chairman: John Woodley (Prior to 26 October 2021: Mark Elborne)
Members: Duncan Black and Andrew Dagley
The Remuneration Committee is required to meet at least twice a year and whenever otherwise necessary to fulfil
its responsibilities.
The Remuneration Committee is responsible for reviewing the performance of the Executive Directors and setting
the remuneration policy for Executive Directors. The objective of the policy is to attract, retain and motivate
executive management of suitable calibre without paying more than necessary, having regard to the views of
shareholders and stakeholders. The Remuneration Committee monitors and makes recommendations to the
Board on matters relating to level and structure of executive management remuneration.
The Remuneration Committee will also make recommendations to the Board on proposals for the granting of
share options and other equity incentives pursuant to any share option scheme or equity incentive scheme in
operation from time to time.
The Remuneration Committee met on four occasions during 2021.
The Directors’ Remuneration Report from the Remuneration Committee is set out on pages 22 to 25.
Nomination Committee
Chairman: Duncan Black (Prior to 18 August 2021: John Neill)
Members: John Woodley, Graham Reid
The Nomination Committee is required to meet at least twice a year and whenever otherwise necessary to fulfil
its responsibilities.
The role of the Nomination Committee is to assist the Board in determining its composition, and that of the
Committees of the Board. It is also responsible for periodically reviewing the Board’s structure and identifying
potential candidates to be appointed as Directors as the need arises. The Nomination Committee is responsible
for evaluating the balance of skills, knowledge, experience and diversity of the Board and keeps under review the
leadership needs of the Company. It makes appropriate recommendations to the Board on such matters.
The Nomination Committee met twice during the year. No external consultants were engaged during this period.
The Nomination Committee is mindful of the need to maintain an appropriate balance of skills, experience and
personalities to shape the direction of the Company going forward. Building a diverse Board that is reflective of
our Company as a whole is one of the factors that will be taken in consideration when appointing new Directors.
An evaluation of the effectiveness and performance of the Board and its Committees is carried out on an annual
basis with leadership from the Nomination Committee.
16 Simec Atlantis Energy Limited and its subsidiaries
Corporate Governance Report
continued
Technology Committee
Chairman: John Woodley
Members: Duncan Black, Andrew Dagley
The Technology Committee is responsible for monitoring the integrity of the regular internal reporting on the
status of technology development within the Company and for sanctioning the external reporting of key technology
milestones. The Technology Committee also keeps under review the adequacy and effectiveness of the Company’s
internal engineering, internal management controls and risk management systems and ensures that core
technology is being developed to plan and within agreed risk parameters.
The Technology Committee met three times during the year.
Internal Controls and Risk Management
The Board has overall responsibility for the Group’s system of internal control and for reviewing its effectiveness.
With the active involvement of the executive management team, it approves all aspects of the overall risk
management framework, including the strategic direction of the business, annual budgets and business plans,
the risk management policy and delegations of authority. There is an agreed risk tolerance which is reflected in
the Group’s strategy and risk management activities are geared towards achieving business plans whilst
safeguarding the Group’s assets.
This system is designed to manage rather than eliminate the risk of failure to achieve business objectives and
can only provide reasonable and not absolute assurance against material misstatement, loss and the prevention
and detection of fraud and other irregularities.
The Group’s system of internal control includes an on-going process of identifying, monitoring and managing risks
by executive management, who ensure that adequate systems, processes and controls are in place. Reports are
provided by management to the Audit Committee on internal control and risk management policies, and the Board
monitors risk exposures, risk management activities and the effectiveness of controls. In particular, Health and
Safety (“H&S”) has been identified as a key area of risk to the business. The Company maintains a CEO Safety
Committee to monitor the systems used by the Company to manage H&S across all aspects of the business, as
well as promoting strategic health, safety and environment issues throughout the Company.
The Group’s internal financial control procedures and monitoring systems include:
l
financial policies and approval procedures with proper authorisation levels and segregation of duties for
financial management;
l maintenance policies and approval procedures with proper authorisation levels and segregation of duties
for financial management;
l
l
l
l
an annual budgetary process to set the appropriate target for monitoring the progress of the Group;
a detailed monthly financial reporting system that reports on operating results, cash flows, assets and
liabilities;
reporting on any non-compliance with internal financial controls and procedures; and
review of the audit findings report issued by the external auditor.
In addition, the Board carries out a periodic assessment of the principal risks facing the Company, as maintained
in the Company’s Risk Register.
Our People
Our people are integral to our success and their fulfilment and development is core to our people proposition. The
COVID-19 pandemic brought a whole new range of challenges for our employees but with the introduction of
flexible working patterns, wellbeing toolkits and the creation of a support group for line managers, we were
successful in facing these new challenges head-on and keeping a highly engaged and productive workforce.
Annual Report and Accounts 2021 17
Corporate Governance Report
continued
We focused throughout the year on maximizing the use of transferable skills across the Group. This saw our
colleagues in the tidal and hydro businesses come together with the Uskmouth conversion team to drive the
planning and permitting process as well as provide input into the design and engineering of the project. This
allowed us to further demonstrate our commitment to the on-going development of our staff, providing new
opportunities to share learning and develop new skills.
We continued working on implementing the core competencies across the Group to support our people with their
professional development and to further embed our Company values of Innovation, Collaboration and Safety.
These competencies also underpin our approach to recruitment where we continue to adopt recruitment best
practice, focusing on an inclusive and equitable process.
Shareholder and Social Responsibilities
The Directors are aware of the importance of considering the Company’s impact on its wider stakeholders. Where
appropriate, the Company endeavours to take account of feedback received from stakeholders. The Group has
worked closely with the local community as part of the pre-application consultation on the Uskmouth conversion
project. The Group has spent time with local schools in Scotland to promote STEM education. The Meygen project
has engaged extensively with its stakeholders, most recently on the subject of marine mammal monitoring and
the innovation of new monitoring devices to track fine-scale marine movement around our underwater turbines.
Shareholder Engagement
The Company is committed to ensuring that there is effective and regular communication with shareholders on
matters such as governance and strategy so that the Board understands the views of shareholders on these
issues and shareholders receive a balanced and consistent view of the Company’s performance. Communication
is primarily through the AGM, which provides an opportunity for all shareholders to meet and ask questions of
Directors and management, and at which the CEO presents a detailed presentation to shareholders on the Group’s
business. The Company continues its dialogue with investors through periodic public correspondence between
the management and the shareholders, via the use of the Company website and social media.
A range of corporate information is also available to shareholders, investors and the public on the Company’s
website www.simecatlantis.com. All shareholders will receive a copy of the audited financial statements, either
via hardcopy or the website. The Company’s Annual Report and Accounts are made available on the Company’s
website.
The Company’s website is regularly updated and announcements or details of presentations and events are posted
onto this website.
Major Shareholder and Shareholder Arrangement
On 21 May 2018, the Company and SIMEC, which at the end of May held 29.7% of the Company’s share capital,
entered into a relationship agreement. The principal purpose of this agreement is to ensure that the Company is
capable at all times of carrying on its business independently of SIMEC and its connected persons and to ensure
all transactions and relationships between them and the Group are conducted at arm’s length and on normal
commercial terms. The relationship agreement includes restrictions on Board voting rights of the two SIMEC
representative Directors on SIMEC related matters. At the time of writing, SIMEC has no appointed Directors on
the Board or representatives appointed to any Committees.
The relationship agreement between the Company and SIMEC formally terminated as a result of SIMEC’s
shareholding in the Company falling below 30.0%, however, certain provisions, including the right to appoint two
Directors, continue to apply until SIMEC’s shareholding falls below certain further lower thresholds.
By order of the Board of Directors
Duncan Black
Chairman of the Board
28 June 2022
18 Simec Atlantis Energy Limited and its subsidiaries
Audit Committee Report
The Board has delegated responsibility to the Audit Committee to oversee financial reporting, including the finance
function, internal control, risk management and the effectiveness of the audit process. The Audit Committee
provides independent oversight of both the senior management team and the external auditors. It regularly reports
to the Board on the execution of its duties and responsibilities.
The Audit Committee comprises three Non-Executive Directors (the “Members”), appointed by the Board. All
Members of the Audit Committee are considered to have relevant experience in the industry in which the Company
operates. The Board is also satisfied that at least one Member of the Audit Committee has recent and relevant
financial experience. Further details on the Audit Committee’s membership and attendance records can be found
in the Corporate Governance Report on page 15.
No individual who is not a Member of the Audit Committee is entitled to attend or to vote at its meetings. The
Company’s Chief Executive Officer and Chief Financial Officer may attend meetings by invitation and other
members of the senior management team attend as required. The audit partner and audit manager from the
Company’s external auditor are invited to attend meetings on a regular basis.
Role of the Audit Committee
The principal duties of the Audit Committee, which reports its findings to the Board, are to:
l monitor the integrity of the Company’s financial reporting and significant financial accounting policies and
judgements;
l
review the content of the Annual Report and audited financial statements where requested by the Board,
and advise on whether it is fair, balanced, understandable and provides the information necessary for
shareholders to assess the Company’s performance, business model and strategy;
l monitor the effectiveness of the Company’s internal controls and risk management framework;
l
l
l
l
l
consider annually whether the Company should initiate an internal audit function and make a
recommendation to the Board accordingly;
consider and make recommendations to the Board, to be put to shareholders for approval at the Company’s
AGM, in relation to the appointment, re-appointment and removal of the Company’s external auditor;
advise the Board on the appointment, terms of engagement and remuneration of the external auditor and
monitor their independence and effectiveness;
review the effectiveness of the Company’s systems for the detection of fraud and the prevention of bribery;
and
review the adequacy and security of the Company's arrangements for its employees and contractors to raise
concerns, in confidence, about possible wrongdoing in financial reporting or other matters.
The Audit Committee works closely with the Chief Financial Officer and senior management to ensure the
Committee is provided with the necessary information it requires to discharge its duties. The Audit Committee’s
meeting agendas are based on annual reporting requirements and other ad-hoc issues which arise during the
course of the year.
Matters Considered During the year
The Audit Committee met on six occasions during the year and four times post year end until the date of this
report. At these meetings, the Audit Committee has considered the following:
l
l
l
Group operational risks;
Resignation of external auditor;
Appointment of external auditor;
Annual Report and Accounts 2021 19
Audit Committee Report
continued
l
l
l
l
l
l
l
l
l
l
l
Internal controls and risk management;
Group tax considerations;
Going concern and cash flow projections;
Financial statements and key assumptions;
Review of the audit plan and fees;
Review of external audit services;
External auditor’s report to the Committee;
The effectiveness of the audit process;
External auditor reappointment;
Assessment of the need for an internal audit function; and
Terms of Reference of the Audit Committee.
Insights into the Audit Committee’s Activities During the year
The Audit Committee has reviewed, analysed and challenged the significant assumptions within the audited
financial statements with an independent mind-set. It has considered the application of materiality, the auditor’s
assessment of risks of material misstatements and how management has been responsive to the audit.
The Company’s external auditors, Moore Stephens LLP, were engaged to perform an audit on the financial
statements of the Company and Group for the year ended 31 December 2021, which are presented in this annual
report to shareholders.
The Audit Committee reviews and approves both the external auditor’s audit plan and its findings in respect of its
audit of the Company’s financial statements, carefully monitoring these to ensure completeness, accuracy, clarity
and integrity. The Audit Committee regularly monitors the objectivity and independence of the external auditor to
ensure its continued effectiveness, value for money and compliance with statutory duties. The Audit Committee
met with the auditors two times prior to year-end (and four times post year-end) to discuss the risk assessment,
audit planning matters and results from the audit.
The primary areas of review by the Audit Committee, and the key assumptions, estimates and judgments
considered and addressed in relation to the financial statements were as follows:
l
l
Going concern and long-term viability – the Audit Committee reviewed the Group’s liquidity position,
management’s financial forecasts including stress testing of potential risks, and management’s conclusion
that there was a reasonable expectation that the Company and Group have sufficient resources to continue
in operation for the period of going concern assessment. The Audit Committee concurred with the material
uncertainties highlighted in Note 3(a) and concluded that the disclosures in this Annual Report and Accounts
2021 regarding the Group’s going concern and future viability were balanced and understandable.
Carrying value of intangible assets and property, plant and equipment – the review for impairment of
intangible assets and property, plant and equipment was based on cash flow projections to calculate a fair
value less cost to sell for each of the Group’s projects. The achievability of the forecast is a risk, given the
inherent uncertainty within any financial projection. The Audit Committee evaluated a paper from
management detailing the results of the impairment assessment. Key assumptions were reviewed and
challenged by the Audit Committee, including discount rates, business risk factors and cash flow projections
based on the most recent budget and strategic reviews. Actions and factors likely to influence levels of
impairment were reviewed with alternative scenarios requested for further analysis. Taking into account the
documentation presented, the Audit Committee was satisfied with the approach and judgements made.
20 Simec Atlantis Energy Limited and its subsidiaries
Audit Committee Report
continued
l
l
l
Adequacy of decommissioning provisions – the Audit Committee considered a paper prepared by
management to support estimates of the various elements of decommissioning obligations required for the
projects in which the Group is engaged. The key assumptions and independently verified costs presented
were deemed to be appropriate.
Carrying value of the parent company investments in subsidiary companies – following review of the
investment values and the appropriate adjustment to values proposed by management, the Audit Committee
concluded that the values recorded in the 2021 Annual Report and Accounts were appropriate.
Revenue recognition – the Audit Committee considered the methodology of income recognition, particularly
in terms of major projects, and was satisfied that the approach taken was appropriate and in accordance
with the Group’s accounting policy.
Internal Audit Function
The Audit Committee considered the need for an internal audit function and has determined that there is no current
need given the limited size of the Group and the Group’s existing robust internal controls. It has been agreed that
the Audit Committee will consider the need for an internal audit function on at least an annual basis, or more
frequently as may be appropriate.
Auditor Objectivity and Independence
The Audit Committee monitors and reviews the effectiveness of the external audit process, including a review of
the audit plan and the audit results report. The Audit Committee has assessed the performance of the external
auditor in respect of the 2021 audit. The Audit Committee has satisfied itself that safeguards were in place to
protect the objectivity and independence of the external auditor.
Moore Stephens LLP has expressed its willingness to remain in office as the Company’s external auditor and a
recommendation to approve their re-appointment will be put forward at the Company’s AGM.
Following the consideration of the above matters and its detailed review, the Audit Committee was of the opinion
that the Annual Report and Accounts, taken as a whole, are fair, balanced and understandable and provides the
information necessary for shareholders to assess the Company’s position and performance, business model and
strategy.
Terms of Reference
The Audit Committee keeps its terms of reference under review and makes recommendations for changes to the
Board. The full terms of reference are available on the Company’s website at www.simecatlantis.com.
John Woodley
Chairman of the Audit Committee
28 June 2022
Annual Report and Accounts 2021 21
Directors’ Remuneration Report
This report includes details of the Directors’ remuneration in 2021. Shareholders will be asked to approve the
Directors’ Remuneration Report at the forthcoming AGM.
Remuneration Committee
The members of the Remuneration Committee and the Remuneration Committee’s role are set out on page 16.
Remuneration Framework
The overall aim of the Company’s remuneration framework is to provide appropriate incentives that reflect the
Company’s performance, culture and values. The Company also attempts to ensure the remuneration guidelines
and culture are sustainable, transparent and appropriate. The Company’s framework aims to attract and retain
high-performing employees and reward both short-term and long-term contributions to the Company.
The Remuneration Committee is satisfied that this framework successfully aligns the interests of Executive
Directors, senior managers and other employees with the Shareholders’ long-term interests, by ensuring that an
appropriate proportion of remuneration is directly linked to overall performance, in both the long and short term.
In determining the practicalities of the approach, the Remuneration Committee considers a range of internal and
external factors and appropriate market comparisons against other companies of a similar size and nature.
Arrangements to Enable Directors to Acquire Shares
During and at the end of the financial year, neither the Company nor any of its subsidiaries was a party to any
arrangement whose purpose was to enable the Directors to acquire benefits by acquiring shares in, or debentures
of, the Company or any other body corporate, except as disclosed in this report.
Directors’ Interests in Shares
According to the Register of Directors’ Shareholdings kept by the Company under Section 164 of the Singapore
Companies Act 1967 (the “Act”), none of the Directors of the Company holding office at the end of the financial
year had any interests in the shares or debentures of the Company and its related corporations, except as follows:
Shareholdings in which
Shareholdings registered Directors are deemed to
in the name of Directors have an interest
At beginning
of the year
At end At beginning At end
of the year of the year of the year
Ordinary shares
Duncan Black 1,042,419
1,042,419 – –
Executive Directors’ Service Contracts and Payments for Loss of Office
The Chief Executive Officer and Chief Financial Officer are employed under a service contract with a fixed period
of notice of termination. Their services may be terminated on a maximum of six months’ notice by either party.
