18 June 2018

SIMEC ATLANTIS ENERGY LIMITED

Formerly known as Atlantis Resources Limited (“Atlantis”, the “Company” or the “Group”)

Preliminary Results Announcement

SIMEC Atlantis Energy Limited, the global developer, owner and operator of sustainable energy projects with a diversified portfolio of more than 1,000 megawatts in various stages of development, is pleased to announce its preliminary results for the year ended 31 December 2017.

OPERATIONAL HIGHLIGHTS

In December 2017 SIMEC Atlantis Energy Limited announced a deal to create a diversified renewable energy platform of scale by agreeing to acquire the entire issued share capital of SIMEC Uskmouth Power Limited (“SUP”) from SIMEC UK Energy Holdings Limited, a member of the GFG Alliance.
- Consideration for the Acquisition comprises the issue by Atlantis to SIMEC of new Atlantis Ordinary Shares resulting in SIMEC holding Atlantis Ordinary Shares representing 49.99 per cent. of the Enlarged Share Capital of Atlantis.
- Following the acquisition, it is proposed that 220MW of capacity at the SUP power station in Wales will be converted to use a waste derived energy pellet as fuel.
- The transaction is intended to be the first of a number of acquisitions from the GFG Alliance that will transform Atlantis into a diversified energy company of scale owning development and generating assets across the sustainable energy spectrum, supplementing its existing portfolio of tidal assets.
2017 saw significant progress on the flagship MeyGen Phase 1A tidal energy project, with all four turbines successfully installed and generating power to the grid during the year resulting in ROC accreditation and revenue generation.
Formal completion of the construction phase was achieved in early 2018. The array has generated more than 7GWh of energy to date and in March 2018 set a new world record for monthly production from a tidal stream array, generating 1,400MWh.
In November 2017, signed heads of terms with the Duchy of Lancaster for an option for the long-term lease of the riverbed required to develop the Wyre estuary tidal barrage and flood protection project.

FINANCIAL HIGHLIGHTS

The consolidated group cash position at 31 December 2017 was £5.6 million (2016: £10.2 million), including £3.8 million held at MeyGen Limited (2016: £8.6 million).
Initial revenue recognised on the MeyGen project following successful takeover of three turbines in Phase 1A of the project during H2 2017.
Group loss for the year of £10.6 million (2016: £7.3 million).
Group total equity at 31 December 2017 of £60.2 million (2016: £66.6 million).
In May 2017, Atlantis raised £4.1 million before expenses from new and existing shareholders. In July 2017, Atlantis raised a further £5.0 million, before expenses, through a five year bond with a coupon of 8%, maturing in 2022. Funds raised continue to be used for incremental project development activities across the Atlantis portfolio and to secure opportunities for portfolio growth.

POST YEAR END HIGHLIGHTS

In April 2018, the MeyGen Phase 1A project completed the construction phase and officially entered the 25 year operations phase. At 6MW capacity, MeyGen is the world’s largest tidal stream array.
In the period from April to June 2018, Atlantis raised £5.0 million, before expenses, through a second five year bond launched through Abundance investment platform.
In May 2018, an equity fundraising raised £20.0 million to secure working capital funding for the enlarged group, subject to completion of the acquisition of SUP which has now occurred.
On 15 June 2018 the Company successfully completed the acquisition of SUP, the owner of a power plant in South Wales which the Group intends to convert to use waste derived energy pellets as fuel.
Following shareholder approval of the SUP transaction, the Company changed its name to SIMEC Atlantis Energy Limited (formerly Atlantis Resources Limited).
The Group continues to pursue tidal stream projects globally and has recently submitted a strategic plan to the French government setting out plans to deliver 1GW of power by 2025 at le Raz Blanchard.

Tim Cornelius, Chief Executive of Atlantis, commented:

“We are delighted with the progress made at MeyGen this year where we have achieved a significant number of milestones including record turbine installation times, ROC accreditation and revenue generation from power sales. When coupled with the success of the SIMEC announcement in December, 2017 has been the most important year in the Company’s history. The SIMEC partnership provides us with transformational growth prospects as we move into an exciting new era, building a diversified sustainable energy business of material scale with the support of SIMEC and the GFG Alliance.

