05 June 2023

Active Energy Group Plc

("Active Energy" or the "Company")

Audited results for the year ended 31 December 2022

Active Energy (AIM: AEG, OTCQB: ATGVF), the international biomass based renewable energy business, is pleased to announce the publication of its audited results for the year ended 31 December 2022.

Operational Highlights:

·    Expansion of the Company's sales function in USA and Europe:

o  first order for CoalSwitch® from Carolina Stalite for CoalSwitch® fuel; and

o  written indications of interest of the supply of up to 10,000 tonnes of fuel for clients in the UK in 2023.

·    Extension of IP protection, including the award of the Malaysian Patent for future CoalSwitch® production in the South East Asian Region.

·    In March 2022, the Group achieved Chain of Custody and Controlled Wood Certification compliant with the Forest Stewardship Council®("FSC®") standards for its CoalSwitch® fuel.

·    Completion of the Karbone Renewable Energy Credit and Environmental Attribute Report published in November 2022, demonstrating CoalSwitch® could qualify for significant production and consumption subsidies from individual US states, ranging up to $90 per ton.

·    Positive results received following the completion of the independent study by LifeCycle Analysis in California on the carbon impact of CoalSwitch® production published in June 2022, showing a reduction of Co2 by 99% relative to coal.

·    Appointment of Michelle Fagan as the Company's interim Chief Financial Officer in November 2022.

Financial Highlights:

·    Sale of the Lumberton Site completed on 30 June 2022 with:

o  gross consideration of US $4.65million; and

o  net cash proceeds of US$3.92million received.

·    Operating Loss for the year of US$1,343,745 (2021: US$5,881,768).

·    Cash at bank as at 31 December 2022 US$2,614,472 (2021: US$1,940,871).

·    Basic and diluted loss per share from continuing operations of $0.35 cents (2021 Restated: $4.57 cents).

Activities post the year end:

·    Permit awarded to the Company's engineering partner, Player Design International ("PDI") at the Ashland Reference Facility (announced on 24 May 2023):

o  final engineering and construction to commence and first fuel production and deliveries expected to commence in Q3 2023;

o  PDI confirms that full scale production volumes from Ashland are anticipated to remain at a target rate of 35,000 tons per annum.

·    Annual renewal of Custody and Controlled Wood certification with the Forest Stewardship Council standards for its CoalSwitch® fuel production from Ashland.

·    Appointment of Steve Schaar as Chief Operating Officer for the Group to focus on the specific development of CoalSwitch® production facilities in the United States and Canada.

·    Patents and Trademarks for CoalSwitch® awarded in the US, Canada, Europe (including the UK) and additional trademark applications have commenced throughout Asia, including Japan.

Michael Rowan, CEO, Active Energy Group, said: 

"In 2022, Active Energy focussed on three key areas necessary to both prepare for and execute a growth strategy, being: i) product and production development; ii) market development; and iii) building for growth. The most important recent development was the issue of the permit to allow completion of the Ashland Reference Facility. PDI has confirmed fuel production will commence in Q3 2023, allowing Active Energy to make its first customer deliveries of CoalSwitchÒ.

"Active Energy significantly expanded its sales pipeline in 2022, investing in a new sales and marketing team in the U.S. and U.K. and analysing key new markets for CoalSwitchÒ fuel.  The initial letters of intent received total circa 10,000 tonnes, and current indications of interest received exceed annualised production estimates for the Ashland Reference Plant. In addition, the work with Karbone, the financial services platform focused on decarbonisation markets, concluded that CoalSwitchÒ is likely to be eligible for several US subsidies, incentives and carbon credits that will make CoalSwitchÒ even more cost competitive with coal, reducing additional barriers toward market adoption.

"The Company added depth and breadth to the team with the addition of an interim Chief Financial Officer and a Chief Operating Officer and these hires represent another step change for the Company.  We plan to further expand the US team in 2023. The balance sheet at 31 December 2022 reflected control of cash and costs and this discipline is being maintained as we continue to actively expand our technology and business development efforts in the coming months.

"Active Energy is now well prepared for growth and, with the current level of customer engagement, we look forward to reporting on significant commercial progress in 2023 and beyond."

Enquiries:  

About Active Energy Group: 

Headquartered in London with operations in the United States, Active Energy Group plc (AIM: AEG, OTCQB:ATGVF) is a biomass-based renewable energy company focused on the production and development of next generation biomass products that have the potential to transform coal fired power and heavy industries and the existing renewable biomass industry. 

