Sound Energy (LSE:SOU) — AGM 2026

0:00 Afternoon, and welcome to the SOUND ENERGY PLC AGM proceedings. Throughout this recorded meeting, attendees will be in listen only mode. I'd now like to hand you over to Graham Lyne. Chair, good afternoon, sir. Thank you, Paul. Good afternoon, ladies and gentlemen. Welcome to our two thousand and twenty six annual general meeting. Before commencing the proceedings, I'd like to introduce myself, my and my colleagues. I'm Graham Lyon, the chair of, SOUND ENERGY. And to my right is Madhu Chafiq, our chief executive officer, and Pooja Panchamatia of Amber, COSEK, our company secretary. To my left is David Blueden, our non executive director, and Christian Borkovic, our senior independent director.

0:50 So before we start the formal proceedings, I'm going to pass over to our company secretary to explain the procedures that we will follow for this annual general meeting. Good afternoon. Before Graham takes you through the formal business, I would like to advise that the company is exercising its authority contained in the company's articles of association to call for a poll to be taken on the resolutions to be put to the meeting. I will now detail the poll procedure we will follow for this annual general meeting. After the resolutions have been proposed, there'll be an opportunity for you to ask questions about the resolutions. If you have a question, please state your name, or if you are a proxy or a corporate representative, your name and the name of the shareholder you represent before asking your question. Once any questions about the resolutions have finished, you'll be invited to vote by way of a poll on the resolutions put to the meeting.

1:43 On a poll, each shareholder present in person by corporate representative or proxy has one vote for every share held. If you have already lodged a formal proxy, you do not need to vote again now unless you wish to change the way you originally voted or unless you did not appoint the chairman as your proxy and the person you appointed as your proxy is not present. A separate poll card should be used for each separate holding. So if you are represented more than one holding, please ask for additional cards necessary. You should indicate the number of shares to be voted in the appropriate box on the poll card. If you do not, all the shares registered in your name or in the name of the person you are represented will be included in the count. If two or more persons are jointly registered as shareholders, any one of them may vote either in person or by proxy.

2:32 If more than one of the joint holder votes, then only the vote of the joint holder whose name is most senior in the order of the names of the sharerite of register shall be counted. Please compete complete the poll card and sign where indicated. If you are here as proxy or corporate representative for a shareholder, you should complete the details of the shareholder you represent and your full name. Poll cards are provided to you as you enter the room. Please remain in your seats while the poll is being conducted. Once voting has finished, completed poll cards should be handed to representation from MUFG who will act as scrutineer. Those votes validly cast at this meeting will be added to the proxy votes properly received in advance of the meeting, and the outcome of the poll will be announced via RNS.

3:20 The quorum for the meeting is two members present in person or by proxy and entitled to vote. As the meeting is quorum, I will pass back to Graham who will lead the meeting through the formal business. Thanks, Puja. So let's start the formal business of the meeting. The notice convening this meeting was sent to shareholders on the 05/28/2026, and I would propose with your agreement to take the notice of the meeting as read, and I will read out the short form of these resolutions. Thank you. I will now propose the resolutions to the meeting. The first item on the agenda is resolution number one to receive the audited annual accounts for the financial year ended 12/31/2025 together with the director's report and the auditor's report on those annual accounts.

4:12 Resolution number two is to appoint Crowe UK LLP as auditor of the company. Resolution three is to authorize the directors to determinate to to determine, sorry, the remuneration of the auditor. Resolution four is to reappoint Christian Bukovic as director of the company in accordance with article 124 and a 125 of the company's articles of association. Resolution number five is to appoint Majid Shafi as director of the company in accordance with article 131 of the articles of association. Resolution six is to authorize the directors of the company to allot shares in the company up to an aggregate nominal amount of £74,386.34, provided that is only used to allot shares for cash on a basis that is pro rata with shareholders' existing holdings, as outlined in the notes of the notice, with a separate authority to allot shares up to an aggregate nominal amount of £148,772.68 in respect of shares being issued by the way of a rights issue.

5:40 If given, this authority will expire at the conclusion of the annual general meeting to be held in 2027 or on the 06/30/2027, whichever is the earlier. Resolution number seven is linked to resolution six in that it also concerns authority to allot shares of the company. Where it differs from resolution six is that this is, in particular, concerned with a situation where your directors propose to allot shares for cash on a non preemptive basis. Your directors are seeing authority to disapply preemption rights in respect to an aggregate nominal value or a nominal amount of £49,590.89.

