Unaudited Interim results

RNS Number : 7484Z
Katoro Gold PLC
22 September 2020
 

 

Katoro Gold Plc

(Incorporated in England and Wales)

(Registration Number: 9306219

Share code on the AIM: KAT

ISIN: GB00BSNBL022

("Katoro" or "the Company")

 

 

Unaudited Interim results for the six months ended 30 June 2020

 

 

Dated 22 September 2020

 

Katoro Gold PLC ('Katoro' or the 'Company') (AIM: KAT), the AIM listed gold and nickel exploration and development company, is pleased to announce its unaudited results for the six months ended 30 June 2020. The interim results will also shortly be available on the Company's website: https://www.katorogold.com/

 

Overview

· Entered into a binding conditional agreement to participate in a strategic gold production opportunity in South Africa, focused on the reprocessing of an existing 1.34 million ounce of gold JORC compliant tailings resource

· R eaching a final agreement with Lake Victoria Gold Limited ("LVG") for the disposal of Reef Miners Limited for a total staged cash consideration of up to US$1.0 million and a 1.5% Net Smelter Royalty

· Post period end:

raised £1.1m (gross) through an oversubscribed placing to new and existing shareholders to finance the continued development of the Company's project portfolio

exercise of option by Power Metal Resources plc to increase its ownership interest from 25% to 35% in the Haneti Nickel Project in Tanzania through the payment of £25,000

 

 

This announcement contains inside information as stipulated under the Market Abuse Regulations (EU) no. 596/2014.

 

For further information please visit www.katorogold.com or contact:

 

Louis Coetzee

Katoro Gold plc

Executive Chairman

louisc@katorogold.com

Bhavesh Patel

Andrew Thomson

RFC Ambrian Limited

+44 20 3440 6800

Nick Emerson

Sam Lomanto

SI Capital Ltd

Broker

+44 (0) 1483 413 500

Isabel de Salis

Beth Melluish

St Brides Partners Ltd

+44 (0) 20 7236 1177

 

Chairman's Statement

Significant progress has been made by the Company in a year that presented a whole new series of challenges to people and businesses alike with the world-wide COVID-19 pandemic. As Chairman I would like to thank Katoro's Directors, Management team and shareholders for their patience shown during this difficult time.

 

Despite the challenges presented by COVID-19, the Company has advanced the Haneti Polymetallic Project in Tanzania to a drill ready status with several high priority targets. Furthermore, the Company entered into a 50/50 joint venture agreement for the near term producing Blyvoor Gold Tailings Project in South Africa. On a corporate level the Company disposed of Imweru for a total staged consideration of US$1.0 million and a 1.5% Net Smelter Royalty on all future gold production from Imweru.

 

The Haneti Project is a large-scale Polymetallic project covering an area of approximately 5,000 sq. km, where the principle target zone is an 80km long ultra-mafic belt with grades from surface sampling of up to 13.6% nickel and 2.33g/t combined PGM's.

 

During this reporting period, Katoro developed plans to implement a drill programme at Haneti, focused on nickel sulphide and PGM targets at Mihanza Hill and Mwaka Hill, the two priority targets. In parallel to this activity, Katoro received approaches with a view to earn-in, joint venture or other similar structures in respect of the project, with a primary focus on the nickel sulphide potential. Discussions with our joint venture partner Power Metal Resources (LON:POW) continue with regard these approaches.

 

In early 2020 the Company entered into a strategic gold production opportunity in South Africa, focused on the reprocessing of an existing 1.34 million ounce of gold JORC compliant tailings resource. Katoro entered into a binding conditional agreement to form a 50/50 unincorporated joint venture to advance the project to near term production. During the period, Katoro and its joint venture partners made tremendous progress in advancing the project including the appointment of Graham Briggs as JV Manager, delivering exceptional improved economics via a new scoping study and attracting a significant number of expressions of interest to finance the project. With the high level of finance interest shown, Katoro and its joint venture partners worked diligently to assess each of the expressions of interest shown.

