Each one in plain English, with the numbers worked through for a shareholder.
31 Jan 2014quarterly activities report● Neutral
December 2013 quarter: cash $2.53m. Due diligence on the Phoenix merger is complete and documentation is being worked through. Geothermal wellheads in South Australia were found serviceable. No tenements were bought or sold.
Torrens signs a binding agreement to merge with unlisted Phoenix Oil & Gas, holder of royalties over 21 oil and gas projects, via an all-scrip takeover at 1 Torrens share per Phoenix share (post-consolidation). A $4m raise is planned, $2m cornerstoned by Chairman Wooles. Ends the search for a deal and turns Torrens into a royalty company.
September 2013 quarter: cash $2.73m. Torrens relinquished non-geothermal licence EL 4298 after a report found no exploration potential, ending that coal thread. Still reviewing Western Australian gas and international upstream opportunities, with a geothermal well monitoring program commissioned.
Annual report to 30 June 2013. Chairman says spending is being minimised to preserve cash, geothermal tenements are maintained long term, and the board has reviewed many projects with a focus on oil and gas. The text supplied is truncated before any financials.
June 2013 quarter: cash $2.79m. Confirms the Carnarvon acquisition was dropped after due diligence. The board is reviewing Western Australian gas and international upstream opportunities while keeping geothermal tenements maintained.
14 May 2013material agreement termination● NeutralMajor
After due diligence Torrens elects not to proceed with the Strike WA acquisition, ending the Carnarvon deal along with the planned capital raising, consolidation and relisting. No $350,000 deposit or other payment is owed. Board will keep the geothermal assets and look at other opportunities.
14 May 2013material agreement termination● Neutral
Strike Energy confirms Torrens has chosen not to buy Strike WA and says it will keep pursuing ways to realise value from its Carnarvon Basin assets. Seller's side of the termination already announced by Torrens.
March 2013 quarter: geothermal tenements maintained as a long-term strategy, with conditions not suited to rapid progress. Cash $2.98m. Mentions the Carnarvon Basin deal after quarter end, calling it non-binding although the announcement described it as binding.
Torrens signs a binding letter to buy Strike Energy Western Australia, holding 19.94-61.54% interests in four Carnarvon Basin permits, for $3.5m cash. It plans a $4.5-6.0m raise and share consolidation, and must re-comply with ASX listing rules. Marks a shift from geothermal to oil and gas.
Seller Strike Energy confirms the $3.5m cash sale of Strike WA to Torrens, with interests of 19.94-61.54% in four Carnarvon Basin permits. Completion needs Torrens' due diligence and approvals, expected by late June 2013. Mirrors Torrens' own announcement.
Half-year to 31 Dec 2012: operating loss $116,641, sharply down from $748,417 a year earlier, reflecting the cost cutting. The text supplied repeats the Port Augusta co-generation and AGL items and is truncated before the financial statements.
December 2012 quarter: cash $3.028m. The non-geothermal consultant's report has been received and is under review. One licence was dropped and reapplied for to lower costs, and Port Augusta co-generation prospects are restated, including the 70,000 PJ figure.
Appendix 4C cash-flow report for NeuroDiscovery Limited, an unrelated company, not Torrens Energy. It has no bearing on Torrens and appears to be a misfiled document.
2012 annual report with Chairman Wooles' first letter: geothermal assets kept on a maintenance budget in a subsidiary, spending cut sharply to preserve cash for a future deal, and coal, coal seam methane, and oil and gas projects under review. No new transaction yet.
September 2012 quarter: cash $3.1m. A consultant's non-geothermal review has preliminarily found brown coal and uranium potential, but it is not complete. Also notes the ARENA renewable funding programme, which Torrens is monitoring for a possible proposal.
Annual financial report for year to 30 June 2012. The text supplied is only the contents, corporate directory and start of the governance statement, truncated before any financials. Board is Wooles, Eiszele, McLaughlin and Willesee; Stantons remains auditor.