6:29 If given, this authority will expire at the conclusion of the annual general meeting to be held in 2027 or the 06/30/2027, whichever is the earlier. Resolution seven is a special resolution. Resolution number eight gives authority to the directors to market, oh, sorry, to make market purchases of ordinary shares in the capital of the company of up to 10% of the company's issued share capital as at the date of mailing of the notice of the meeting. If given, this authority will expire at the conclusion of the annual general meeting to be held in 2027 or on the 06/30/2027, whichever is the earlier. Resolution eight is a special resolution.

7:16 Now before putting these resolutions to the meetings, are there any questions? There being no questions, I appoint MUFG, the company's registrar, as scrutineer to the meeting, and I now will put the resolutions to the vote. Please complete your poll card, and the company secretary will come in and collect from you. Sean. Thanks, Sean. Have all the poll cards been, now collected? If there are no more poll cards to collect, I declare the poll closed.

8:06 Ladies and gentlemen, that concludes the formal business of today's annual general meeting. The outcome of the poll will be announced via the RNS. Thank you for your attendance, and I now declare the meeting closed. What we'll do now is, Majid and Andy will take the chair and run you through a, short presentation and answer more business related questions. So if I can hand over to Majid and Andy. Okay. So I'm gonna run through a presentation here, which is actually it's actually the presentation that I gave following the general meeting where we dealt with the transaction that we're doing in Morocco. So it's a summary of that. So some of you may have already seen this, but I'll I'll try and go through it quite quickly, and then we can go to q and a's.

9:30 Okay. So this page just summarizes actually, I'm trying to make this a bit larger. I can't really see this. Okay. Okay. So so this is this this page essentially addresses why we did the transaction. And, essentially, there's there's three points made on there. Firstly, the balance sheet. Essentially, had a balance sheet that was over leveraged. So if you look at our annual accounts as of year end twenty five, we're actually showing a balance sheet with net liabilities of £5,000,000, and that's essentially because we had too much debt. So we had $57,000,000 worth of debt on the balance sheet, and our market capitalization at that point was $14,000,000.

10:21 So, I mean, just those two numbers themselves tell you that we had too much debt. We obviously don't have any revenue, and we were paying almost $2,000,000 a year in interest charges. And that balance sheet was making it very difficult for the company to do anything, essentially, from a corporate standpoint. We found it difficult to refinance that debt or raise growth capital. So obviously, we've been looking at potentially doing things outside of Tendrara and and the balance sheet itself has essentially meant that counterparties don't take us seriously either. They didn't think that we could do a transaction because we already had too much debts on the balance sheet. So that was making our life very difficult. The other factor that compounded that was the fact that we've had significant delays in getting first cash cash flow.

11:11 So our project in Morocco, the Tendera project, phase one of that micro LNG project, originally when that was FID ed in January 2022, we were supposed to have first gas in 2024. For various reasons, the EPC contract was converted. And in January 2025, we ended up with a new first gas forecast of October 2025. Current forecast is q three two thousand twenty six and and might actually slip beyond that. Now if we had Tenderara phase one on stream, that would have made the story a certainly different. The cash flows from phase one are not significant as we know. That's a smaller part of of the overall $10 project. It would have covered our g and a, but it would have made it would have made life a little bit easier if we had $10 phase one on stream.

12:06 So those delays have had a big impact. And then when we get to Tendraara phase two, now this is where the real juice in the in that project is. That's the additional 30,000,000 scuffs a day bringing the total project to 40,000,000 standard cubic feet per day. That would have generated significant cash flow. But again, there, we've had delays, so we don't have FID. That's still under a final investment decision, which that's still under evaluation by the joint venture group. There's been significant cost inflation, which has continued, which has increased the costs and has meant that when we did the original deal, we thought that we would be carried for the equity component of that development, I e, the 20 so the 23,000,000 carry that we got from manager when we did the first deal with them should have carried us through the equity component. It won't because the CapEx has gone up.

12:57 So essentially, that's meant that we found it very difficult to function as a a corporation because we've got too much debt, we don't have any cash flow, and line of sight to cash flows keeps moving further and further into the future. By doing this sale, what have we done? So that's generating $57,000,000. That's what we're realizing from the sale. And if you look at the value of phase one on an NPV basis, it's about 10 or $11,000,000, phase one away and so on. Phase two is obviously significantly higher than that, but the $57,000,000 is is roughly six times the value of of phase one, which is the only part of this project that we know with certainty is going to come on stream. So essentially, that 57 contains an acceleration of some value from the phase two because it's well beyond the value of phase one. So we actually think that's a very good valuation for those assets.

