Final Results for the Year Ended 31 December 2018

RNS Number : 0910D

Arkle Resources PLC

24 June 2019

 

24 June 2019

Arkle Resources PLC

("Arkle" or the "Company")

Final Results for the Year Ended 31 December 2018

Arkle Resources PLC today announces its audited results for the year ending 31 December 2018.

This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.

ENDS

Enquiries:

Arkle Resources PLC
John Teeling, Chairman	[phone]
Patrick Cullen, CEO	[phone]
	[phone]
SP Angel Corporate Finance LLP
Matthew Johnson/Jamie Spotswood	[phone]
First Equity Limited
Jason Robertson	[phone]
Blytheweigh	[phone]
Julia Tilley	[phone]
Jane Lenton	[phone]
Teneo
Luke Hogg	[phone]
Alan Tyrrell	[phone]

www.arkleresources.com

Chairman's Statement

Arkle Resources, formerly Connemara Mining, is an active zinc and gold grassroots explorer in Ireland.  We have a zinc discovery on 6 licences in Stonepark, Limerick with an Inferred Mineral Resource Estimate of more than 5 million tonnes and further potential to grow.  We also have interesting zinc licences in the Irish Midlands where we are searching at depth for large zinc ore bodies.  The Limerick licences are in a joint venture with Group Eleven (76.56%), Arkle holds 23.44%, while the Midlands licences are held in joint venture with Teck Resources (75%) Arkle (25%).  In gold we are active in Wicklow / Wexford where we hold 8 licences over choice ground and in the Inishowen peninsula where we hold 2 licences.

We have made the transition from Connemara Mining to Arkle Resources.  It was done for the best of reasons: a new dawn, new shareholders, new directors and management, and a new focus on gold exploration.  We think it is a good brand, but the exercise has not been without its challenges with some shareholders in nominee accounts not receiving notifications.  On the other hand, we have made the move into social media with an active Twitter presence and new website.

Zinc

The Zinc industry remains stable.  Demand is strong, prices are high and, in general, zinc mines are making good profits.  This is yet to filter down to early stage explorers and investors are scarce and fund raising is difficult in a challenging market for junior explorers.  The result is less exploration which ultimately means fewer discoveries which will lead to shortages but we must survive in the meantime.

Ireland has one of the best, if not the best, record in the world for zinc discoveries and major exploration companies are active here.  Currently Glencore is drilling out the big Pallas Green discovery in Limerick containing at least 42 million tons of zinc resources.  This is adjacent to our Stonepark discovery.

The world class Tara Mine which lies 20 kilometres east of our Midland licences is adding tens of millions of tons of resources from a new discovery at depth.  Teck, a world leading base metal miner, holds a substantial block of licences in Ireland.  They have spent €1.35 million to farm into the Arkle licences around Oldcastle in the Irish Midlands.  In the past year they fully funded three more deep holes on our licences with limited success though traces of zinc were found.  Arkle has the right to participate in further exploration or to dilute.

Stonepark has been the flagship project for Arkle for many years.  Over €8 million has been spent on exploration and three separate zones containing zinc ore have been discovered.  Over 180 holes have been drilled to date.  The zinc orebodies are estimated to contain over 5 million tons grading over 11 per cent combined zinc and lead.  The ore is flat lying at relatively shallow depths.

Our joint venture partners Group Eleven Resources Corp., a Canadian listed explorer, acquired the Teck interest in Stonepark.  They have extensively studied the large body of data on zinc in Ireland and in particular in the Limerick Basin.  They believe that significant potential exists for large world class discoveries at depth.  They drilled four more exploratory holes in Stonepark with very encouraging results in the Kilteely hole in particular.

The established resource and potential at Stonepark has been noted by other parties.  Their interest is welcomed and encouraged.