 

Post reporting period, the Company has continued to make significant progress on all aspects of the business. The company raised £1.1M in an oversubscribed placing which has put the company in a solid financial footing for the foreseeable future. With a pending drill programme at Haneti and Blyvoor advancing rapidly to financial close, the remainder of 2020 is looking to be a news rich period for all shareholders.

 

Louis Coetzee

Executive Chairman

Unaudited Interim Results for the six months ended 30 June 2020

 

Unaudited condensed consolidated interim Statement of Comprehensive Income

For the six months ended 30 June 2020

 

 

6 months to

6 months to

12 months to

 

Note

30 June

30 June

31 December

 

 

2020

2019

2019

 

 

(Unaudited)

(Unaudited)

(Audited)

 

 

£

£

£

 

 

 

 

 

Revenue

 

-

-

-

Cost of sales

 

-

-

-

Gross Profit

 

-

-

-

Administrative expenses

 

(432,928)

(387,452)

(605,817)

Profit from disposal of subsidiary

 

815,691

-

-

Foreign exchanges gain/(loss)

 

(293)

1,245

1,649

Exploration expenditure

 

(26)

(46,974)

(102,152)

Finance costs

 

(17,701)

-

-

Operating profit/loss

 

364,743

(433,181)

(706,320)

Investment and Other Income

 

-

-

37,661

Profit/(loss) before Tax

 

364,743

(433,181)

(668,659)

Tax

 

-

-

-

Profit/(loss) for the period

 

364,743

(433,181)

(668,659)

 

 

 

 

 

Other comprehensive Income/(loss):

 

 

 

 

Exchange differences on translating of foreign operations

 

(7,789)

1,746

4,582

Total Comprehensive Income/(loss)

 

356,954

(431,435)

(664,077)

Profit/(loss) for the period
Attributable to owners of the parent

Attributable to non-controlling interest

 

364,743

364,743

-

(433,181)

(433,181)

-

(668,659)

(661,902)

(6,757)

 

 

 

 

 

Total comprehensive Income/(loss)

Attributable to owners of the parent

Attributable to non-controlling interest

 

356,954

356,954

-

(431,435)

(431,435)

-

(664,077)

(658,465)

(5,612)

 

 

 

 

 

Earnings/(loss) Profit per share

 

 

 

 

Basic and diluted Earnings/(loss) per share (pence)

3

0.17

(0.28)

(0.39)

 

 

 

 

 

 

 

 

 

 

 

Unaudited condensed consolidated interim Statement of Financial Position

As at 30 June 2020

 

 

 

As at

As at

As at

 

 

30 June

30 June

31 December

 

Note

2020

2019

2019

 

 

(Unaudited)

(Unaudited)

(Audited)

 

 

£

£

£

Assets

 

 

 

 

Non-current assets

 

 

 

 

Intangible assets 

 

209,500

209,500

209,500

Other financial assets

11

405,700

-

-

Investments

 

37,661

-

37,661

 

 

652,861

209,500

247,161

 

 

 

 

 

Current assets

 

 

 

 

Cash and cash equivalents

 

61,769

179,896

27,972

Other receivables

 

13,020

-

13,017

Other financial assets

11

1,159,200

-

-

Assets classified as held for sale

 

-

-

6,966

Total current assets

 

1,233,989

179,896

47,955

 

 

 

 

 

Total Assets

 

1,886,850

389,396

295,116

 

 

 

 

 

Equity

 

 

 

 

Called up share capital

5

2,503,650

1,679,625

1,795,555

Share premium

 

2,505,634

2,211,950

2,216,729

Capital contribution reserve

 

10,528

10,528

10,528

Translation reserve

 

(459,039)

(454,086)

(451,250)

Merger reserve

 

1,271,715

1,271,715

1,271,715

Warrant and share-based payment reserve

 

141,055

182,728

105,467

Retained deficit

 

(4,439,559)

(4,576,189)

(4,804,302)

Reserves attributable to owners

 

1,533,984

326,271

144,442

Minority interest

 

33,272

40,637

33,272

Total Equity

 

1,567,256

366,908

177,714

 

 

 

 

 

Liabilities

 

 

 

 

Current liabilities

 

 

 

 

Trade and other payables 

2

236,704

22,488

106,145

Other financial liabilities

 