13:55 Okay. So what has this done then for us? So the transaction itself so we've we've what is the transaction? So we sold SOUND ENERGY MERGY PLC, which is the company that owns the Tendrara project, and we're exiting from Anuwal, which contains the two exploration blocks that we have in the same vicinity, Anuwal and Grand Tendrara. Gross proceeds, $57,000,000. As I've mentioned, what that allows us to do is to effectively pay off all of the debt. So that's $25,000,000 €25,000,000 for the euro bonds. We're purchasing purchasing those at 68% of the face value, and the deferred interest is being waived. So effectively, that means in terms of the total liability that we have for the euro bonds, we're paying about 57%.

14:44 And then the other big loan that we've got is with Africa Gas, which is secured against Marija, roughly $20,000,000. That will also be paid off. So after we've paid off all the debt and all our other liabilities on closing, we should be left with about $11,000,000, I think, net. And obviously, the balance sheet would be completely debt free, no liabilities at all, just the cash sitting on the balance sheet. So what does this do? So effectively, it it it fixes the it fixes the company essentially, not just the balance sheet. It fixes the company. We've as I've said, we we had an unsustainable debt burden. That's just far too much for a company of our size with no cash flow. Made it very, very difficult to survive. So effectively, it fixes that problem. It removes this $2,000,000 a year interest payments that we're making. That's that goes.

15:40 And it lowers our cost of capital. So everybody knows that we did a bridge finance about a month ago or a bit longer than that, where we raised some equity and some debt. And the issues that I'm referring to, you can see how they the reality of what that means to us when we go out to try and finance. So we raised equity at, I think, 37% discount to where we're trading, and we put a bridge finance in place, which was 20% a quarter. Now those are the terms that you get when you've got almost $60,000,000 of debt sitting on your balance sheet and no way to repay those. So by cleaning up the balance sheet, it will lower the cost of capital. If we were going to do go out and do a finance again, we won't be doing it on those terms. We won't have to.

16:27 And it also improves our discussions with m and a counterparty. So normal course business for us is to look to grow the business through transactions. We would do that whether Tendera was on stream or not. Now when you're doing those transactions, the the the party sitting on the other side of the table looks at you and looks at your balance sheet and says, you know, this deal is $20,000,000. How are you gonna raise that? They don't believe you when you tell them you can raise that through debt or equity because your balance sheet is also is already so over leveraged. That has meant that we haven't been able to do deals. So we did put in an offer on a very good deal, and we're essentially laughed at by the counterparty once they looked at the balance sheet. So it's gonna mean that we are we can, you know, talk to counterparties credibly in a way that we haven't been able to do before.

17:16 That's right. So what are we left with? So we're effectively left with we still got the management management team. There's eight people in the company. Those people are still here. They're very, very good people, have lots of experience, and we've spent, you know, the last, well, seven months since I've eight months since I've been here, but longer. The team has basically been struggling with the financial situation of the company, which has meant that we haven't been able to do what we're supposed to be doing, which is growing the business. So we've got that team to allow us to do that. We still have businesses in Morocco. We've got Terra, which is a joint venture with Gaia, which is the solar power development company. That is progressing. We've got a number of applications made for access to the medium voltage grid, and we've got the potential to grow that business in Morocco significantly.

18:02 We we have High Moroc. We don't have a license yet. The next stage of development for High Moroc is to get a license where we can start looking at exploration for hydrogen. And we've now got some funding for growth. $11,000,000 isn't a lot, but it does give us some capital in order to help finance or part finance deals. And we have an m and a pipeline. So, you know, we've been looking at deals constantly. All companies are constantly looking at potential transactions. We do have a decent m and a pipeline, and I'll go on to talk about what we're looking for there. We're looking to add cash flow to the business. I think every company needs to have cash flow If whether if it wants to explore or if it wants to do developments which require new capital, it needs to have some cash flow in the business to be able to sustain itself, to keep going, to pay the g and a, and to have credible discussions with with other parties. So you can't really run a business without cash flow. It's not sustainable for a long period of time. We've been trying to do that whilst we've got $60,000,000 on of debt on the balance sheet and developments that cost hundreds of millions of dollars.

19:10 That's just a very, very difficult thing to do. So we we are looking to buy cash flowing assets. We're looking in terms of the the types of assets with with oil and gas assets. So oil and gas production assets. It could be solar power assets. You know, we were a transition energy business, which includes oil and gas and renewable power. But the the main point is that we when and certainly for the initial transactions we're doing, we we don't want to buy a trend an asset that requires a lot of development capital. We want it to be generating cash flow. In terms of the geographic focus, Mediterranean Rim makes sense, but we we're not only looking at the Mediterranean Rim. We're going to be a bit more opportunistic. We'll certainly look at other parts of Africa. But really, for us, the deal needs to make sense. And if it if it's a very, very good deal, we would look outside these these jurisdictions jurisdictions as well.