“Our focus now is on progressing the proposed conversion of the Uskmouth power station. We also remain focused on seizing the opportunities associated with the GFG Alliance’s high quality renewable power asset pipeline by acquiring and developing operational, cash yielding projects to drive the business forward and create a renewable energy platform that will deliver attractive returns for our shareholders.”

The full Annual Report and Group financial statements will be available to download from the Company’s website www.simecatlantis.com later today and the Annual Report will be distributed to shareholders.

This announcement contains inside information

Enquiries: SIMEC Atlantis Energy Limited	Via FTI Consulting
Tim Cornelius, Chief Executive Officer
Andrew Dagley, Chief Financial Officer

Cantor Fitzgerald Europe (Nominated Adviser and Joint Broker)	+44 (0)20 7894 7000
Rick Thompson Richard Salmond

Macquarie Capital (Europe) Limited (Joint Broker)	+44 (0)20 3037 2000
Nick Stamp

FTI Consulting	+44 (0)20 3727 1000
Ben Brewerton Alex Beagley James Styles

CHAIRMAN’S STATEMENT

In writing my annual statement I have the privilege, almost invariably, of being able to describe a year of world firsts and 2017 and the first months of 2018 have proven no exception. Since I last wrote, the Group has been through perhaps its most transformational period yet, successfully completing its acquisition of the Uskmouth power station and announcing the full transition to the operational phase for its flagship MeyGen project. This has all only been possible due to the hard work and dedication of our management team, employees and other stakeholders, all of whom have been absolutely critical in the successes we have achieved in our journey to date. We have a clear trajectory for growth and have delivered on our aspirations to diversify whilst continuing our commitment to the tidal stream business which has been the proving ground for our capabilities in project development, technology delivery and now power generation.

The 6MW first phase of the MeyGen project has now accumulated over 7GWh of generation – enough to meet the annual electricity needs of over 2,000 homes – and we are continuing to drive the cost reductions which, with the right support, could enable the further build out of the site to its full capacity of almost 400MW. The MeyGen project is integral to the Group, and its development from inception to a fully-fledged operational project reflects the growth and evolution of the wider business over the past decade.

The latest step in this evolution is the acquisition of the Uskmouth power station in South Wales, and with it the creation of a new and close relationship with the GFG Alliance, a multi-billion dollar global presence in mining, energy, metals and engineering. Following the Extraordinary General Meeting in June 2018 we welcome the SIMEC group as our largest Shareholder, contributing Uskmouth in exchange for 49.99% of the shares in the enlarged Group. In recognition of our new relationship and the bringing together of a wealth of complementary skills and resources, the Group has been re-christened as SIMEC Atlantis Energy Limited. The Group has also been granted a right of first offer in respect of the GFG Alliance’s pipeline of renewable energy and energy storage assets, which currently include over 700MW of hydro, pumped storage, onshore wind, solar, battery storage and biofuel projects. More than a third of this capacity is already operational.

The recent Admission Document published in connection with the Uskmouth acquisition explains the transaction in more detail, including in relation to our aspirations for the Uskmouth power station itself. Over the next 12 months we will be pressing forward with plans to convert this obsolete coal fired power station into 220MW of sustainable capacity fired by a waste derived energy pellet which will be produced for Uskmouth by a joint venture between the GFG Alliance and the Dutch recycling group, N+P. Our studies to date show that we can carry out this conversion using the existing boilers and turbines, and ensure that the power station can continue to generate for another 20 years whilst meeting the latest emissions standards. The manufacture of the new energy pellets, which will include approximately 50% waste biomass, will also help to divert waste from landfill and instead create a useful fuel product which can displace coal in the generation mix. We aim to start the conversion works in 2019, and to commence generation by the end of 2020.

Support for this phase of our evolution is evident in the recent equity placing, in which we raised £20 million from new and existing Shareholders to support our growth and development. This adds to the very successful £5 million bond raise which we launched on the Abundance platform in 2017, and our more recent bond raise launched on the same platform at the end of January 2018 through which investors have contributed a further £5.0 million. We are delighted by the support shown by Shareholders old and new, and I extend my thanks and look forward to sharing in our success with you.