Non-Executive Directors’ Letters of Appointment
The Company’s Non-Executive Directors are not committed by service contracts to the Company and are engaged
by letters of appointment. These provide for a maximum of three months’ notice of termination by either party at
any time, with no pre-determined amounts of compensation.
Payments to Past Directors
In addition to the payments noted in the table below, Tim Cornelius was paid £66,000 via a personal services
company during 2021. These payments were for consultancy support to provide a managed transition with the
new CEO Graham Reid.
22 Simec Atlantis Energy Limited and its subsidiaries
Directors’ Remuneration Report
continued
Payments for Loss of Office
There have been no payments made to Directors for loss of office during the year.
Annual Remuneration of Directors
The table below sets out the annual remuneration of the Directors for the years ended 31 December 2021 and
31 December 2020. This includes any pension and employer’s National Insurance contributions and excludes
share-based payments. During 2021, to support the Company and preserve liquidity through the period of
uncertainty, the Chairman and Non-Executive Directors deferred payments for 3 months.
Director
John Neill(3)
John Woodley(2)
Andrew Dagley(2)
Mark Elborne(4)
Duncan Black
Tim Cornelius(1)
Graham Reid(1)
Andrew Charters(5)
Annual Remuneration
2021 2020
£’000 £’000
55 80
39 39
119 170
32 39
48 8
72 353
290 –
13 –
(1)
(2)
Timothy Cornelius was employed by Atlantis Operations (UK) Limited and resigned as Chief Executive Officer and Director on
18 January 2021. Graham Reid was appointed as his replacement on the same date and is also employed by
Atlantis Operations (UK) Limited.
John Woodley and Andrew Dagley were remunerated in Singapore dollars. Figures shown above are Great British Pounds
equivalents, converted at the prevailing exchange rate.
(3)
John Neill resigned from the Board on 18 August 2021
(4) Mark Elborne resigned from the Board on 26 October 2021
(5)
Andrew Charters was appointed to the Board on 29 November 2021
Long Term Incentive Plan (“LTIP”)
On 11 December 2013, it was agreed, contingent on admission of the Company’s shares to trading on AIM, that
the Company offered certain senior management and Directors options over shares through an LTIP. In 2015, the
rules of the LTIP were amended to allow the Board to determine the date on which awards granted under the LTIP
can vest. As at the date of this report, there has been no change to vesting dates.
The options granted to Directors as at the end of the financial year are shown below:
Date of Ordinary Nature Exercise
Name grant shares of award price
Vesting period
Graham Reid 4 January 2021 1,000,000 Option £0.25
Graham Reid 05 February 2021 1,000,000 Option £0.25
Graham Reid 19 March 2021 1,000,000 Option £0.20
Graham Reid 31 December 2021 5,000,000 Option £0.022
Simon Hirst 31 December 2021 1,000,000 Option £0.022
1/3 on each of first, second and
third anniversary of grant
1/3 on each of first, second and third
anniversary of grant
1/3 on each of first, second and third
anniversary of grant
1/3 on each of first, second and third
anniversary of grant
1/3 on each of first, second and third
anniversary of grant
Awards issues are exercisable up to the tenth anniversary of the date of the grant.
Annual Report and Accounts 2021 23
Directors’ Remuneration Report
continued
Until awards vest or options are exercised, participants have no voting or other rights in the shares subject to the award.
Ordinary shares issued or transferred pursuant to the LTIP rank pari passu in all respects with the ordinary shares then
in issue except that they will not rank for any dividend/distribution of the Company paid or made by reference to a record
date falling before the exercise date. The option is not assignable or transferable.
Details of the options granted under the LTIP on unissued ordinary shares of the Company are as follow:
Balance
Date of grant / at Cancelled /
modification 1.1.2021 Granted Exercised lapsed
Balance Exercise
at price Exercisable
31.12.2021 per share period
01.01.2016 350,000 – – (200,000)
30.09.2016 640,000 – – (390,000)
05.12.2016 970,000 – – (970,000)
21.12.2017 336,000 – – (336,000)
21.12.2017 300,000 – – (300,000)
15.06.2018 600,000 – – (300,000)
15.06.2018 75,480 – – –
29.06.2020 1,400,000 – – (1,400,000)
29.06.2020 100,000 – – –
04.12.2020 60,000 – – –
04.12.2020 300,000 – – –
04.01.2021 1,500,000 (500,000)
05.01.2021 3,000,000 – (1,000,000)
19.03.2021 1,750,000 – (500,000)
31.12.2021 20,300,000 – –
150,000 £0.50 01.01.2016
to 01.01.2026
250,000 £0.50 30.09.2016
to 30.09.2026
– £0.50 05.12.2016
to 05.12.2026
– £0.50 21.12.2017
to 03.08.2027
– £0.50 21.12.2017
to 29.09.2027
300,000 £0.35 15.06.2018
to 15.06.2028
75,480 £0.50 15.06.2018
to 15.06.2028
– £0.30 29.06.2020
to 29.06.2030
100,000 £0.50 29.06.2020
to 29.06.2030
60,000 £0.20 04.12.2020
to 04.12.2030
300,000 £0.30 04.12.2020
to 04.12.2030
1,000,000 £0.25 04.01.2021 to
04.01.2031
2,000,000 £0.25 05.02.2021 to
05.02.2031
1,250,000 £0.20 19.03.2021 to
19.03.2031
20,300,000 £0.02 31.12.2021 to
31.12.2031
Total 5,131,480 26,550,000 – (5,896,000)
25,785,480
24 Simec Atlantis Energy Limited and its subsidiaries
Directors’ Remuneration Report
continued
Company Share Option Plan (“CSOP”)
On 10 November 2016, the Company established a Company Share Option Plan (“CSOP”) to offer share options
to employees. Under this programme, holders of the vested options are entitled to purchase shares at the proposed
exercise price. The options are fully vested on the third anniversary of the date of the grant, and exercisable up
until the tenth anniversary of the date of the grant. The shares acquired on the exercise of the option shall rank
pari passu with all other shares then in issue except that they will not rank for any dividend/distribution of the
Company paid or made by reference to a record date falling before the exercise date. The option is not assignable
or transferable.
Details of the options granted under the CSOP on unissued ordinary shares of the Company are as follow:
Balance
Date of grant / at Cancelled /
modification 1.1.2021 Granted Exercised lapsed
Balance Exercise
at price Exercisable
31.12.2021 per share period
10.11.2016 285,700 – – –
19.08.2019 2,950,000 – – (850,000)
25.03.2021 – 6,999,993 – (2,333,331)
285,700 £0.70 11.11.2026
to 11.11.2026
2,100,000 £0.20 19.08.2019
to 19.08.2029
4,666,662 £0.09 25.03.2021 to
25.03.2031
Total 3,235,700 6,999,993 – (3,183,331)
7,052,362
Other than the above, no option to take up unissued shares of any corporation in the Group was granted and there
were no shares of any corporation in the Group issued by virtue of the exercise of an option to take up unissued
shares. At the end of the financial year, other than the above and the share placing agreement discussed in Note
26 to the financial statements, there were no unissued shares of any corporation in the Group under option.
Shareholder Vote at the Annual General Meeting
The 2021 Directors’ Remuneration Report will once again be put to an advisory shareholder vote at the 2022 AGM.
The 2020 Directors’ Remuneration Report was approved by shareholders at the Company’s AGM held on
18 August 2021.
Approved and signed on behalf of the Board.
John Woodley
Chairman of the Remuneration Committee
28 June 2022
Annual Report and Accounts 2021 25
Directors’ Responsibility Statement
We are pleased to submit this Annual Report to the members of the Company together with the audited financial
statements for the financial year ended 31 December 2021.
In our opinion:
l the financial statements set out on pages 29 to 32 are drawn up so as to give a true and fair view of the
financial position and changes in equity of the Group and of the Company as at 31 December 2021 and the
financial performance and cash flows of the Group for the year ended on that date in accordance with the
provisions of the Singapore Companies Act 1967, Singapore Financial Reporting Standards (International)
and International Financial Reporting Standards; and
l at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay
its debts as and when they fall due.
The Board of Directors has, on the date of this statement, authorised these financial statements for issue.
On behalf of the Board of Directors
Duncan Black
Chairman of the Board
Graham Reid
Chief Executive Officer
28 June 2022
28 June 2022
26 Simec Atlantis Energy Limited and its subsidiaries
Independent Auditor’s Report to the Members of
Simec Atlantis Energy Limited
Report on the Audit of the Financial Statements
Disclaimer of Opinion
1. We were engaged to audit the financial statements of SIMEC Atlantis Energy Limited (the “Company”) and
its subsidiaries (the “Group”) which comprise the statement of financial position of the Group and the
Company as at 31 December 2021, the statement of changes in equity of the Group and the Company and
the consolidated statement of comprehensive income and consolidated cash flow statement of the Group
for the year then ended and notes to the financial statements, including a summary of significant accounting
policies.
2. We do not express an opinion on the accompanying financial statements. Because of the significance of
the matters described in the basis for disclaimer of opinion section of our report, we have not been able to
obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial
statements.
Basis for Disclaimer of Opinion
Going Concern
3.
For the year ended 31 December 2021, the Group incurred a net loss after tax of ₤71,594,000 and for the
same period had net operating cash outflows of ₤6,658,000. As at 31 December 2021, the Group’s current
liabilities (which included loans and borrowings of ₤4,914,000) exceeded its current assets by ₤7,143,000
and the Company’s current liabilities exceeded its current assets by ₤6,285,000. These and the other matters
discussed in Note 3(a) to the financial statements indicate the existence of material uncertainties that cast
significant doubt about the ability of the Group and the Company to continue as going concerns.
4.
5.
The directors have prepared the financial statements on a going concern basis based on the assumptions
as disclosed in Note 3(a) to the financial statements. The validity of the going concern basis on which the
financial statements are prepared is dependent on certain assumptions and the successful outcome of the
Group’s various efforts as disclosed in Note 3(a) to the financial statements. The assumptions are premised
on future events, the outcome of which is inherently uncertain. Based on the information available to us, we
were unable to obtain sufficient appropriate audit evidence regarding the ability of the Group and the
Company to pay their debts as and when they fall due. We were therefore unable to conclude whether the
use of the going concern assumption, which has been adopted for the preparation of the accompanying
financial statements is appropriate.
If the Group and the Company are unable to obtain the necessary funding to continue in operational existence
for the foreseeable future, adjustments would have to be made to the accompanying financial statements
to reflect the situation that assets may need to be realized other than in the normal course of business and
at amounts which could differ significantly from the amounts at which they are currently recorded. In addition,
the Group and the Company may have to provide for further liabilities that might arise and to reclassify non-
current assets and non-current liabilities as current assets and current liabilities respectively. The
accompanying financial statements do not reflect these adjustments.
Responsibilities of Management and Directors for the Financial Statements
6. Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with the provisions of the Companies Act 1967 (the “Act”), Singapore Financial Reporting
Standards (International) (“SFRS(I)”) and International Financial Reporting Standards (“IFRS”), and for devising
and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that
assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly
authorised and that they are recorded as necessary to permit the preparation of true and fair financial
statements and to maintain accountability of assets.
Annual Report and Accounts 2021 27
Independent Auditor’s Report to the Members of
Simec Atlantis Energy Limited
continued
7.
In preparing the financial statements, management is responsible for assessing the Group’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 management either intends to liquidate the Group or to cease operations,
or has no realistic alternative but to do so.
8.
The Directors’ responsibilities include overseeing the Group’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
9.
Our responsibility is to conduct an audit of the Group’s and Company’s financial statements in accordance
with Singapore Standards on Auditing and to issue an auditor’s report. However, because of the matter
described in the Basis for Disclaimer of Opinion section of our report, we were not able to obtain sufficient
appropriate audit evidence during the course of our audit to provide a basis for an audit opinion on these
financial statements.
10. We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority
(“ACRA”) Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities (“ACRA
Code”) together with the ethical requirements that are relevant to our audit of the financial statements in
Singapore, and we have fulfilled our other ethical responsibilities in accordance with these requirements
and the ACRA Code.
Other Matter
11. The financial statements for the financial year ended 31 December 2020 were audited by another auditor
whose report dated 30 June 2021 expressed a disclaimer opinion on those financial statements.
Report on Other Legal and Regulatory Requirements
12.
In view of the significance of the matter referred to in the “Basis for Disclaimer of Opinion” section of our
report, we do not express an opinion on whether the accounting and other records required by the Act to be
kept by the Company and by the subsidiary corporations incorporated in Singapore of which we are the
auditors, have been properly kept in accordance with the provisions of the Act.
13. The engagement partner on the audit resulting in this independent auditor’s report is Mr Christopher Bruce
Johnson.