Gold

At over $1,300 per troy ounce, gold is an attractive investment.  Many gold miners are achieving positive results and there has been an increase in exploration.  Gold exists all over the world but rarely in commercial quantities.  It is hard to find.  At more than $40 a gram, two grams of gold per tonne or $80 of value per tonne of rock in the ground, could be mined at a profit.  Most of the gold in Ireland is in narrow veins often only centimetres wide.  Veins swell, narrow, twist, turn and disappear, making it very difficult for drilling to estimate, with any confidence, just how much gold is in a deposit making it hard to reach an investment decision.  Planning applications are in progress to mine gold in County Tyrone and a small gold mine is actively producing concentrates nearby.

Gold exploration has been active in counties Wicklow and Wexford for many years.  There have been a number of high grade discoveries, including from our own drilling, particularly around Tombreen and Knocknalour at our Mine River Gold project.  Overall we have gold showings over 15 kilometres.  In the past year we drilled the Tombreen and Knocknalour areas, testing the geological model and trying to connect the two.  The results were inconclusive. Following a detailed review of all previous drilling, geophysics and soil sampling data, we are trying a new approach.  New technology, using advanced handheld equipment and faster computing methods give rapid feedback enabling more focused exploration.  Initial results are promising.

We have reduced our licences at our Inishowen Gold Project in Donegal following detailed analyses of drilling and other exploration data.  We are confident that we maintain the essential core of a gold system first discovered by Arkle in 2016.  The geology on the Inishowen licences is similar to that in the Dalradian gold deposit in Tyrone and bears similarities to areas being explored for gold in Scotland.

Future

In the near future we expect results from the ongoing work on the gold licences in Wicklow.  We anticipate new drilling targets will be identified in and around our existing discoveries at Tombreen and Knocknalour.

The renewed interest in the Limerick basin is very welcome.  Our partner at the Stonepark Zinc project, Group Eleven, is examining a range of options for Stonepark and their other surrounding licences.  All activity is good for Arkle.  We have the option to participate in ongoing expenditure and maintain our 23.44% interest or we can dilute.  Given that over €8 million has been spent to date, dilution rates are low unless there is a large agreed exploration spend.  Such a spend would be good news for the potential of the block.

At present, the principal concern for the board of Arkle is the low share price giving the Company a current market capitalisation of just above £1 million which we believe significantly undervalues the potential of our exploration portfolio.

We raised €230 thousand in March 2019 to fund ongoing operations.  Good results from Mine River could lead to an enhanced drilling campaign.  Arkle has enjoyed the support of the funding shareholders for many years and I am confident that this will continue.

John Teeling

Chairman

21 June 2019

ARKLE RESOURCES PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2018

	2018 €	2017 €
CONTINUING OPERATIONS
Administrative expenses	(337,306)	(214,331)
OPERATING LOSS	(337,306)	(214,331)
LOSS BEFORE TAXATION	(337,306)	(214,331)
Income tax expense	-	-
LOSS FOR THE FINANCIAL YEAR AND TOTAL COMPREHENSIVE INCOME	(337,306)	(214,331)
Loss per share - basic and diluted	(0.31c)	(0.27c)

ARKLE RESOURCES PLC

CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2018

	2018	2017
	€	€
ASSETS:
FIXED ASSETS
Intangible assets	3,314,312	2,911,618
CURRENT ASSETS
Other receivables	23,353	28,596
Cash and cash equivalents	106,031	122,716
	129,384	151,312
TOTAL ASSETS	3,443,696	3,062,930
LIABILITIES:
CURRENT LIABILITIES
Trade and other payables	(136,877)	(625,298)
NET CURRENT LIABILITIES	(7,493)	(473,986)
NET ASSETS	3,306,819	2,437,632
EQUITY:
Called-up share capital	1,139,116	874,176
Share premium	6,136,298	5,162,527
Share based remuneration reserve	31,631	4,343
Retained deficit	(4,000,226)	(3,603,414)
TOTAL EQUITY	3,306,819	2,437,632