ANNUAL GENERAL MEETING

Our Annual General Meeting will be held on 19 July 2018 and the notice of the meeting will be sent to shareholders along with annual report. I look forward to this opportunity to meet our Shareholders.

John Neill

Chairman

16 June 2018

CHIEF EXECUTIVE OFFICER’S STATEMENT

UPDATE

The first phase of the MeyGen project is now operational and demonstrates our capabilities across all three core activities of the Group: power generation, project development and technology delivery. The project development pipeline is significantly enhanced by the acquisition of the Uskmouth power station, which we aim to return to operations as a sustainably fuelled 220MW power station by the end of 2020, further boosting our power generation business. Our relationship with the GFG Alliance, with its current portfolio of over 700MW of operating and development renewable energy assets, provides a pathway for further growth in both power generation and project development, whilst the technology delivery function, bolstered by experience at MeyGen, is critical to the success of the Group’s tidal stream opportunities worldwide.

As the majority owner of the world’s only multi-megawatt operational tidal stream array, the Group has cemented its position in the vanguard of the marine energy sector, and we aim to use this advantage to originate new projects and markets around the world. Since our 2016 report we have redoubled our efforts in France, a nation which proved its visionary credentials with the 240MW tidal barrage project at La Rance in the 1960s, and which we estimate shows potential for 5GW of new tidal stream projects.

In Europe, only the UK has more tidal stream resource, and with over 500MW of seabed options awarded to the Group we are also well positioned to continue to grow in the UK. In the 2017 auctions for contracts for difference we submitted an application to enable construction of a further 80MW of capacity at our MeyGen site. The price we submitted was significantly below the administratively set strike price for tidal stream projects, and represented a reduction in subsidy support of two thirds versus that awarded to the first phase (Phase 1A) of MeyGen under the Renewables Obligation (the previous mechanism for supporting development of renewable technologies). However, on this occasion the vast majority of the available contracts were awarded to large offshore wind projects, and our application was unsuccessful. We continue to engage with the UK and Scottish Governments to ensure we can build on the success of MeyGen Phase 1A, and we anticipate participating in the next auction rounds in 2019.

In South Korea we have entered into a strategic partnership agreement with offshore construction giant Hyundai Engineering & Construction, covering collaboration on the development of ocean power projects globally. The particular focus is on the development of the domestic tidal stream market in South Korea but the partnership also covers international opportunities and those in tidal range and floating offshore wind. The first step is envisaged to be the development of a 100MW tidal stream project in South Korea. Elsewhere in Asia we have secured a nine month concept design and front-end engineering contract with IT Power Energised to design a turbine system to be deployed in China with the China Three Gorges Corporation as the principal client.

With an ever increasing focus on commercial scale projects, we have agreed to sell our 50% stake in our Canadian demonstration vehicle to our joint venture partner, the DP Energy group. Canada is a very exciting market with immense resource and we look forward to pursuing commercial opportunities there in the future.

As the Chairman has explained, since our 2016 report we have made great progress in our goal of diversification, most significantly through the Uskmouth acquisition and the opportunities we anticipate through our new close relationship with the GFG Alliance. We have also added the Wyre tidal range opportunity to our portfolio, entering into heads of terms with the Duchy of Lancaster which set out the key parameters for an option agreement covering the necessary riverbed.

I am confident that we have laid firm foundations for significant growth into a diversified sustainable energy company with a mix of development and operational assets around the world, and I am gladdened that we have done this whilst preserving our entrepreneurial identity, passion for innovation and commitment to sustainable energy solutions. As Seneca said: “Luck is what happens when preparation meets opportunity.” With our proven ability to seek out and take advantage of opportunities, our fortunes should be bright indeed.

SUMMARY OF RESULTS

For the year ended 31 December 2017, the Group recorded a post tax loss of £10.6 million, compared to a £7.3 million loss in the prior year.