AEG has developed a proprietary technology which transforms waste biomass material into high-value renewable fuels. Its patented product CoalSwitch® is a leading drop-in biomass renewable fuel that can be blended and co-fired with coal at any ratio without requiring significant plant modification or wholly replacing existing biomass fuels.  In 2022 Active Energy's partner, Player Design Inc commenced the process for building a production facility for Coalswitch® at PDI's facility at Ashland, Maine.  Under a "take or pay" arrangement Active Energy will purchase CoalSwitch® from PDI for sale to the Company's prospective customers in the US and Europe. 

CHAIRMAN'S LETTER

The last 12 months have seen Active Energy Group continue to make progress toward its goal of becoming one of the leading manufacturers of next generation biomass pellets, focused primarily on new technologies for black pellet production. Whilst awaiting the issuance of the permit for the construction and operation of the first CoalSwitch® production facility at Ashland, the Company has used the time to invest in additional product development, establish the Company's marketing operations and strengthen the management team. 

The Company has seen a substantial increase in the number of commercial enquiries for CoalSwitch® fuel, driven primarily by sales teams in the US and in the UK and aided by an increasing market demand for an improved biomass pellet, accommodating revised environmental regulation in the US and elsewhere, and continuing market supply issues requiring alternative long-term sources of biomass supply. 

Active Energy has obtained first orders for CoalSwitch®, which the Board believes will lead to long term off take contracts for the fuel and create future joint venture production opportunities, both in the US and internationally.

Looking into 2023, the Company has to focus upon several key milestones, including: i) working with PDI to obtain production of commercial volumes of CoalSwitch® from the Ashland Reference Facility; ii) delivering this fuel to identified prospective customers in the US and internationally; and iii) commence planning to expand production of CoalSwitch®, principally through partnerships with other parties,  thereby establishing CoalSwitch® as the market standard for next generation biomass fuels in the coming years.  In order to achieve these milestones Active Energy has started building a US based management team and this will continue in 2023.

Companies and utilities around the world are being pressed to reduce emissions. By converting lower value wood waste into high-value biomass fuel that can either co-fire with coal or replace existing biomass pellets, CoalSwitch® offers a turnkey, cost-effective and scalable solution. The Board believes that CoalSwitch® represents a transformational opportunity for biomass as a cleaner fuel helping global sustainability goals. 

The Board remains confident about the future for Active Energy Group, and I remain grateful for the ongoing support of all our stakeholders and look forward to the future with confidence.

James Leahy

Non-executive Chairman

5 June 2023

CHIEF EXECUTIVE OFFICER'S STATEMENT

Executive Summary

Active Energy Group plc ("Active Energy" or the "Company") spent 2022 strategically focussed on three key areas: Product and Production Development; Market Development; and Building for Growth.

1.    Product and Production Development: We knew at the beginning of 2022 that it could take some time for our production partner Player Design, Inc. ("PDI") to complete production design and engineering, receive the required permits to complete construction, install the requisite equipment and operate the first production plant. We are pleased to report that as of 24 May 2023, the relevant Permit has been granted and PDI is moving forward on construction at the Ashland Reference Facility and commencing future CoalSwitch® production.

2.    Market Development: We spent the past year driving leads and customer interest by investing in new sales leaders in the U.S. and U.K. and via direct marketing, event sponsorship and thought leadership. We also developed a strategy to obtain carbon credits and renewable energy incentives in the US to make CoalSwitch® cost-comparable to coal, helping to eliminate a barrier to adoption.

3.    Building for Growth: We added depth and breadth to the team with the addition of a Chief Financial Officer and a US based Chief Operating Officer; extended our patent and IP portfolio; and secured a listing on the US Stock exchange. In 2023 we will continue to invest in building our US based management team.  We also sold our Lumberton facility and associated litigation proceeded toward closure. We continued to develop and improve the core CoalSwitch® production technology.

As we proceed through the second quarter, we remain positive on our prospects. Fuel production is expected to commence in the third quarter of the current year, which will drive customer testing and orders and the process of market adoption for black pellets can accelerate. New regulations in the U.S. continue to drive coal users to seek new and cleaner options and concerns about the sustainability of using plantation trees for biomass are not abating.

We believe we have the right product, the right team, and the right time for commercialization.

