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Blenheim Natural Res (TSI)

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Monday 30 January, 2017

Blenheim Natural Res

Half-year Report

RNS Number : 4147V
Blenheim Natural Resources PLC
30 January 2017
 

 

 

30 January 2017

 

 

BLENHEIM NATURAL RESOURCES PLC

("Blenheim" or "the Company")

 

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 OCTOBER 2016

 

 

CHAIRMAN'S REPORT

 

The period covered by these results and subsequent months have seen markets generally, and the minerals market in particular, become much more buoyant, adding value to our trading portfolio and bringing new strategic investment opportunities. Three transactions by Blenheim have aroused attention, notably our agreement of an option to acquire a 30% interest in the Dieba lithium exploration project in Southern Mali and a successful conditional share placing to raise gross proceeds of £750,000, both of which have taken place since the end of the interim period in question.

 

The Company's financial results for the six months ended 31 October 2016 show a loss of £111,658 (loss of £68,621 for the six months ended 31 October 2015). Revenues of £2,929 and net realised gains of £24,512 from the disposal of financial assets at fair value through profit or loss were offset by operating costs of £116,187, which include the costs associated with maintaining the Company's AIM quotation, and net interest costs of £22,926.

 

Borrowings of £260,238 represent convertible loan notes redeemable on or before 15 April 2017. The loan notes attract an interest charge of 6% per annum and, if converted by the noteholder, can be exchanged for 1 ordinary share for every 0.65p of loan notes held. These loan notes will either be converted on 15 April 2017 or repaid from the proceeds of the conditional share placing announced on 18 January 2017. Following the Company's AGM on 27 October 2016, at which all resolutions were voted down by shareholders, the two remaining directors of the Company have worked hard to identify more high quality strategic investments, raise additional capital and find potential new directors.

 

This exercise culminated in the announcements on 18 January 2017 that the Company had been granted an option to acquire a 30 per cent interest in the Dieba lithium exploration project in Southern Mali, an area adjacent to Birimian Limited's successful Bougouni Lithium Project and had concluded a conditional placing to raise £750,000. We are currently evaluating the Dieba project further, with a view to making a final investment decision by the end of February 2017. We continue to consider potential board candidates and hope shortly to be in a position to announce a new appointment.

 

A general meeting has been called for 7 February 2017 to give the directors of the Company the authority to complete the placing and to put again to shareholders some of the resolutions originally proposed at the most recent AGM.

 

In August 2016, Blenheim was granted an option for £1 by TAM Mining, a natural resources exploration and development company which holds the exclusive rights, via its local subsidiary Westlumba Minerals Limited, to a large, highly prospective copper/gold project in the Northwest Province of Zambia. Blenheim  can exercise its option to obtain 7.5% of the fully diluted issued share capital of TAM Mining, subject to certain conditions, within 6 months of (i) TAM obtaining a NI 43-101 compliant resource statement; or (ii) from 12 months of the date of the Agreement, whichever is sooner, if the Company has used its skills and contacts to assist TAM in raising a minimum of US$5 million. TAM management reports that it expects to commence infill drilling within the next 2 months.

 

Blenheim increased its stake in IGS (International Geoscience Services) Limited ("IGS") to 30.1% in the period, with an investment to fund development of Xplore, IGS's cutting-edge knowledge-based system for picking targets from geoscientific data and maps. In January 2017, Blenheim's Non-executive Director Mark Parker took over the Chairmanship at IGS, bringing more commercial and geological experience to IGS as a public sector spin-out. At the date of this interim report, Blenheim's interest in IGS stands at 29.9%, as a result of a share issue by IGS to one of its directors for work undertaken on preparation of the business plan of IGS Xplore.

 

As an investment company, which will have significant cash resources should shareholders approve the relevant resolutions at the forthcoming general meeting, Blenheim will be well positioned to continue to take advantage of opportunities in the natural resources and agribusiness sectors. Indeed, the directors are currently considering a number of promising potential strategic investments. It remains Blenheim's policy to make investments in "good value" companies and projects in the natural resources and agribusiness sectors, by way of cash and the issue of Blenheim shares.