82,890

-

11,257

Total current liabilities

 

319,594

22,488

117,402

 

 

 

 

 

Total Equity and Liabilities

 

1,886,850

389,396

295,116

 

 

 

 

 

Unaudited Condensed Consolidated Statement of Changes in Equity

 

 

Share

Capital

Share

Premium

Warrant reserve and share based payment reserve

Merger Reserve

Capital

Contribution Reserve

Foreign currency translation reserve

Retained deficit

Minority interest

Total

 

£

£

£

£

  £

 

 

 

£

Balance at 31 December 2019 (audited)

1,795,555

2,216,729

105,467

1,271,715

10,528

(451,250)

(4,804,302)

33,272

177,714

Loss for the period

-

-

-

-

-

-

364,743

-

364,743

Other comprehensive loss - exchange differences

-

-

-

-

-

(7,789)

-

-

(7,789)

Proceeds of share issue of share capital

708,095

288,905

-

-

-

-

-

-

997,000

Issue of share options and share warrants

-

-

35,588

-

-

-

-

-

35,588

Balance as at 30 June 2020

(unaudited)

2,503,650

2,505,634

141,055

1,271,715

10,528

(459,039)

(4,439,559)

33,272

1,567,256

 

 

 

 

 

 

 

 

 

 

Balance at 1 January 2019 (audited)

1,494,478

2,186,406

41,808

1,271,715

10,528

(455,832)

(4,102,371)

-

446,732

Loss for the period

-

-

-

-

-

-

(433,181)

-

(433,181)

Other comprehensive income - exchange differences

-

-

-

-

-

1,747

-

-

1,747

Proceeds of share issue of share capital

185,147

25,544

-

-

-

-

-

-

210,691

Issue of share options and share warrants

-

-

140,920

-

-

-

-

-

140,920

Sale of interest in a subsidiary

-

-

-

-

-

-

(40,637)

40,637

-

Balance at 30 June 2019 (unaudited)

1,679,625

2,211,950

182,728

1,271,715

10,528

(454,085)

(4,576,189)

40,637

366,909

 

 

 

 

 

 

 

 

 

 

Balance at 1 January 2019 (audited)

1,494,478

2,186,406

41,808

1,271,715

10,528

(455,832)

(4,102,371)

-

446,732

Loss for the period

-

-

-

-

-

-

(661,902)

(6,757)

(668,659)

Other comprehensive loss - exchange differences

-

-

-

-

-

4,582

-

-

4,582

Issue of share capital

301,077

30,323

-

-

-

-

-

-

331,400

Issue of share warrants and options

-

-

63,659

-

-

-

-

-

63,659

Disposal of interest in subsidiary without losing control

 

 

 

 

 

 

(40,029)

40,029

-

Balance at 31 December 2019 (audited)

1,795,555

2,216,729

105,467

1,271,715

10,528

(451,250)

(4,804,302)

33,272

177,714

 

Unaudited condensed consolidated interim statement of cash flow

For the six months ended 30 June 2020

 

 

6 months to

6 months to

12 months to

 

30 June

30 June

31 December

 

2020

2019

2019

 

(Unaudited)

(Unaudited)

(Audited)

 

£

£

£

 

 

 

 

Profit/(loss) for the period before taxation

364,743

(433,181)

(668,659)

Adjusted for:

 

 

 

Foreign exchange (gain)/ loss

(7,789)

1,747

1,649

Costs settled in shares

-

110,691

91,597

Warrants issued for facilitation fees

35,588

71,230

-

Share based payment transactions

-

69,689

103,461

Profit on disposal of subsidiaries

(815,691)

-

-

Investment obtained for no consideration

-

-

(37,661)

Operating income before working capital changes

(423,149)

(179,824)

(509,613)

Decrease/ (Increase) in trade and other receivables

85

-

(58,097)

(Decrease)/ Increase in trade and other payables

130,561

(153,011)

(13,017)

Net cash outflows from operating activities

(292,503)

(332,835)

(580,727)

 

 

 

 

Cash flows from financing activities

 

 

 

Issue of shares (net of share issue costs)