20:01 In terms of the investment criteria, they've got to be financeable. So we have to be able to buy them on metrics that make them makes the make the asset attractive to potential financiers, whether that's debt or equity. We'd principally be looking at financing these with debt, but with most transactions, there's often an equity component. We'd be looking to minimize that. But what we want to do is to buy assets that we can buy in very good metrics, And we typically look at cash flow metrics. So how quickly does it does it pay back in terms of cash flow? That's that's what we were looking at. We also want it to be scalable. So we want to look to buy an asset in a jurisdiction where we can see there's potential the to grow that business significantly beyond that first asset. Unlimited operational complexity. We want and we also want to operate the assets so we're in control of of our own destiny.

20:49 In terms of the funding strategy, we would, again, principally looking at project finance. We're not we're not scared of putting debt onto into the company as long as it's supported by the asset. Right? So it's it's debt that's supported by the asset that we're buying. We're not just gonna load more and more debt onto the balance sheet, which is what the company has unfortunately done in the past. The assets have to support it, and the assets we've we've got currently, obviously, because of their development stage, we're not able to support it. So effectively, asset backed finance is what we're looking at. Debt finance from banks or from traders, for example, their strategic partnerships. There may be an equity component. So essentially, I mean, this I think this is the last slide. What what have we ended up with? We've ended up with strengthened balance sheet.

21:41 We've got an established Moroccan renewable business, which we think has got significant potential to grow beyond what we're looking at in Terra. There are other opportunities around renewable sector in Morocco. We've got a very well thought out business plan to grow. We've been very disciplined about the types of assets that we're looking at. And there are good assets out there. So we we've looked at we've already looked at a number of assets. We've we've bid on a couple of assets that haven't come through for various reasons, and we're looking at a number of other assets. So I'm reasonably confident that we're gonna find a decent asset that we can finance relatively quickly. We've got six months time frame because we're currently classified as a cash shell.

22:27 After the six months, we get suspended, then we've got another six months to do a transaction before we would be delisted. But I'm pretty confident we're gonna be able to do something within six months. And we've got we've got a very good team in the company. We've got all the skill sets covered within the team. It's a small team, but everybody's very, very experienced and has a very good network. So I think I I know and I know that, you know, many of our shareholders are disappointed that we've been trying to develop Tenderara for years now, and it looks like at the point at which we've almost sort of developed, we decided to sell it. But, you know, I've outlined there's a huge number of reasons why we decided to do what we're doing. Tenderara itself is a great asset, but it still has lots of things lots of things need to come together for 10 particularly for Tendrara phase two to come on stream. So I think this is the right time for us to exit. I think we're getting a good price for the $57,000,000.

23:16 I think it helps to set the company up for the type of growth we want. So that was the the presentation. There are there were a there were some questions that came through which we'll answer, and then there's probably some I don't know if there are any new ones coming through here. Okay. Can I ask I haven't got an annual report and list of the agenda for the the vote? So could I have a copy of the annual report? The annual report's available on our website. We don't have any paperwork, is it? I don't you know, I want to see physical. What do you want to see? Sorry? The physical annual report. That's the first six. Right? Okay. So there is we had I think it's six questions coming, which I'll run through now, then we can have some q and a with people in the audience. So the first question was, does the board have any immediate short term income replace targets to comply within the six month period?

24:39 So we don't actually have to have income. So what we have to do is essentially do an RTO. It doesn't mean that we have to buy an asset or a company with cash flow. Essentially, we for it to be an r two, have to buy something that's bigger than us. There's a number of class tests that you have to pass that you have to that characterize whether whether the company whether the acquisition is bigger or not than SOUND ENERGY. It doesn't have to be cash flow, but I've said we are looking for cash flow. And then we've got six months to do a transaction. If we don't do it within six months, we'll be suspended. We then have another six months to do a transaction after that, after which the shares would stop trading. But as I mentioned in the presentation, we're pretty confident that we're gonna be able to do a transaction within six months.

25:29 Next question. How long will it take for SOUND to be readmitted for trading as an investment company for those to plan with the sale? So that's not what we're planning to do. We're currently classified as a cash shell. There's two options to be a cash shell or an investment company. If you're an investment company, you actually have twelve months before you get suspended. But we're looking to do something a lot quicker than that. So we're not we we are not looking to become an investment company. Third question, will the board now resume talks regarding deals and financing principle before the thirty first of July sale to speed up SOUND's growth plan. Thanks. So that that July 31 is a reference to when we think we're gonna close the deal with Managem. But as I mentioned earlier, we've been looking at deals anyway as you as you would do.