ARKLE RESOURCES PLC

STATEMENT OF CHANGES IN EQUITY

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2018

	Called up Share Capital	Share Premium	Share Based Payment Reserve	Retained Deficit	Total
	€	€	€	€	€
At 1 January 2017	757,897	5,063,806	-	(3,389,083)	2,432,620
Shares issued	116,279	98,721	-	-	215,000
Share options issued	-	-	4,343	-	4,343
Loss for the year	-	-	-	(214,331)	(214,331)
At 31 December 2017	874,176	5,162,527	4,343	(3,603,414)	2,437,632
Shares issued	264,940	973,771	-	-	1,238,711
Share issue expenses	-	-	-	(59,506)	(59,506)
Share options issued	-	-	27,288	-	27,288
Loss for the year	-	-	-	(337,306)	(337,306)
At 31 December 2018	1,139,116	6,136,298	31,631	(4,000,226)	3,306,819

Share premium

The share premium reserve comprises of the excess of monies received in respect of share capital over the nominal value of shares issued.

Share based payment reserve

The share based payment reserve arises on the grant of share options to directors and consultants under the share options plan.

Retained deficit

Retained deficit comprises accumulated losses in the current and prior financial years.

ARKLE RESOURCES PLC

CONSOLIDATED CASH FLOW STATEMENT

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2018

	2018	2017
	€	€
CASH FLOW FROM OPERATING ACTIVITIES
Adjusted for:
Loss for the financial year	(337,306)	(214,331)
Share options issued	13,644	-
Foreign exchange	2,570	(4,818)
	(321,092)	(219,149)
MOVEMENTS IN WORKING CAPITAL
(Decrease)/Increase in trade and other payables	(264,889)	183,178
Decrease/(Increase) in other receivables	5,243	(14,964)
NET CASH USED IN OPERATING ACTIVITIES	(580,738)	(50,935)
CASH FLOW FROM INVESTING ACTIVITIES
Payments for exploration and evaluation	(389,050)	(208,961)
NET CASH USED IN INVESTING ACTIVITIES	(389,050)	(208,961)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of equity shares	1,015,179	215,000
Share issue costs	(59,506)	-
NET CASH FROM FINANCING ACTIVITIES	955,673	215,000
NET DECREASE IN CASH AND CASH EQUIVALENTS	(14,115)	(44,896)
Cash and cash equivalents at beginning
of financial year	122,716	162,794
Effect of exchange rate changes on cash held in foreign currencies	(2,570)	4,818
Cash and cash equivalents at end
of financial year	106,031	122,716

Notes:

1.    Accounting Policies

There were no changes in accounting policies from those used to prepare the Group's Annual Report for financial year ended 31 December 2017.  The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union.

2.    Change of Name

At an Extraordinary General Meeting held on 12 March 2019, the shareholders approved the change of name of the company from Connemara Mining Company plc to Arkle Resources plc.

3.    Loss per Share                                                                                                                                 

	2018	2017
	€	€
Loss per share - Basic and Diluted	(0.31c)	(0.27c)

Basic loss per share

The earnings and weighted average number of ordinary shares used in the calculation of basic loss per share are as follows:

	2018	2017
	€	€
Loss for the year attributable to equity holders of the parent	(337,306)	(214,331)
	2017	2016
	No.	No.
Weighted average number of ordinary shares for the
purpose of basic earnings per share	109,774,178	80,186,016

Basic and diluted loss per share is the same as the effect of the outstanding share options and warrants is anti-dilutive.

4.    Going Concern

The Group incurred a loss for the financial year of €337,306 (2017: €214,331) and had net current liabilities of €7,493 (2017: €473,986) at the balance sheet date leading to concern about the Group's and Company's ability to continue as a going concern.

The Group had a cash balance of €106,031 (2017: €122,716) at the balance sheet date.  Cash flow projections prepared by the directors indicate that the funds available are sufficient to meet the obligations of the group for a period of at least 12 months from the date of approval of these financial statements.