Moore Stephens LLP
Public Accountants and Chartered Accountants
Singapore
28 June 2022
28 Simec Atlantis Energy Limited and its subsidiaries
Consolidated Statement of Comprehensive Income
For the financial year ended 31 December 2021
Revenue
Other income
Employee benefits expense
Subcontractor costs
Depreciation and amortisation
Impairment loss on property, plant & equipment
Impairment loss on intangible assets
Other operating expenses
Share of loss of equity-accounted investees
Total operating expenses before non-recurring items
Loss on write down of current assets
Gain on disposal of subsidiary
Results from operating activities
Finance costs
Loss before income tax
Income tax (expense)
Loss for the year
Other comprehensive income
Items that are or may be reclassified subsequently to profit or loss:
- Exchange differences on translation of foreign operations
Total comprehensive income for the year
Loss for the year attributable to:
Owners of the Company
Non-controlling interests
Total comprehensive income for the year attributable to:
Owners of the Company
Non-controlling interests
Loss per share:
Basic and diluted loss per share
The accompanying notes form an integral part of the financial statements
Note
5
6
7
11 - 13
11
12
15
14
8
9
10
2021
£’000
7,511
1,789
9,300
(5,793)
(6,562)
(10,656)
(45,312)
(7,836)
(4,279)
(106)
(80,544)
(890)
1,502
(70,632)
(3,450)
(74,082)
2,488
(71,594)
2020
£’000
12,234
1,274
13,508
(6,080)
(7,987)
(10,624)
–
–
(4,349)
–
(29,040)
–
–
(15,532)
(3,889)
(19,421)
(263)
(19,684)
41
1
(71,553)
(19,683)
(67,623)
(3,971)
(67,582)
(3,971)
(19,079)
(605)
(19,078)
(605)
24
(0.12)
(0.04)
Annual Report and Accounts 2021 29
Statements of Financial Position
As at 31 December 2021
Group Company
2021 2020
Note £’000 £’000
2021
£’000
2020
£’000
Assets
Non-current asset
Property, plant and equipment 11 76,796 131,085
Intangible assets 12 4,178 15,434
Right of use assets 13 779 1,739
Investments in subsidiaries 14 – –
Investment in joint venture 15 405 511
Loans receivable 16 592 –
Trade and other receivables 17 – –
82,750 148,769
Current Assets
Trade and other receivables 17 1,348 3,216
Inventory 18 – 861
Cash and cash equivalents 19 3,771 5,814
5,119 9,891
–
153
–
19,096
–
592
–
19,841
111
–
2,444
2,555
–
1,307
–
64,040
–
12,294
49,893
127,534
137
–
732
869
Total Assets 87,869 158,660
22,396
128,403
EQUITY AND LIABILITIES
Capital and Reserves
Share capital 20 201,496 195,375
Capital reserve 21 12,665 12,665
Translation reserve 22 7,121 7,080
Share option reserve 23 576 787
Accumulated losses (206,910) (139,841)
Total equity attributable to owners of the Company 14,948 76,066
Non-controlling interests 14 1,739 5,710
16,687 81,776
LIABILITIES
Non-current Liabilities
Lease liabilities 13 697 1,350
Provisions 25 13,546 14,879
Loans and borrowings 26 43,906 43,041
Deferred tax liabilities 27 771 3,582
58,920 62,852
Current Liabilities
Lease liabilities 13 62 327
Provisions 25 172 162
Loans and borrowings 26 4,914 5,488
Trade and other payables 28 7,114 8,055
12,262 14,032
Total Liabilities 71,182 76,884
201,496
–
(227)
576
(188,712)
13,133
–
13,133
195,375
–
(227)
787
(80,238)
115,697
–
115,697
–
–
423
–
423
–
30
95
8,715
8,840
9,263
–
–
408
–
408
–
94
1,833
10,371
12,298
12,706
Total Equity and Liabilities 87,869 158,660
22,396
128,403
The accompanying notes form an integral part of the financial statements
30 Simec Atlantis Energy Limited and its subsidiaries
Statements of Changes in Equity
For the financial year ended 31 December 2021
Share Non-
Share Capital Translation option Accumulated controlling
capital reserve reserve reserve losses Total interest Total
Note £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Group
At 1 January 2021 195,375 12,665 7,080 787 (139,841) 76,066 5,710 81,776
Loss for the financial year – – – – (67,623) (67,623) (3,971) (71,594)
Other comprehensive income – – 41 – – 41 – 41
Total comprehensive income for
the financial year – – 41 – (67,623) (67,582) (3,971) (71,553)
Transactions with owners, recognised
directly in equity Issue of ordinary
shares, net of issue costs 20 6,121 – – – – 6,121 – 6,121
Recognition of share-based payments 23 – – – 343 – 343 – 343
Transfer between reserves 23 – – – (554) 554 – – –
Total transactions with owners 6,121 – – (211) 554 6,464 – 6,464
At 31 December 2021 201,496 12,665 7,121 576 (206,910) 14,948 1,739 16,687
At 1 January 2020 188,018 12,665 7,079 740 (120,786) 87,716 6,315 94,031
Loss for the financial year – – – – (19,079) (19,079) (605) (19,684)
Other comprehensive income – – 1 – – 1 – 1
Total comprehensive income for
the financial year – – 1 – (19,079) (19,078) (605) (19,683)
Transactions with owners, recognised
directly in equity Issue of ordinary shares,
net of issue costs 20 7,357 – – – – 7,357 – 7,357
Recognition of share-based payments 23 – – – 71 – 71 – 71
Transfer between reserves 23 – – – (24) 24 – – –
Total transactions with owners 7,357 – – 47 24 7,428 – 7,428
At 31 December 2020 195,375 12,665 7,080 787 (139,841) 76,066 5,710 81,776
Share
Share Translation option Accumulated
capital reserve reserve losses Total
Note £’000 £’000 £’000 £’000 £’000
Company
At 1 January 2021 195,375 (227) 787 (80,238) 115,697
Loss for the financial year – – – (109,029) (109,029)
Other comprehensive income – – – – –
Total comprehensive income for the financial year – – – (109,029) (109,029)
Transactions with owners, recognised directly in equity Issue of
ordinary shares, net of issue costs 20 6,121 – – – 6,121
Recognition of share-based payments 23 – – 344 – 344
Transfer between reserves 23 – – (555) 555 –
Total transactions with owners 6,122 – (211) 555 6,465
At 31 December 2021 201,496 (227) 576 (188,712) 13,133
At 1 January 2020 188,018 (227) 740 (75,833) 112,698
Loss for the financial year – – (4,429) (4,429)
Other comprehensive income – – – –
Total comprehensive income for the financial year – – (4,429) (4,429)
Transactions with owners, recognised directly in equity Issue of
ordinary shares, net of issue costs 20 7,357 – – – 7,357
Recognition of share-based payments 23 – – 71 – 71
Transfer between reserves 23 – – (24) 24 –
Total transactions with owners 7,357 – 47 24 7,428
At 31 December 2020 195,375 (227) 787 (80,238) 115,697
The accompanying notes form an integral part of the financial statements
Annual Report and Accounts 2021 31
Consolidated Statement of Cash Flows
For the financial year ended 31 December 2021
Cash Flows from Operating Activities
Loss before income tax
Adjustments for:
Grants income
Depreciation of property, plant and equipment
Amortisation of intangible assets
Interest income
Finance costs
Share-based payments
Impairment loss on property, plant & equipment
Impairment loss on intangible assets
Movement in provisions
Loss on write down of current assets
Gain on sale of subsidiary
Share of loss of joint venture
Net foreign exchange
Operating cash flow before working capital changes
Changes in working capital:
Movements in trade and other receivables
Movements in trade and other payables
Net cash used in operating activities
Cash Flows from Investing Activities
Purchase of property, plant and equipment
Disposal of fixed assets
Proceeds from grants received
Investment in joint venture
Loan to joint venture
Net cash from disposal of subsidiary
Net cash generated from/ (used in) investing activities
Cash Flows from Financing Activities
Proceeds from grants received
Proceeds from issue of shares
Share issuance cost
Proceed from borrowings
Repayment of borrowings
Loan to related party
Interest paid
Payment of lease liabilities
Deposits released/(pledged)
Net cash generated from financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents
at the beginning of the financial year
Effect of foreign exchange rates on the balance
of cash held in foreign currencies
Note
6
11,13
12
6
8
7
11
12
25
14
15
15
16
14
20
20
26
26
16
26
13
19
Cash and cash equivalents at the end of the financial year
19
The accompanying notes form an integral part of the financial statements
32 Simec Atlantis Energy Limited and its subsidiaries
2021
£’000
2020
£’000
(74,082)
(19,421)
(402)
8,972
1,684
–
3,450
343
45,312
7,836
223
890
(1,502)
106
194
(6,976)
1,169
(851)
(6,658)
(1,542)
(21)
296
–
(544)
3,104
1,293
402
2,600
(203)
2,000
(55)
(258)
(1,096)
(214)
732
3,908
(1,457)
4,315
146
3,004
(274)
8,980
1,644
(3)
3,889
71
–
–
187
–
–
–
289
(4,638)
584
(1,878)
(5,932)
(5,027)
–
1,629
(464)
–
–
(3,862)
274
11,530
(323)
3,056
(1,753)
–
(1,099)
(464)
(580)
10,641
847
3,602
(134)
4,315
Notes to the Financial Statements
For the financial year ended 31 December 2021
These notes form an integral part of and should be read in conjunction with the accompanying financial statements:
1 General
SIMEC Atlantis Energy Limited (the “Company”) is a company incorporated in Singapore. The address of the
Company’s registered office is Level 4, 21 Merchant Road, #04-01, Singapore 058267. The principal place of
business is 26 Dublin Street, Edinburgh, EH3 6NN, United Kingdom.
The principal activity of the Group is to develop and operate as a global sustainable energy provider. The Company
is an inventor, developer, owner, marketer and licensor of technology, intellectual property, trademarks, products
and services and an investment holding company.
The principal activities of the subsidiaries are disclosed in Note 14 to the financial statements.
The financial statements of the Group as at and for the year ended 31 December 2021 comprise the Company
and its subsidiaries (together referred to as the “Group” and individually as “Group entities”) and the Group’s interest
in equity-accounted investees.
2 Application of International Financial Reporting Standards (“IFRSs”)
(a) Application of new and revised IFRSs
On 1 January 2021, the Group adopted the new or amended IFRSs that are mandatory for application for the
financial year. Changes to the Group’s accounting policies have been made as required, in accordance with the
transitional provisions in the respective IFRS.
The adoption of these new or amended IFRS did not result in substantial changes to the Group’s accounting
policies and had no material effect on the amounts reported for the current or prior financial year.
IFRSs issued but not yet effective
(b)
At the date of authorisation of these financial statements, the following standards have been issued and are
relevant to the Group and Company but not yet effective:
Description
Amendments to
IFRS 16: COVID-19 Related Rent Concessions beyond 30 June 2021
Amendments to:
Effective for annual periods
beginning on or after
1 April 2021
l
l
l
IFRS 3: Business Combinations (Reference to the Conceptual Framework)
1 January 2022
IAS 16: Property, Plant and Equipment (Proceeds before Intended Use)
IAS 37: Provisions, Contingent Liabilities and Contingent Assets
(Onerous Contracts - Cost of Fulfilling a Contract)
Annual Improvements to IFRS Standards 2018-2020
Amendments to:
l
l
l
l
IAS 1: Presentation of Financial Statements
(Classification of Liabilities as Current or Non-current)
IAS 1: Presentation of Financial Statements and SFRS(I)
Practice Statement 2 (Disclosure of Accounting Policies)
IAS 8: Accounting Policies, Changes in Accounting Estimates and Errors
(Definition of Accounting Estimates)
IFRS 12: Deferred Tax related to Assets and Liabilities arising from a Single Transaction
1 January 2023
The Directors do not expect that the adoption of these new and revised standards above will have a material
impact on the financial statements in the period of initial application.
Annual Report and Accounts 2021 33
Notes to the Financial Statements
continued
3
Summary of significant accounting policies
(a) Going concern
In adopting the going concern basis for preparing these financial statements, the Board has considered the Group’s
business activities, together with factors likely to affect its future development, its performance and principal risks
and uncertainties.
The Board of Directors is required to state whether it is appropriate to adopt the going concern basis of accounting
in preparing the financial statements, and to identify any material uncertainties as to the Company’s ability to
continue as a going concern over a period of at least 12 months from the date of approval of the financial
statements. The period of management’s going concern assessment is the period to 31 August 2023.
The Board of Directors has undertaken the assessment of the going concern assumptions using financial
forecasts for the period to 31 August 2023. Due to the development stage of the business with relatively modest
cashflow from operations, in the event that one or more of the Group’s already contracted projects does not
achieve completion as anticipated, the Company may require external financing during 2022.
In line with previous practice, the Company funds its short and medium-term funding requirements through a
combination of equity and debt. Details of the Group’s loans and borrowings at year end can be found in Note 26
of the financial statements. During the current financial year, the Company terminated the share placement with
New Technology Capital Group LLC. All outstanding debt under this arrangement was settled via the issue of new
equity as required under the terms of the agreement. As at the 31 December 2021 there were no undrawn loan
facilities.
Going concern assessment
Management has prepared a forecast through to 31 August 2023 based on contractually committed revenues
and costs, an estimate of additional costs required and the income and costs arising from development projects
that are expected to be delivered within the forecast period. The forecast has been subject to stress testing.
The Directors consider, following their review of the financial projections, the following matters to be material
uncertainties during the going concern period:
l
l
Delivery of a Battery Energy Storage System (BESS) project at the Uskmouth site during the period. The
Group has entered into an option agreement with Energy Optimisation Solutions for a BESS project. Under
the terms of the arrangement, the Group will receive a development premium of £10 million plus index linked
rental payments under a 30-year lease agreement for land at the site. These cashflows will provide the funds
to repay debt obligations falling due in the year and provide the necessary funding for future operating costs
and project development expenditure. The Group will have insufficient liquidity without raising further funding
during the going concern period if the project does not reach financial close.
Repayment of the Abundance bond principals falling due in June 2022 and March 2023. During the going
concern period, £4.9 million of Abundance Bonds are repayable in March 2023 with a further £4.9m repayable
in June 2023. Management has been in dialogue with Abundance since the beginning of 2022 in relation to
the deferral of principal and interest payment due in relation to the Abundance Bonds in order to allow
sufficient time for income to be delivered from the BESS project. For one of the Abundance bonds that was
originally due for repayment in June 2022, the bond holders agreed on 9 June 2022 to accept a deferral of
12 months for the repayment of the principal (to June 2023) and for a delay of 3 months on the interest
payable for that bond falling due on that date. The Company has formally requested a 3-month delay on the
interest payments falling due on the Atlantis Future Energy debentures on 30 June 2022. The remaining two
bonds will mature in March 2023 and September 2024. The Company may either seek to extend the
repayment date of these bonds or repay the bonds, either through a refinancing with new debt, from
additional cashflows from the business, or by raising further equity. Failure to repay the principal repayments
on these bonds would put the Group in a position where it would default on the bonds.
34 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
l Timing of the potential repayment of EU grant funding. As at the date of these accounts, the Group is in
discussion with the EU funding authority over the potential clawback of an amount of €3.9 million
(£3.4 million) relating to a grant received and which the EU has notified the Group may be subject to clawback.
The Board and management are of the view that there are grounds for disputing any clawback of this grant
and the Company has evidence to support this position. Discussions with the EU in this regard are continuing
however the outcome is not fully within the control of management and as such an uncertainty remains
over whether these amounts will be required to be repaid. Whilst the Board and management are of the
view that if any clawback were to be payable that a reasonable payment plan could be agreed with the EU,
if the EU monies were to be required to be repaid in full in the going concern period, this could lead to
a €3.9m (£3.4m) reduction in liquidity in the going concern period.
Mitigating actions
In the event that cashflows are limited due to delays in the BESS project, failure to agree debt repayment deferrals
with Abundance or refinance the bonds, or a requirement to repay the EU grant funding coupled with then a failure
to agree an appropriate repayment plan with the EU , controllable mitigating actions such as reducing the Group’s
cost base, suspension of Directors fees, and taking the full benefit of payment terms with suppliers would be
available but would likely be insufficient to remove the material uncertainties in relation to going concern. In such
a situation, the Company could seek to raise further equity given its listing on AIM, for which it has a demonstrated
successful track record and a supportive shareholder base.
Material uncertainties related to going concern
After reviewing the current liquidity position, financial forecasts and stress testing of risks and based on the current
funding facilities outlined and considerations noted above, the Board has a reasonable expectation that the
Company and the Group have sufficient resources to continue in operational existence for the foreseeable future,
which is the period to 30 June 2023. As a result, the Board continues to adopt the going concern basis of
accounting in preparing the Company’s and Group’s financial statements.
The Board has, however, identified material uncertainties arising that may cast doubt upon the Company and
Group’s ability to continue as a going concern, which are described on pages 34 and 35 above and are summarised
as follows:
l
Successful development of a BESS project at the Uskmouth site during the going concern review period;
l The possible need to agree deferral of debt repayments due in March 23 with Abundance bond holders if
the Company is unsuccessful in refinancing or otherwise repaying the bonds; and
l
Any requirement for the repayment of EU grant funding and the timing thereof
The financial statements do not include the adjustments that would result if the Company and the Group were
unable to continue as a going concern.
(b) Basis of preparation
The financial statements have been prepared in accordance with Singapore Financial Reporting Standards
(International) (“SFRS(I)”) and IFRS. SFRS(I)s are issued by Accounting Standards Council Singapore, which
comprise standards and interpretations that are equivalent to IFRS issued by International Accounting Standards
Board.
All references to SFRS(I)s and IFRSs are subsequently referred to as IFRS in these financial statements unless
otherwise specified.
The financial statements have been prepared on the historical cost basis, except as otherwise disclosed in the
accounting policies below.
The accounting policies set out below have been applied consistently to all periods presented in these financial
statements.
Annual Report and Accounts 2021 35
Notes to the Financial Statements
continued
Foreign currencies
(c)
The individual financial statements of each Group entity are measured and presented in the currency of the primary
economic environment in which the entity operates (its functional currency). The consolidated financial statements
of the Group and the statement of financial position and statement of equity of the Company are presented in
Great British Pounds (“GBP”), which is the functional currency of the Company, and the presentation currency for
the consolidated financial statements.
Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange
prevailing on the date of the transaction. At the end of each reporting period, monetary items denominated in
foreign currencies are retranslated at the rates prevailing at the end of the reporting period. All exchange
differences are recognised in profit or loss.
At each reporting date, for presentation purposes, the assets and liabilities of the Group’s entities that do not use
GBP as their functional currency are translated into GBP at exchange rates presiding at the reporting date, with
gains or losses on retranslation being recognised through the translation reserve. Income and expense
transactions are translated at the average exchange rates for the period, where average rates are a reasonable
approximation of actual rates.
The financial statements are presented in GBP (£), rounded to the nearest thousand.
(d) Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled
by the Company (its subsidiaries) at the reporting date. Consolidation of a subsidiary begins when the Group obtains
control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income
and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial
statements from the date the Group gains control until the date the Group ceases to control the subsidiary. When
necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in
line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash
flows relating to transactions between members of the Group are eliminated in full on consolidation.
Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity
transactions. The carrying amounts of the Group’s interests and the non-controlling interests are adjusted to reflect
the changes in their relative interests in the subsidiary. Any difference between the amount by which the
non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly
in equity (capital reserve) and attributed to the owners of the Company.
In the Company’s financial statements, investments in subsidiaries are carried at cost less any impairment in net
recoverable value that has been recognised in profit or loss.
(e) Business combination
The acquisitions of subsidiaries and businesses are accounted for using the acquisition method. The consideration
for each acquisition is measured at the aggregate of the acquisition date fair values of assets given, liabilities
incurred by the Group to the former owners of the acquiree, and equity interests issued by the Group in exchange
for control of the acquiree. Acquisition related costs are recognised in profit or loss as incurred.
Where applicable, the consideration for the acquisition includes any asset or liability resulting from a contingent
consideration arrangement, measured at its acquisition date fair value. Subsequent changes in such fair values
are adjusted against the cost of acquisition where they qualify as measurement period adjustments. The
subsequent accounting for changes in the fair value of the contingent consideration that do not qualify as
measurement period adjustments depends on how the contingent consideration is classified. Contingent
consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent
settlement is accounted for within equity. Contingent consideration classified as an asset or a liability that is a
financial instrument and within the scope of IFRS 9 Financial Instruments is measured at fair value with the
changes in fair value recognised in the statement of profit or loss in accordance with IFRS 9. Other contingent
consideration that is not within the scope of IFRS 9 is measured at fair value at each reporting date with changes
in fair value recognised in profit or loss.
36 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Where a business combination is achieved in stages, the Group’s previously held interests in the acquired entity
are remeasured to fair value at the acquisition date (i.e. the date the Group attains control) and the resulting gain
or loss, if any, is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition
date that have previously been recognised in other comprehensive income are reclassified to profit or loss, where
such treatment would be appropriate if that interest were disposed of.