The current year loss includes one-off costs relating to advisor fees for the acquisition of SIMEC Uskmouth Power Limited, which completed on 15 June 2018, and the write down of the loan due from Atlantis Operations (Canada) Limited as a result of the decision to exit the joint venture.

Revenue from power sales on the Meygen project of £0.3 million in the year relates to power generation post commissioning of the individual turbines late in 2017. The entire Meygen Phase 1A project entered the 25 year operating phase at the end of Q1 2018 and as a result power sale revenues are expected to significantly increase in 2018. Other income of £3.0 million relating to grant income and damage claims was also recognised in the year.

Total expenses for the year were £12.8 million (2016: £9.1 million). In addition to the one off costs described above, costs associated with power sales were recognised for the first time in 2017.

The Group’s closing net asset balance was £60.2 million (2016: £66.6 million). In May 2017, the Group raised approximately £4.1 million through a successful share issue. A further £5.0 million was raised through the bond fundraising with Abundance Investments in July 2017. £2.1 million of existing debt was repaid with these fundraising proceeds. Fixed asset spend in the year primarily relates to completion of the Meygen Phase 1A project.

Post year-end, the Company raised approximately £5.0 million through a successful share issue and a second bond fundraising with Abundance Investments. This fundraising along with the completion of the acquisition of SIMEC Uskmouth Power Limited on 15 June 2018 means the Group is well placed to progress with its exciting portfolio of renewables projects.

Timothy Cornelius

Chief Executive Officer

16 June 2018

FINANCIALS Consolidated statement of profit or loss and other comprehensive income Year ended 31 December 2017
	2017	2016
	£’000	£’000

Revenue	301	235
Other gains and losses	2,984	2,824

Employee benefits expense	(4,696)	(4,782)
Subcontractor costs	(1,359)	(249)
Depreciation and amortisation	(1,878)	(1,611)
Research and development	(81)	(140)
Other operating expenses	(4,793)	(2,326)
Total expenses	(12,807)	(9,108)

Results from operating activities	(9,522)	(6,049)
Finance costs	(1,617)	(1,004)
Share of results of equity-accounted investees	–	(211)
Loss before tax	(11,139)	(7,264)

Tax credit	575	–
Loss for the year	(10,564)	(7,264)

Other comprehensive income
Items that are or may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations	(6)	(148)
Total comprehensive loss for the year	(10,570)	(7,412)

Loss attributable to:
Owners of the Group	(10,843)	(7,716)
Non-controlling interests	279	452

Total comprehensive income attributable to:
Owners of the Group	(10,849)	(7,864)
Non-controlling interests	279	452

Loss per share
Basic and diluted loss per share	(0.09)	(0.06)

No dividends were proposed or declared in respect of any of the years presented above.

Consolidated statement of financial position As at 31 December 2017
	2017	2016
	£’000	£’000
Assets
Property, plant and equipment	66,678	62,694
Intangible assets	34,291	36,324
Investments	–	–
Loans receivable	168	1,236
Trade and other receivables	–	–
Non-current assets	101,137	100,254

Trade and other receivables	3,415	4,868
Cash and cash equivalents	5,579	10,232
Current assets	8,994	15,100

Total assets	110,131	115,354

Liabilities
Trade and other payables	5,212	10,172
Provisions	2,206	2,339
Loans and borrowings	5,524	2,790
Current liabilities	12,942	15,301

Provisions	1,314	–
Loans and borrowings	32,385	29,592
Deferred tax liabilities	3,255	3,830
Non-current liabilities	36,954	33,422

Total liabilities	49,896	48,723
Net assets	60,235	66,631

Equity
Share capital	95,030	91,220
Capital reserve	12,665	12,665
Translation reserve	7,161	7,167
Option fee	–	6
Share option reserve	3,477	3,191
Accumulated losses	(66,425)	(55,666)
Total equity attributable to owners of the Company	51,908	58,583
Non-controlling interests	8,327	8,048
Total equity	60,235	66,631