1.    Product and Production Development

Working with PDI, the Company spent the past year focussed on engineering and design, permits, certifications and other regulatory requirements needed to manufacture and sell CoalSwitch®.

Construction and Operational Permit for the Ashland Reference Plant

Construction of the Ashland Reference Facility has commenced and Active Energy announced that the appropriate permit had been awarded to PDI by the Department of Environmental Protection in the State of Maine on 24^th of May 2023.

Active Energy, in close discussion with PDI, has made every effort to provide the clearest timetable toward production. However, we recognise that this timeline has extended beyond the expectations that we initially set and then updated.

With this permit in place, construction activities have now commenced, and the key manufacturing components will be delivered to Ashland shortly.  PDI has confirmed to the Company that CoalSwitch® deliveries to Active Energy's customers should commence in Q3 2023. The Company continues to receive requests, both from the US and internationally, to visit operations at the Ashland Reference Facility at the earliest opportunity.

Since the first CoalSwitch® production in mid-2021, Active Energy has been working with PDI to improve the production process. PDI successfully produced samples of CoalSwitch® fuel in the summer of 2021 using the original steam treatment process under Active Energy's patented technology. Since then, the CoalSwitch® production process has been developed to enable PDI to increase volumes efficiently and to create an economic production process.

Improving Production Technology

Throughout 2022 and in 2023 to date, PDI has been developing CoalSwitch® production operations at Ashland, Maine. PDI has developed a new production reactor, and, with Active Energy's assistance, the pro-forma design and development of these reactors was completed during 2022. The revised configuration utilises some of the Company's existing CoalSwitch® technology and develops the steam explosion production technology to accommodate increased production volumes of black pellets. This process has involved not only designing a revised engineering configuration but also substantial work on the environmental impact (resulting in PDI working closely with the Department of Environmental Protection in Maine).

Forest Stewardship Council Standards

Post the period end, Active Energy has also renewed its Chain of Custody ("CoC") and Controlled Wood certification with the Forest Stewardship Council®("FSC®") standards for its CoalSwitch® fuel production in Maine thereby maintaining a significant component of Active Energy's sustainability criteria.

ENplus A1 Certificate for CoalSwitch®

Throughout 2022 and in 2023, Active Energy delivered test quantities of fuel for independent analysis by European customers and independent laboratories alike. Active Energy will continue to ensure that the CoalSwitch® program attains all the relevant industry standard certifications, which in the UK will include ENplus A1 certification. To date, the UK results have all consistently demonstrated CoalSwitch®'s improved pellet performance goals, namely the premium heating value properties, the lower emissions and less ash content and the improved material handling qualities which the industry is seeking. The Company is aiming to obtain final approvals once new CoalSwitch® supplies become available during Q3 2023. 

2.    Market Development

At its AGM in July 2022, the Company announced that, while PDI would focus on the engineering development activities for the CoalSwitch® program, Active Energy would focus on market development activities, both in the US and internationally.

Hiring experienced sales leaders

Since mid-2022, the number of market enquiries for a 'black pellet alternative' for biomass fuels has increased dramatically as the biomass industry urgently seeks alternate sustainable solutions. Over the last 12 months, Active Energy has created a market presence which will secure a future pipeline of fuel orders ahead of first production volumes from the Ashland Reference Facility. To achieve this, since July 2022, Active Energy has hired dedicated sales personnel both in the UK and the US to secure orders for CoalSwitch®.  The Company has hired experienced personnel not only from the biomass industry but also from traditional fossil fuel industries to assist in marketing and sales activities which have to not only promote CoalSwitch® fuel but also create the future market.

Marketing activities in Europe 

In the UK and Europe, the biomass industry has an established presence and the consumption and performance of traditional 'white pellet' biomass is well known. Active Energy's sales strategy has focused toward these established white pellet consumers and the sales team has had to demonstrate the economic and environmental benefits of CoalSwitch® against these existing biomass fuels.

To date, the Company obtained indications of interest for the supply of up to 10,000 tonnes of fuel from various parties in the UK seeking the fuel as an alternate and improved heating supply source.  Initial conversations with prospective customers in the UK have indicated a future pipeline in excess of 50,000 tonnes of CoalSwitch® fuel, more than the Ashland Reference Facility could currently supply. During 2022, the Company also signed various Non-Disclosure Agreements with a range of European utilities who wish to assess the proprietary qualities of CoalSwitch® for long-term supply contracts and who also confirmed their desire to visit the Ashland Reference Facility in 2023.