 

 

 

Chris Ells 

 

Chairman

30 January 2017

 

For further information please contact:

Chris Ells

Blenheim Natural Resources Plc

+44 (0) 1622 844601




Colin Aaronson/Jamie Barklem/Daniel Bush

Grant Thornton UK LLP

+44 (0) 20 7383 5100

Nick Emerson

S I Capital Ltd

+44 (0)1483 413500

Lucy Williams / Duncan Vasey

Peterhouse Corporate Finance Limited

+44 (0) 20 7469 0932

Colin Rowbury

Cornhill Capital Limited

+44 (0) 20 7710 9610

 

 

 

 

BLENHEIM NATURAL RESOURCES PLC

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED

31 OCTOBER 2016

 

STATEMENT OF COMPREHENSIVE INCOME






Six months to 31 October 2016


 Six months to 31 October 2015


 Year ended

30 April 2016

 


Notes




(unaudited)


(unaudited)


(audited)

 











 






£


£


£

 











 

Revenue





2,929


4,953


6,196

 











 

Gross profit





2,929


4,953


6,196

 











 

Administrative expenses





(116,187)


(56,542)


(175,227)

 

Impairment of available for sale financial assets





-


-


(82,345)

 

Other gains





24,512


681


51,954

 











 

Operating loss





(88,746)


(50,908)


(199,442)

 











 

Finance income





14


19


315

 

Finance costs





(22,926)


(17,732)


(35,481)

 











 

Loss before income tax





(111,658)


(68,621)


(234,588)

 











 

Income tax expense





-


-


-

 











 

Loss for the financial period





(111,658)


(68,621)


(234,588)

 











 

Items that may be reclassified subsequently to profit or loss









Other comprehensive income





-


-


-

 











 

Total comprehensive income for the period





(111,658)


(68,621)


(234,588)

 











 

Earnings per share










 

Basic EPS (pence)

3




(0.06)


(0.09)


(0.23)

 

Diluted EPS (pence)

3




(0.06)


(0.09)


(0.23)

 

 

 

 

BLENHEIM NATURAL RESOURCES PLC

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED

31 OCTOBER 2016

 

STATEMENT OF FINANCIAL POSITION

 




At 31 October 2016


At 31 October 2015


At 30 April 2016


Notes


(unaudited)


(unaudited)


(audited)




£


£


£

ASSETS








Non-current assets








Available for sale assets

4


388,714


82,345


260,463












388,714


82,345


260,463

Current assets








Financial assets at fair value through profit and loss

4


248,897


152,491


297,378

Cash and cash equivalents



110,774


124,278


207,503

Prepayments



10,751


10,588


22,490




370,422


287,357


527,371









TOTAL ASSETS



759,136


369,702


787,834









EQUITY








Share capital

5


1,350,045


1,270,045


1,350,045

Share premium

5


1,383,432


904,777


1,383,432

Shares to be issued



84,298


84,298


84,298

Merger relief reserve



417,284


417,284


417,284

Retained earnings



(2,858,520)


(2,580,895)


(2,746,862)









TOTAL EQUITY



376,539


95,509


488,197









LIABILITIES








Non-current liabilities








Borrowings



-


235,995


-












-


235,995


-

Current liabilities








Borrowings



260,238


-


245,476

Trade and other payables



122,359


38,198


54,161




382,597


38,198


299,637









TOTAL LIABILITIES



382,597


274,193


299,637









TOTAL EQUITY AND LIABILITIES



759,136


369,702


787,834

















 

 

 

BLENHEIM NATURAL RESOURCES PLC

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED

31 OCTOBER 2016

 

STATEMENT OF CASH FLOWS

 












Six months to 31 October 2016


Six months to 31 October 2015


Year ended 30 April 2016




(unaudited)


(unaudited)


(audited)












£


£


£

Cash flow from operating activities








Loss before income tax



(111,658)


(68,621)


(234,588)

Adjustments for:








-Other income



-


(3,647)


-

-Revaluation on disposal of financial assets at fair value through profit and loss



-


(681)


-

-(Gain) on disposal of financial assets at fair value through profit and loss


-


(960)


(51,954)

-Impairment of available for sale financial assets


-


-


82,345

-Share based payments



-


8,163


8,163

-Finance income



(14)


(19)


(315)

-Finance costs



22,926


17,732


35,481

-Decrease/(increase) in trade and other receivables


11,739


3,116


(8,786)

-Increase in trade and other payables


1,478


8,803


21,166

Net cash outflow from operating activities



(75,529)


(36,114)