26:17 All companies are constantly looking at constant transactions. So we haven't waited to start. We're constantly looking at transactions. Question four, you mentioned the finance team of engineering backgrounds, which helps assess deals. Can you walk us through what the internal m and a approval process looks like now? We're debt free, for example. At what stage would you typically engage debt providers in the process? So, you know, we we're we we've got the skill set internally to do almost the entire evaluation. We also have legal counsel internally. But we initially, we'll we'll we evaluate deals from a technical and commercial perspective to see whether they make sense, and that includes evaluation of the economics. And once we evaluate the economics, we we can internally work out how we might structure a financing, what type of financing it might be, how much debt we might be able to put in it, etcetera, where that debt might come from. Once we've got a good idea that we think we can finance it, that's the point that we we would then approach financiers because we think we can get the deal done, and it's a good deal to do.

27:22 Question five, with Sendora sold a lot of the value now is in the AIM listing at the board's network. Have you had any inbound approaches from private companies looking at SOUND as a platform, Or is the strategy strictly sound led acquisitions? So we have had a number of approaches from potential counterparties. I think people are seeing the $11,000,000 that we've advertised that we're gonna have on the balance sheet. There are many companies out there that could use $11,000,000, and so we've had some incoming calls from from those companies. We've also had incoming calls from investment banks and lenders because we we told the market, obviously, we're looking at deals, and we'll be looking to debt finance most of them. So it has it has originated incoming calls. And, obviously, we we take all calls, and we we look at all proposals seriously if they make sense for us.

28:11 If they don't make sense for us, we we we cut the, you know, we cut the conversation down very quickly. But we're happy to look at all deals no matter where how they're originating. So that those were the six questions that came in. Just looking at the And sitting on the tongue inside this part of Matt, if you could just click on the escape button just to take the full screen out. You'll just see if there's any further questions come through that you wish to I don't know how to scroll up here to see the questions. You should just see the questions on the right hand side in the pane where if you should click on q and a. No. I can see the questions, but I can only see the last one. Yeah. That's it. Everyone every other question's been taken out. So that's that's one question. Alright.

28:57 Okay. So last question. Has City Moktar been sold as part of the deal? If not, what are we planning for City Moktar? So it hasn't been sold as part of the deal, but we're in discussions with we're in discussions with on on City Moktar in terms of what we want to do with with city moktar. We we as everybody knows, we've been trying to farm out city moktar, that process continues. We're still in discussions with one or two companies about potential farming to city moktar. We're all also in discussions with on him as to what on him aspirations are for it. So that they were all the questions that we've had come in through the system. Happy to take any questions from people in the room. Hi. Oh, okay.

29:43 Look. We have 11,000,000 in the bank. Sure. Okay. So couple of things. With the new management, what is the cost per month now? Okay. So I'll just No. Solar project, which it is that solar project present in the bank as it it is proceeding. Is there anything proceeding with solar panel? Okay. Any other questions for me? No. Because I remember last meeting, there was, like, two sites to be looking at. Okay. So I just wanna know how because once you develop a site, right, is there almost a fixed income coming in? And if you have other sites under development, so you just replicate it Mhmm. On a monthly basis, whatever. So just for confidence, what I mean, like, what where we where are we Mhmm. With a site and how many sites are under the belt because this is competitive.

30:56 Everybody's looking for sites. Mhmm. Mhmm. And how are we doing with that putting some sites under the belt future? Is that just me? Yep. Okay. So I'll answer that, then Andy can answer the question on on g and a. So so the key issue in so it's the medium voltage. So in Morocco, as you know, it's the medium voltage grid that's being deregulated. So that's what small companies are allowed now to access. That's what we're looking to do. So it's not the huge high voltage projects. These are 20 megawatt type projects. We have identified about 17 sites where we might want to put a solar park in place. And what you have to do then is apply for a permit to allow you to eject electricity into the grid. That's the difficulty because you need to it's so it's it's a I'd say it's a new law. It's it's probably five, six years now, but it's it's very early in terms of the medium voltage. There's very little being done in terms of medium voltage development. It's one of the company that's successfully done it. What takes time is actually getting a permit. So it's just a bureaucracy of getting a permit. So we have put in four applications.