287,000

100,000

202,934

Borrowings raised

792,800

-

-

Net cash proceeds from financing activities

1,079,800

100,000

202,934

 

 

 

 

Cash forfeited on disposal of subsidiary

(6,966)

 

 

Cash advanced to Joint Venture

(753,500)

-

-

Net cash outflow from investing activities

(760,466)

-

-

 

 

 

 

Net increase in cash and cash equivalents

26,831

(232,835)

(377,793)

Cash and cash equivalents at beginning of period

34,938

412,731

412,731

Exchange fluctuation

-

-

-

Cash and Cash equivalents at End of Period

61,769

179,896

34,938

 

 

 

Notes to the unaudited condensed consolidated interim financial statements

For the six months ended 30 June 2020

 

Note 1  General information

 

  Katoro Gold PLC ("Katoro" or the "Company") is incorporated in England & Wales as a public limited company. The Company's registered office is located at 60 Gracechurch Street, London EC3V OHR.

 

The principal activity of Katoro, through its subsidiaries (together the 'Group'), is to carry out evaluation and exploration studies within a licenced portfolio area with a view to generating commercially viable Mineral Resources, namely gold and nickel mines. In Haneti, the Group has one nickel mining project, which has mineral exploration licences currently held by Eagle Exploration Ltd.

 

The condensed interim consolidated financial statements do not represent statutory accounts within the meaning of section 435 of the Companies Act 2016.

 

The condensed interim financial information is unaudited and has been prepared on the basis of the accounting policies as set out in the audited financial statements for the period ended 31 December 2019.

 

Accounting policies applied are consistent with those of the previous financial period.

 

The seasonality or cyclicality of operations does not impact on the interim financial statements.

 

 

Going concern

 

  The Company currently generates no revenue and had net assets of £1,567,256 as at 30 June 2020.

 

  After reviewing the Group's financial projections, the directors of the Company (the "Directors") have a reasonable expectation that the Group will have adequate resources to continue in operational existence for the foreseeable future. For this reason, they adopted the going concern basis in preparing the Group Financial Information. This expectation is based on the £1.1 million oversubscribed placing raised during July 2020.

 

Note 2  Trade and other payables

 

 

 

30 June 2020

30 June 2019

31 Dec 2019

 

 

£

£

£

 

 

 

 

 

 

Trade payables

130,390

18,147

13,619

 

Cash received on unlisted placing

45,000

-

-

 

Accruals

68,280

4,341

92,526

 

 

243,670

22,488

106,145

 

Note 3  Earnings per share

 

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

 

 

 

30 June 2020

30 June 2019

31 Dec 2019

 

 

£

£

£

 

 

 

 

 

 

Profit/(loss) for the period from continuing operations

364,743

(433,181)

(661,902)

 

 

 

 

 

 

Weighted Average basic and diluted number of shares

214,713,873

154,307,631

168,054,153

 

 

 

 

 

 

Basic and diluted Earnings/(loss) per share (pence)

0.17

(0.28)

(0.39)

 

The Group presents basic and diluted EPS data on the basis that the current structure has always been in place. Therefore the number of Katoro shares in issue as at the period end has been used in the calculation. Basic Earnings/loss per share is calculated by dividing the Profit/loss for the period from continuing operations of the Group by the weighted average number of shares in issue during the period.

 

Katoro has no dilutive instruments in existence.

 

Note 4  Unauditedresults

 

These condensed consolidated interim financial results have not been audited or reviewed by the Group's auditors.

 

Note 5  Share Capital

 

The called-up and fully paid share capital of the Company is as follows:

 

 

 

30 June 2020

30 June 2019

31 Dec 2019

 

 

£

£

£

 

 

 

 

 

 

Allotted, called-up and fully paid:

2,503,650

1,679,625

1,795,555

 

 

A reconciliation of share capital is set out below:

 

 

 

Number of

Allotted, called-up and fully paid

 

 

shares

£

 

 

 

 

 

As at 1 January 2020

179,555,462

1,795,555

 

Shares issued during the period

70,809,515

708,095

 

 

 

 

 

At 30 June 2020

250,364,977

2,503,650

 

Note 6  Board of Directors

 

There were no changes to the board of directors during the interim period, or any other committee's composition.