As a result of the Company's marketing activities, it has also created an opportunity to sell MaineFlame pressed logs in the UK.  This product, which is primarily focussed for domestic use, is currently produced at Ashland by PDI. As CoalSwitch® marketing activities have progressed in the UK, future customers have requested if Active Energy could additionally supply the pressed logs. During Q1 2023, the Company obtained the relevant authorisations and completed product testing to permit sales of the fuel in the UK.  With first orders having already been delivered, Active Energy expects the revenues from these activities to be modest, but profit margins are healthy, and the immediate sales have provided an additional boost to the Company's credibility with future CoalSwitch® customers in the UK.

Marketing activities in North America

Unlike Europe, North America does not have an established base of biomass consumers. As a result, Active Energy has had to not only initiate efforts to sell CoalSwitch® fuel, but also create new market opportunities aligned to the current consumption of fossil fuels. The focus has been to develop a market for co-firing CoalSwitch® with coal.

During 2022, the first orders for fuel were obtained and a sales pipeline was established. Active Energy's first US CoalSwitch® fuel order came from Carolina Stalite ("Stalite"), an aggregates producer based in North Carolina. Stalite remains eager for fuel deliveries at the earliest opportunity during 2023. Their interest extends beyond fuel deliveries and early-stage discussions have been established for a future production joint venture in closer proximity to their existing manufacturing facilities.

The sales activities and potential customer interest have also focussed beyond the conventional power generation industry and include various heavy industries including cement, pulp and paper industries where local and national emissions regulations continue to expand. Active Energy remains confident of future commercial success and prospective customers on the US East Coast are finalising terms for initial test volumes of fuel at identified facilities.  Active Energy's sales team have been required to educate prospective clients, local regulators and address production, consumption and emissions concerns.  The fact that the US sales team is now experienced and knowledgeable on many of these issues is providing the Company with a competitive advantage.

The approval of the Inflation Reduction Act in Washington DC in August 2022 provided a significant boost for the sustainability agenda in the US. During Q4 2022, the US sales team received a notable increase in commercial enquiries on the benefits of co-firing CoalSwitch® with coal and, once the Ashland Reference Facility is in operation, the Company anticipates a further increase in commercial enquiries and orders for fuel.

In addition to developing the sales pipeline for CoalSwitch® fuel in the US, Active Energy has also received enquiries from parties wishing to acquire a CoalSwitch® production licence or work on a joint venture basis to develop the additional CoalSwitch® production facilities. In recent weeks, the Company has also received enquiries to further develop the CoalSwitch® production technology to further improve the fuel quality and to accommodate larger scale production volumes from existing lumber production facilities. Active Energy is now actively working with these prospective partners and such arrangements will involve future licensing and production royalty revenues for the Company, as well as additional CoalSwitch® revenues.

Once CoalSwitch® fuel is in production at the Ashland Reference Facility, Active Energy believes that demand from prospective customers will increase and the process of commercial negotiations, appropriate testing at specific facilities and determining fuel supplies under long term contract will commence. There is no question that all the pre-marketing activities of the last 12 months has allowed the Company to develop this sales pipeline and has provided the Board with increasing confidence that future sales volumes will accelerate rapidly once first production commences.

International marketing activities

In addition to marketing activities in Europe and North America, during 2022 Active Energy continued its sales activities in Japan through its partners based in Tokyo. Samples of fuel were delivered throughout 2022 into Japan to various customers for initial test analysis. The results have been consistent with the global results from the CoalSwitch® Program. In South Africa, commercial production partners continue to work on opportunities to address immediate environmental concerns in regard to its current coal supplies and consumption. In each instance, a process of fuel verification (confirmed by independent testing) has been completed and the Company is now in discussions on future commercial arrangements. 

Secured guidance on availability of credits and incentives in the US.

During Q4 2022, the Company appointed Karbone, a financial services platform focussed on renewable energy and decarbonisation markets, to analyse the economic value of CoalSwitch® in its production and future use. The Karbone analysis report demonstrated that the consumption of CoalSwitch® creates opportunities for subsidies in the US and Canada in terms of Renewable Energy Credits (RECs) and Regional Greenhouse Gas Incentives (RGGIs) credits and the creation of carbon credits marketable in the Voluntary Carbon Markets (VCM).

