Interim Results

Niger Uranium Limited 19 December 2007 For immediate release 19 December 2007 NIGER URANIUM LIMITED ('Niger Uranium' or the 'Company') Interim results for the period ended 30 September 2007 CHAIRMAN'S STATEMENT I have pleasure in presenting the first interim financial statements for Niger Uranium since its admission to AIM, a market operated by the London Stock Exchange, on 12 September 2007. The period under review covers the period from 21 May 2007 to 30 September 2007. Exploration operations commenced in Niger after the period end in November 2007 with the first phase of field work planned for the period from November 2007 to February 2008. Prospective targets have been identified and over seventeen (17) airborne uranium targets, located along structures that host existing uranium mines, have been re-assessed and prioritised. The Company will now progress with an aggressive but achievable exploration phase which will include detailed groundwork, mapping and the exploratory drilling of five priority targets. As previously set out in the Company's Admission Document, Irhazer and In Gall have returned uranium values ranging from 0.22% U3O8 to 1.0% U3O8 from five surface rock samples collected from outcrops. All analyses are being conducted by SGS Johannesburg. The drilling program will be divided into two campaigns, the first consisting of 2,500 metres of diamond drilling, planned for completion in February 2008. The second phase, of up to a further 7,500 metres, is designed to follow-up on the results of the first phase. In parallel to this drilling program, several targets will be trenched and sampled to test for mineralization, geology and structure. Grids indicating historical drill sites will be re-established and, where possible, will be tested by down-hole radiometrics Niger Uranium is well funded and debt free. The company has an experienced board of directors, a professional management team and individuals with proven mine building track records in companies such as UraMin Inc., AngloGold Ashanti and Goldfields. Niger Uranium will use its existing knowledge, mining and exploration expertise to fast track projects and the delivery of resources and results. Niger Uranium has established a sound relationship with the government of Niger and is committed to the development of the country. James Mellon Non Executive Chairman 19 December 2007 Enquires: Niger Uranium Limited Tel: + 27 11 783 5056 Ian Stalker, Executive Deputy Chairman Tel: +1 866 437 9551 Marek Kreczemer, Chief Executive Officer Beaumont Cornish Limited Tel: +44 (0) 20 7628 3396 Roland Cornish / Michael Cornish Haywood Securities (UK) Limited Tel+ 44 (0) 20 7031 8000 Karen Kay Financial Dynamics Tel +44 (0) 20 7269 7230 Edward Westropp NIGER URANIUM LTD REVIEWED INCOME STATEMENT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 GROUP Note Period 21 May to 30 September 2007 $'000 Administrative expenses (619) Share-based payments expensed 5 (2,429) ------- Loss on ordinary activities before (3,048) taxation Taxation - ------- Loss attributable to equity holders (3,048) ======= Loss per share Basic loss per share (expressed in US 3 (0.037) cents) ======= As the inclusion of the potential ordinary shares would result in a decrease in the loss per share they are considered to be antidilutive and, as such, a diluted loss per share is not included. NIGER URANIUM LTD REVIEWED BALANCE SHEET AS AT 30 SEPTEMBER 2007 GROUP Note As at 30 September 2007 $'000 Assets Non-current assets Intangible assets 7 4,826 Property, plant and equipment 6 284 ------- 5,110 Current assets Trade and other receivables 250 Cash and cash equivalents 27,718 ------- Total current assets 27,968 ------- TOTAL ASSETS 33,078 ------- Current Liabilities Trade and other payables (1,045) ------- Total Liabilities (1,045) ------- Net Assets 32,033 ======= Shareholders' equity Share capital 830 Share premium 31,811 Retained earnings (3,048) Foreign currency translation reserve 11 Share option reserve 2,429 ------- Total Equity 32,033 ======= NIGER URANIUM LTD REVIEWED CASH FLOW STATEMENT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 GROUP Period 21 May to 30 September 2007 $'000 Cash flows from operating activities Loss for the period (3,048) Increase in trade and other receivables (250) Increase in trade and other payables 1,045 Adjustments for :- 2,429 Share-based payments expensed Foreign currency translation 11 ------- Net cash from operating activities 187 ------- Cash flows from investing activities Acquisition of intangible assets (4,826) Acquisition of property, plant and equipment (284) ------- Net cash outflow from investing activities (5,110) ------- Cash flows from financing activities Proceeds from issue of share capital 34,721 Share issue costs (2,080) ------- Net cash from financing activities 32,641 ------- Net increase in cash and cash equivalents 27,718 Cash and cash equivalents at beginning of - period ------- Cash and cash equivalents at end of period 27,718 ------- NIGER URANIUM LTD REVIEWED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 GROUP Attributable to equity holders Share Share Foreign Share Retained Total capital premium currency option earnings translation reserve reserve Equity Group $' 000 $' 000 $' 000 $' 000 $' 000 $' 000 Balance at 21 May 2007 - - - - - - Ordinary shares issued 830 33,891 - - - 34,721 Cost of share issue - (2,080) - - - (2,080) Loss for the period - - - - (3,048) (3,048) Share-based payment expense - - - 2,429 - 2,429 Currency translation differences - - 11 - - 11 ---------------- ------ ------- -------- ------- ------- ------- Balance at 30 September 2007 830 31,811 11 2,429 (3,048) 32,033 ---------------- ------ ------- -------- ------- ------- ------- NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 Significant Accounting Policies Niger Uranium Ltd, formerly known as UraMin Niger Ltd, was first incorporated on 21 May 2007 in the British Virgin Islands under the IBC Act. The name of the company was changed, and the change registered, in the British Virgin Islands on 7 June 2007. The consolidated condensed reviewed financial statements ('financial statements') of the Company for the period 21 May 2007 to 30 September 2007 comprise the Company and its subsidiary (together referred to as the Group). Statement of compliance The financial statements for the period ended 30 September 2007 have been prepared in accordance with the recognition and measurement requirements of International Financial Reporting Standards (IFRS) and the presentation and disclosure requirements of IAS 34 Interim Financial Reporting. The financial statements do not include all of the information or disclosures required for full annual financial statements. Basis of preparation The financial statements have been prepared on the historical cost basis, except for financial instruments which are stated at fair value , where applicable, in terms of IAS 32 - Financial Instruments: Disclosure and Presentation and IAS 39 - Financial Instruments : Recognition and Measurement. The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision only affects that period or in the period of the revision and future periods if the revision affects both current and future periods. The accounting policies have been applied consistently by Group companies and have been applied to the period represented in these consolidated financial statements. Functional and presentation currency These consolidated financial statements are presented in US Dollars, which is the Company's functional currency. All financial information presented in US Dollars has been rounded to the nearest thousand. Basis of consolidation Subsidiaries are entities controlled by the Group. Control exists when the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences to the date that control ceases. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 Foreign currency translations Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the date of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. Foreign currency differences arising on retranslation are recognised in profit or loss. Foreign operations The assets and liabilities of foreign operations are translated to US Dollars at exchange rates at the reporting date. The income and expenses of foreign operations are translated to US Dollars at exchange rates at the dates of the transactions. Foreign currency differences are recognised directly in equity in the foreign currency translation reserve.. Financial instruments Non-derivative financial instruments comprise trade and other receivables, cash and cash equivalents and trade and other payables. The Group's financial assets consist of cash balances and trade and other receivables. Trade and other receivables are measured initially at fair value and subsequently at amortised cost. All are non-derivative assets. The Group's financial liabilities consist of trade and other payables. The trade and other payables are measured initially at fair value and subsequently at amortised cost. All are non-derivative liabilities. There is no material difference between the carrying value and fair value of the Group's asset and liability balances. Share-based payment expense Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the income statement over the vesting period with a corresponding increase in equity. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether the market vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition. Property, plant and equipment Property, plant and equipment, is stated at cost less any accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition cost of the asset. Depreciation is charged to the income statement to each asset over its expected useful life on a straight-line basis at the following annual rates: Office equipment, furniture and fittings 20% Plant, equipment and motor vehicles 33% NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 Intangible assets Mining development licences are classified as intangible assets. Intangible assets are recorded at cost less amortisation and accumulated impairment losses. Mining development licences for the exploration of natural resources are amortised on a straight line basis over the period of the licence following the commencement of production. Impairment The carrying amounts of the Group's assets are reviewed at each balance sheet date and, if there is any indication that an asset may be impaired, its recoverable amount is estimated. The recoverable amount is the higher of its net selling price and its value in use. Impairment tests are also carried out in respect of intangible assets that are not yet available for use, goodwill and intangible assets with an indefinite useful life. Estimates on impairment are limited to discount rate used on net present value calculations. Sensitivities to the discount