June 2012 quarter: four new licences replace seven at Port Augusta and Parachilna, cutting holding costs. Cash is $3.0m, registered office moved to shared space, and 2013 net cash burn is forecast below $250,000. A desktop coal review of EL4298 begins.
AGL takes up 1,172,084 shares at $0.05 to hold its 9.99% stake, completing the second tranche left open in the February AEW placement. The text gives the amount as both $58,604 and $56,604.20; the share count and price imply about $58,604.
What it means for a shareholder
1.2m new shares at A$0.050 to raise about A$58,604. That's 1.2% dilution: every existing holder's slice gets 1.2% smaller. If you held A$1,000 of shares (20,000 at the issue price), your slice goes from 0.021% to 0.0207% of the company. To keep it you'd need 246 more shares - about A$12 at the issue price.
March 2012 quarter: the company is consolidating its South Australian geothermal tenements into 4 large contiguous holdings, same area but lower holding costs and minimum spend. Recaps the $586,628 placement and board changes; major spending stays deferred and non-geothermal search continues.
Director interest notices: Willesee has no listed holdings. Gee leaves with 200,000 shares and options; Canaris leaves with 4,150,000 shares plus 861,525 held via his super fund and 500,000 options. Administrative follow-up to the board changes.
21 Mar 2012director officer appointment● NeutralMajor
Board reconstituted: Winton Willesee joins, Dennis Gee and John Canaris resign, and Anthony Wooles becomes Executive Chairman. The requisitioning shareholder has withdrawn its general meeting request, resolving the 5 March board challenge.
Half-year report to 31 Dec 2011: operating loss $748,417, up from $503,833 a year earlier. It recaps the new resource estimates and rights issue. Auditor is now Stantons International, replacing Deloitte, with no reason given in the text supplied.
A shareholder with over 5%, Deck Chair Holdings, requisitions a meeting to remove all four directors (Gee, McLaughlin, Canaris, Eiszele) and elect Chiappini and Willesee. The company links it to Cygnet's Darien Jagger, which underwrote the recent rights issue.
27 Feb 2012capital raising announcement▲ GoodMajor
Placement of 11,732,568 shares at $0.05 to AEW Capital Trust (12.1%) to raise $586,628, with AEW's Anthony Wooles joining the board. The second tranche of 1,172,084 shares depends on AGL not exercising its top-up right.
What it means for a shareholder
11.7m new shares at A$0.050 to raise about A$586,628. That's 16% dilution: every existing holder's slice gets 16% smaller. If you held A$1,000 of shares (20,000 at the issue price), your slice goes from 0.0314% to 0.0265% of the company. To keep it you'd need 3,686 more shares - about A$184 at the issue price.
16 Feb 2012director officer appointment● NeutralMajor
Managing Director John Canaris resigns from the role but stays as a non-executive director and shareholder. Chairman Dennis Gee becomes Executive Chairman to oversee the search for non-geothermal opportunities.
December quarter report recaps the new Parachilna (88,000 PJ) and Port Augusta (7,160 PJ) estimates. Major spending stays deferred until incentives are in place, while the board looks at non-geothermal opportunities. No new results.
New independent estimate of 7,160 PJ recoverable energy at Port Augusta (GEL 285), enough for 130-500 MWe over 30 years. It restates the earlier 70,000 PJ stored-heat figure on the newer recoverable basis.
New independent estimate of 88,000 PJ recoverable energy at Parachilna, under the 2010 Code, enough for 2,900 MWe over 30 years. It replaces the 2008 'heat in place' figure of 780,000 PJ, a different measure rather than a like-for-like cut.
Annual report to 30 June 2011 repeats known items: 70,000 PJ Port Augusta resource, Barossa result, reduced tenement commitments and the roughly $0.95m rights issue (63% uptake at $0.045). Directors are investigating alternative exploration opportunities, a stated change in strategy.