32:02 We've as I say, we've got 17 sites identified. We've got options. So we're signing up options on land. So we're not buying land. We've we've got options to lease the land. So we've already signed up a number of those, which gives us the right to use the land. And we're waiting for those permits to be awarded. So we've got one awarded for a site in the South. We're waiting for the others. So this this out of the 17, there's six that we've high graded as opportunities that we want to start on. Each of the projects will be about 20 megawatts. We're looking at 250 to 300 megawatts in total. So that's where we are. The one the permit that we've got awarded is not the is not is not the project that we wanted to do first. It's not the best location, but that's the one we've got. So we're waiting for the others to be awarded. So that that's where we're at. That that's what takes the time. Sure.

32:53 If once the first site goes on, what's the timeline to income coming in? So we're we are estimating six to twelve months depending on where the project is, how far it is from substation. That's the kind of timeline we're looking at, six to twelve months. And, look, I think the difference between solar projects and oil and gas projects is, you know, the issue is the timeline. Right? And virtually all oil and gas projects get delayed. They do. They always take longer than you anticipate they're going to take for various reasons, and they're a lot more complicated. Both on the surface in terms of the the just the machinery and the facilities are more complicated. The commercial aspects are a lot more complicated.

33:40 The stakeholders, there are a lot more stakeholders. There's a lot more that you need to do before you even consider the subsurface risk, which are enormous. So they're very complicated, they're very expensive. Solar projects are very different. There's no subsurface risk. It's just the sun. And Morocco is one of the best places in the world in terms of irrigation. And from a commercial standpoint, they're not very complicated either. Just need a PPA with the off taker. What's complicated in this instance is that it's in Morocco. Morocco's deregulated the grid to allow private companies to do it. Yeah. And bureaucracy takes a long time in some countries. Right? So that that's the issue. Once the project starts and you're beginning to construct it, it should be fairly straightforward because it's just like putting LEGO bricks together. It's very, very simple. So six to twelve months is what we're So if we had one online.

34:34 Okay. In Morocco, another one thing is who you know. Yeah. Yeah. There's nothing more than that, really, in how you do. So have you got I'm sure you have people contact, but is it if once this online, it takes twelve months. You will have other projects running because for me, all I see is unlike oil and gas, it's the tool says yes and no. Here, if the risk is to the site before you how is it connected? Yeah. There are lots of sites in Morocco, though. You know, there's there's there's enough capacity from from more than one company to do this. There is another company that's successfully started to develop medium voltage grid, but there are loads of there's lots of potential in Morocco to to build these solar parks.

35:32 So we're not competing with anybody else for these for these sites. As far as we know, we don't think we're competing with anybody for these sites. Let's say 2018, I was in Morocco with some local business, and I heard the expression at that time. Moroccanization was SOUND ENERGY. More organized. In 2018. Yeah. And so with all these debt banks putting money in, whatever, it's like lending money to somebody who's got a piece of asset that you want. You get into a position where he says, okay. Take take it. I'll give you some things.

36:20 You could take that view as to what's happened here. You could take that view. I think there there and there may be an element of that. Look. But the thing is that, you know, the oil and gas sector in Morocco is not big. Tendera is effectively the only decent development in Morocco. Right? So from our perspective, if we're looking at oil and gas growth now, we're not looking within Morocco. We're looking outside of Morocco. What we're focused on in Morocco is is solar power. And solar power is different to E and P in Morocco. There's lots of companies doing solar power, lots of companies from The UAE and The Middle East doing much bigger projects. So there is there's more of a market there, and there's enough for everybody. Whereas in oil and gas, there's hardly anything in Morocco, right, in terms of what's being developed. You can hear what the Boris Johnson thing of the fact it's supply pipeline of The UK from Morocco from the solar panel.

37:14 Not getting well, with anything to do with Boris Johnson, no. What are the actually, sure. XLink. Yeah. Don't think that's I'm not very sure that's going ahead. Yeah. That's good. Yeah. That's a huge project. Right? We're definitely in that billions. But, yeah, as far as we know, it's it's a roadblock. And, sorry, Andy, you Okay. On on the g and a, spend is about $300,000 per month. That excludes any debt. As we said, by repairing the balance sheet, we're eliminating the debt. So that will save us $1,800,000 a year. That's $50,000 a month, you see. So that's quite a saving. So taking all that out, that's about $300,000 a month. So that's things like the cost of compliance of the company, payroll, auditors, London Stock Exchange fees, registrars, the office, legal, nomads, brokers, financial PR, company secretary, all the administration of the subsidiaries.