rate are considered and any realistic changes to the discount rate have been found not to lead to an impairment of the assets. Any impairment loss arising from the review is charged to the income statement whenever the carrying amount of the asset exceeds its recoverable amount. With the exception of goodwill, any previously recognised impairment loss is reversed if the recoverable amount increases as a result of a change in the estimates used to determine the recoverable amount but only to the extent that the revised carrying amount does not exceed the carrying amount that would have been determined (net of depreciation) had no impairment loss been recognised in prior years. Deferred taxation Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the tax computations, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case it is also dealt with in equity. Deferred tax is not recognised on: • the initial recognition of goodwill; or • the initial recognition of goodwill of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits; or • on differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future recognition of goodwill. Earnings per share The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise convertible notes and share options granted to directors and employees. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 1 Review of results KPMG Inc., the company's independent auditor, has reviewed the interim financial statements contained in this interim report and has expressed an unmodified conclusion on the interim financial statements. Their review report is available for inspection at the company's registered office. 2 General Issue of shares for cash or other considerations - Listing on AIM Niger Uranium Limited concluded its successful listing on 'AIM' on 12 September 2007 issuing 19.09 million new Ordinary Shares at British Pounds 0.50 per share in a general issue of shares for cash on the listing, raising British Pounds 9.545 Million. 3 Loss per share The calculation of earnings per share is based on the loss after taxation divided by the weighted average number of share in issue during the period: Period ended 30 September 2007 Net loss after taxation ($'000) (3,048) Weighted average number of ordinary shares used in calculating basic earnings per share (million) 83.0 Basic loss per share (expressed in US cents) (0.037) As the inclusion of the potential ordinary shares would result in a decrease in the loss per share they are considered to be antidilutive and, as such, a diluted loss per share is not included. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 4 Share capital Total share and warrant options in issue During the period ended 30 September 2007, 2,602,400 share options and 1,395,400 warrant options were issued. As at 30 September 2007 the options in issue were; Exercise Price Expiry Date Options in Issue Share options £0.50 11 September 2012 2,602,400 --------------- ------------ ------------ ------------ Total share options 2,602,400 --------------- ------------ ------------ ------------ Warrant options £0.50 11 September 2009 1,145,400 Warrant options £0.50 11 September 2010 250,000 --------------- ------------ ------------ ------------ Total warrant options 1,395,400 --------------- ------------ ------------ ------------ No options lapsed or were cancelled and no options were exercised during the period to 30 September 2007. 5 Share based payments Under IFRS 2 Share Based Payments, the Company determines the fair value of options issued to Directors and Employees as remuneration and recognises the amount as an expense in the income statement with a corresponding increase in equity. The Remuneration Committee is responsible for the granting of options at its discretion. Name Date Date Vested Number Exercise Expiry Date Fair Value Granted Price at Grant (British Date Pounds) (British Pounds) Marek 12 Sept 12 Sept 2007 1,037,400 0.50 11 Sept 2012 0.3307 Kreczmer 2007 John Stalker 12 Sept 12 Sept 2007 480,000 0.50 11 Sept 2012 0.3307 2007 Neil Herbert 12 Sept 12 Sept 2007 435,000 0.50 11 Sept 2012 0.3307 2007 John Sanders 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307 2007 John Lynch 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307 2007 Wayne Beach 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307 2007 James Mellon 12 Sept 12 Sept 2007 350,000 0.50 11 Sept 2012 0.3307 2007 ---------- --------- --------- -------- ------- ---------- -------- Totals 2,602,400 NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 5 Share based payments (continued) As at the 30 September 2007, the following warrant options of no par value ordinary shares in the Company in respect of capital raising had been granted but not exercised. Name Date Granted Date Vested Number Exercise Expiry Date Fair Value Price at Grant (British Date Pounds) (British Pounds) Regent Resources 12 Sept 2007 12 Sept 544,065 0.50 11 Sept 2009 0.2255 2007 Haywood Securities 12 Sept 2007 12 Sept 601,335 0.50 11 Sept 2009 0.2255 2007 Beaumont Cornish 12 Sept 2007 12 Sept 250,000 0.50 11 Sept 2010 0.2683 2007 ---------- --------- --------- -------- ------- ---------- -------- Totals 1,395,400 ---------- --------- --------- -------- ------- ---------- -------- The fair value of the options vested during the period ended 30 September 2007 is calculated at US Dollars 2.429 million. The assessed fair value at grant date is determined using the Black-Scholes