On 5 March 2019, the Group raised £230,000 from the issue of shares and warrants.  Further details are outlined in note 8 below.

Accordingly, the directors are satisfied that it is appropriate to continue to prepare the financial statements of the Group and Company on the going concern basis as there will be sufficient funds in place to continue operations for the foreseeable future.  The financial statements do not include any adjustment to the carrying amount, or classification of assets and liabilities, if the Group or Company was unable to continue as a going concern.

5.    Intangible Assets

Exploration and Evaluation:	2018	2017
	€	€
Cost:
At 1 January	2,911,618	2,698,314
Additions	402,694	213,304
At 31 December	3,314,312	2,911,618
Carrying amount:
At 31 December	3,314,312	2,911,618

In 2012 the Group entered into an agreement with Teck Ireland Limited ("Teck"), a subsidiary of Teck Resources Limited, which gives Teck the option of earning a 75% interest in licences held by the Group in Cavan/Meath. Teck have to spend €1.35 million on the licences by 2018 in order to earn the option to acquire 75% interest. As per the agreement the licences have been transferred into a new company, Oldcastle Zinc Limited. As at 31 December 2018 Teck had completed €1,460,797 worth of expenditure. As per the agreement upon Teck completing €550,000 worth of expenditure 343,500 ordinary shares in Oldcastle Zinc Limited were to be issued to Teck. The shares were issued on 20 February 2015 giving Teck a 51% interest in the company. On completion of a further €400,000 worth of expenditure 269,360 ordinary shares in Oldcastle Zinc Limited were to be issued to Teck. The shares were issued on 22 December 2018 giving Teck a total 65% interest in the company. 377,140 shares are due to be issued to Teck to give a total of 75% in the company.

In 2007 the Group entered into an agreement with Teck Cominco which gave Teck Cominco the option to earn a 75% interest in a number of other licences held by the Group. Teck Cominco had to spend CAD$3m to earn the interest. During 2012 the relevant licences were transferred to a new company, TILZ Minerals Limited, which at 31 December 2018 was owned 23.44% (2017: 23.44%) by Limerick Zinc Limited and 76.56% (2017: 76.56%) by Group Eleven Resources Corp.

On 13 September 2017 the board of Arkle Resources plc were informed that Group Eleven Resources Corp. a private company, has acquired the 76.56% interest held by Teck Ireland in TILZ Minerals. Arkle Resources plc owns the remaining 23.44%.

The Group's share of expenditure on the licences continues to be capitalised as an exploration and evaluation asset. The Group is subject to cash calls from Group Eleven Resources Corp. in respect of the financing of the ongoing exploration and evaluation of these licences. In the event that the Group decides not to meet these cash calls its interest in TILZ Minerals Limited may be diluted accordingly.

The realisation of the intangible assets is dependent on the discovery and successful development of economic reserves which is subject to a number of risks as outlined below:

The Group's exploration activities are subject to a number of significant and potential risks including:

               - uncertainties over development and operational risks;

               - compliance with licence obligations;

               - liquidity risks; and

               - going concern risks;

Should this prove unsuccessful the value included in the balance sheet would be written off to the statement of comprehensive income.

The directors are aware that by its nature there is an inherent uncertainty in such exploration and evaluation expenditure as to the value of the asset. Having reviewed the carrying value of exploration and evaluation of assets at 31 December 2018, the directors are satisfied that the value of the intangible asset is not less than carrying value.

On 19 October 2017 the Company announced the acquisition of 100% of Hendrick Resources (Ireland) Limited.  Arkle acquired 100% control of twelve existing HRI prospecting licences in Ireland for a royalty agreement comprising a 2 per cent. Net Smelter Return on future production.  In addition, the five Arkle Resources PLC prospecting licences in joint venture with HRI have been returned to Arkle resources PLC. Though the primary focus is gold, lithium pegmatite targets are being developed adjacent to the western margin of the block and Arkle Resources PLC is reviewing potential targets within the expanded block.

