Half Yearly Report

Xplorer plc

Interim Results for the period ended 30th September 2014

Chairman's Statement

I am pleased to present Xplorer plc's interim accounts for the six months ended 30th September 2014; a period of continuing good progress.

We have reached commercial agreement with two companies for potential acquisition by Xplorer. In order to ensure that those companies have necessary finance in place for future operations, we are working with the companies to raise funding ahead of initiating any formal acquisition process.

Notwithstanding the current challenging oil price environment, we expect to be in a position to update shareholders shortly.

Roger Tucker

Chairman

28th November 2014

For further information, please contact:

Xplorer plc www.xplorerplc.co.uk

John Roddison, Director +44 (0)20 7495 7429

Allenby Capital Limited + 44 (0)20 3328 5656

Financial Adviser

Nick Harriss, Director, Corporate Finance

STATEMENT OF COMPREHENSIVE INCOME

for the period ended 30 September 2014

STATEMENT OF FINANCIAL POSITION

as at 30 September 2014

STATEMENT OF CHANGES IN EQUITY

for the period ended 30 September 2014

 STATEMENT OF CASH FLOWS

for the period ended 30 September 2014

Notes to the interim financial information

1. Accounting Policies

a) Basis of Preparation

These interim consolidated financial statements are for the six months ended 30 September 2014 and have been prepared in accordance with International Accounting Standard 34 "Interim Financial Statements". The accounting policies applied are consistent with International Financial Reporting Standards (IFRS) adopted for use by the European Union. The accounting policies and methods of computation used in the interim consolidated financial statements are consistent with those used in the Company's Annual Report for 2014 and are expected to be applied for the year ended 31 March 2015. The operations of Xplorer Plc are not affected by seasonal variations.

These financial statements were approved by the Board on 28th November 2014.

b) Significant accounting judgements, estimates and assumptions

Management have considered the significant accounting judgements, estimates and assumptions used within the non-statutory financial statements and do not consider there to be any which would materially affect the financial statements.

c) Financial Instruments

Financial assets and liabilities are recognised in the Company's statement of financial position when the Company becomes a party to the contractual provisions of the instrument. The Company currently does not use derivative financial instruments to manage or hedge financial exposures or liabilities.

d) Segmental Reporting

For the purpose of IFRS8 the chief operating decision ("CODM") maker takes the form of the Directors. The Directors are of the opinion that the business comprises of a single economic activity, being the acquisition of businesses or assets in the natural resources sector and the currently this activity is undertaken solely in the United Kingdom. All of the income and non-current assets are derived from the United Kingdom. No single customer accounts for more than 10% of income. At meetings of the Directors, income, expenditure, cash flows, assets and liabilities are reviewed on a whole Company basis. Based on the above considerations there is considered to be one reportable segment only namely the acquisition of businesses or asset in the Natural Resources Sector.

Therefore the financial information of the single segment to the same as that set out in the company statement of comprehensive income, company statement of financial position, the company statement of changes to equity and the company statement of cashflows.

e) Dividends

The Directors do not propose a dividend in respect of the period ended 30 September 2014 (Year end 31st March 2014: nil). 

f) Going Concern

The Directors having made due and careful enquiry, are of the opinion that the Group has adequate working capital to execute its operations over the next 12 months. The Directors therefore have made an informed judgment, at the time of approving financial statements, that there is a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. As a result, the Directors have adopted the going concern basis of accounting is in the preparation of the annual financial statements.

2. Income tax

Analysis of charge in the period

The Company has tax losses arising in the UK of approximately £1,390,983 that are available, under current legislation, to be carried forward against future profits. 

3. Loss per share

The calculation of loss per share is based on the following loss and number of shares:

Basic loss per share is calculated by dividing the loss for the year from continuing operations of the company by the weighted average number of ordinary shares in issue during the year.

4. Called up share capital

The ordinary shares have attached to them full voting, dividend and capital distribution rights (including on a winding up). The ordinary shares do not confer any rights of redemption.

The deferred shares have attached to them no rights to dividends until the holders of the ordinary shares have received £100,000,000 for each ordinary share held by them. The right to partake in a capital distribution (including on a winding up) once the holders of the ordinary shares have received the sum of £1,000,000 per ordinary share. No right to attend or vote at a general meeting of the company.