The acquiree’s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under
IFRS are recognised at their fair value at the acquisition date, except that:
l
l
l
deferred tax assets or liabilities and liabilities or assets related to employee benefit arrangements are recognised
and measured in accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits respectively;
liabilities or equity instruments related to the replacement by the Group of an acquiree’s share-based payment
awards are measured in accordance with IFRS 2 Share-based Payment;
assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5 Non-current Assets
Held for Sale; and Discontinued Operations are measured in accordance with that Standard.
Goodwill
The Group measures goodwill at the acquisition date as:
l
l
l
the consideration transferred; plus
the recognised amount of any non-controlling interests in the acquiree; plus
if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree,
less the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed.
When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss.
Goodwill is not amortised but is reviewed for impairment at least annually. For the purpose of impairment testing,
goodwill is allocated to each of the Group’s cash-generating units expected to benefit from the synergies of the
combination. Cash generating units to which goodwill has been allocated are tested for impairment annually, or
more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-
generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount
of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying
amount of each asset in the unit. An impairment loss recognised for goodwill is not reversed in a subsequent period.
On disposal of a subsidiary or the relevant cash generating unit, the attributable amount of goodwill is included in
the determination of the profit or loss on disposal.
Investment in joint venture (equity-accounted investee)
A joint venture is an arrangement in which the Group has joint control, whereby the Group has a right to the net
assets of the arrangement, rather than rights to its assets and obligations for its liabilities. Joint control is the
contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant
activities require the unanimous consent of the parties sharing control.
Investments in joint ventures are accounted for using the equity method. They are recognised initially at cost,
which includes transaction costs. Subsequent to initial recognition, the consolidated financial statements include
the Group’s share of the profit or loss and other comprehensive income of equity accounted investees, after
adjustments to align the accounting policies with those of the Group, from the date that significant influence or
joint control commences until the date that significant influence or joint control ceases.
When the Group’s share of losses exceeds its interest in an equity-accounted investee, the carrying amount of the
investment, together with any long-term interest that forms part thereof, is reduced to zero, and the recognition
of further losses is discontinued except to the extent that the Group has an obligation to fund the investee’s
operations or has made payments on behalf of the investee. If the equity-accounted investee subsequently reports
profits, the Group resumes recognising its share of those profits only after its share of the profits equals the share
of losses not recognised.
Annual Report and Accounts 2021 37
Notes to the Financial Statements
continued
Financial instruments
(f)
Financial assets and financial liabilities are recognised on the Group’s statement of financial position when the
Group becomes a party to the contractual provisions of the instrument.
Financial assets
All financial assets are recognised and de-recognised on the trade date where the purchase or sale of an
investment is under a contract whose terms require delivery of the investment within the timeframe established
by the market concerned, and are initially measured at fair value plus transaction costs except for those financial
assets classified as fair value through profit and loss, which are initially measured at fair value. Financial assets
comprise loans and receivables.
Loans and receivables
Trade and other receivables that have fixed or determinable payments and that are not quoted in an active market
are classified as loans and receivables. Loans and receivables are measured at amortised cost using the effective
interest method less any allowance for expected credit losses. Interest is recognised by applying the effective
interest method, except for short-term receivables where the recognition of interest would be immaterial. Trade
receivables that do not contain a significant financing component or for which the Group has applied the practical
expedient are measured at the transaction price.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow
characteristics and the Group’s business model for managing them. In order for a financial asset to be classified
and measured at amortised cost or fair value through other comprehensive income, it needs to give rise to cash
flows that are ‘solely payments of principal and interest’ (“SPPI”) on the principal amount outstanding. This
assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash
flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the
business model.
The Group’s business model for managing financial assets refers to how it manages its financial assets in order
to generate cash flows. The business model determines whether cash flows will result from collecting contractual
cash flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are
held within a business model with the objective to hold financial assets in order to collect contractual cash flows
while financial assets classified and measured at fair value through other comprehensive income are held within
a business model with the objective of both holding to collect contractual cash flows and selling.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank, short-term bank deposits with an original maturity of 3 months
or less and cash on hand.
For the purposes of the consolidated statement of cashflows, pledged deposits are excluded.
Impairment of financial assets
IFRS 9 requires the Group to recognise an allowance for expected credit loss (“ECLs”) for financial assets measured
at amortised cost.
ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all
the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest
rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements
that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in
credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are
possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a
significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected
over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).
38 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs. Therefore,
the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs
at each reporting date. The Group has established a provision matrix that is based on its historical credit loss
experience, adjusted for forward-looking factors specific to the debtors and the economic environment.
Additional information about how the Company measures the allowance for impairment is described in Note 32.
Derecognition of financial assets
The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire,
or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another
entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues
to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability
for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a
transferred financial asset, the Group continues to recognise the financial asset and also recognises a
collateralised borrowing for the proceeds received.
Financial liabilities and equity instruments
Classification as debt or equity
Financial liabilities and equity instruments issued by the Group are classified according to the substance of the
contractual arrangements entered into and the definitions of a financial liability and an equity instrument.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting
all of its liabilities. Equity instruments are recorded at the proceeds received, net of direct issue costs.
Other financial liabilities
Trade and other payables are initially measured at fair value, net of transaction costs, and are subsequently
measured at amortised cost using the effective interest rate method, with interest expense recognised on an
effective yield basis.
Loans and borrowings (except for financial guarantee contract liabilities) are initially measured at fair value and
are subsequently measured at amortised cost using the effective interest rate method. Any difference between
the proceeds (net of transaction costs) and the settlement or redemption of borrowings is recognised over the
term of the borrowings in accordance with the Group’s accounting policy for finance costs (see Note 3 (o)).
Financial guarantee contract liabilities are measured initially at their fair values and, if not designated as fair value
through profit and loss, subsequently at the higher of the amount of the loss allowance determined in accordance
with section 5.5 of IFRS 9, and the amount initially recognised less, when appropriate, the cumulative amount of
income recognised in accordance with IFRS 15.
Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled
or they expire.
(g) Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and any accumulated impairment
losses.
The cost of self-constructed assets includes:
l
l
l
l
the cost of materials and direct labour;
any other costs directly attributable to bringing the assets to a working condition for their intended use;
when the Group has an obligation to remove the asset or restore the site, an estimate of the discounted
costs of dismantling and removing the items and restoring the site on which they are located; and
capitalised borrowing costs.
Annual Report and Accounts 2021 39
Notes to the Financial Statements
continued
The power plant assets are stated at their revalued amounts, being the fair value at the date of revaluation, less
any subsequent accumulated depreciation and accumulated impairment losses. Revaluations are performed at
such regularity on this class of assets so that the carrying amounts do not differ materially from those that would
be determined using fair values at the end of the reporting period.
Any revaluation increase is recognised in other comprehensive income and accumulated in equity except to the
extent that it reverses a revaluation decrease for the same asset previously recognised in profit or loss, in which
case the increase is credited to profit or loss to the extent of the decrease previously expensed. A decrease in the
carrying amount arising on the revaluation of such power plant, land and buildings and plant and machinery is
recognised in profit or loss to the extent that it exceeds the balance, if any, held in the revaluation reserve relating
to a previous revaluation of that asset.
Depreciation of these assets, on the same basis as other assets, commences when the assets are ready for their
intended use. Depreciation is charged to the statement of profit or loss using the straight-line method over the
estimated useful life of the asset on the following basis:
Leasehold improvements
Plant, property and equipment
Furniture, fixtures and equipment
Computer equipment and software
Motor vehicles
Power plant
–
–
–
–
–
–
20%
4% - 7%
25% - 33%
25% - 33%
20%
4% - 6 %
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if
appropriate.
Freehold land is stated at cost, less any subsequent accumulated impairment losses.
(h)
Intangible assets
Internally-generated intangible assets - research and development expenditure
Expenditure on research activities is recognised as an expense in the period in which it is incurred.
Capitalisation of an internally generated asset is only permitted during the development phase. Development
expenditure is capitalised only if development costs can be measured reliably, the product or process is technically
and commercially feasible, future economic benefits are probable, and the Group intends to and has sufficient
resources to complete development and to use or sell the asset.
The cost of capitalised development activities should include all directly attributable costs necessary to create,
produce and prepare an asset for a business purpose in the manner intended by management.
The amount initially recognised for internally-generated intangible assets is the sum of the expenditure incurred
from the date when the intangible asset first meets the recognition criteria listed above. Where no internally-
generated intangible asset can be recognised, development expenditure is charged to profit or loss in the period
in which it is incurred.
Intellectual property
Intellectual property is measured initially at purchase cost. Intellectual property is tested for impairment annually,
or more frequently when there is an indication that it may be impaired (see below for impairment testing).
Intangible assets acquired in a business combination
Intangible assets acquired in a business combination are identified and recognised separately from goodwill. The
cost of such intangible assets is their fair value at the acquisition date (see note 12).
Intangible assets are derecognised on disposal or when no future economic benefits are expected from its use
or disposal.
40 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Amortisation
Subsequent to initial recognition, each class of intangible asset is reported at cost less accumulated amortisation
and accumulated impairment losses. Amortisation is recognised on a straight-line basis over the expected
estimated useful life of that class of asset. Amortisation will begin when the asset is available for use, i.e. when it
is in the location and condition necessary for it to be capable of operating in the manner intended by management.
Impairment of Non-Financial Assets
(i)
At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets
to determine whether there is any indication that those assets have suffered an impairment loss. If any such
indication exists, testing for impairment is undertaken.
An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs of disposal
and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows
that are largely independent of those from other assets or groups of assets. Where the carrying amount of an
asset or cash-generating unit exceeds its recoverable amount, the asset is considered impaired and is written
down to its recoverable amount.
Impairment losses of continuing operations are recognised in profit or loss, except for assets that are previously
revalued where the revaluation was taken to other comprehensive income. In this case, the impairment is also
recognised in other comprehensive income up to the amount of any previous revaluation.
For assets excluding goodwill, a previously recognised impairment loss is reversed only if there has been a change
in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised.
If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increase cannot
exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been
recognised previously. Such reversal is recognised in profit or loss unless the asset is measured at revalued
amount, in which case the reversal is treated as a revaluation increase.
Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for
impairment annually.
Provisions
(j)
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past
event, it is probable that the Group will be required to settle the obligation, and a reliable estimate can be made of
the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present
obligation at the end of reporting period, taking into account the risks and uncertainties surrounding the obligation.
If the effect of the time value of money is material, discounting is applied.
Provision for decommissioning is recognised when the related facilities are installed. A corresponding amount
equivalent to the provision is also recognised as part of the cost of the related property, plant and equipment. The
amount recognised is the estimated cost of decommissioning, discounted to its net present value using a risk-free
rate, and is re-assessed each year.
Changes in the estimated timing of decommissioning or decommissioning cost estimates are dealt with
prospectively by recording an adjustment to the provision, and a corresponding adjustment to property, plant and
equipment. The unwinding of the discount on the decommissioning provision is included as a finance cost.
Share-Based payments
(k)
The Group issues equity-settled share-based payments to certain employees and Directors.
Equity-settled share-based payments are measured at fair value of the equity instruments (excluding the effect
of non-market-based vesting conditions) at the date of grant. Details regarding the determination of the fair value
of equity-settled share-based transactions are set out in Note 23. The fair value determined at the grant date of
the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on
the Group’s estimate of the number of equity instruments that will eventually vest. At the end of each reporting
Annual Report and Accounts 2021 41
Notes to the Financial Statements
continued
period, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the
revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects
the revised estimate, with a corresponding adjustment to the equity-settled employee benefits reserve.
Fair value is measured using the Black-Scholes pricing model. The expected life used in the model has been
adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and
behavioural considerations.
Government grants
(l)
Government grants are not recognised until there is reasonable assurance that the Group will comply with the
conditions attached to them and the grants will be received. Government grants whose primary condition is that
the Group should purchase, construct or otherwise acquire non-current assets are presented as a deduction from
the carrying amount of the related assets and recognised as income over the useful lives of the assets by way of
a reduced depreciation or amortisation charge.
Other government grants are recognised as income over the periods necessary to match them with the costs for
which they are intended to compensate, on a systematic basis. Government grants that are receivable as
compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to
the Group with no future related costs are recognised in profit or loss in the period in which they become receivable.
(m) Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable, net of sales related taxes.
Consulting fees and Operation and Maintenance Contracts are recognised in profit or loss in proportion to the
stage of completion of the transaction at the reporting date. Revenue from power generation sales and the
associated Renewables Obligation Certificates (ROCs) are recognised based on the quantity of electricity exported
and the contracted rate on the date of generation.
ROCs are awarded to the Group from Ofgem based on generation of power. These ROCs are sold on receipt of
certificates from Ofgem allowing transfer of title. The amount of revenue recognised on sale is in accordance with
a contractual agreement where the pricing is based on Ofgem’s minimum ROC value (the buy-out).
(n) Retirement benefit obligations
Payments to defined contribution retirement benefit plans are charged as an expense when employees have
rendered the services entitling them to the contributions. Payments made to state-managed retirement benefit
schemes, such as the Singapore Central Provident Fund, are dealt with as payments to defined contribution plans
where the Group’s obligations under the plans are equivalent to those arising in a defined contribution retirement
benefit plan.
Income tax
(o)
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in
the consolidated statement of profit or loss and other comprehensive income because it excludes items of income
or expense that are taxable or deductible in other years and it further excludes items that are not taxable or tax
deductible. The Group’s liability for current tax is calculated using tax rates (and tax laws) that have been enacted
or substantively enacted in countries where the Company and its subsidiaries operate by the end of the
reporting period.
Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable profit, and are accounted for
using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary
differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be
available against which deductible temporary differences can be utilised. Such assets and liabilities are
not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a
business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the
accounting profit.
42 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Deferred tax liabilities are recognised on taxable temporary differences arising on investments in subsidiaries,
except where the Group is able to control the reversal of the temporary difference and it is probable that the
temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible
temporary differences associated with such investments and interests are only recognised to the extent that it is
probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary
differences and they are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the
extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to
be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the
asset realised based on the tax rates (and tax laws) that have been enacted or substantively enacted by the end
of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that
would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle
the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets
against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the
Group intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax are recognised as an expense or income in profit or loss, except when they relate to items
credited or debited outside profit or loss (either in other comprehensive income or directly in equity), in which case
the tax is also recognised outside profit or loss (either in other comprehensive income or directly in equity,
respectively), or where they arise from the initial accounting for a business combination. In the case of a business
combination, the tax effect is taken into account in calculating goodwill or determining the excess of the acquirer’s
interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities over cost.
Finance costs and Income
(p)
Finance costs comprise interest expense on borrowings. All borrowing costs are recognised in the profit or loss
using the effective interest method, except to the extent that they are capitalised as being directly attributable to
the acquisition, construction or production of an asset which necessarily takes a substantial period of time to be
prepared for its intended use or sale.
Interest income is accrued on a time basis, by reference to the principal outstanding and the effective interest
rate applicable.
Leases
(q)
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys
the right to control the use of an identified asset for a period of time in exchange for consideration.
Group as a lessee
The Group applies a single recognition and measurement approach for all leases, except for short-term leases
and leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use
assets representing the right to use the underlying assets.
Right-of-use Assets
The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying
asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and
impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes
the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the
commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain
ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on
a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject
to impairment.
Annual Report and Accounts 2021 43
Notes to the Financial Statements
continued
Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of
lease payments to be made over the lease term. The lease payments include fixed payments (including
in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an
index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include
the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties
for terminating the lease, if the lease term reflects the Group exercising the option to terminate. The variable lease
payments that do not depend on an index or a rate are recognised as an expense in the period during which the
event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses the interest rate implied in the lease agreements,
or if that rate cannot be readily determined, the Group’s incremental borrowing rate at the lease commencement
date. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest
and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if
there is a modification, a change in the lease term, a change in the lease payments (e.g. changes to future
payments resulting from a change in an index or rate used to determine such lease payments), or a change in the
assessment of an option to purchase the underlying asset.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases of machinery and equipment
(i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain
a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office
equipment that are considered of low value (i.e., individually below £5,000). Lease payments on short-term leases
and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.
Group as a Lessor
Leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of an
asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the
lease terms and is included in revenue in the statement of profit or loss due to its operating nature. Initial direct
costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased
asset and recognised over the lease term on the same basis as rental income.
Segment reporting
(r)
The Group is currently focused on generating energy from renewable power generation projects, development of
these projects, and in developing its turbines for installation in tidal projects. It currently considers its business as
three operating segments: power generation; turbine and engineering services; and project development.