Model that takes into account the exercise price, the term of the option, the share price at grant date, the expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option. The following table lists the inputs to the models used for the period ended 30 September 2007: Expected volatility (%) 65.00 Risk-free interest rate (%) 4.77 Share price at grant rate (£) 0.50 6 Property, plant and equipment Plant and Motor Furniture and equipment Vehicles fittings Total $'000 $'000 $'000 $'000 Group Balance at 21 May 2007 - - - - Additions 152 77 55 284 Balance at 30 September 2007 152 77 55 284 NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 6 Property, plant and equipment (continued) Included in property, plant and equipment are assets purchased to the value of US Dollars 230,185 as per the Asset Purchase Agreement (refer to Note 10). Due to the late dates at which all property, plant and equipment was acquired, no depreciation has been charged against the assets up to 30 September 2007. Any depreciation which might have been chargeable in not considered to be material. 7 Intangible assets Total $'000 Group Balance at 21 May 2007 - Acquisition of Northwestern licences 4,706 Transfer of UraMin licences 120 Balance at 30 September 2007 4,826 Under the July 17 2007 Asset Purchase Agreement (refer to Note 10), the Group acquired two (2) Licences from Northwestern Mineral Ventures Inc. to the value of US Dollars 4,705,313. According to the same agreement, UraMin transferred six (6) licences to the Group for which no consideration was paid. Management subsequently placed a fair value of US Dollars 20,000 on each licence. 8 Deferred taxation A deferred tax asset has not been provided because it is not probable that future taxable profit will be available against which the group can utilise benefits therefrom. 9 Related party disclosure At 30 September 2007, NWT Uranium Inc (formerly Northwestern Mineral Ventures Inc.) held 31,955,000 (38.5%) of the shares of Niger Uranium Limited. NWT Uranium Inc and UraMin Inc were parties to the original formation and incorporation of the Company in May 2007 and, under agreement, it was agreed that NWT Uranium Inc would be re-imbursed for all expenses incurred by them until the Company was able to fund all expenses directly. At 30 September 2007, an accrual of US Dollars 477,763 was made in respect of expenses incurred by NWT Uranium Inc. on behalf of the Group. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 9 Related party disclosure (continued) Transactions with key management personnel During the period to 30 September 2007, 2,602,400 share options had been issued to directors and employees and none had been exercised. The options were granted under recommendation of the Remuneration Committee and were granted at an exercise price of £0.50 each (refer to Note 5). 10 Asset Purchase Agreement On July 17, an Asset Purchase Agreement was signed between the Company and Northwestern Mineral Ventures Inc. and UraMin Inc. Under the agreement, UraMin agreed to pay US Dollars 15 million and to transfer its six (6) mining development licences in Niger to the Company, in exchange for the issuance of shares in the Company such that UraMin Inc. would own 50% of the issued shares in the Company, on a fully diluted basis. Under the agreement, Northwestern Mineral Ventures Inc. agreed to transfer both its (2) mining development licences and its mining assets in Niger to the Company. These transfers were made in exchange for the issuance of shares in the Company plus Canadian Dollars 4.8 million (US Dollars 4.616 million)such that Northwestern Mineral Ventures Inc. would own 50% of the issued shares in the Company, on a fully diluted basis. The par value of the shares issued is US Dollars 319,550, A value of US Dollars 230,185 was placed on the mining assets with the remaining balance of US Dollars 4,705,313 attributed to the value of the mining licences. 11 Other information The financial information in this statement does not constitute statutory accounts within the meaning of section 240 of the Companies Act 1985. Copies of the interim results are available to download from the Group's website www.niger-uranium.com. Corporate Information Registered number 1405944 - Registered in British Virgin Islands Directors Marek Jozef Kreczmer - Chief Executive Officer Neil Lindsey Herbert - Non Executive Director John Stalker - Executive Deputy Chairman Wayne Gordon Beach - Non Executive Director John Paul Lynch - Non Executive Director James Mellon - Non Executive Chairman Registered Office Walkers Chambers P.O.Box 92 Road Town, Tortola British Virgin Islands VG 1110 Business Address 31 Impala Road Chislehurston Sandton Johannesburg South Africa Reporting KPMG Inc Accountants 85 Empire Road Parktown South Africa 2193 Solicitors Kerman & Co LLP 7 Savoy Court Strand, London WC2R 0ER United Kingdom Nominated Advisor Beaumont Cornish Limited 5th Floor, 10-12 Copthall Avenue London EC2 7DE United Kingdom Broker Haywood Securities (UK) Ltd Ryder Court 14 Ryder Street London EC2R 7DE United Kingdom Registrars Computershare Investor Services (Channel Islands) LtdPO Box 83 Ordnance House, 31 Pier Road St Helier JE4 8PW Channel Islands Principal Bankers Barclays Bank 1 Churchill Place London E14 5HP United Kingdom This information is provided by RNS The company news service from the London Stock Exchange
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