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Directors' Report | |
use | Auditor's Independence Declaration |
Condensed Statement of Comprehensive Income | |
Condensed Statement of Financial Position | |
Condensed Statement of Changes in Equity | |
personalFor | Condensed Statement of Cash Flows |
Notes to the Condensed Financial Statements | |
Directors' Declaration | |
Independent Auditor's Review Report |
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DIRECTORS' REPORT
Your directors submit the financial report of the Group for the half-year ended 30 September 2020. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:
Directors
The names of directors who held office during or since the end of the interim period and until the date of this report are noted below. Directors were in office for this entire period unless otherwise stated.
Current Directors | |
Mr Murray d'Almeida | Chairman and Independent Non-Executive Director |
Mr Po Siu Chan | Executive Director (appointed 27 January 2021) |
Mr Paul Garner | Independent Non-Executive Director (appointed 10 September 2021) |
Mr Avon McIntyre | Executive Director (appointed 24 February 2022) |
Previous Directors in office during all or part of half-year ended 30 September 2020 (or subsequent periods)
Mr Chris Berkefeld | Independent Non-Executive Director (resigned 18 December 2020) |
Mr Colin Hiles | Non-Executive Director (appointed 27 January 2021, resigned 23 June 2021) |
Ms Fung Ming Pang | Non-Executive Director (appointed 27 January 2021, resigned 31 May 2021) |
Mr Tun Yiu (Michael) Kei | Executive Director (resigned 10 September 2021) |
Mr Tim Bardwell | Non-Executive Director (appointed 21 September 2020, resigned 27 January 2021) |
Mr Francis Lim | Non-Executive Director (appointed 21 September 2020, resigned 27 January 2021) |
Mr HongBing Zhang | Non-Executive Director (resigned 21 September 2020) |
Ms Ruo Yun Zhang | Non-Executive Director (resigned 21 September 2020) |
Operating results
The loss of the Group from continuing operations for the half-year after income tax was $90,531 (30 September 2019 loss: $197,819),
before including a gain from the deemed disposal of discontinued operations of $1,045,047 (2019: nil). The overall gain for the period from both continuing and discontinued operations was $954,516 ($197,819).
Review of Operations
Corporate & Financial
Activity during the period was focused on the identification and review of potential financing and investment possibilities for the Company. The Company's securities have been subject to voluntary suspension on ASX since October 2020.
HyTerra Transaction
Subsequent to period-end, on 8 April 2022 the Company announced a transformative transaction to acquire a Natural Hydrogen project through the proposed acquisition of Neutralysis Industries Pty Ltd.
As announced on 8 April 2022, Triple has signed a binding conditional agreement (subject to Shareholder and regulatory approvals) to make recommended offers to acquire 100% of the share capital of Neutralysis. In consideration for the acquisition, the Company has agreed to issue to the shareholders of Neutralysis the following:
- 183,000,000 ordinary fully paid shares in the capital of the Company (Shares) at a deemed issue price of $0.02 per Share (on a post-Consolidation basis after a proposed 1 for 3.33 share consolidation) (Consideration Shares) and;
- attaching 183,000,000 Options (on a post-Consolidation basis) with a 2.5 cents exercise price, expiring on 30 June 2025 (Consideration Options).
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The Company has also agreed, subject to ASX and Shareholder approval being obtained, to issue to current and proposed directors of the Company (Directors) an aggregate of 28,500,000 Class A, 19,000,000 Class B and 10,000,000 Class C Zero Exercise Price Options (on a post-Consolidation basis) that will vest, subject to the satisfaction of milestones, and become exercisable into Shares at the election of the holder on a 1:1 basis:
As part of the proposed transaction, it is proposed that the Company will be renamed HyTerra Ltd.
Aolong JV Project in Heilongjiang
The Company was not in a position during or since the year-end to provide funding to its PRC subsidiary, CFT Heilongjiang (HK) Ltd ("CFT"), which holds the Group's legal interest in the Aolong Joint Venture entity. CFT has sought and obtained its own funding from parties introduced by and associated with Waypost Ltd, a significant shareholder in the Company. The significant net liability position of both CFT and Aolong combined with changes to the Board of the Company and in the regulatory and geopolitical environment have had the effect of impacting the Company's ability to exert influence over those entities, to the point where the Directors conclude that they no longer control CFT. Subsequent to the end of the period, the Company announced that it had reached a conditional agreement to dispose of its shareholding in CFT for a nominal sum, subject to shareholder approval.
Xin 214 Project
The Company did not progress this project beyond the initial memorandum of understanding (as extended) stage during the period and the project is no longer considered a strategic fit.
As of 30 September 2020 the Group's consolidated cash balance was $31,646.
Auditor's Independence Declaration
Section 307C of the Corporations Act 2001 requires our auditors, HLB Mann Judd, to provide the directors of the Company with an Independence Declaration in relation to the review of the interim financial report. This Independence Declaration is set out on page 5 and forms part of this directors' report for the half-year ended 30 September 2020.
This report is signed in accordance with a resolution of the Board of Directors made pursuant to s.306(3) of the Corporations Act 2001.
Murray d'Almeida
Director
Dated this 7th day of June 2022
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AUDITOR'S INDEPENDENCE DECLARATION
As lead auditor for the review of the consolidated financial report of Triple Energy Limited for the half-year ended 30 September 2020, I declare that to the best of my knowledge and belief, there have been no contraventions of:
- the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
- any applicable code of professional conduct in relation to the review.
Perth, Western Australia | N G Neill |
7 June 2022 | Partner |
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Triple Energy Limited published this content on 08 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 June 2022 05:11:02 UTC.