The realisation of the intangible assets is dependent on the discovery and successful development of economic reserves which is subject to a number of risks as outlined below:

The Group's exploration activities are subject to a number of significant and potential risks including:

               - uncertainties over development and operational risks;

               - compliance with licence obligations;

               - liquidity risks; and

               - going concern risks;

Should this prove unsuccessful the value included in the balance sheet would be written off to the statement of comprehensive income.

The directors are aware that by its nature there is an inherent uncertainty in such exploration and evaluation expenditure as to the value of the asset. Having reviewed the carrying value of exploration and evaluation of assets at 31 December 2017, the directors are satisfied that the value of the intangible asset is not less than carrying value.

Segmental Analysis

	2018	2017
	€	€
Limerick	1,537,931	1,412,861
Oldcastle	330,000	330,000
Rest of Ireland	1,446,381	1,168,757
	3,314,312	2,911,618

6.    Share Capital and Share Premium

	2017	2016
	€	€
Authorised:
200,000,000 Ordinary shares of €0.01 each	2,000,000	2,000,000

Allotted, Called-Up and Fully Paid:

		Share	Share
	Number	Capital	Premium
		€	€
At 1 January 2017	75,789,711	757,897	5,063,806
Issued during the financial year	11,627,907	116,279	98,721
At 31 December 2017	87,417,618	874,176	5,162,527
Issued during the financial year	26,493,975	264,940	973,771
31 December 2018	113,911,593	1,139,116	6,136,298

Movement is shares

On 15 August 2017, a total of 11,627,907 shares were issued at a price of 1.72p per share to provide additional working capital and fund development costs. For each share subscribed for, the investors also received one warrant to subscribe for an additional ordinary share at a price of 3.4p per share at any time until 15 August 2019.

On 26 February 2018, a total of 21,686,747 shares were issued at a price of 4.15p per share to provide additional working capital and fund development costs.  For each share subscribed for, the investors also received one warrant to subscribe for an additional ordinary share at a price of 7p per share for a period of two years.

Should the volume weighted average share price of the Company exceed 20 (twenty) pence for five consecutive trading days the Company has the right to provide a written notice to warrant holders that they have one week to exercise the 7p warrants with a further two weeks thereafter for payment.  Any then unexercised warrants could be cancelled by the Company.  This acceleration condition is entirely at the volition of the Company should the 20 pence hurdle described above be triggered.

On 26 February 2018, John Teeling and James Finn, directors of Arkle Resources Plc, had their unpaid salaries owed to them totalling £199,500 settled via the issue of 4,807,228 new ordinary shares at the placing price of 4.15p.  In addition, John Teeling and James Finn were granted 2,698,795 and 2,108,433 warrants respectively to subscribe for ordinary shares on the same terms as the placing warrants.   

7.    Share Based Payments

Equity-settled share-based payments are measured at fair value at the date of grant.

The Group plan provides for a grant price equal to the average quoted market price of the ordinary shares on the date of grant.  

OPTIONS	2018	2018	2017	2017
	Options	Weighted average	Options	Weighted average
		exercise price		exercise price
		in cent		in cent
Outstanding at beginning of
the financial year	300,000	1.45	-	-
Granted during the
financial year	2,500,000	2,375	300,000	1.45
Exercised during the
financial year	-	-	-	-
Outstanding and
exercisable at the end
of the financial year	2,800,000	2.276	300,000	1.45

On 15 August 2018 (2017: 300,000) a total of 2,500,000 options were granted to Patrick Cullen with a fair value of €40,646. These fair values were calculated using the Black-Scholes valuation model. These options vest in three tranches with 834,000 having vested on 26 February 2018, 833,000 options vested on 14 August 2018 and 833,000 vesting on 14 August 2019.  The options expire on 13 August 2024 and have exercise prices as follows:

Number of options	Exercise price
1,000,000	2p
750,000	2.5p
750,000	2.75p

The inputs into the Black-Scholes valuation model were as follows:

Weighted average share price at date of grant (in pence)	2p/2.5p/2.75p
Weighted average exercise price (in pence)	1.72p
Expected volatility	111.26%
Expected life	7 years
Risk free rate	1.3%
Expected dividends	none

Expected volatility was determined by management based on their cumulative experience of the movement in share prices over the financial year.

