TomCo Energy : Annual Report and Financial Statement 2021

Annual Report and Financial Statements 2021

TomCo Energy plc

For further information visit us online at:www.tomcoenergy.comor email us at:[e-mail]

COMPANY DETAILS

TOMCO ENERGY PLC

Company Numbers

Isle of Man	6969V
England & Wales	FC022829
Country of	Isle of Man
Incorporation
Board of Directors
Malcolm Groat	Non-Executive Chairman
John Potter	Chief Executive Officer
Zac Phillips	Non-Executive Director
Louis Castro	Non-Executive Director
Registered Office	Broker
1st Floor	Novum Securities Limited
Sixty Circular Road	2nd Floor Lansdowne House
Douglas	57 Berkeley Square London
Isle of Man IM1 1AE	W1J 6ER
Nominated Adviser	Registrars

Strand Hanson Limited	Computershare Investor Services plc
26 Mount Row	The Pavilions
London	Bridgwater Road
W1K 3SQ	Bristol BS99 6ZZ

CONTENTS
Page
Chairman's statement	1
Directors' report	4
Corporate governance statement	7
Audit committee report	13
Remuneration committee report	14
Independent auditors' report	15
Consolidated statement of comprehensive income	19
Consolidated statement of financial position	20
Consolidated statement of changes in equity	21
Consolidated statement of cash flows	22
Notes to the financial statements	23

3

CHAIRMAN'S STATEMENT

I am pleased to be delivering my second Chairman's statement to the shareholders of TomCo Energy plc ("TomCo" or the "Company" or, with its subsidiaries, the "Group"), together with the Annual Report and Financial Statements for the year ended 30 September 2021.

Operational Review

Greenfield Energy LLC

The primary focus for the Company during the year was on Greenfield Energy LLC ("Greenfield") and its plans to pursue the construction of an initial 5,000 barrels of oil per day ("bopd") production facility at the earliest opportunity, as well as exploiting other opportunities available to it.

Whilst the shadow of Covid-19 still darkens the global economic picture, though much less so than this time last year, we have managed to make considerable progress during the financial year under review.

During the first half of the year, the focus of Greenfield was on the third-party oil sands plant at Asphalt Ridge. This was enhanced and brought into trial production, extracting oil from sands in a manner that we believe could be scaled up to be commercially viable in large, purpose-built plants. Importantly, the work undertaken by Greenfield in modifying, upgrading and operating the test plant for a temporary lease period provided sufficient information for a FEED (Front-End Engineering and Design) study to be completed, together with a third-party verification exercise.

The completed FEED study and third-party report was received at the end of July 2021. The FEED study outlined better economics for theproposed plant than we had initially envisaged, and together with the third-party report provided verification that the proposed technical approach is appropriate.

Further to an agreement reached with our former 50% joint venture partner, Valkor LLC ("Valkor"), as announced on 26 August 2021, TomCo now owns 100% of Greenfield, with full control, thereby affording TomCo's shareholders the opportunity to fully benefit from Greenfield's significant potential, whilst retaining Valkor as a valued stakeholder and future substantial shareholder in the Company. The consideration for the acquisition only becomes payable upon Greenfield receiving funds from, or drawing upon, a loan or credit facility in connection with the construction of an oil sands processing facility as specified in the FEED study, which I personally believe serves to demonstrate Valkor's confidence in our plans and ability to deliver.

Prior to this, on 9 June 2021, we announced Greenfield's potential acquisition of up to 100% of the ownership and membership rights and interests in Tar Sands Holdings II LLC ("TSHII") (the "Membership Interests"). The successful completion of the acquisition of an initial 10% of the Membership Interests was announced post year end on 16 November 2021. Greenfield retains an exclusive option, at its sole discretion, to acquire the remaining 90% of the ____ 1

Membership Interests for additional cash consideration up to 31 December 2022, as detailed in the 9 June 2021 announcement.

secured, our current business plan would be curtailed, but a viable project, albeit a fraction of the size, would remain.

TSHII owns approximately 760 acres of land and certain non-producing assets (the "Site") in Uintah County, Utah, USA. Subject to securing the requisite funding, Greenfield plans to use the Site for the potential future mining of oil sands and construction of a commercial scale processing plant. The Site has existing infrastructure, plant and equipment, together with an existing Large Mine Permit No. M0470032, that could facilitate any future development by Greenfield.

Alongside the acquisition of the initial 10% of the Membership Interests, a newly incorporated subsidiary of Greenfield was granted a lease over approximately 320 acres of the 760-acre site owned by TSHII. The lease provides Greenfield's subsidiary with the exclusive right to explore, drill, and mine for, and extract, store, and remove oil, gas, hydrocarbons, and other associated substances, together, inter alia, with the right to erect, construct and use such plant and equipment and infrastructure as required.

Greenfield is in advanced discussions with potential off-takers of both oil and sand from the TSHII site and it appears ideally suited for the future construction, subject to funding, of Greenfield's first commercial scale plant. Whilst there can be no certainty that Greenfield can secure the required funding to complete the acquisition of 100% of the Membership Interests, I remain optimistic, based on discussions with potential funders to date, that acquisition of the remaining 90% can be completed at a cost of $16.25 million and the required funding secured. If the funding is not

To assist Greenfield in progressing its plans for the TSHII site and obtaining further funding to: (i) acquire the remaining 90% Membership Interest in TSHII, (ii) drill a number of production wells on the Site and (iii) pursue the future construction of an initial 5,000 bopd facility at the earliest opportunity, the Company has engaged specialist oil and gas industry advisers experienced in the structuring and securing of such financings. They are currently exploring a number of potential funding options.

Additionally, Greenfield has commenced detailed engineering and design work in connection with its future plans including engaging Stantec Inc, a global design and delivery firm with extensive experience in the oil and gas and mining sectors, on mine planning, and is working with Netherland Sewell & Associates, global petroleum consultants, on a reserves report, together with other preparatory work. This is in addition to the continuing detailed engineering design and planning work being undertaken by Valkor.

TurboShale RF Technology

During the previous financial year, at the onset of the Covid-19 pandemic, we took the decision to put the activities in relation to our TurboShale radio frequency technology on hold in order to focus our resources on Greenfield. This has remained the case throughout 2021 and, post the year end, we have purchased the remaining 20% of our subsidiary holding the technology and are considering how best to proceed with it during 2022.

____ 2