Hydrogen Utopia International PLC Announces Interim Results for First Half of 2023

CEO Shareholders‘ Letter

Dear Shareholders, 

The world is currently experiencing exceptionally challenging times, from which most of us are suffering. These are times of survival until circumstances improve, and companies that are willing to look ahead and attempt to address global issues are the ones that will thrive. It is a formidable task to request people to contemplate the future when dealing with the difficulties of the present. These are not times for traditional solutions and conventional thinking. These are akin to wartime conditions. Maintaining independence is crucial for the company’s future growth and prosperity in the current market environment.

 HUI is the most significant project in my life, which is why I have decided to take measures to help the company not only survive but also thrive in hostile and unpredictable circumstances.

 We have made an unconventional decision to seek a revenue stream outside of our sector and have taken an option to purchase 49% of Ohrid Organics LTD, a company that specialises in cultivating high-quality medical cannabis. The option poses limited risk to HUI, as it would only be exercised if Ohrid Organics meets our expectations. What I anticipate is a cash runway, which translates into independence. Independence from reliance on shareholders’ contributions, protecting their value.

 While composing this report, I am confident that if we exercise the option, we will hopefully never be compelled to seek shareholders’ funds at heavily discounted rates, as we have witnessed in recent months with other companies. During the course of 2024 Ohrid Organics will primarily target sales in Israel, once EU- GMP certification is received, Germany and the UK. Subject to meeting local specification requirements and quality standards Ohrid Organics expects to achieve, based on the current market, pricing per gram in Israel of between EUR 1,75 – 2.15, and between 2,50 and 4.0 for EU- GMP certified product. The figures which I am providing are exceedingly conservative. Watching the market, I expect Ohrid Organics to create very significant shareholder value.

 Our ultimate goal remains unchanged: to build the world’s first plastic-to-hydrogen plant. I believe that the revenue generated from the medical cannabis facility will provide HUI with the necessary funds to sustain its operations. We are advancing with all our projects at varying speeds, actively exploring opportunities for expansion while keeping costs to the company at a minimum. We are making steady progress with our joint venture with Powerhouse Energy Group (AIM:PHE) in the Irish Midlands. HUI is in the process of establishing a project pipeline in Poland, France, the Netherlands, Greece, and Estonia, relying on limited funds and benefiting from the generous assistance of embassies and chambers of commerce. The interest in our projects is on the rise, driven by the ever-expanding issue of plastic production. We are delighted to have received our first EU grant for 75% of expenditure of up to €450,000 in Ireland. I believe it will open doors to more significant funding in due course.

 As previously mentioned, these are challenging times reminiscent of wartime conditions. Therefore, I made the decision to appoint Mr. Simon Mann as the Chairman of the Company during this period. Mr. Mann is a distinguished figure within the British Establishment, former member of the SAS and the Scotts Guards. Mr Mann‘s vast network of contacts across Europe and beyond will greatly accelerate the Company’s reach and advancement.  Mr. Mann’s wealth of experience and his understanding of countries beyond the European continent will enable us to expand our horizons, fulfilling a dream I’ve held since the Company’s inception. It is my utmost privilege to have successfully persuaded Mr. Mann to join the Company’s Board.

 For more information about the Company, please refer to our website: www.hydrogenutopia.eu 

For further information,  please contact: 

Hydrogen Utopia International PLC

Aleksandra Binkowska     

+44 20 3811 8770     

Alfred Henry Corporate Finance Limited (LSE Corporate Adviser)

Nick Michaels/Maya Klein Wassink                                                                              

+44 20 7309 2203

Novum Securities Limited (Broker)                                                                    

Jon Belliss/Colin Rowbury                                

+44 20 7399 9400

Interim Management Report

 Commercial, technological and business development

During the period the Company commenced trading on the main market of the London Stock Exchange under symbol HUI and ceased trading on the AQSE main market.