The Karbone analysis shows that CoalSwitch® could qualify for significant subsidies from individual US states of up to $90 per ton in consumption which makes CoalSwitch® cost competitive with coal consumption in the US. This has opened up significant new commercial sales opportunities for CoalSwitch® sales in the US and Canada. Further projects are being finalised with Karbone and these activities continue alongside existing collaboration with Brigham Young University and the University of Utah on future co-firing test projects and new customer projects.

3.    Building for Growth

The Company also took several key steps to prepare for growth and scale expected after commencement of commercial production, including technology development, IP extension and senior management team additions.

Readied Technology for Commercialization

The Board are pleased with the technology developments that have been achieved and with the underlying engineering and regulatory work that has been completed whilst PDI and the Company awaited issuance of the permit.

The new reactor will initially run toward a production target double that of the initial CoalSwitch® production reactors and once operational, PDI plans to increase the scale of production volumes through Q3 and Q4 so as to achieve its initial goal of an annualised target production rate of 35,000 tons per year.  Upon initial analysis, PDI has informed the Company that it believes that the Ashland Reference Facility could increase toward higher production volumes, but this will be reviewed through the initial production phase in H2 2023.

Production of CoalSwitch® from the Ashland Reference Facility will allow Active Energy to demonstrate an operational production facility to identified and prospective customers of the fuel alike and show prospective joint venture production partners or licensees the benefits of the revised CoalSwitch® production process. 

Strengthened management team

In November 2022, Michelle Fagan was appointed as the Company's interim Chief Financial Officer. Michelle has been working with the Company's management team since October 2020 and has 24 years' experience as a finance professional.

In March 2023, the Company appointed Steve Schaar as Chief Operating Officer to focus on the development of CoalSwitch® production in the United States. Steve has more than 25 years' experience of operations, project development, programme management and new product launches from a broad range of industries.

The Company is in discussions with a number of senior executives within the biomass sector in the US and intends to make further hires in the coming months to strengthen its US operations.  This investment is in response to the significant number of opportunities that the Company has in the US and the developing market environment. The Board believes that the future growth of Active Energy will require further investment in a US management team.

Extended IP Protection

During 2022, Active Energy continued to develop and extend its intellectual property portfolio for CoalSwitch® and production know-how. On the 3 June 2022, the Company was awarded the Malaysian Patent for future CoalSwitch® production in the region to complement the existing patent awards in North America. More importantly, the CoalSwitch® trademark has now been registered and approved on all territories including US, Canada, Europe (including the UK) and additional trademark applications have commenced throughout Asia, including Japan.

In Japan, Active Energy has a pending new trademark application for CoalSwitch under application No. 2023-047762, and in Canada the CoalSwitch mark has been officially registered by the Canadian Intellectual property Office.  A new EU IPO trademark application for the mark CoalSwitch has also been filed claiming priority to Active Energy's UK trademark registration.

The award of the Trademarks and Patents remain an important step for Active Energy as it grows its intellectual property portfolio through the continued development of its CoalSwitch® technology but also create brand awareness for the future of black pellet.

US$ quotation for Active Energy's shares in the US

The Company successfully completed its listing on OTCQB (Ticker: ATGVF) in the US in August 2022, which will provide enhanced investor benefits, including easier trading access for investors located in the US, greater liquidity due to a broader pool of potential investors and an increased corporate profile in the US.

Completion of the Sale of Lumberton Site

On 31 March 2022, the Company announced that it had entered into a sale and purchase agreement with Phoenix LLC for the sale of the Lumberton Site for gross cash proceeds of US$4.65million. The transaction closed successfully by 30 June 2022 and the net proceeds of US$3.92 million were delivered to Active Energy. Active Energy continues to work with commercial partners in North Carolina to look for future opportunities for CoalSwitch® production.

Going concern

The Directors have given careful consideration to the appropriateness of the going concern basis in the preparation of the Annual Report and Accounts for the year ended 31 December 2022. Further details of the Company's current financial position and material uncertainties which may affect the Company's ability to continue operating as a going concern are to be found in the Financial Review and in Note 1 of the Financial Statements. The Directors are confident that the funding required for the Group to continue as a going concern will be secured within a period of twelve months from the date of approval of the Financial Statements and have therefore prepared the Financial Statements on a going concern basis.

