Quarterly Activities Report
Perth, Oct 30, 2024 AEST (ABN Newswire) - On 15 August 2024 the BPH Energy Limited (
ASX:BPH) announced that it had issued 57,932,781 new fully paid ordinary shares ("Placement Shares") in the Company at an issue price of $0.018 per share. Placement participants will receive one (1) free Attaching Option for every two (2) Placement Shares subscribed for under the Placement, exercisable at $0.03 each, expiring on or around 30 October 2025 ("Attaching Options"). The issue of the Attaching Options was subject to shareholder approval at a general meeting held on 4 October 2024, and have not as yet been issued.
Oakley Capital Partners Pty Limited ("Oakley Capital") and 62 Capital Pty Ltd ("62 Capital") acted as Joint Lead Manager for the Placement. They were paid a cash fee of 5.5% on funds raised under the Placement and received 16,666,667 Broker Options ("Broker Options") pro rata to their participation in the Placement exercisable at $0.03 each expiring on or around 30 October 2025, and have not as yet been issued.
The consideration for the Placement shares was $1,042,790 (before costs). The intended use of the funds will be for:
- $0.743 million - Funding for exploration and development of oil and gas investments
- $0.15 million - For working capital including costs of the offer
- $0.15 million - Funding for Cortical Dynamics
During the period 1,551,863 listed options with an exercise price of $0.03 each and expiry 30 September 2024, and 10 million unlisted options with an exercise price of $0.03 each and expiry 30 September 2024, were exercised.
On 30 September 2024 576,795,250 listed options with an exercise price of $0.03 each and expiry 30 September 2024, and 5 million unlisted options with an exercise price of $0.03 each and expiry 30 September 2024, expired unexercised. On 4 October 2024 a shareholders' meeting approved a placement of up to 576,795,250 listed options with an exercise price of $0.03 each and expiry on or around 30 October 2025 to the holders of the listed options which expired on 30 September 2024.
Significant activities by the Company's investees' during the September 2024 quarter were as follows:
Clean Hydrogen Technologies (BPH 16.2% direct interest)
On 2 August 2022 BPH announced that, following its shareholders' meeting on 21 June 2022 at which shareholders voted unanimously to approve an investment in hydrogen technology company Clean Hydrogen Technologies Corporation ("Clean Hydrogen" or "Vendor" or "Borrower"), BPH and its investee Advent Energy Ltd ("Advent" or "Lender"), together the "Purchasers", settled for the acquisition of a 10% interest in Clean Hydrogen for US$1,000,000 ("Cash Consideration") (8% BPH and 2% Advent).
The Purchasers had a first right of refusal to invest further in Clean Hydrogen to a maximum of a further US$1,000,000 for an additional 10% interest. The Purchasers loaned US$950,000 ("Additional Cash Consideration") under this agreement. The Purchasers and Clean Hydrogen executed a Loan Conversion Agreement dated 23 October 2023 to convert the US$950,000 loan into the relevant Subscription Shares Tranche 2, representing the Purchasers further 9.5% interest in Clean Hydrogen.
As a result of ASX's decision to exercise its discretion under Listing Rule 10.1, BPH had to seek shareholder approval for the Loan Conversion Agreement, which was obtained at a shareholders' meeting held on 4 October 2024. BPH now has an interest of 16.2% and Advent has an interest of 3.9% interest in Clean Hydrogen (subsequent to the exercise of BPH options in Clean Hydrogen).
Clean Hydrogen have issued 760 share options to BPH and 190 share options to Advent, with an exercise price of USD$3,000 each, exercisable immediately, with the option to convert into shares in Clean Hydrogen expiring ten years from the date of issue. During the Quarter BPH exercised 51 of these options by paying Clean Hydrogen a total exercise price of US$153,000.
The parties acknowledge and agree that the Cash Consideration and Additional Cash Consideration shall be used by Clean Hydrogen to design, build, produce and test a reactor that can produce a minimum of 3.2kgs and as high as 15kgs of hydrogen per hour and to submit at least 2 new patents in an agreed geography, relevant to the production of hydrogen from proprietary technology.
Advent Energy Limited ("Advent") (BPH 35.8% direct interest)
PEP-11 Permit
Advent Energy Limited's100% subsidiary Asset Energy Pty Ltd ("Asset") is a participant in the PEP11 Joint Venture with partner Bounty Oil and Gas NL (ASX:BUY). PEP-11 interests are:
Advent Energy 85 % / Bounty Oil and Gas 15%
On 6 August 2024 Asset, as operator for and on behalf of the PEP-11 joint venture partners, filed an Originating Application for Judicial Review in the Federal Court seeking the following: (i) a declaration that the Commonwealth-New South Wales Offshore Petroleum Joint Authority ("Joint Authority") has breached an implied duty by failing to make a decision under the Offshore Petroleum and Greenhouse Gas Storage Act 2006 (Cth) with respect to two pending applications relating to the PEP11 Permit, and; (ii) an order that the Joint Authority be compelled to determine the applications within 45 days. Asset alleges that the failure by the Joint Authority to make a decision with respect to the First Application and the Second Application constitutes a breach of its duty to consider the applications within a reasonable time.
On 18 September 2024 the Company announced that the Hon Ed Husic MP, Minister for Industry and Science, had advised that he has carefully considered the PEP-11 Exploration Permit applications under the Offshore Petroleum and Greenhouse Gas Storage Act 2006 (Cth), namely the applications accepted on 23 January 2020 and 17 March 2021, formed a preliminary view that the applications should be refused, and gave Asset, via the National Offshore Petroleum Exploration Authority ("NOPTA"), a statement of preliminary views with attachments and invited Asset to provide a response within 30 days. The statement of preliminary views included 45 annexures totaling 1608 pages. The Company is currently reviewing the material provided by NOPTA for the purpose of providing Minister Husic with a submission in respect of his preliminary views. Due to the volume of the data provided to Asset, time has now been extended to 15 November 2024 to provide submissions.
Following conferral between the parties to the Federal Court proceeding, on 9 October 2024 orders were made vacating the previous orders and adjourning the Federal Court proceedings to a date on or after 7 February 2025. The parties have liberty to apply to bring the matter back before the Federal Court on 3 days' notice.
Included in the material provided by Minister Husic was a copy of the NOPTA recommendation to the Joint Authority which recommended that the Joint Authority approve the Second Application.
In the NOPTA Annual Report of Activities 2020-21 it was noted that 54 applications for COVID19 related suspensions and extensions were approved in that period. The company understands that the Second Application (for COVID-19 relief) made in respect of the PEP-11 Permit was the only application outstanding PEP-11 continues in force and the Joint Venture is in compliance with the contractual terms of PEP11 with respect to such matters as reporting, payment of rents and the various provisions of the Offshore Petroleum and Greenhouse Gas Storage Act 2006 (Cth).
Cortical Dynamics Limited ("Cortical") (BPH 16.4% direct interest)
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, and complemented by CORDYAN(TM) (Cortical Dynamics Analytics), a proprietary deep learning system/App focusing on anaesthesiology.
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.
*To view the full quarterly report, please visit:
https://abnnewswire.net/lnk/W26295Z0
About BPH Energy Limited
BPH Energy Limited (ASX:BPH) is an Australian Securities Exchange listed company developing biomedical research and technologies within Australian Universities and Hospital Institutes.
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).
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