Work continues on building a pipeline of HUI facilities in Europe. New markets are keen to learn about the HUI technology and aid us in setting up a facility in their locality.

Research and Development remains a key component of our work at this stage of the Group‘s strategy. Shortly after the period for which these interim statements cover the EU awarded a grant to one of the Company‘s Irish subsidiaries. This will give a further boost to our R&D capabilities and facilities in Ireland.

The Board of Directors continue to monitor the Group‘s project pipeline, which includes current and future projects, as well as Group cashflows for OPEX and project specific funding. The current market conditions raise significant challenges to raising capital which is why the board has sorted alternative methods of income to assist the Groups‘ objectives in waste to energy.

 Related party transactions

Ohrid Organics Limited (“OOL“) is a company with a majority ownership by Howard White, who is also a director of HUI PLC. Subsequent to the period end, HUI PLC has signed an agreement on 3 July 2023 to provide a loan to OOL (full details in note 6 below). This related party transaction is expected to result in a cash runway for future operations of the Group.

 Outlook

The outlook for the Group remains very positive and the board looks forward to the second half of the

year with a high degree of confidence in the ongoing execution of its strategy. Despite the macro-economic backdrop, the Group are moving forward with current and future projects as expected.

 Financial Performance

 Principal risks

The Directors consider that the principal risks and uncertainties which could have a material effect on the Group‘s performance identified in the Annual Report 2022 are also applicable for a period of six months from 31 December 2022.

 The Directors continue to monitor the risks associated with currency fluctuations and believe that the strategy put in place reduces this risk significantly.

 Unaudited Consolidated Statement of Comprehensive Income for the period ending 30 June 2023

 Unaudited Consolidated Statements of Financial Position as at 30 June 2023

Unaudited Consolidated Statement of Changes in Equity for the period ending 30 June 2023

Unaudited Consolidated Statement of Cash Flows for the period ended 30 June 2023

Notes to the Interim Financial Information

 1.     General information

Hydrogen Utopia International Plc is a company incorporated and domiciled in England and Wales. The Company’s registered office is C/O Laytons Llp, 3^rd Floor Pinners Hall, 105-108 Old Broad Street, London, EC2N 1ER. The Company is listed on the LSE main market (ticker: HUI).

 The unaudited consolidated financial information comprises the financial information of Hydrogen Utopia International Plc, HU2021 International UK Limited, Hydropolis United Sp.Z.O.O., Plastic Gold IKE, Alister Future Technologies (AFT) Limited, Eranova Longford Limited and HU Future B.V. (the “Group“).

 The principal activities of the entities in the Group are as follows: –

 On 7 April 2023 a company called HU Future B.V., incorporated in the Netherlands, was set up which is a wholly owned subsidiary of HUI PLC.

 There have been no significant changes in these activities during the relevant financial periods.

 The consolidated interim financial information has been prepared in accordance with UK adopted International Accounting Standards (IFRSs). The interim financial information does not constitute full financial statements within the meaning of Section 435 of the Companies Act 2006. The interim results have not been audited or reviewed by the Company’s auditors. The unaudited interim results have been prepared under the historical cost convention, in accordance with the Companies Act 2006 and applicable accounting standards in the United Kingdom.

 The comparative figures for the year ended 31^st December 2022 for the Company are extracted from the audited financial statements which contained an unqualified audit report and did not contain statements under Sections 498 to 502 of the Companies Act 2006.

 The Directors have considered all available information about future events when considering going concern. The Directors have prepared and reviewed cash flow forecasts for 12 months following the date of these Financial Statements.

The projections show that the Company will have sufficient funding to be able to continue as a going concern on the basis of its cash balances as at 30 June 2023.

2.     Presentational currency

 The financial information has been presented in sterling (“£”) the Group‘s presentational currency. The functional currency of the Group is sterling (“£”).