4 Critical accounting judgements and key sources of estimation uncertainty
In the application of the Group’s accounting policies, which are described in Note 3, management is required to
make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not
readily apparent from other sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The 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 if the revision affects only that period or in the period
of the revision and future periods if the revision affects both current and future periods.
(a) Critical judgements in applying the group’s accounting policies and key sources of estimation uncertainty
In the process of applying the Group’s accounting policies, which are described in Note 3, the critical accounting
judgements that will have a significant effect on the amounts recognised in the financial statements and the key
sources of estimation uncertainty at the end of the reporting period that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below:
Recoverability of property, plant and equipment and investment in subsidiaries
The Group tests its property, plant and equipment related to the MeyGen project and Uskmouth, annually for
impairment, or more frequently if there are indicators that it might be impaired. The Company also tests its investment
44 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
in subsidiaries for impairment where indicators of impairment exist. The recoverable amounts for the Group’s property,
plant and equipment and the Company’s investment in subsidiaries are supported by the estimated value-in-use of
these assets. The value-in-use is calculated using a net present value cash flow model which compares the costs of
completing each of the respective projects, including financing costs, with expected revenues, net of operating and
maintenance expenditure, over its operating life.
The key assumptions used to determine the MeyGen project’s value-in-use are the expected capital costs to further
develop the project, the financing structure and cost, forecast operating and maintenance costs, revenue per MWh
and the discount rate to calculate present values. The model is based on probability and risk weighted sensitised
cash flows using discount rates ranging from 8% to 12% (2020: 8.5% to 13%). Capital and operating and
maintenance costs are based upon experience gained from the development and fully operational phase of
MeyGen 1A.
On 28 April 2022, the Company announced that it would no longer pursue the project to convert Uskmouth Power
Station from coal to use a waste-derived fuel pellet and that it would withdraw the associated permit variation
application. The Company will instead develop the Uskmouth site into a sustainable energy park, that will include as
a first step the delivery of a Battery Energy Storage Project (BESS). As a result, a full review has been carried out of
the expected value in use of the Uskmouth site. The value-in-use calculations are now based on the planned transition
of the Uskmouth site into a sustainable energy park, which will include revenues from at least 350MW of BESS
projects along with additional leases and wayleaves to allow third party grid connections. The key assumptions used
to determine the Uskmouth project’s value-in-use are, as applicable depending on the business model adopted, the
upfront fees, expected capital costs to develop the project, the financing structure and cost, forecast operating and
maintenance costs, revenue per MWh and the discount rate to calculate present values. The model is based on
probability and risk weighted sensitised cash flows using discount rates ranging from 5% to 8%.
The recoverable amounts for the MeyGen project and for Uskmouth were determined to be less than the carrying
values of both the property, plant and as a result, an impairment value has been recognised in the year (Note 11).
In testing the investment in subsidiaries for impairment, using the methodology outlined above, the value of the
investments was determined to be less than their carrying value and as a result, an impairment value has been
recognised in the year (Note 14).
Useful lives of intangible assets
The useful lives are based on similar assets in the industry and taking into account anticipated technological
changes. Judgement is required to determine the period over which the proprietary technology (to which the
intangible assets relate) will continue to have economic value. Amortisation will commence upon the
commercialisation of the assets. The Group reviews the useful lives of the intangible assets at the end of each
reporting period.
Recoverability of intangible assets
The Group tests its intangible assets as detailed in Note 12 annually for impairment, or more frequently if there
are indicators that they might be impaired. The recoverable amount is determined using value-in-use calculations
for each separate cash generating unit.
The value-in-use is determined by discounting expected future cash flows. The cash flow forecasts are based on
probability and risk weighted sensitised cash flow forecasts using discount rates ranging from 8% to 12%.
For the license, turbine technology and intellectual property cash generating unit, the value in use is based upon
an estimate of cash flows to be generated from forecast turbine sales volumes, sales price and achievable margin.
The key assumption is the forecast turbine sales, which is based upon those sales expected to be generated
internally and reasonably possible external sales which are estimated from current negotiations and opportunities
that the Group is pursuing. The Directors concluded that as at 31 December 2021, limited value could be ascribed
to the Global Technology Licence and to Development Costs. As a result, both of these assets have been fully
impaired (Note 12).
Annual Report and Accounts 2021 45
Notes to the Financial Statements
continued
Provision for decommissioning costs
Provision for decommissioning costs is recognised as an amount equal to the Directors’ best estimate of the
expenditure required to settle the Group’s obligation. Provisions are determined by discounting the expected future
cash flows at a pre-tax discount rate that reflects current market assessment of the time value of money and risk
specific to the liability as set out in the summary of significant accounting policies 3(j) on page 41. The unwinding
of the discount is recognised as a finance cost.
The Uskmouth Power Station decommissioning provision is the present value of the best estimate of direct costs
that may be incurred to restore the site of the Uskmouth Power Station to a condition that complies with applicable
legislation, which is anticipated to take place in approximately 2042. The provision was recognised on acquisition
of the Uskmouth Power Station in 2018 and conversion of the financial statements to IFRS.
5
Revenue
Consulting fees recognised over the year
Operation and Maintenance Contracts
Power sales
Group
2021
£’000
3,567
2,316
1,628
7,511
2020
£’000
6,553
2,487
3,194
12,234
Consulting fees were earned on the Japan tidal turbine contract delivered by the Company’s subsidiary, Atlantis
Operations UK Limited. Power sales are for MeyGen Phase 1A and includes the associated revenue from renewable
obligation certificates (“ROCs”).
6 Other income
Interest income
Grant income
Other income
Insurance proceeds
Group
2021
£’000
–
402
1,072
315
1,789
2020
£’000
3
274
857
140
1,274
Other income relates to research and development expenditure credits and charges of shared costs to third parties.
Employee benefits
7
The average number of employees (including Executive Directors) was:
Average number of employees (including Executive Directors)
Group
2021
£’000
81
2020
£’000
96
46 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Their aggregate remuneration comprised:
Wages, salaries and other short-term benefits
Social security costs
Share-based payments (Note 23)
Contributions to defined contribution plan
Other related costs
Group
2021
£’000
4,482
419
343
476
73
5,793
2020
£’000
4,762
585
71
559
103
6,080
During 2021, the Group received £0.06 million (2020 - £0.4 million) under the UK government COVID-19 furlough
scheme.
8
Finance costs
Interest expense arising from:
- loans from a related party
- long term loans
- secured long term loans
- long term debentures
- lease liabilities
Unwinding of discount on decommissioning provision
Other finance costs
9
Tax expense
Tax Expense
Group
Group
2021
£’000
294
292
1,302
1,096
94
107
265
3,450
2021
£’000
2,488
2020
£’000
311
308
1,310
1,099
119
195
547
3,889
2020
£’000
(263)
As a result of the Company’s management and control moving from Singapore to the United Kingdom on 1 January
2016, the Company became tax resident of the United Kingdom and all filing requirements are met in both
jurisdictions.
In the United Kingdom, the applicable rate of tax is computed at 19% (2020: 19%). As a result of the Finance Bill
2021 the future tax rate in the United Kingdom is set to increase to 25% from 1 April 2023.
Singapore domestic income tax is calculated at 17% (2020: 17%) of the estimated assessable loss for the year.
Taxation for other jurisdictions is calculated at the rates prevailing in the relevant jurisdictions.
Annual Report and Accounts 2021 47
Notes to the Financial Statements
continued
Reconciliation of effective tax rate
Loss before tax
Tax at the domestic rates
applicable to losses in the country concerned
Non-allowable items at rates concerned
Non-taxable income at rates concerned
Tax effect of deferred tax asset not recognised
Tax effect of unwinding deferred tax
Tax effect of asset impairment on deferred tax
Income tax payable
Tax effect of rate change on deferred tax (Note 27)
Group
2021
£’000
2020
£’000
(74,082)
(19,421)
(14,076)
12,351
(66)
1,795
196
3,310
–
(1,022)
2,488
(3,552)
1,921
(35)
1,666
156
–
(25)
(394)
(263)
At the end of the reporting period, the Group has unutilised tax losses of £171.3 million (2020: £166.1 million)
available for offset against future profits. The amount of the Company’s unutilised tax losses available for offset
against future profits is £31.3 million (2020: £30.7 million). No deferred tax asset has been recognised due to the
unpredictability of future profit streams.
Included in the Group and Company losses are £27.3 million (2020: £27.3 million) of losses relating to Singapore
corporation tax, which will only be utilised against taxable income realised in Singapore.
10 Loss for the Year
The following items have been included in arriving at the loss for the year:
Depreciation of property, plant and equipment
Depreciation of right-of-use assets
Amortisation of intangible assets
Impairment of property, plant and equipment
Impairment of intangible assets
Auditor’s remuneration:
- Audit and audit related fees
Share-based payments
Operating lease expenses
Net foreign exchange losses
Group
2021
£’000
8,734
238
1,684
45,312
7,836
186
344
–
191
2020
£’000
8,628
352
1,644
–
–
333
71
6
289
48 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
11 Property, plant and equipment
Freehold
Leasehold
land improvements
£’000
£’000
Property,
plant and
equipment
£’000
Furniture,
fixture and
equipment
£’000
Motor
vehicles
£’000
Computer
equipment
and
software
£’000
Power
plant
£’000
Total
£’000
Group
Cost
At 1 January 2020 20
Additions –
Reimbursed by grants –
At 31 December 2020 20
Additions –
Disposals –
Reimbursed by grants –
At 31 December 2021 20
Accumulated depreciation
At 1 January 2020 –
Depreciation for the year –
At 31 December 2020 –
Depreciation for the year –
Disposal –
Impairment loss –
At 31 December 2021 –
Net book value
At 31 December 2020 20
At 31 December 2021 20
87
–
–
87
–
(87)
–
–
24
9
33
54
(87)
–
–
54
–
67,916
2,996
(1,629)
69,283
(139)
(25)
(296)
68,823
5,538
2,693
8,231
2,775
133
6
–
139
–
(122)
–
17
107
19
126
2
55
22
–
77
–
(77)
–
–
18
13
31
10
(20)
(111)
(41)
13,236
24,222
61,052
44,601
–
17
13
–
–
–
46
–
81
5
86
3
(2)
–
87
40
17
57
17
(2)
–
82,819
151,111
1,998
–
5,027
(1,629)
84,817
154,509
241
–
–
105
(313)
(296)
85,058
154,005
9,069
5,877
14,946
5,876
14,796
8,628
23,424
8,734
–
(261)
32,076
45,312
72
52,898
77,209
29
15
69,871
131,085
32,160
76,796
(a) Plant, property and equipment
In 2020, MeyGen was awarded £1.545 million from the Scottish Government’s Saltire Tidal Energy Challenge Fund
and £0.1 million from Highlands and Islands Enterprise to develop and install a subsea tidal turbine connection
hub. Prior to the 2020 award, aggregate grants of £13.3 million, comprising a £10 million grant from the United
Kingdom’s Department of Energy and Climate Change, and two grants from Scotland’s Highlands and Islands
Enterprise totalling £3.3 million, were awarded to MeyGen in August 2014. Grants received where the conditions
attached to them have been complied with were recorded as a deduction from the carrying amount of the
project-under-construction in accordance with the accounting policy stated in Note 3. As disclosed in Note 4,
a value-in-use calculation is undertaken each year to determine the need for impairment of the asset. An impairment
of £13.2 million has been recognised in the current year, reflecting operational difficulties with the turbines during
2021 and a cautious approach to the pace of future development of the Meygen site.
(b) Power plant
As disclosed in Note 4, a value-in-use calculation is undertaken each year to determine the need for impairment
of the asset. As a result of the decision in April 2022 by the Board to withdraw from the Uskmouth Power Station
conversion project, the value-in-use calculation has been carried out based on the development of Uskmouth as
a sustainable energy park with revenue streams from BESS projects and leases and wayleaves for third party
access to connect to the National Grid. As a result of this change, an impairment charge of £32.1 million has been
recognised in the year.
Security
(c)
At 31 December 2021, assets of subsidiaries with carrying amounts of £76.8 million (2020: £60.5 million) were
pledged as security on long term loans (Note 26).
Annual Report and Accounts 2021 49
Notes to the Financial Statements
continued
12 Intangible assets
Group
Cost
At 1 January 2020
Exchanges differences
At 31 December 2020
Disposal
Exchanges differences
At 31 December 2021
Accumulated depreciation
At 1 January 2020
Amortisation for the year
Exchange differences
At 31 December 2020
Amortisation for the year
Disposal
Impairment loss
Exchanges differences
At 31 December 2021
Net book value
At 31 December 2020
At 31 December 2021
Global
technology
licence
£’000
Intellectual Development
costs
£’000
property
£’000
Tidal
data
£’000
Customer
contracts
£’000
Total
£’000
8,223
–
8,223
–
–
8,223
4,769
495
–
5,264
493
–
2,466
–
8,223
2,959
–
3,133
–
3,133
–
–
3,133
344
38
–
382
38
–
–
–
420
2,751
2,713
15,987
55
16,042
–
(46)
15,996
8,575
997
35
9,607
1,048
–
5,370
(29)
15,996
6,435
–
1,465
–
1,465
–
–
1,465
1,938
–
1,938
(1,938)
–
30,746
55
30,801
(1,938)
(46)
–
28,817
–
–
–
–
–
–
–
–
–
–
114
–
114
105
(219)
–
–
13,688
1,644
35
15,367
1,684
(219)
7,836
(29)
–
24,639
1,465
1,465
1,824
15,434
–
4,178
Intellectual
property
£’000
Development
costs
£’000
Company
Cost
At 1 January 2020, 31 December 2020 and 31 December 2021 573
Accumulated depreciation
At 1 January 2020 344
Amortisation for the year 38
At 31 December 2020 382
Amortisation for the year 38
Impairment loss –
At 31 December 2021 420
Net book value
At 31 December 2020 191
At 31 December 2021 153
3,347
2,008
223
2,231
223
893
3,347
1,116
–
Total
£’000
3,920
2,352
261
2,613
261
893
3,767
1,307
153
(a) Global technology licence
This licence grants the Group an exclusive, perpetual, world-wide licence of the rights to use, deploy and
manufacture certain proprietary technology in respect of turbines and related infrastructure used in tidal energy
generation.
The Directors have reviewed the future cashflows expected to arise from the Global Technology Licence and have
concluded that a full impairment of the asset should be recognised in the year.
50 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Intellectual property
(b)
Intellectual property includes technical know-how, international patent applications and registered trademarks of
the Company.
The Group estimated that the intellectual property costs have a useful life of approximately 15 years with
approximately 11 years remaining.
(c) Development costs
Development costs include expenditure relating to designing activities for the production of new or substantially
improved tidal turbine products and processes.
The Directors have reviewed the future cashflows expected to arise as a result of these tidal turbine related
development costs and have concluded that a full impairment of the asset should be recognised in the year.
(d) Tidal data
Tidal data relates to key information on tidal flows that is crucial to the development of the MeyGen project and
little or no obsolescence is expected. The tidal data will be amortised over the life of the project upon final
commissioning of the project.
(e) Customer contracts
Customer contracts relates to the fair value of customer contracts recognised on acquisition of GHR SIMEC Ltd.
(“GHR”) in October 2019. GHR was disposed during the year and as a result the intangible asset was derecognised
at the point of disposal.
13 Leases
As a lessee
The Group has lease contracts for land and buildings and IT equipment. Leases of land and buildings generally
have lease terms of between 5 and 100 years while office equipment has lease terms of 3 years. Land and
buildings have a remaining useful life between 1-93 years. The Group has certain leases of office equipment of
low value. The Group applies the ‘lease of low-value assets’ recognition exemptions for these leases.
Set out below are the carrying amount of right-of-use assets recognised and the movements during the period:
Land and
buildings
£’000
Office
equipment
£’000
Group
At 1 January 2020 1,429
Additions 642
Depreciation expense (345)
RPI rate change 13
At 31 December 2020 1,739
Depreciation expense (238)
Adjustments 79
Disposals (801)
At 31 December 2021 779
7
–
(7)
–
–
–
–
–
–
Total
£’000
1,436
642
(352)
13
1,739
(238)
79
(801)
779
Annual Report and Accounts 2021 51
Notes to the Financial Statements
continued
Set out below are the carrying amount of lease liabilities and movements during the period:
At 1 January
Additions
Accretion of interest
Payments
Adjustments
Disposals
At 31 December
Current
Non-current
The maturity analysis of lease liabilities is disclosed in Note 32(b).
The following are the amounts recognised in the profit or loss:
Depreciation expense of right-of-use assets
Interest expense on lease liabilities
Expense relating to lease of low value assets
(included in other operating expenses)
Variable lease payments (included in other operating expenses)
At 31 December
Group
Group
2021
£’000
1,677
–
94
(214)
39
(837)
759
62
697
759
2021
£’000
238
94
4
2
338
2020
£’000
1,367
599
119
(421)
–
13
1,677
327
759
1,677
2020
£’000
352
119
4
2
477
The Group had total cash outflows for leases of £0.2 million (2020: £0.5 million). The Group also had non-cash
additions to right-of-use assets and lease liabilities of £nil (2020: £0.6 million).