(148,488)









Cash from investment activities








Purchase of investments of available for sale assets


(20,000)


-


(260,463)

Purchase of financial assets at fair value through profit and loss


(61,531)


(32,041)


(210,757)

Proceeds from disposal of financial assets at fair value


68,481


22,525


106,950

Dividends received


-


3,647


-

Net cash used in investing activities



(13,050)


(5,869)


(364,270)









Cash from financing activities








Proceeds from the issue of share capital



-


141,750


781,750

Share issue expenses paid



-


(7,087)


(84,832)

Interest paid



(8,164)


(8,250)


(16,518)

Interest received



14


19


32

Net cash generated from financing activities


(8,150)


126,432


680,432









Net (decrease)/increase in cash and equivalents


(96,729)


84,449


167,674









Cash and cash equivalents at beginning of period


207,503


39,829


39,829









Cash and cash equivalents at end of period



110,774


124,278


207,503









 

 

 

BLENHEIM NATURAL RESOURCES PLC

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED

31 OCTOBER 2016

 

STATEMENT OF CHANGES IN EQUITY

 



 

Share capital


 

Share premium


 

Shares to be issued


Merger  relief reserve


 

Retained

earnings


 

Total

Equity

 



£


£


£


£


£


£

 














 

Balance as at 1 May 2015


1,238,545


801,614


76,135


417,284


(2,512,274)


21,304

 

Loss in period


-


-


-


-


(68,621)


(68,621)

 

Total comprehensive income for the period


-


-


-


-


(68,621)


(68,621)

 

Issue of share capital


31,500


110,250


-


-


-


141,750

 

Issue costs


-


(7,087)


-


-


-


(7,087)

 

Share based payment


-


-


8,163


-


-


8,163

 

Total transactions with owners


31,500


103,163


8,163


-


-


142,826

 














 

Balance as at 31 October 2015


1,270,045


904,777


84,298


417,284


(2,580,895)


95,509

 







               







 














 

Balance as at 1 November 2015


1,270,045


904,777


84,298


417,284


(2,580,895)


95,509

 

Loss in period


-


-


-


-


(165,967)


(165,967)

 

Total comprehensive income for the period


-


-


-


-


(165,967)


(165,967)

 

Issue of share capital


80,000


560,000


-


-


-


640,000

 

Issue costs


-


(81,345)


-


-


-


(81,345)

 

Share based payment


-


-


-


-


-


-

 

Total transactions with owners


80,000


478,655


-


-


-


558,655

 














 

Balance as at 30 April 2016


1,350,045


1,383,432


84,298


417,284


(2,746,862)


488,197

 







               







 














 

Balance as at 1 May 2016


1,350,045


1,383,432


84,298


417,284


(2,746,862)


488,197

 

Loss in period


-


-


-


-


(111,658)


(111,658)

 

Total comprehensive income for the period


-


-


-


-


(111,658)


(111,658)

 














 

Balance as at 31 October 2016


1,350,045


1,383,432


84,298


417,284


(2,858,520)


376,539

 














 



























 

 

 

 

 

BLENHEIM NATURAL RESOURCES PLC

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED

31 OCTOBER 2016

 

NOTES TO INTERIM FINANCIAL STATEMENTS

 

1.    GENERAL INFORMATION

The principal activity of the Company is to establish strategic and portfolio investments in listed and unlisted shares, as well as in projects in the natural resources sector which encompasses the mining, oil & gas and agricultural sectors. The Company is classified as an investment entity.

 

Blenheim Natural Resources Plc is a public limited company incorporated in England and Wales under the Companies Act (registered number 02956279). The Company is domiciled in the United Kingdom and its registered address is Hyde Park House, 5 Manfred Road, London, SW15 2RS. The Company's shares are traded on the AIM market of the London Stock Exchange.

2.    BASIS OF PREPARATION

These condensed interim financial statements for the period ended 31 October 2016 have been prepared in accordance with the AIM Rules for Companies.  As permitted, the Company has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing this interim financial information. The condensed interim financial statements should be read in conjunction with the annual financial statements for the year ended 30 April 2016, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.

The interim financial information, set out above does not constitute statutory accounts as defined by Section 434 of the Companies Act 2006.  It has been prepared on a going concern basis in accordance with the recognition and measurement criteria of IFRS as adopted by the European Union.  Statutory financial statements for the year ended 30 April 2016 were approved by the Board of Directors on 28 September 2016 and delivered to the Registrar of Companies. The report of the independent auditor on those financial statements was unqualified.