3.     Summary of significant accounting policies

The same accounting policies and methods are used in the Interims as compared with the most recent financial statements, the year ended 31^st December 2022, these Interims should be read in conjunction with them, which can be found here https://www.hydrogenutopia.eu/investors

 Investment in Financial Assets are measured at fair value, any interest or dividend income are recognised in profit and loss.

 The tax charge on profits assessable has been calculated at the rates of tax prevailing, based on existing legislation, interpretation and practices in respect thereof. 

4.     Segmental reporting

 IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Operating Group that are regularly reviewed by the chief operating decision maker (which takes the form of the Board of Directors) as defined in IFRS 8, in order to allocate resources to the segment and to assess its performance.

Based on management information there is one operating segment. Revenues are reviewed based on the services provided.

No single customer has accounted for more than 10% of total revenue during the periods presented.

5.     Related Party Disclosure

 As at 30 June 2023 the group was owed £250 by Plastic Power Limited (A Binkowska) and £403 by The Plastic Neutrality Pledge (A Binkowska).

6.     Significant events during the period

 On 9 January 2023 the Company’s Ordinary shares commences trading on the main market of the London Stock Exchange under symbol HUI.

On 11 January 2023, Executive Director, Howard White, purchased an additional 350,000 Ordinary Shares from the market previously in issue at an average price of 16.1277p per Ordinary Share, bringing his total interest in Ordinary Shares to 15,310,834.

On 23 January 2023 Novum Securities Limited exercised all of their warrants to subscribe for 1,200,000 new Ordinary Shares of 0.1p bringing the total number of Ordinary Shares/voting rights in the Company to 385,520,000.

On 14 February 2023 the Company’s Ordinary Shares ceased to be traded on the AQSE main market.

On 21 March 2023 Heads of Terms were signed between HUI PLC and Powerhouse Energy PLC (PHE) in relation to a joint venture (JV) at Longford, Ireland.

On 22 March 2023 the board of directors agreed to a corporate restructure of expenses incurred under HU2021 during 2020 and 2021 to be recharged to HUI PLC as group expenses. Additionally, the board agreed to transfer the ownership of the Assets under construction to HUI.

On 3 April 2023 Harold Tillman CBE was granted options over up to 6,666,666 HUI ordinary shares at an exercise price of 15p per share exercisable over different periods of time in the 4 years following his appointment.

On 26 May 2023 Keith Riley resigned as an Executive Director.

During the period, HUI PLC entered into negotiations with Carbon Capture and Sequestration Limited (“CCS” subsequently renamed Ohrid Organics Limited (“OOL“)) to provide a loan of £500,000. This resulted in an agreement signed off on 3 July 2023 subsequent to the period end. Under the agreement HUI PLC was granted the option to acquire 49% of OOL in return for the issue of 49 million ordinary shares of £0.001 each in HUI PLC (the “Option”). The Option is exercisable at any time in the period ending 31 October 2024.

7.     Called up share capital

 8.     Basic and diluted earnings per share

 The calculation of earnings per share is based on the following earnings and number of shares.

9.   Property, plant and equipment

 10.  Related party transactions

 OOL is a company with majority ownership by Howard White, who is also a director of HUI PLC and as such the loan to OOL (as discussed in note 6) is a related party transaction. All other Group related parties transactions are unchanged from the 6 months ended 31 December 2022. For further information on the Group‘s related parties, please refer to the Group‘s Annual Report 2022.

11. Events after the reporting period

 On 3 July 2023 HUI signed the loan agreement with OOL (as discussed in note 6) and enacted the payment of £500,000 to OOL on 11 July 2023.

On 4 July 2023 HUI PLC‘s Irish subsidiary, Alister Future Technologies (AFT) Limited (“AFT“) was successfully awarded an EU grant for 75% of expenditure of up to €450,000 in Ireland.

On 21 August 2023 Simon Mann was appointed as non-executive Chairman of the Company. Simon was granted share options over 2 million ordinary shares at an exercise price of £0.05 per share and will vest over a period of 2 years.

  This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.