Statement of Changes in Equity Year ended 31 December 2017			Attributable to owners of the Company
		Note	Share capital	Capital reserve	Translation reserve	Option fee	Share option reserve	Accumulated losses	Total	Non- controlling interest	Total
			£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000

At 1 January 2016			84,918	5,709	7,315	6	3,078	(47,950)	53,076	4,672	57,748
Total comprehensive income for the year
Loss for the year			–	–	–	–	–	(7,716)	(7,716)	452	(7,264)
Other comprehensive income			–	–	(148)	–	–	–	(148)	–	(148)
Total comprehensive income for the year			–	–	(148)	–	–	(7,716)	(7,864)	452	(7,412)

Transactions with owners, recognised directly in equity
Issue of ordinary shares		20	6,302	–	–	–	–	–	6,302	–	6,302
Recognition of share-based payments		23	–	–	–	–	113	–	113	–	113

Changes in ownership interest in subsidiary
Dilution of interest in a subsidiary without change in control			–	6,956	–	–	–	–	6,956	2,924	9,880
Total transactions with owners			6,302	6,956	–	–	113	–	13,371	2,924	16,295
At 31 December 2016			91,220	12,665	7,167	6	3,191	(55,666)	58,583	8,048	66,631

Total comprehensive income for the year
Loss for the year			–	–	–	–	–	(10,843)	(10,843)	279	(10,564)
Other comprehensive income			–	–	(6)	–	–	–	(6)	–	(6)
Total comprehensive income for the year			–	–	(6)	–	–	(10,843)	(10,849)	279	(10,570)

Transactions with owners, recognised directly in equity
Issue of ordinary shares	20		3,810	–	–	–	–	–	3,810	–	3,810
Recognition of share-based payments	23		–	–	–	–	364	–	364	–	364
Transfer between reserves			–	–	–	(6)	(78)	84	–	–	–
Total transactions with owners			3,810	–	–	(6)	286	84	4,174	–	4,174
At 31 December 2017			95,030	12,665	7,161	–	3,477	(66,425)	51,908	8,327	60,235

Consolidated statement of cash flows Year ended 31 December 2017
	2017	2016
	£’000	£’000
Cash flows from operating activities
Loss for the year	(11,139)	(7,264)
Adjustments for:
Grant income	(1,052)	(1,958)
Interest income	(86)	(127)
Depreciation of property, plant and equipment	384	61
Amortisation of intangible asset	1,494	1,550
Finance costs	1,617	1,004
Share-based payments	364	113
Provisions made/written back during the year	610	432
Bad debt provision	1,040	–
Share of loss of joint venture, net of tax	–	211
Net foreign exchange	27	(467)
Operating cash flows before movements in working capital	(6,741)	(6,445)

Movements in trade and other receivables	1,734	(1,077)
Movements in trade and other payables	(69)	(5,775)
Net cash used in operating activities	(5,076)	(13,297)

Cash flows from investing activities
Purchase of property, plant and equipment	(10,306)	(14,150)
Proceeds from grants received	748	–
Expenditure on project development	(50)	–
Net cash used in investing activities	(9,608)	(14,150)

Cash flows from financing activities
Proceeds from grants received	3,537	5,577
Proceeds from issue of shares	4,050	6,539
Share issuance cost	(240)	(237)
Proceeds from borrowings	4,950	10,232
Repayment of borrowings	(2,100)	–
Interest paid	(166)	–
Deposits released	(132)	440
Non-controlling interest	–	3,300
Net cash from financing activities	9,899	25,851

Net decrease in cash and cash equivalents	(4,785)	(1,596)
Cash and cash equivalents at 1 January	8,586	10,182
Cash and cash equivalents at 31 December	3,801	8,586

Further detail may be read and downloaded from the company website at www.simecatlantis.com.

Annual General Meeting

Atlantis also announces that a Notice will be sent to shareholders to convene the Annual General Meeting (“AGM”) of the Company.

The AGM will be held at the offices of Ashurst LLP, Broadwalk House, 5 Appold Street, London EC2A 2HA at 2.00p.m. (London time) on Thursday 19 July 2018. The AGM Notice will also be made available on the Company’s website at www.simecatlantis.com.