Quarterly Activities Report
Perth, April 24, 2023 AEST (ABN Newswire) - In the December 20002 quarter the BPH Energy Limited (ASX:BPH) initiated a Loyalty Option issue by means of a prospectus dated 25 November 2022 ("November Prospectus") of one (1) option for every eight (8) shares held to all shareholders registered on a record date of 2 December 2022 ("Loyalty Options") with an offer closing date of 9 February 2023 and a subscription price of $0.004 per Loyalty Option. The prospectus stated that the Loyalty Options would be quoted on the ASX.
On 16 February 2023 the Company released an Appendix 2A, Application for Quotation of the Securities, in relation to the Loyalty Options, and the Loyalty Options were issued on that date.
Due to the Company's suspension from quotation at that time, the Company did not satisfy the quotation condition, being the quotation of the Loyalty Options offered under the November Prospectus within three months of the date of the November Prospectus ("Quotation Condition").
The Quotation Condition expired on 27 February 2023 and, as a result, the issue of the Loyalty Options was void.
The Company's securities had been suspended from quotation in the prior quarter under Listing Rule 17.3. This suspension was lifted on 21 March 2023 following the lodgement of a clarification announcement by the Company with respect to the PEP 11 permit.
The Company proposed to:
1. return all application monies to applicants who applied for Loyalty Options as soon as practicable; and
2. lodge another prospectus ("March Prospectus") for the offer of Loyalty Options, to give investors the same rights and entitlement to Loyalty Options as under the November Prospectus.
The March Prospectus was lodged with ASX and ASIC on 24 March 2023 and has a closing date of 10 May 2023.
If the offer is fully subscribed the Loyalty Options, which have an exercise price of $0.03 per Option and an expiry date of 30 September 2024, will raise $438,799 (including the set-off of $35,259 from amounts owed to directors) from the issue of 109,655,865 Loyalty Options. In addition, $1,658 will be raised from a placement of 414,600 Options with the same exercise price and expiry date. The primary purpose of the placement is to offer those shareholders who applied for and were issued Loyalty Options under the November Prospectus, and who no longer hold shares in the Company, the same rights that they received under the November Prospectus.
The intended use of funds is:
- $0.298 million - Funding for exploration and development of oil and gas investments
- $0.142 million - For working capital including costs of the offer
The Loyalty Options offer will provide the Company with a potential source of additional capital if the Loyalty Options are exercised in the future (being approximately $3,303,434 (including the options offered under the placement) where all entitlements are taken up.
On 2 February 2023 the Company issued 15,000,000 Incentive Options to director Mr David Breeze with an exercise price of $0.03 per option and an expiry date of 30 September 20234 as approved at the Company's November 2022 Annual General Meeting. 7,286,714 unlisted share options with an exercise price of $0.26 per share expired on 8 February 2023.
Significant activities by the Company's investees' during the March 2023 quarter were as follows:
Advent Energy Pty Ltd ("Advent")
PEP 11 Permit
In June 2022, Asset Energy Pty Ltd (wholly-owned subsidiary of BPH's investee Advent Energy Ltd) commenced proceedings in the Federal Court of Australia alleging that the former Prime Minister Scott Morrison was biased and failed to afford procedural fairness in his decision not to grant an extension of term and a suspension and variation of the minimum work requirements under PEP11.
Advent Energy Limited's (BPH 36.1% direct interest) 100% subsidiary Asset Energy Pty Ltd applied to the Federal Court pursuant to section 5 of the Administrative Decisions (Judicial Review) Act 1977 (Cth) and section 39B of the Judiciary Act 1903 (Cth) to review the decision of the Commonwealth-New South Wales Offshore Petroleum Joint Authority (Joint Authority), constituted under section 56 of the Offshore Petroleum and Greenhouse Gas Storage Act 2006 (Cth) (Act), to refuse to vary and suspend the conditions of Exploration Permit for Petroleum No.11 (PEP 11 Permit), pursuant to section 264(2) of the Act, and to refuse to extend the term of the PEP 11 Permit, pursuant to section 265 of the Act.
Asset Energy Pty Ltd is a 100 % owned subsidiary of Advent Energy Ltd and had lodged the appeal as Operator for and on behalf of the PEP11 Joint Venture Partners, Bounty Oil and Gas NL (ASX:BUY) and Asset Energy Pty Ltd.
PEP 11 interests are: Advent Energy 85 %
Bounty Oil and Gas 15%
On 2 February 2023 the Company announced that in Proceedings Number WAD106/2022 between Asset and the Respondents (namely Commonwealth Minister for Resources et al.) the parties had filed proposed consent orders in the Federal Court of Australia. The proceedings involved the decision made on 26 March 2022 by the Commonwealth - New South Wales Offshore Petroleum Joint Authority (Joint Authority) to refuse Asset Energy's Application (as JV operator) for a variation and suspension of the conditions to which PEP 11 is subject and a related refusal to grant an extension of term ("Decision"). The proposed orders sought to end the ongoing litigation concerning PEP 11 without the need for a trial.
On 14 February 2023 Justice Jackson agreed with the consent position reached by the parties, quashed the Decision and concluded that the Decision of the Joint Authority was affected by apprehended bias. This was because a fair-minded observer would have reasonably apprehended that the former Prime Minister of Australia the Hon Scott Morrison MP, as a member of the Joint Authority, did not bring a fair mind to determine Asset Energy's application. As the decision of the Joint Authority was set aside it will need to be re-made according to law.
In the meantime, PEP 11 continues in force and the Joint Venture is in compliance with the contractual terms of PEP 11 with respect to such matters as reporting, payment of rents and the various provisions of the Offshore Petroleum and Greenhouse Gas Storage Act 2006.
Cortical Dynamics Limited ("Cortical")
Investee Cortical Dynamics Limited is an Australian based medical device neurotechnology company that is developing BARM(TM), an industry leading EEG (electrical activity) brain function monitor. BARM(TM) is being developed to better detect the effect of anaesthetic agents on brain activity under a general operation, aiding anaesthetists in keeping patients optimally anaesthetised. The Australian manufactured and designed, electroencephalographically based (EEG-based), BARM(TM) system is configured to efficiently image and display complex information related to the clinically relevant state of the brain. When commercialized the BARM(TM) system will be offered on a stand-alone basis or integrated into leading brand operating room monitors as "plug and play" option.
Cortical continues the FDA 510K filing process for BARM(TM) in the USA assisted by Washington based technical advisors MCRA. The Food and Drug Administration ("FDA") is the federal agency of the United States Department of Health and Human Services which regulates the sale of medical device products (including diagnostic tests) in the U.S. and monitors the safety of all regulated medical products. FDA approval is a necessary precursor for sales of BARM(TM) to commence in the USA.
About BPH Energy Limited
The company provides early stage funding, project management and commercialisation strategies for a direct collaboration, a spin out company or to secure a license.
BPH provides funding for commercial strategies for proof of concept, research and product development, whilst the institutional partner provides infrastructure and the core scientific expertise.
BPH currently partners with several academic institutions including The Harry Perkins Institute for Medical Research and Swinburne University of Technology (SUT).
BPH Energy Limited