The Group has leases which contain variable lease payment terms that are linked to power generation. Variable
lease payments had the following effect:
Fixed rent
Variable payment
Group
2021
£’000
12
2
14
2020
£’000
12
2
14
Overall, the variable payments constitute 1% (2020: 1%) of the Group’s entire lease payments. The variable lease
payments depend on generation, and whilst the Group expects the ratio to remain constant in future years, a 5%
increase in variable payments would result in a £1,000 increase to lease payments.
52 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
As a lessor
At the end of the reporting period, the Group had amounts due to it under non-cancellable operating leases, which
fall due as follows:
Within one year
Between two and five years
More than five years
Group
2021
£’000
–
–
96
96
2020
£’000
–
–
97
97
One of the subsidiaries of the Group, SIMEC Uskmouth Power Limited (“SUP”), leases excess land available at the
Uskmouth Power Station site to a related party, SIMEC Power 4 Limited. The lease is agreed on a 999-year basis
and includes a lease premium of £1.5 million, which is recognised in advanced receipts (Note 28).
14 Investments in subsidiaries
Unquoted equity shares, at cost
Less: Impairment loss
Details of the subsidiaries are as follows:
Name of Subsidiaries
Held by the Company
Atlantis Turbines Pte. Limited(3)
Atlantis Projects Pte. Ltd.(3)
Atlantis Resources
(Gujarat Tidal) Pte Limited(1)(6)
ARC Operations Pty Limited(4)
Atlantis Resources
(Scotland) Limited(5)
Atlantis Ocean Energy PLC(5)
Atlantis Future Energy PLC(5)
SIMEC Uskmouth Power
Limited(5)
SIMEC GHR Limited
Country of
incorporation/
registration
Principal activities and operation
Investment holding Singapore
Investment holding Singapore
Dormant Singapore
Provision of operational Australia
services to the Group
Provision of project
management and
consulting services United Kingdom
Financial services United Kingdom
Financial services United Kingdom
Development of renewable United Kingdom
energy generation project
Provision of hydro United Kingdom
development, project
management and operations
and maintenance services
Company
2021
£’000
63,337
(44,241)
19,096
2020
£’000
64,040
–
64,040
Effective equity
interest held by
the Company
2021
%
100
100
50
100
100
100
100
100
–
2020
%
100
100
50
100
100
100
100
100
100
Annual Report and Accounts 2021 53
Notes to the Financial Statements
continued
Name of Subsidiaries
Held by
Atlantis Projects Pte. Ltd,
Tidal Power Scotland Limited(5)
Stroma Tidal Power Limited(5)
Wide Range Developments(5)
Limited
Held by
Tidal Power Scotland Limited
MeyGen Holdings Limited(5)
Islay Holding Limited(5)(7)
Duncansby Tidal Power Limited(5)
Held by
MeyGen Holdings Limited
MeyGen PLC(2)(5)
Held by
Islay Holding Limited
Islay Tidal Power Limited(5)(7)
Held by
Atlantis Turbines Pte Limited
Atlantis Operations (UK)
Limited(5)
Marine Current Turbines
Limited(5)
Held by
Atlantis Operations (UK) Limited
Atlantis Operations
Japan Good Kaisha(4)
Country of
incorporation/
registration
Principal activities and operation
Effective equity
interest held by
the Company
2021
%
2020
%
Investment holding United Kingdom
Development of tidal United Kingdom
power generation project
Investment Holding United Kingdom
Investment holding United Kingdom
Investment holding United Kingdom
Dormant United Kingdom
Development of tidal power United Kingdom
generation project
92
100
100
83
100
100
100
92
100
100
83
100
100
100
Development of tidal United Kingdom
power generation project
100
100
Provision of operational United Kingdom
services to the Group
Development of United Kingdom
turbines and projects
100
100
100
100
Provision of operational United Kingdom
services to the Group
100
100
Held by
Marine Current Turbines Limited
Sea Generation Limited(5) Development of tidal power United Kingdom
generation project
100
100
(1) Not required to be audited as the subsidiaries are dormant.
(2) As at 31 December 2021 and 31 December 2020, shares in MeyGen PLC were pledged as security on long term loans (see Note 26).
(3) Audited by Moore Stephens LLP, Singapore.
(4) Not required to be audited by law in its country of incorporation.
(5) Audited by Kreston Reeves LLP, United Kingdom.
(6) The Company has control over the entity through shareholder voting rights
(7) On 31 March 2021, Tidal Power Scotland Limited signed heads of terms to sell Islay Holdings Limited and its subsidiary Islay Tidal Power Limited.
Neither entity is material to the Group.
54 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Impairment in investment in subsidiaries
(a)
The Directors reviewed the value of the investments in subsidiaries held by the Company at year end and
concluded that the following investment carrying values should be impaired in full:
Investment in Atlantis Resources (Scotland) Limited
Investment in Atlantis Turbines Private Limited
Investment in Marine Current Turbines Limited
£0.252m
£4.255m
£0.105m
In addition, the investment in SIMEC Uskmouth Power Limited was impaired by £39.6m, reducing the investment
carrying value to £18.1 million.
Share-Based payments
(b)
During the financial year, share-based payments granted by the Company to the employing subsidiaries, Atlantis
Resources (Scotland) Limited (“ARSL”), Marine Current Turbines Limited (“MCT”), SIMEC Uskmouth Power Limited
(“SUP”) and Atlantis Operations (UK) Limited (“AOU”) resulted in an increase to the deemed investments by the
Company in those subsidiaries totalling £343,890 (2020: £65,000).
(c) Non-Controlling interest in subsidiaries
Tidal Power Scotland Limited (“TPSL”)
As at 31 December 2021, Scottish Power Renewables (“SPR”) has an equity investment of 6% of the shareholding
in TPSL.
The Group retains a 92% (2020: 92%) shareholding of TPSL.
MeyGen Holdings Limited (“MGHL”)
In a prior reporting period Scottish Enterprise, as administrator of the Renewable Energy Investment Fund, had
made an equity investment of £12.1 million in MGHL, while the Company, via Atlantis Projects Pte Ltd (“APPL”)
and TPSL, had subscribed for a total of £9.7 million in new shares of MGHL. As a result, Scottish Enterprise has
a 16.55% shareholding in MGHL, with APPL retaining the remaining shareholding of 83.45% via TPSL.
The following table summarises the information relating to the material non-controlling interest (“NCI”) in MeyGen
PLC, based on its financial statements prepared in accordance with IFRS, modified for fair value adjustments on
acquisition and differences in the Group’s accounting policies.
NCI percentage
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Net assets
Net assets attributable to NCI
Cash flows from/(used in) operating activities
Cash flows used in investing activities
Cash flows used in financing activities
Net decrease in cash and cash equivalents
Loss for the year
Total comprehensive income
Attributable to NCI:
Loss for the year
Total comprehensive income
Group
2021
£’000
23.22%
46,864
1,698
(38,685)
(2,387)
7,491
1,739
(1,363)
296
(60)
(1,127)
(17,093)
(17,093)
(3,971)
(3,971)
2020
£’000
23.22%
61,158
3,615
(37,770)
(2,419)
24,584
5,710
1,697
(901)
(497)
299
(2,603)
(2,603)
(605)
(605)
Annual Report and Accounts 2021 55
Notes to the Financial Statements
continued
(d) Disposal of SIMEC GHR Limited (GHR)
On 13 December 2021 the Group disposed of its entire shareholding in GHR, a company that provided hydro
development, project management and operations and maintenance services, for a cash consideration of
£3.6 million. The Group recognised a gain on disposal of £1.5 million as a non-recurring item in the consolidated
income statement. Following the disposal, GHR ceased to be a subsidiary of the Group.
The following table summarises the carrying amount of the major classes of identifiable assets and liabilities
disposed:
Cash and cash equivalents
Property, plant and equipment
Other receivables
Other payables and liabilities
Net assets disposed
Net fair value adjustments disposed
Gain on disposal of a subsidiary
Total consideration from disposal of a subsidiary
Less: Cash and cash equivalents from disposed subsidiary
Net cash inflow on disposal of a subsidiary
15 Investment in joint venture
Investment in joint venture, at cost
Share of post-acquisition results
The detail of the Company’s equity interests in joint ventures is as follows:
Country of
incorporation/
registration
Name of joint venture
Principal activities and operation
NPA Fuels Ltd(1)
Normandie Hydroliennes(2)
Marketing, production and United Kingdom
delivery of waste derived
fuel pellets
Development of tidal power France
generation project
(1) Audited by Kreston Reeves LLP, United Kingdom.
(2) Not required to be audited by law in its company of incorporation
£’000
480
107
502
(399)
690
1,392
1,502
3,584
(480)
3,104
2020
£’000
511
–
511
Group
2021
£’000
511
(106)
405
Effective equity
interest held by
the Company
2021
%
50
2020
%
50
51
51
The summarised financial information for the jointly controlled entities as set out below is not adjusted for the
percentage of ownership held by the Company.
56 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
NPA Fuels Ltd Normandie Hydroliennes Group
2021 2020 2021 2020 2021 2020
£’000 £’000 £’000 £’000 £’000 £’000
Assets and liabilities:
Non-current assets – – – –
Current assets 5 8 411 81
Total assets 5 – 411 81
Non-current liabilities (161) (47) (474) –
Current liabilities (2) – – –
Total liabilities (163) (47) (474) –
Net (liabilities)/assets (158) (39) (63) 81
Group’s share of
joint venture’s net
(liabilities)/ assets (79) (19) (32) 41
Other adjustments
Carrying amount of the
investment as at 31 December 405
Results
Revenue – – 392 –
Profit for the year (117) (39) (142) (21)
Group’s share of joint
ventures’ profit for the year (59) (19) (72) (11)
511
(a) NPA Fuels Ltd
In the prior reporting period, on 22 December 2020, Atlantis Projects Pte. Ltd., a subsidiary of the Group, entered
into a Joint Venture agreement with N&P Holdings 2, a subsidiary of N+P Group, to create NPA Fuels Ltd (“NPA”)
a company domiciled in the UK. Each partner has a 50% interest in the joint venture. The purpose of the joint
venture is to principally be involved in the marketing, production and delivery of waste derived fuel pellets to convert
coal fired power stations throughout the UK. The initial cost of investment is £463,981.
The Group’s interest in NPA is accounted for using the equity method in the consolidated financial statements
due to the terms of the joint venture agreement. In 2021, the Group’s share of NPA’s loss for the year totalling
£58,935 has been recognised (2020: nil) reducing the value of investment as at 31 December 2021 to £405,047.
In addition, as at 31 December 2021, the Group has a loan receivable from NPA of £61,632 (2020: nil) which has
been provided against in full. The financial statements of NPA are prepared under IFRS in GBP.
(b) Normandie hydroliennes
On 3 July 2019, Wide Range Developments Limited, a subsidiary of the Group, entered into a joint venture
agreement with Normandie Participations and Efinor to create Normandie Hydroliennes (“NH”), a company
domiciled in France. The purpose of the joint venture is to commence site development, permitting and consenting
work to allow for the construction of a phased array of tidal energy projects.
The Group has a 51% interest in NH resulting from €76,000 investment in the share capital of the joint venture.
The Group’s interest in NH is accounted for using the equity method in the consolidated financial statements due
to the terms of the joint venture agreement. This resulted in a loss of £46,766 on equity accounted investee in
2021 (2020: £nil). As a result of the recognition of losses to date, the value of investment at 31 December 2021 is
£nil. During 2021, Wide Range Developments Ltd, a subsidiary of the Group, entered into a facility agreement to
provide Normandie Hydroliennes with funding of up to €1.2 million to support development activities at the Raz
Blanchard site. As at 31 December 2021, £483,309 of funding has been made available. A provision of £149,908
has been made against the recoverability of this loan. Financial statements of Normandie Hydroliennes are
prepared under IFRS in Euros. The financial statements have been translated into GBP in line with the Group
foreign currencies policy in Note 3(c).
Annual Report and Accounts 2021 57
Notes to the Financial Statements
continued
16 Loans receivable
Group Company
2021
£’000
2020
£’000
Loans to subsidiaries
- Interest bearing (a) –
- Non-interest bearing (b) –
Less: provision for impairment –
Loans to joint ventures 545
Less: Impairment loss (d) (211)
Related Party Loan (c) 258
Loans receivable 592
–
–
–
–
–
–
–
2021
£’000
1,283
11,075
(12,358)
545
(211)
258
592
2020
£’000
1,219
11,075
–
–
–
–
12,294
Interest bearing
(a)
The Company has provided a loan to MeyGen PLC which is interest-bearing with an interest rate of 12-month LIBOR
plus 5% per annum, unsecured and repayable in February 2030. The Company has provided in full against the potential
non-repayment of this loan.
(b) Non-interest bearing
In 2014, the Company extended a loan to APPL, which is interest-free and unsecured. The loan is repayable on demand.
Management has no current intention to recall this loan in the foreseeable future and has provided in full against the
potential non-repayment of this loan.
Related party loan
(c)
In 2021, the Company extended a loan to a former employee of its subsidiary Green Highland Renewables. The loan is
unsecured, interest free and repayable in December 2026.
Loans to joint ventures
(d)
As disclosed in Note 15, the Company has extended a loan of £61,632 to NPA. The loan is interest bearing at a fixed rate
of 10% per annum, is unsecured and the repayment is subject to the distribution arrangements in the joint venture
agreement. The loan has been impaired in full.
The Company has extended a loan of £483,309 to Normandie Hydroliennes (Note 15). The loan is interest bearing at a
fixed rate of 2% per annum, is unsecured and repayment can be made at the discretion of the borrower, subject to all
outstanding amounts being repaid by the later of the financial close of the Raz Blanchard demonstration tidal array or
25 June 2025.
Neither of the joint venture entities (NPA and Normandie Hydroliennes) currently have sufficient forecast revenues to
repay the joint venture loans in full and as a result the Company has recognised an impairment in the amounts receivable.
58 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
17 Trade and other receivables
Group Company
2021
£’000
Trade receivables 47
Deposits 52
Accrued revenue 417
Other receivables 391
Amounts due from a related party –
Non-trade receivables due from subsidiaries –
Less:
Impairment loss –
Financial assets
at amortised cost under IFRS 9 907
Prepayments 432
Value added tax recoverable 9
1,348
Non-current –
Current 1,348
1,348
2020
£’000
1,284
178
684
760
–
–
2021
£’000
–
3
–
–
–
71,687
2020
£’000
–
3
–
–
–
67,474
(390)
(71,687)
(17,580)
2,516
700
–
3,216
–
3,216
3,216
3
93
15
111
–
111
111
49,897
84
49
50,030
49,893
137
50,030
The non-current receivables due from subsidiaries are unsecured, interest-free, and settlement is neither planned
nor likely to occur in the foreseeable future. The balances are stated at cost less impairment losses, if any.
At the end of the reporting period, the Company had a provision for impairment loss of £71.7 million
(2020: £17.6 million) in relation to balances receivable from subsidiaries as recovery of the amounts due is not
considered probable.
The Group’s and the Company’s exposure to credit and currency risks are as set out in Note 32.
18 Inventory
Group
Inventory
2021
£’000
–
2020
£’000
861
Inventory acquired in 2018 as a result of the acquisition of SUP relates to spare parts and consumables. As at
31 December 2021, the Group has written down the value of the inventory held to nil.
Annual Report and Accounts 2021 59
Notes to the Financial Statements
continued
19 Cash and cash equivalents
Group Company
2021
£’000
Cash at bank 3,004
Fixed deposits 767
Cash on hand –
Cash and cash equivalents
in the statements of financial position 3,771
Less: Encumbered deposits (767)
Cash and cash equivalents in the statement
of cash flows 3,004
2020
£’000
4,313
1,499
2
5,814
(1,499)
4,315
2021
£’000
2,444
–
–
2,444
–
2,444
2020
£’000
732
–
–
732
–
732
The encumbered deposits serve as collateral on behalf of MeyGen PLC and Atlantis Operations (UK) Limited.
MeyGen’s deposit supports the provision of bank guarantees and standby letters of credit as required under the
terms of MeyGen’s seabed lease and to secure the MeyGen project’s electricity transmission capacity. Atlantis
Operations (UK) Limited’s deposit supports the provision of bank guarantees in relation to grant guarantees. The
Group’s exposure to interest rate risks is described in Note 32.