 

Note 7    Subsequent events

 

Cash placing

The Group has raised £1.1m (gross) through a placing and subscription of 73,333,333 new ordinary shares of 1 pence each in the capital of the Company at 1.5 pence per share with new and existing shareholders.

Every two Financing Shares has an attaching warrant to subscribe for a further new Ordinary Share at an exercise price of 3 pence per warrant, with a life to expiry of 3 years from the Financing Shares admission to trading on AIM, creating 36,666,666 new warrants.

 

Non-controlling interest in Haneti Project

Power Metal Resources plc exercised their option to increase its ownership interest from 25% to 35% in the Haneti Nickel Project in Tanzania through the payment of £25,000.

 

Share Option plan

The Board has resolved to grant options ("Options") over a total of 17,300,000 new ordinary shares of £0.01 each in the capital of the Company ("Ordinary Shares") to the Board and Management of the Company. The Options are exercisable at 2.6 pence per Ordinary Share, constituting a c. 10% premium to the Company's recent closing share price on 28 August 2020. The Options have an expiry date of the seventh anniversary from the date of grant of 28 August 2020, with 50% vesting on issue and the remaining 50% vesting in one year.

 

Note 8   Commitments and contingencies

 

There are no material contingent assets or liabilities as at 30 June 2020.

 

 

Note 9  Segment report

 

Segmental disclosure per category

 

 

Mining

Corporate

Total

2019

 

 

 

Loss after tax

(172,104)

(261,077)

(433,181)

Segmental assets

286,968

102,428

389,396

Segmental liabilities

5,556

16,933

22,489

 

 

 

 

2020

 

 

 

Loss after tax

(516)

365,259

364,743

Segmental assets

218,734

1,675,082

1,893,816

Segmental liabilities

17,017

309,543

326,560

 

Segmental disclosure per geographical location

 

 

Tanzania

Cyprus

UK

Total

2019

 

 

 

 

Loss after tax

(55,525)

(116,489)

(261,167)

(433,181)

Segmental assets

52,169

25,299

102,428

179,896

Segmental liabilities

4,930

626

16,933

22,489

 

 

 

 

 

2020

 

 

 

 

Loss after tax

(516)

(138,339)

503,598

364,743

Segmental assets

218,734

1,495

1,673,587

1,893,816

Segmental liabilities

17,017

85,776

223,767

326,560

 

Note 10   Disposal of subsidiary

 

Katoro Gold PLC sold a 100% interest in Reef Miners Limited, effective from 12 June 2020, for the cash consideration receivable of $1million.

 

The following financial impact is noted:

 

Cash

(6,966)

 

Trade creditors

11,266

 

Net liabilities disposed

4,300

 

Other financial asset receivable

811,391

 

Profit on disposal

815,691

 

Note 11  Other financial assets

 

Other financial assets comprise of the following balances as at 30 June 2020:

 

 

Other financial assets - current

£

Lake Victoria Gold Limited

405,700

Blyvoor Joint Venture - Loans advanced

753,500

 

1,159,200

 

Other financial assets - non-current

 

£

Lake Victoria Gold Limited

405,700

 

405,700

 

Terms associated with the receivable from Lake Victoria Gold Limited

US$100,000 upon the satisfaction of the conditions precedent

US$100,000 upon registration of the Sale Shares in the name of LVG

US$100,000 on the date 4 months from the date of the Agreement

US$200,000 on the date 9 months from the date of the Agreement

US$500,000 upon the earlier of the commissioning of the first producing mine of LVG in the United Republic of Tanzania or the date 24 months from the date of the Agreement

Terms associated with the receivable from Blyvoor Joint Venture:

Katoro was required to provide a loan facility in aggregate of £790,000 to the joint venture to fund ongoing development work;

theloan facility will bear interest at the 12-month London Inter Bank Offered Rate, or its successor;

the loan facility will be repayable within 12 months after the last third-party creditor participating in the project financing shall have been paid or any earlier date on which the parties may agree.

 

 

**ENDS**

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