Post period end and outlook

The final approvals for PDI to complete the construction of and commence operations at the Ashland Reference Facility in May 2023 marked the next key stage for the development and introduction of CoalSwitch® as the next generation biomass fuel. It is a better pellet than current biomass fuel supplies and through all the work done over many years, Active Energy is actively addressing the obvious sustainability concerns for biomass focussing on utilising low value waste feedstocks and producing a high-grade fuel which demonstrates improved burn and emissions test results.

Fuel deliveries to customers are now expected to commence in Q3 2023 and that will further increase prospective customer interest. Deliveries to traditional coal intensive industries, not known for their use of biomass, creates new markets and commercial opportunities for CoalSwitch® and for Active Energy. Given the increasing regulatory environment, particularly in the US, this should prove to be an opportune time for Active Energy.

In recent months, notably with the hire of Steve Schaar, the level of commercial and technology expertise within Active Energy has increased significantly. Steve has brought an immense operational knowledge to Active Energy and the Company is actively developing new market opportunities.   Operations at the Ashland Reference Facility will prove to be just the start of the progress toward a production goal of 500,000 tons of CoalSwitch® fuel by 2025, with the Company involved at a number of production sites throughout North America.

It is expected that the CoalSwitch® production technologies will also be developed to provide complimentary technologies that will further enable improved black pellet fuel performance and ensure production to larger scale volumes to accommodate current market demand. These technologies will be IP protected, and Active Energy will seek to license this technology to additional production centres both inside and outside the US.

Most importantly, biomass is currently being re-reviewed for its sustainability criteria. The application of this criteria means that white pellet consumption is increasingly under question and investigation. The market opportunity for Active Energy to become a premium supplier of black pellet and develop its black pellet production technologies has never been greater. CoalSwitch® should become the market standard for black pellet fuel.

I would like to thank all my colleagues and commercial partners for all their work and commitment toward the CoalSwitch® program in 2022 and look forward to achieving commercial success in 2023.

Michael Rowan

Chief Executive Officer

5 June 2023

FINANCE REVIEW

FOR THE YEAR ENDED 31 DECEMBER 2022

The Consolidated Financial Statements for the year ended 31 December 2022 ("Current Year") is compared to the year ended 31 December 2021 ("Prior Year").

Financing

The Group started 2022 with a restructured balance sheet, following the actions taken during 2021, and did not raise debt or equity finance during the year. The Group had net cash of US$2.6m at the end of the year (2021: US$1.9m) and is well positioned to seek additional funding to expand operations at the Ashland Reference Facility, develop complementary CoalSwitch® production technologies and commercialise CoalSwitch®.

Subsequent events

Since the period year end, the Company has continued to work with PDI to progress towards the commencement of fuel production at the Ashland Reference Facility. PDI has confirmed the award of a construction and operational permit on 24 May 2023 and final engineering and construction activities have commenced. Active Energy has a 'take or pay' contract with PDI for all production from the Ashland Reference Facility for the next 3 years.

Fundraising activities through 2022

There were no fundraising activities, either of equity or debt, during 2022.

Performance

In the first half of 2022, the Company sold the Lumberton site property and ceased all operations at Lumberton by 30 June 2022. The Board agreed that moving the equipment from Lumberton to Ashland and building the CoalSwitch® plant at Ashland was the best strategy available at the time.

During the second half of 2022, the Company invested in establishing a sales and marketing operations in both the United States and the United Kingdom. During the year the Company completed a series of independent laboratory analyses of the CoalSwitch® fuel in the United States, United Kingdom, Europe, and Japan and incurred appropriate costs in such exercise.

The Company incorporated tight financial controls and treasury management to its finance department during late 2022 to ensure use of funds is kept in line with enhancing shareholder's investment and this has continued to date.  The financial focus as the company moves toward first stages of production from Ashland will be to focus on enhancing shareholders return on investment in the most efficient and effective way it possibly can.

Continuing operations

Impairment charges of US$1,000,000 (2021: US$2,000,000) relate to one of the reactors which is being used for Research and Development at Ashland.

Administrative costs were consistent with the prior year at US$2,855,199 (2021: US$2,904,311). The net finance income of US$24,173 (2021: net finance costs of US$303,712) represents interest received on deposited funds less interest payable on borrowings.

Discontinued operations

The termination of the saw log and sawmill businesses at Lumberton during 2022 and the disposal of the Lumberton property was completed on 30 June 2022 and resulted in net cash proceeds of $3.92 million to the Group.