20 Share capital
Group and Company
2021 2020
No. of shares
with no par
value ’000
Issued and fully paid:
At the beginning of the financial year 494,325
Public offerings issued for cash 104,000
Issue of shares other than cash 124,487
Transaction costs incurred in relation
to share issuance –
No. of shares
with no par
value ’000
429,076
62,500
2,749
£’000
195,375
2,600
4,180
£’000
188,018
7,500
180
(659)
–
(323)
At the end of the financial year 722,812
201,496
494,325
195,375
On 29 September 2021 the Company raised £2.6 million, before expenses, through the placing of 104,000,000
new ordinary shares at a placing price of £0.025 per share.
Pursuant to the share placing agreement with New Technology Capital Group LLC (“Investor”) announced on
16 December 2020, the Company issued 124,487,312 new ordinary shares during the year in satisfaction of
subscription amounts totalling £4,180,000. The agreement with the Investor was terminated on 28 September
2021. The Investor continues to hold 1,900,000 warrants with an exercise period of 36 months from the date of
issue with an entitlement to subscribe for one new share per warrant at an exercise price of £0.30371 per share.
(see Note 26(f) for further details).
In the current reporting period, £0.7 million (2020: £0.3 million) of expenses were incurred incidental to the issuance
of shares.
In the prior reporting period, on 11 August 2020 the Company raised £7.5 million, before expenses, through the
placing of 62,499,999 new ordinary shares at a placing price of £0.12 per share.
60 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
21 Capital reserve
The capital reserve consists of the difference between the carrying value of net assets transferred to and the
consideration received from the non-controlling interest.
22 Translation reserve
The translation reserve comprises all foreign currency differences arising from the translation of the financial
statements of foreign operations.
23 Share options
The share option reserve represents the equity-settled share options granted to employees. The reserve is made
up of the cumulative value of services received from employees recorded on grant date. The expense for services
received will be recognised over the vesting period.
Long Term Incentive Plan (“LTIP”)
In 2013, the Company approved an LTIP. During the year, 26.6 million (2020: 1.9 million) share options were granted
under the LTIP.
The options outstanding at 31 December 2021 have a weighted average contractual life of 9.7 years (2020:
7.49 years).
Details of the share options outstanding are as follows:
Group and Company
2021 2020
No. of
share
options
’000
Weighted
average
exercise price
£’000
Outstanding at end of the year 25,785
Exercisable at end of the year 2,175
0.08
0.302
No. of
share
options
’000
5,131
3,180
Weighted
average
exercise price
£’000
0.43
0.477
The share options on issue as at the reporting date expire between 2026 and 2031.
In 2021, £0.55 million (2020: £0.1 million) was transferred from the share option reserve to accumulated losses
upon cancellation/expiry of the share options.
Company Share Option Plan (“CSOP”)
On 10 November 2016, the Company established a CSOP to offer share options to employees. During the year,
6.99 million share options were granted under the CSOP (2020: Nil).
The options outstanding at 31 December 2021 have a weighted average contractual life of 8.6 years (2020:
8.40 years).
Annual Report and Accounts 2021 61
Notes to the Financial Statements
continued
No options were exercised in 2021 and 2020.
Group and Company
2021 2020
No. of
share
options
’000
Weighted
average
exercise price
£’000
Outstanding at end of the year 7,053
Exercisable at end of the year 6,152
0.15
0.14
No. of
share
options
’000
3,236
1,036
Weighted
average
exercise price
£’000
0.240
0.340
The fair values for the above share options were calculated using the Black-Scholes pricing model. The inputs
into the model for share options granted are as follows:
Fair value of options on date of grant
Share price
Exercise price
Expected volatility
Expected life
Risk free rate
Expected dividend yield
2021
2020
£0.01 - £0.10
£0.02 - £0,24
£0.02 - £0.25
£0.02 - £0.10
£0.18 - £0,23
£0.20 - £0.50
64.29% - 81.14% 55.87% - 62.48%
3 years
0.29%
0%
3 years
0.97%
0%
Expected volatility was determined by calculating the historical volatility of the Company’s stock. The expected
life used in the model has been adjusted, based on management’s best estimate, for the effects of
non-transferability, exercise restrictions and behavioural considerations.
The Group and the Company recognised total expenses of £0.3 million (2020: £0.1 million), related to equity-settled
share-based payment transactions during the year and this is included as part of employee benefits expense
(Note 7).
24 Earnings per share
The calculation of earnings per share is based on the loss after tax attributable to ordinary equity holders of the
Company and on the weighted average number of ordinary shares in issue during each year.
Total loss
attributable
to owners of Weighted average
the Company Number of shares Loss per share
2021 2020 2021 2020 2021 2020
£’000 £’000 ’000 ’000 £ £
Basic and diluted (67,623) (19,079) 558,725 453,637 (0.12) (0.04)
62 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Company
Weighted average number of ordinary shares
Issued ordinary shares at beginning of the year
Effect of public offerings issued for cash
Effect of shares issued other than cash (Note 20)
Weighted average number of shares at the end of the year
2021
‘000
453,637
26,857
78,231
558,725
2020
‘000
429,076
24,486
75
453,637
The average market value of the Company’s shares for the purposes of calculating the dilutive effect of share
options was based on quoted market prices for the period during which the options were outstanding.
25 Provisions
Provision for
decommissioning
costs
£’000
2021
At 1 January 14,901
Provision made during the year –
Provision utilised during the year (22)
Remeasurement of provision (1,435)
Unwinding of discount on
decommissioning costs 102
At 31 December 13,546
Non-current 13,546
Current –
13,546
2020
At 1 January 14,564
Provision made during the year 212
Provision utilised during the year (3)
Remeasurement of provision (67)
Unwinding of discount on
decommissioning costs 195
At 31 December 14,901
Non-current 14,879
Current 22
14,901
Group
Other
provision
£’000
140
112
(80)
–
–
172
–
172
172
95
–
(8)
53
–
140
–
140
140
Company
Other
provision
£’000
94
–
(64)
–
–
30
–
30
30
41
–
–
53
–
94
–
94
94
Total
£’000
15,041
112
(102)
(1,435)
102
13,718
13,546
172
13,718
14,659
212
(11)
(14)
195
15,041
14,879
162
15,041
Provision for decommissioning costs
The provision for decommissioning costs includes the present value of the best estimate of direct costs that may
be incurred to remove turbine foundations from the seabed and the decommissioning of the Uskmouth Power
Station.
The turbine seabed foundations relate to the MeyGen project located in the Inner Sound of the Pentland Firth,
which are anticipated to be decommissioned in 2043.
Annual Report and Accounts 2021 63
Notes to the Financial Statements
continued
The Uskmouth Power Station provision is the present value of the best estimate of direct costs that may be
incurred to restore the site of the Uskmouth Power Station to a condition that complies with applicable legislation,
which is anticipated to take place in approximately 2042. The provision is based upon an estimate of the timing
and current cost of this exercise, adjusted for the effects of inflation and discounted to present value using an
appropriate discount rate as set out in the summary of significant accounting policies 3(j) on page 41. A 5%
increase in the estimate of current cost would increase the recorded provision by approximately £0.65 million in
each financial year, a 0.1% increase in estimated inflation would increase the recorded provision by approximately
£0.3 million in each financial year and a 0.1% increase in discount rate would decrease the recorded provision by
approximately £0.3 million in each financial year.
Other provisions
The other provision represents short term provisions for payroll liabilities and lease dilapidations anticipated to
be settled during 2022.
26 Loans and borrowings
The Group’s and the Company’s total loans and borrowings are as follows:
Group Company
2021
Note £’000
Current loans and borrowings
Convertible loan (f) –
Secured long term loans (d) –
Loans from a related party (b) –
Debentures (e) 4,914
Financial guarantees –
4,914
Non-current loans and borrowings
Loan from a subsidiary (a) –
Loans from a related party (b) 7,842
Long term loan (c) 5,814
Secured long term loans (d) 21,655
Long term debentures (e) 8,595
43,906
Total loans and borrowings 48,820
2020
£’000
1,725
1,681
2,082
–
–
5,488
–
5,522
5,522
18,643
13,354
43,041
48,529
2021
£’000
–
–
–
–
95
95
423
–
–
–
–
423
518
2020
£’000
1,725
–
–
–
108
1,833
408
–
–
–
–
408
2,241
Loan from a subsidiary
(a)
The loan from a subsidiary is denominated in Great British Pounds, is interest-bearing with an interest rate of 5.0%
per annum and unsecured. The loan was due for repayment in 2021 but both parties have agreed to continue the
loan under existing terms and there are currently no plans for repayment. The fair value of the loan at the end of
the reporting period was approximately £0.4 million (2020: £0.4 million).
Loans from related parties
(b)
Loans from Morgan Stanley Capital Group Inc. (“MSCGI”) totalling £ 5.8 million (2020: £5.5 million) are treated as
related party loans, given that MSCGI is a related party of Morgan Stanley Renewables, a shareholder of the
Company.
The loans from MSCGI are denominated in Great British Pounds with an interest rate of 5.0% per annum plus
LIBOR, resulting in aggregate floating interest rates over the year in the range of 5.2% to 5.8% per annum, are
unsecured and are repayable in February 2028. At the end of the reporting period, the carrying value of the loans
approximate their fair value.
64 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
The loan from SIMEC Group Limited (“SIMEC”) of £2.0 million (2020: £2.0 million) is treated as a related party
loan, given that SIMEC is a shareholder of the Company. The loan was acquired on the acquisition of SUP in 2018.
The loan is denominated in Great British Pounds, is interest free and repayable on 31 December 2023. In the earlier
event of a share fundraise the loan is automatically converted into shares in the Company pursuant to compliance
with the contractual relationship agreement requiring SIMEC Group to hold 49.9% or less of share capital in issue.
Long-Term loan
(c)
The loan is denominated in Great British Pounds, with an interest rate of 5.0% plus LIBOR, resulting in aggregate
floating rates of interest over the year in the range 5.2% to 5.8% per annum, is unsecured and is repayable in
February 2028. At the end of the reporting period, the carrying value of the loan approximates its fair value.
(d)
Secured Long-Term loans
MeyGen PLC (“MeyGen”)
In August 2014, as part of the MeyGen Phase 1A project financing, Scottish Enterprise (as administrator of the
Renewable Energy Investment Fund) extended a loan of £7.5 million to MeyGen to finance the construction of the
project. The Crown Estate Commissioners committed an investment of £9.8 million to MeyGen, also to finance
the construction of the MeyGen Phase 1A project, which will be serviced through the payment of “enhanced rent”,
with an exit payment at or before the date 10 years from commissioning of Phase 1A of the project. During 2021
enhanced rent payments of £nil (2020: £0.8 million) were paid.
The Scottish Enterprise loan and the Crown Estates Scotland investment to MeyGen are denominated in Great
British Pounds, and are repayable in the period from 2018 to 2027. The effective interest rates on these loans are
in the range of 7% to 7.8% per annum. During 2021 £Nil (2020: £1.0 million) was repaid.
The Group’s secured long-term loans are secured by way of fixed and floating charges over the assets of
subsidiaries as well as MeyGen shares and the Company has provided a parent company guarantee for £2 million
of the Scottish Enterprise loans.
During the period, the performance of the MeyGen Phase 1A project was adversely impacted by maintenance
issues on three of the four MeyGen Phase 1A turbines. MeyGen was unable to meet payments on the secured
long-term loans as they fell due during the period. MeyGen agreed two separate remedial plans with Scottish
Enterprise and Crown Estates Scotland (the senior creditors) which had the effect of suspending all senior debt
repayments until 30 June 2022. On 1 April 2022, MeyGen agreed an additional loan facility of £2.5 million with
Scottish Enterprise. As part of this arrangement, a new remedial plan has been put in place that suspends any
further senior debt repayments until December 2024.
At the reporting date, the Company does not consider it probable that a claim will be made against the Company
under the guarantee described above.
The Group’s and the Company’s exposures to interest rate, foreign currency and liquidity risks are described in
Note 32.
Long-Term debentures
(e)
On 25 July 2017, the Group, via its subsidiary company Atlantis Ocean Energy PLC, raised £4.95 million through
a five-year bond with a coupon of 8% per annum, payable semi-annually, and maturing in June 2022. The bond
was offered through Abundance Investment Limited, the provider of a regulated green peer-to-peer investment
platform.
In the period from April to June 2018, the Group, via its subsidiary company Atlantis Future Energy PLC, raised
£5.0 million through a five-year bond with a coupon of 8% per annum, payable semi-annually, and maturing in
2023. This bond was offered through Abundance Investment Limited.
In the period from August 2019 to December 2019, the Group, via its subsidiary company Atlantis Future Energy
PLC, raised £2.7 million through a five-year bond with a coupon of 8%, payable semi-annually, and maturing in
2024. This bond was offered through Abundance Investment Limited. The bond closed in February 2020, having
raised £3.8 million with £1.05 million received during 2020.
Annual Report and Accounts 2021 65
Notes to the Financial Statements
continued
On 9 June 2022, the Atlantis Ocean Energy debenture holders voted to accept a special resolution to defer the
principal repayment of £4.95 million from 30 June 2022 until 30 June 2023. In addition, a three-month deferral of
the interest payable on 30 June 2022 was agreed. At the date of these accounts, Atlantis Future Energy debenture
holders had been asked to agree to a deferral of the interest payments due on 30 June 2022 until 30 September
2022.
Convertible loan
(f)
On 16 December 2020, the Company announced a share placing agreement with New Technology Capital Group
LLC (“Investor”), a US based investor, in relation to the issuance of new ordinary shares in the Company to raise
up to £12.0 million. An initial investment of £2m was made during 2020, with a further tranche of £2 million
received in Q1 2021. No further drawdowns of funding were made under this agreement. During 2021, the
Company issued ordinary shares of 124,487,312 new ordinary shares in satisfaction of subscription amounts
totalling £4,180,000. The agreement with the Investor was terminated on 28 September 2021. The Investor
continues to hold 1,900,000 warrants with an exercise period of 36 months from the date of issue with an
entitlement to subscribe for one new share per warrant at an exercise price of £0.30371 per share.
Reconciliation of movements of liabilities to cash flows arising from financing activities:
Loans and other borrowings
At 1 January
Proceeds from borrowings
Repayment of borrowings**
Interest expense*
Interest paid
Capitalisation of loan issue costs
Amortisation of loan costs*
At 31 December
* non-cash movements
2021
£’000
48,529
2,000
(4,235)
2,985
(1,096)
–
637
48,820
2020
£’000
45,221
3,056
(1,753)
3,028
(1,099)
(192)
268
48,529
** £4.18m of this repayment was effected by issue of ordinary shares under the share placement agreement with New Technology Capital
(Note 20).
27 Deferred tax liabilities
Movements in deferred tax liabilities of the Group are as follows:
Group
At 1 January
Unwind historic fair value adjustment
Effect of increase in tax rates
Effect of Asset Impairment
Disposal of subsidiary
At 31 December
2021
£’000
3,582
(196)
1,022
(3,310)
(327)
771
2020
£’000
3,344
(156)
394
–
3,582
The deferred tax liabilities were recognised due to the fair valuation of assets upon acquisition of MeyGen in 2013
and are unwinding over MeyGen 1A operating period.
66 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
During 2019, £0.3 million of deferred tax liability was recognised as a result of the fair value adjustments on
acquisition of GHR and was being unwound over the life of the non-terminable operations and maintenance
contracts. The unamortised element of this adjustment has been reversed in 2021 following the disposal of GHR.
During the year the deferred tax liability was adjusted to reflect the changes to future UK corporate tax rates from
19% to 25% as a result of the Finance Act 2021 substantially enacted at the reporting date.
28 Trade and other payables
Group Company
2021
£’000
Trade payables 1,304
Other payables 3,697
Accruals 644
Non-trade payables due to subsidiaries –
Other financial liabilities 5,645
Advance receipts 1,469
Value added tax payable –
Corporate tax payable –
7,114
2020
£’000
1,423
3,799
706
–
5,928
2,086
16
25
8,055
2021
£’000
239
27
239
8,210
8,715
–
–
–
8,715
2020
£’000
234
27
307
9,803
10,371
–
–
–
10,371
The non-trade balances due to subsidiaries and related parties are unsecured, interest-free and repayable on
demand.
Other payables include £3.4 million relating to grant income previously received for which the EU has notified may
be subject to clawback. As disclosed in Note 3 under the Going Concern commentary, the Group is in discussions
with the EU regarding this potential repayment.
Advanced receipts include deferred grant income of £Nil (2020: £0.1 million), deferred revenue £Nil (2020:
£0.8 million) and the lease premium of £1.5 million (2020: £1.5 million) received as part of the acquisition of
SUP in 2018.
The Group’s and the Company’s exposure to currency and liquidity risks related to trade and other payables are
described in Note 32.