38:19 So it's quite there's quite a lot of of administration, and compliance around a London listing, that needs to be serviced. And so, yeah, it's it it all comes out about $300,000 a month. Importantly, I would say that from what I can see looking at things year on year compared to last year, we're actually running at about 20% less than we were last year. So we're always constantly looking for savings, and we're constantly looking for where we can cut costs, and fine tune things a little bit, to kind of chip away at the, at the at the annual g and a. Yes. I I'm like a lot of investors.

39:05 You we've lost 90% share capital. And what have you got an option of of just liquidating the company now and and for us to get that money, that money that you've got? How much would we get per share if you liquidate it? No. What's that? The numbers. McDonald's. Yeah. About 3.5p of the share, I think. 3.5p. Yeah. Yeah.

39:59 Before the shutdown costs. So Yeah. Yeah. Yeah. Would that be more than the shares of of two p on there? You're right about that. Yeah. Uh-huh. Yeah. Is that an option? It's always an option for a company to shut itself down and and hand everything back to the shareholders. We think we've got the potential to significantly grow this business beyond the cash value of it, which is what we are proposing to do as outlined through organic growth with the the, you know, the the solar power business that we've been working on in Morocco, but also through acquisitions outside of Morocco. So, you know, we think we can offer well, know we can offer the shareholders the potential for significant growth beyond beyond the $11,000,000,000 of cash that we have on the balance sheet.

40:51 Yeah. I've been in it sounded since 2010, same time as last week. The question I've always been told, it's always tomorrow, close tomorrow. Mhmm. You know, the gentleman said all the shareholders are done 100%. So you're coming back. Yeah? It's not your fault. You're the company. You find yourself in that situation. But what's so different? All of a sudden, twelve months down the line, you know, you guys get humourly. You won't be happy in this place.

41:38 Yeah. Chum tomorrow. Yeah. Yeah. I'm I'm not sure any of us are happy. Right? Yeah. We'll be frustrated, obviously. No. No. I'm sure I'm sure everybody's frustrated. You know, we're we're We'll promise the share prices. Yeah. But in respect to Greg, mean, he's he's doing very well. Yeah. Was he was in intensive care, and he's working out. But the question was, is he's giving you the the real? What what are you gonna do to the table? Right. So, I mean, so Is there anything concrete you've got or I know you can't say that. No. No. But No. The thing is that we've we've I mean, I've outlined why it was why this company has had so much difficulty doing anything. Right? If if the company doesn't have cash flow and it's got $60,000,000 worth of debt, that's that's a structure that just doesn't work.

42:31 Right? That it just doesn't work at all because you need some revenue. And if the development asset it's a very good development asset, gets it's continually delayed and delayed and delayed, the situation gets worse The situation gets worse and worse. Right? So that that a lot. It could be gone within eight to twelve months. Right. That's the problem. So that's the problem that we try to resolve. And what we're saying is with the $11,000,000, we're going to look to do transactions and bring assets into the business that are not like Tendrara. Tendrara is a good asset once once but it needs to be brought on stream. And there's a lot of capital still required, and there's a lot of risks still associated with that. So what we are saying is that it's better for us if we accelerate value from what we actually have in Chandra at the moment, which is phase one due to come on stream. Even even that's too late. But we accelerate that value. It's only worth $10,000,000.

43:23 Let's get the almost $60,000,000. Let's clean up the balance sheet and allow the company to effectively restart again with a clean balance sheet and then do good accretive deals. That's what we want to do, and I'm reasonably confident that we'll be able to do that. And we did have the choice of not paying the bond back and waiting until December 2027. But what would happen in 2027 is that we would then be in a position where we'd have to pay a 100% of the bond back and all the accrued interest, which would then total about $37,000,000. And even if we go out with a good deal and we raise money equity for that deal, the first question that the equity provider is gonna ask is, what are your plans with the bond in December 2027?

44:15 And we'd need to have an answer for that, And the answer would have to equal $37,000,000. And so we've taken decision in the pain now to redeem the bond now at a huge discount, paying 57% face value by waiving the interest and getting the discount. And it's been very well received by the bondholders. You saw the voted 96%, I think, of those that voted for it, both have voted, voted for, the new deal. And I think that, you know, going into having these conversations with equity providers with a with a cleaned up balance sheet, which is effectively a corporate reset, puts us in a lot. But we we will avoid that question altogether of what what we're going to have to do with the bond because the bond has already been dealt with. So that look. The comp the company is in a really difficult position. That position needed to be sorted out. So I know that a lot of shareholders wanted Tendera to be brought on stream, which is which which great. We should have tried to bring it on stream. But if it's not coming on stream because of delays Mhmm. And if we don't have an FID for phase two, then what is the company supposed to do when it's got this debt burden and annual coupon payments, which effectively can't sustain without bringing some revenue in, and we still don't have revenue. Right? So the company was in a an untenable situation. And we'd still be getting cash call for the asset as well. How how confident are you of your revenues within the next six months?