The overall operational loss for the year was US$1,343,745 (2021: US$5,881,768) with a basic and diluted loss per share of 0.83 cents (2021: 5.74 cents). Net finance income was interest receivable on cash held on deposit less interest payable on borrowings.

Financial position

Non-current assets

The Lumberton property was sold during the year along with certain associated plant and equipment.

Additions to plant and equipment of US$231,087 and to intellectual property of US$730,213 primarily relate to future activities, including design and engineering for the forthcoming Ashland Reference Facility, which is now under construction.

Current assets

Trade and other receivables of US$905,924 (2021: US$1,628,959) consist mainly of US$774,668 of project advances to Player Design Inc. for the development of the Ashland facility.

Current liabilities

Trade and other payables were US$1,199,796 (2021: US$1,222,030). The largest reduction is due to stringent cost management reducing the trade payables due at year end significantly. Trade payables was $428,106 in 2022 and $775,709 in 2022.

Non-current liabilities

Loans and borrowings, related to COVID 19 Government loans, decreased slightly to US$133,940 (2021: US$143,931) due to repayments on the UK government guaranteed loan, which is repayable over 5 years. Repayments on the US government loan commenced in December 2022.

Cashflow

Operating cash outflows were US$2,554,563 (2021: US$5,618,404). The reduced outflow results from the cessation of sawmill and saw log operations during 2021 and Q1 2022 along with reductions in working capital and cost management measures.

The net cash inflow from investing activities of US$3,037,257 (2021: net outflow of US$4,375,624) comprises proceeds of US$3,767,471 from the disposal of the Lumberton Site less cash of US$730,714 expended on the creation of intellectual property and know how in relation to the new Ashland Reference Facility.

Cash and cash equivalents of US$2,614,472 were on hand at December 2022 year end (2021: US$1,940,871).

Going concern

The Financial Statements have been prepared on a going concern basis. Note 1 of the Financial Statements sets out the material uncertainties relating to the Company's ability to continue as a going concern.

Subsequent to the balance sheet date Player Design Inc. has been granted the permits required to construct and operate CoalSwitch® production at the plant in Ashland. However, there is uncertainty around the timing of production which could affect both the Group's future cash requirements and the timing of revenue cash generation from sales of CoalSwitch®.

The Directors have concluded that additional funding may be required to execute the Board's strategy of commercialising CoalSwitch®. While there can be no guarantee that funding will be available on terms that are acceptable to the Company, or at all, the Directors are confident that the Company will be able to secure sufficient equity finance at the required time.

The financial statements do not include any adjustments that would arise if the Company were to be unable to continue as a going concern.

Section 172 Statement

The Directors are well aware of their duty under Section 172 of the Companies Act 2006 to act in the way which they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole and, in doing so, to have regard (amongst other matters) to:

·        The likely consequences of any decision in the long term;

·        The interests of the Company's employees;

·        The need to foster the Company's business relationships with suppliers, customers and others;

·        The impact of the Company's operations on the community and the environment;

·        The desirability of the company maintaining a reputation for high standards of business conduct; and

·        The need to act fairly between members of the Company.

The Board recognises that the long-term success of the Group requires positive interaction with its stakeholders, including shareholders, customers, suppliers, governmental and regulatory authorities. The Directors seek to actively identify and positively engage with key stakeholders in an open and constructive manner. The Board believes that this strategy enables our stakeholders to better understand the activities, needs and challenges of the business and enables the Board to better understand and address relevant stakeholder views which will assist the Board in its decision making and to discharge its duties under Section 172 of the Companies Act 2006.

Further corporate governance matters related to this Section 172 Statement can be found on page 28.

Michelle Fagan

Interim Chief Financial Officer

5 June 2023

CONSOLIDATED STATEMENT OF INCOME AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2022

The notes on pages 51 to 86 form part of these financial statements.

CONSOLIDATED AND COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2022

The Company has elected to take the exemption under section 408 of the Companies Act 2006 not to present the parent company's income statement. The parent company's loss after tax for the year was $740,114 (2021: $2,075,511).

The financial statements were approved and authorised for issue by the Directors on 5 June 2023 and were signed on their behalf by:

Michael Rowan  

Chief Executive Officer

Company Number 03148295                                                                                                                                                               

The notes on pages 51 to 86 form part of these financial statements.