29 Related company and parties transactions
During the year, Group entities were engaged in the following significant transactions with related
parties/companies:
Group Company
2021
£’000
2020
£’000
Interest income from a subsidiary
– MeyGen PLC –
Service fee income from a subsidiary
– Atlantis Resources (Scotland) Limited –
Interest expense arising from related party
– Morgan Stanley Capital Group Inc. 294
Interest expense arising from a subsidiary
– Atlantis Resources (Scotland) Limited –
Recharge of costs to related party
– SIMEC Power 1 Limited ** (98)
– SIMEC Power 4 Limited ** (226)
– SIMEC Subcoal Fuels Limited ** (184)
–
–
310
–
100
226
–
2021
£’000
64
310
–
15
–
–
–
2020
£’000
64
157
–
15
–
–
–
Annual Report and Accounts 2021 67
Notes to the Financial Statements
continued
Group Company
2021
£’000
Project management fees to a related party
– Kinlochleven Power Ltd * –
– Hydropower River Leven Ltd * –
Reimbursement of Non-Executive Director
fees paid by SIMEC International (UK) Ltd ** 32
2020
£’000
286
172
39
2021
£’000
–
–
32
* Related party until 12 October 2020 when the entities changed control to an unrelated party.
** related party by virtue of their relationship to SIMEC UK Energy Holdings Ltd, a significant shareholder.
Compensation of Directors and Key Management Personnel
The remuneration of Directors and other members of key management during the year was as follows:
Group
Short-term benefits
Defined contribution benefits
Share-based payments
2021
£’000
645
20
127
792
2020
£’000
–
–
–
2020
£’000
689
29
12
730
30 Commitments
As at 31 December 2021, the Group, through its subsidiary SUP, has capital expenditure contracted but not
recognised as liabilities of £ Nil (2020: £1.25 million).
31 Contingent liabilities
The Company has guaranteed credit facilities of £3.5 million (2020: £3.5 million) granted to subsidiaries.
The Company has provided a parent company guarantee in respect of the debentures issued by its subsidiaries
Atlantis Ocean Energy PLC and Atlantis Future Energy PLC.
The Company has provided a parent company guarantee in respect of the performance of its subsidiary Atlantis
Operations UK Limited under a turbine supply agreement to MeyGen PLC. The maximum liability under this
agreement to the end of the latent defect period on 28 March 2024 is £3.3 million (2020 - £3.3 million).
32 Financial instruments
The Group is exposed to various financial risks arising in the normal course of business. It has adopted financial
risk management policies and utilised a variety of techniques to manage its exposure to these risks.
(a) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss
to the Group.
There are no significant concentrations of credit risk.
The maximum exposure to credit risk is represented by the carrying amount of each financial asset as at the end
of the reporting period.
Loans and receivables
Loans and receivables are detailed in section (d) below.
68 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
The Group’s balances are considered to be recoverable and are not past due. The total provision for impairment loss
relating to loans and receivables for the Group is insignificant but the Company is £71.7 million (2020: £17.6 million).
See Notes 16 and 17 for further detail of loans and receivables balances.
Cash and cash equivalents
The Group held cash of £3.7 million (2020: £5.8 million) at 31 December 2021. Cash at bank is held with banks
and financial institution counterparties that are licensed banks in the countries in which the Group operates and
that are rated A+ based on Standard & Poor’s ratings.
Guarantees
At 31 December 2021 and 2020, the Company issued guarantees to a lender in respect of credit facilities granted
to a subsidiary (Note 31).
Liquidity risk
(b)
The Group actively manages its operating cash flows and the availability of funding through maintaining sufficient
cash and cash equivalents to finance its activities.
Current financial liabilities in 2021 and 2020 are repayable on demand or due within one year from the end of the
reporting period. Other than certain loans, the remaining financial liabilities are non-interest bearing.
Analysis of financial instruments by remaining contractual maturities. The table below summarises the maturity
profile of the Group’s and the Company’s financial liabilities at the end of the reporting period based on the
contractual undiscounted repayment obligations.
Contractual cash flows
Note
Carrying
amount
£’000
Total
£’000
One year
or less
£’000
Two to
five years
£’000
Over five
years
£’000
Group
2021
Financial liabilities
Trade and other payables
Loans from a related party
Long-term loan
Long-term debentures
Secured long-term loans
Lease liabilities
2020
Financial liabilities
Trade and other payables
Loans from a related party
Convertible loan
Long-term loan
Long-term debentures
Secured long-term loans
Lease liabilities
28
26
26
26
26
13
28
26
26
26
26
26
13
5,648
7,842
5,814
13,509
21,655
759
55,227
5,928
7,604
1,725
5,522
13,354
20,324
1,677
56,134
5,648
9,593
7,566
15,232
30,347
3,863
72,249
5,928
9,763
–
7,681
17,683
32,049
4,894
77,998
5,648
–
–
5,146
–
60
10,854
5,928
2,082
–
–
1,096
2,308
327
11,741
–
2,027
–
10,086
5,944
214
18,271
–
–
–
–
16,587
11,579
1,005
29,171
–
7,566
7,566
–
24,403
3,589
43,124
–
7,681
–
7,681
–
18,162
3,562
37,086
Annual Report and Accounts 2021 69
Notes to the Financial Statements
continued
Contractual cash flows
Note
Carrying
amount
£’000
Total
£’000
One year
or less
£’000
Two to
five years
£’000
Over five
years
£’000
Company
2021
Financial liabilities
Trade and other payables
Financial guarantees
Loan from a subsidiary
2020
Financial liabilities
Trade and other payables
Convertible loan
Financial guarantees
Loan from a subsidiary
(c) Market risk
28
26
26
28
26
26
26
8,714
95
423
9,232
10,372
1,725
108
408
12,613
8,714
3,500
423
12,637
10,372
–
3,500
423
14,295
8,714
3,500
–
12,214
10,372
–
3,500
–
13,872
–
–
423
423
–
–
–
423
423
–
–
–
–
–
–
–
–
–
Currency risk
The Group transacts business in various foreign currencies, including the Australian dollar, Euro, United States
dollar, Singapore dollar and Japanese yen, and is hence exposed to foreign exchange risk.
At the end of the reporting period, the carrying amounts of monetary assets and monetary liabilities denominated
in currencies other than the respective Group entities’ functional currencies are as follows:
Group
Company
Liabilities
Assets
Liabilities
Assets
2021
£’000
2020
£’000
2021
£’000
2020
£’000
2021
£’000
2020
£’000
2021
£’000
2020
£’000
Australian dollars 2
Euros –
United States dollars –
Singapore dollars –
Japanese yen 785
3
24
–
–
562
1
19
1
47
213
9
5
–
31
881
–
–
–
–
–
–
4
1
7
–
80
–
–
17
–
70
–
–
28
–
Foreign Currency Sensitivity
The sensitivity rate used when reporting foreign currency risk is 10%, which is the sensitivity rate that represents
management’s assessment of the likely potential change in foreign exchange rates.
70 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
If the relevant foreign currencies were to strengthen by 10% against the functional currency of each Group entity, profit
and loss (before tax) and equity will increase (decrease) by:
Group
Equity
Profit and loss
before tax
Company
Equity
Profit and loss
before tax
2021
£’000
2020
£’000
2021
£’000
2020
£’000
2021
£’000
2020
£’000
2021
£’000
2020
£’000
Australian dollars –
Euros –
United States dollars –
Singapore dollars –
Japanese yen –
–
–
–
–
–
0
(2)
(0)
(5)
57
(1)
2
–
(3)
(32)
–
–
–
–
–
–
–
–
–
–
(8)
–
–
(2)
–
(7)
–
–
(3)
–
If the relevant foreign currency weakens by 10% against the functional currency of each Group entity, the effects on
profit and loss and equity will be vice versa.
Interest rate risk
Interest rate risk arises from the potential change in interest rates that may have an adverse effect on the Group
in the current reporting year or in future years.
The Group’s exposure to interest rate risk is limited to the effects of fluctuation in bank interest rate on cash and
cash equivalents as well as LIBOR rates on certain loans and borrowings.
For variable rate financial instruments, a change of 100 basis points (bps) in interest rate with all other variables
held constant would increase/decrease profit/loss before tax by £0.1 million (2020: £0.1 million).
A fundamental financial industry reform of interest rate benchmarks is being undertaken globally, including the
cessation and replacement of interbank offered rates (“IBORs”) with alternative nearly risk-free rates (referred to
as “interest rate benchmark reform”). The Group’s interest rate risk that is directly affected by the interest rate
benchmark reform predominantly comprises its variable rate borrowings. As at 31 December 2021, the Group has
variable rate borrowings of £11.6 million and the Company has variable rate receivables of £1.3 million that are
indexed to LIBOR rates which has yet to transition to an alternative benchmark rate.
Equity price risk
The Group is not exposed to equity price risks as it does not hold any quoted equity investments.
Capital management policies and objectives
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern
while maximising the return to stakeholders through the optimisation of the debt and equity balances.
The capital structure of the Group and the Company consists of equity attributable to owners of the parent and
loans and borrowings amounting to £63.7 million (2020: £125.2 million) and £13.1 million (2020: £117.1 million),
respectively.
There are no changes in the Group’s approach to capital management during the financial year. The Company is
not subject to externally imposed capital requirements. Except for one subsidiary that is subject to loan restrictions
and dividend distributions, such restrictions are complied with and capital relating to that subsidiary is ring fenced
as required by these capital requirements. None of the other subsidiaries are subject to externally imposed capital
requirements.
Annual Report and Accounts 2021 71
Notes to the Financial Statements
continued
(d) Accounting classifications and fair values
Except as detailed in the following table, the Directors consider that the carrying amounts of the financial assets
and financial liabilities recognised in the consolidated financial statements approximate their fair values. The fair
values of the financial instruments have been determined based on discounted future cash flows using Level 3
hierarchy, which are derived from valuation techniques that include inputs for the asset or liability that are not
based on observable market data.
Carrying
value
Note £’000
Fair
value
£’000
2021
2020
Carrying
value
£’000
Fair
value
£’000
Group
Financial assets
Trade and other receivables 17 907
Cash and cash equivalents 19 3,771
Financial assets at amortised cost
under IFRS 9 4,678
Financial liabilities
Trade and other payables 28 5,645
Secured long term loans 26 21,655
Other loans and borrowings 26 27,165
Lease liabilities 13 759
Liabilities at amortised cost 55,224
21,275
27,165
Company
Financial assets
Loans receivables 16 592
Trade and other receivables 17 111
Cash and cash equivalents 19 2,444
Financial assets at amortised cost
under IFRS 9 3,147
Financial liabilities
Trade and other payables 28 8,714
Loan from a subsidiary 26 423
Other loans and borrowings 26 95
Liabilities at amortised cost 9,232
421
2,516
5,814
8,330
5,928
20,324
28,205
1,677
56,134
12,294
49,893
732
62,919
10,371
408
1,833
12,612
20,999
28,205
401
33 Segment information
(a) Operating Segments
The Group is principally engaged in generating energy from renewable generation projects, development of these
projects, as well as turbine and engineering services for the tidal power industry. In addition to the development
of power projects, the power generation division currently focuses on the development of the MeyGen tidal energy
project, whereas the turbine and engineering services division focuses on the development and delivery of turbines
and technology solutions for projects worldwide. The divisions are managed separately because they require
different expertise and marketing strategies. External revenues from power generation relate to MeyGen’s contract
to sell generation and ROCS to Smartest Energy Limited. External revenues from project development relate to
operations and maintenance contracts for hydro power schemes from GHR. External revenue from the turbine
and engineering services relates to the supply of rental tidal generation equipment and offshore construction
services in Japan. From 2019 the acquisition of GHR has been included in project development segment. GHR
was disposed of in December 2021. The result of its activities up to disposal are included in the segmental analysis.
72 Simec Atlantis Energy Limited and its subsidiaries
Notes to the Financial Statements
continued
Other operations include the provision of corporate services which does not meet any of the quantitative thresholds
for determining reportable segments in 2021 and 2020 and is included within unallocated.
There are varying levels of integration between the power generation and the turbine and engineering services
divisions, including the delivery of the subsea hub from the turbine and engineering services to the power
generation division.
Information regarding the results of each reportable segment is included below. Unallocated expenditure, assets
and liabilities include amounts of a corporate nature as well as corporate and inter-segment elimination and are
not specifically attributable to a segment.
Power
generation
£’000
Turbine and
engineering
services
£’000
Project
development
£’000
Unallocated
£’000
Total
£’000
2021
External revenues
Inter-segment revenue
Interest revenue
Interest expense
Depreciation and amortisation
Impairment of property, plant
and equipment
Impairment of intangible assets
Reportable segment loss before tax
Reportable segment assets
Capital expenditure
Reportable segment liabilities
2020
External revenues
Inter-segment revenue
Interest revenue
Interest expense
Depreciation and amortisation
Reportable segment loss before tax
Reportable segment assets
Capital expenditure
Reportable segment liabilities
1,628
–
–
(2,178)
(2,016)
(13,236)
–
(18,875)
48,562
26
(36,789)
3,194
(2,410)
2
(2,187)
(2,695)
(3,587)
66,292
2,532
(38,181)
3,628
–
86
(69)
(1,061)
–
(7,836)
(11,382)
16,631
3
(58,098)
6,553
2,410
65
(123)
(973)
(2,765)
26,741
5
(56,885)
2,316
–
0
(84)
(5,886)
(32,076)
–
(43,106)
27,945
1,537
(38,298)
2,458
–
–
(176)
(5,938)
(7,523)
66,661
2,345
(36,070)
(61)
–
(86)
(1,119)
(1,693)
–
–
(719)
(5,269)
–
62,003
–
–
(64)
(1,403)
(1,018)
(5,546)
(1,034)
–
54,252
7,511
–
0
(3,450)
(10,656)
(45,312)
(7,836)
(74,082)
87,869
1,566
(71,182)
12,234
–
3
(3,889)
(10,624)
(19,421)
158,660
4,882
(76,884)
(b) Geographical segments
Total segment revenue for the Group is £7.5 million (2020: £12.2 million). The Group power generation and project
development operations are mostly based in the United Kingdom. Most of the Group’s assets are located in the
United Kingdom. The Group’s turbine and engineering services division completed a project in Japan during the
year. The capital expenditure during the year is primarily related to the development of the sustainable energy
projects located in the United Kingdom.
34 Events after the reporting period
On 9 June 2022, the Atlantis Ocean Energy debenture holders voted to accept a special resolution to defer the
principal repayment of £4.95 million from June 2022 until June 2023. In addition, a three-month deferral of the
interest payable on 30 June 2022 was agreed. Atlantis Future Energy debenture holders have also been asked to
agree to a deferral of the interest payments due on 30 June 2022 until 30 September 2022.
Annual Report and Accounts 2021 73
COMPANY INFORMATION
NON-EXECUTIVE DIRECTORS
Duncan Stuart Black
John Anthony Clifford Woodley
Andrew Luke Dagley
BROKER
Arden Partners plc
125 Old Broad Street
London
EC2N 1AR
EXECUTIVE DIRECTORS
Graham Matthew Reid
Simon Matthew Hirst
REGISTERED OFFICE AND
COMPANY NUMBER
c/o Level 4, 21 Merchant Road,
#04-01
Singapore 058267
Company Number: 200517551R
COMPANY SECRETARY
Kelly Tock Mui Han
21 Merchant Road
#04-01 Royal Merukh S.E.A
Singapore 058267
NOMINATED ADVISER AND
BROKER
Investec Bank plc
30 Gresham Street
London
EC2V 7QP
AUDITOR
Moore Stephens LLP
10 Anson Road
#29-15 International Plaza
Singapore 079903
REGISTRAR
Boardroom Corporate St Advisory
Services Ptd Ltd
50 Raffles Place
#32-01 Singapore Land Tower
Singapore 048623
DEPOSITARY
Link Group
10th Floor
Central Square
29 Wellington Street
Leeds
LS1 4DL
GUERNSEY BRANCH REGISTER
Link Market Services (Guernsey) Limited
Mont Crevelt House
Bulwer Avenue
St Sampson
Guernsey GY2 4LH
WEBSITE
www.simecatlantis.com
Perivan 263780
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(cid:33)(cid:59)(cid:93)(cid:98)(cid:118)(cid:124)(cid:59)(cid:117)(cid:59)(cid:55)(cid:2)(cid:27)(cid:76)(cid:49)(cid:59)(cid:2)(cid:45)(cid:109)(cid:55)(cid:2)(cid:7)(cid:111)(cid:108)(cid:114)(cid:45)(cid:109)(cid:139)(cid:2)(cid:25)(cid:134)(cid:108)(cid:48)(cid:59)(cid:117)
c/o Level 4, 21 Merchant Road, #04-01 Singapore
058267 (cid:7)(cid:111)(cid:108)(cid:114)(cid:45)(cid:109)(cid:139)(cid:2)(cid:25)(cid:134)(cid:108)(cid:48)(cid:59)(cid:117)(cid:313)(cid:2)(cid:401)(cid:399)(cid:399)(cid:404)(cid:400)(cid:405)(cid:404)(cid:404)(cid:400)(cid:33)(cid:2)