45:44 Well, we we're looking at a number of deals. So, I mean, I I can't say that there's a 100% certainty. Right? Nothing is a 100% certain. But we're we're looking at a number. How how how would you rate it? I'm gonna I'm gonna, yeah, I'm gonna be if I I'm gonna give you a number, and will be quoted on this, right, repeatedly, that he said it was seven out of 10 or eight out of 10. I'd certainly say it's more than five out of 10. Right? So it's probable that we're gonna be able to do it. It's fifty fifty. No. No. It's not. I said it's more than five out of 10, so it's not fifty fifty. So it's it's higher than that. Think it's significantly higher than that. That's good. Sorry. Sorry. Compared to how the company worked before, I didn't avoid that because he he was building up and building up the time.

46:38 We want to assess you as as a team. Mhmm. I just so make sure that we haven't kept coming in before borrowing more money for for another venture. And that just needs to be going to that same cycle. There's nothing wrong look. There's nothing wrong, as Magic said earlier, with with with raising debt at the right level for the right asset. As long as that asset, through its operational cash flow, is able to service that debt adequately. What we won't be doing is raising debt where we haven't got any cash flow to service that debt. That was the problem that occurred before. We just gotta make sure that whatever whatever assets we do get involved in in the future, whatever debt we raise on those assets, that the assets themselves are able through their operational cash flow to service that debt.

47:31 We we're gonna obviously, we're gonna be quite conservative in term in terms of the amount of leverage that we've got on the balance sheet. Just because small companies always end up in the small oil and gas companies typically go to the wall because they've got too much debt. So that's the situation that we want to avoid, and often they don't have any cash flow either. And this company's been in that situation. So we're gonna be quite conservative in in terms of the amount of debt that we put on on the balance sheet. But as Andy says, if we buy a decent asset and it can support debt, then we will leave that asset out appropriately. But we're gonna be relative and and if you if you're borrowing to buy an asset, the banks will make sure that it's conservative. Right? So they're they'll there's there's all sorts of coverage ratios that the banks impose upon that lending instrument that allows it not to be overly leveraged because they they want to be sure that that you're not doing that. So there is rigor involved in all of this, but, know, if if historically the company has gone to the bond markets and just raised too much money against the assets that it had in the business, then that's just that was just the wrong thing to do. Right? And that's why we've ended up where we are.

48:37 We're not gonna be in that situation because, you know, we're gonna go to appropriate lenders that are gonna make sure that that they themselves are taking the appropriate risks. So we're just gonna be very careful about that. We're not gonna end up in the same situation. So I I don't know how this company ended up with this amount of debt with no revenue. Right? I just don't know how that happened. But, you know, it did. But, I mean, it was 2017. Luca suggested that's monetized. It's it's a gamut, but if they've done that, we'd be in a different position. If that monetize it should bring the other drill. It's monetizing the driver. Nothing's got you know, you could I know, like, the project to driver. You just you're subject to supplier delays and all the other stuff. Can guarantee.

49:32 Right? But who know? I'm asking everybody that did that. They didn't come coming in Yeah. Well, look. It's not complicated. Right? I mean, type of business, from the most simple business to the most complicated business, if you've got debt and coupons to pay, you need to have some revenue. Right? That's not complicated. Right? The company doesn't have that. That's why it's it's a difficult situation that we've that we've been trying to deal with for years. So are you in any serious talks with any one of the gas companies at the moment? I mean, I just like We look. We're it's we're the companies you know, most companies are always in serious talks with with other companies.

50:22 Right? It's just that's just normal course business. You do that. Right? We're doing that. So we are in conversations, but nothing is certain until you've signed an agreement. But, you we are in yeah. We're in serious discussions with a number of companies about things as we have been, as I'm sure the company was before I arrived. Right? I mean, that's just normal course business. Okay. If there's no few other questions. Yeah. I think we're we're come to the end. Yeah. Thank you very much. Yeah.

51:24 Fantastic, Mazat. Thank you very much indeed. If that concludes, we'll thank you very much for the AGM proceedings and subsequent presentation. On behalf of the Board of SOUND ENERGY PLC, we'd like to thank you for attending today's proceedings. That concludes today's session, and good afternoon to you all. Thanks all. Thank you. Goodbye, David. Good.