The terms of the options granted do not contain any market conditions within the meaning of IFRS 2.

The Group capitalised expenses of €13,644 and expensed costs of €13,644 relating to equity-settled share-based payment transactions during the financial year.

WARRANTS	2018	2018	2017	2017
	Warrants	Weighted average	Warrants	Weighted average
		exercise price		exercise price
		in pence		in pence
Outstanding at beginning of
the financial year	31,637,907	4.41	20,010,000	5
Granted during the
financial year	27,803,312	7	11,627,907	3.4
Expired during the
financial year	(20,010,000)	5	-	-
Outstanding and
exercisable at the end
of the financial year	39,431,219	5.90	31,637,907	4.41

On 15 August 2017, a total of 11,627,907 shares were issued at a price of 1.72p per share. As part of the placing, for each share subscribed for, the investors also received one warrant to subscribe for an additional ordinary share at a price of 3.4p per share at any time until 15 August 2019.

On 26 February 2018, a total of 26,493,975 shares were issued at a price of 4.15p per share. As part of the placing, for each share subscribed for, the investors also received one warrant to subscribe for an additional ordinary share at a price of 7p per share at any time until 8 March 2020. The fair value of those warrants are immaterial as at 31 December 2018.

On 26 February 2018, a total of 1,059,337 warrants with an exercise price of 7p were issued to the broker First Equity Limited for work done on the above placing.

On 20 July 2018, a total of 250,000 warrants with an exercise price of 7p were issued to the broker First Equity Limited for services provided.

Warrants which have been issued for services rendered are considered share based payments and not a liability at FVTPL.

On 26 May 2018, a total of 20,010,000 warrants at a price of 5p per warrant expired.

The fair values of the warrants have been calculated using the Black-Scholes valuation model.

The inputs into the Black-Scholes valuation model were as follows:

Grant 26 February 2018

Weighted average share price at date of grant (in pence)	4.15p
Weighted average exercise price (in pence)	7p
Expected volatility	111.26%
Expected life	2 years
Risk free rate	1.3%
Expected dividends	none

Expected volatility was determined by management based on their cumulative experience of the movement in share prices over the financial year.

8.    Post Balance Sheet Events

On 5 March 2019 the company announced that it has raised £230,000 from directors and existing shareholders, by way of a placing of 18,400,000 new ordinary shares at a price of 1.25p per ordinary share.  For each new share subscribed, the investor will be entitled to one warrant to subscribe for an additional ordinary share at a price of 1.8p per share at any time before 11 September 2020.

9.    Annual General Meeting

The Company's Annual General Meeting will be held at 12:30 pm on 24 July 2019 in the Gresham Hotel, 23 O'Connell Street Upper, Dublin D01 C3W7.

General Information

The financial information set out above does not constitute the Company's financial statements for the year ended 31 December 2018.  The financial information for 2017 is derived from the financial statements for 2017 which have been delivered to the Companies Registration Office.  The auditors have reported on 2017 statements; their report was unqualified with an emphasis of matter in respect of considering the adequacy of the disclosures made in the financial statements concerning the valuation of intangible assets, investment in subsidiaries and amounts due by group undertakings.  The financial statements for 2018 will be delivered to the Companies Registration Office.

A copy of the Company's Annual Report and Accounts for 2018 will be mailed to all shareholders shortly and will also be available for collection from the Company's registered office, 162 Clontarf Road, Dublin 3, Ireland.  The annual report will shortly be available for viewing at Arkle's website at www.arkleresources.com

 

END

 

 

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