The 2016 interim financial report of the Company has not been audited or reviewed by the Company's auditor, PKF Littlejohn LLP.

Going concern

The Directors, in the light of the announcement on 18 January 2017 that the Company , subject to shareholder approval, had raised £750,000 before expenses through the placing of 214,285,714 ordinary shares of 0.1 pence each in the Company at a price of 0.35 pence per share, consider that adequate financial resources exist for the Company to continue in operational existence for the foreseeable future and that, therefore, it is appropriate to adopt the going concern basis in preparing the condensed interim financial statements for the period ended 31 October 2016.

 

Risks and uncertainties

The Board continuously assesses and monitors the key risks of the business. The key risks that could affect the Company's medium term performance and the factors that mitigate those risks have not substantially changed from those set out in the Company's 2016 Annual Report and Financial Statements, a copy of which is available on the Company's website: www.blenheimnaturalresources.com.

Critical accounting estimates

The preparation of condensed interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the end of the reporting period. Significant items subject to such estimates are set out in note 3 of the 2016 Annual Report and

 

Financial Statements. The nature and amounts of such estimates have not changed during the interim period.

 

Accounting policies

The same accounting policies, presentation and methods of computation have been followed in these condensed interim financial statements as were applied in the preparation of the Company's financial statements for the year ended 30 April 2016 and are expected to continue to apply in the preparation of the Company financial statements for the year ended 30 April 2017.

Changes in accounting policy and disclosures

New and amended standards adopted by the Company

There are no IFRSs or IFRIC interpretations that are effective for the first time for the financial year commencing 1 May 2016 which would be expected to have a material impact on the Company.

3.    EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the earnings attributable to shareholders by the weighted average number of ordinary shares ("WANS") outstanding in the period. Diluted earnings per share is calculated using the weighted average number of shares adjusted to assume the conversion of all dilutive potential ordinary shares.


Six months to 31 Oct 2016

Six months to 31 Oct 2015

Year ended 30 April 2016







Earnings (£)

(111,658)

(68,621)

(234,588)


WAN (No.)

184,290,900

73,315,900

102,397,288


Basic earnings per share (pence)

(0.06)

(0.09)

(0.23)







Basic earnings per share is considered to be the same as the diluted earnings per share as any dilutive share options and warrants in issue are considered to be 'out of the money' and therefore have a nil dilutive effect.

 

4.      INVESTMENTS

Below are the additional funds the company has committed to the various classes of investments in the respective periods.




At 31 October 2016


At 31 October 2015


At 30

April

 2016




(unaudited)


(unaudited)


(audited)









Available for Sale investments



388,714


82,345


260,463

Financial assets at fair value through profit and loss


248,897


152,491


297,378

 

No impairment of the value of the Available for Sale investments has been provided for in respect to this reporting period. The fair values of all financial assets at fair value through profit and loss are based on their bid prices in an active market.

 

5.      SHARE CAPITAL

As at the end of the reporting period the issued share capital in the Company was as follows: 

 




At 31

 October 2016


At 31

 October

2015


At 30

 April

2016




(unaudited)


(unaudited)


(audited)




No.


No.


No.

Ordinary 0.1p shares



184,290,900


104,290,900


184,290,900

Deferred £49 shares



23,790


23,790


23,790









 

 

 




Number of shares


Ordinary shares


Deferred shares


Total shares


Share premium





No.


£


£


£


£














At 1 May 2015


72,790,000


72,835


1,165,710


1,238,545


801,614

Issue of shares


31,500,00


31,500


-


-


110,250

Issue costs


-


-


-


-


(7,087)

At 31 October 2015


104,290,000


104,335


1,165,710


1,270,045


904,777

At 1 November 2015


104,290,000


104,335


1,165,710


1,270,045


904,777

Issue of shares




80,000,000


80,000


-


80,000


560,000

Issue costs




-


-


-


-


(81,345)

At 31 October 2016




184,290,900


184,335


1,165,710


1,350,045


1,383,432

 

 

6.      SHARE BASED PAYMENTS

During the period the company was required to recognise an income of £8,163 in the income statement in respect to share options in issue or committed to issuing at the end of the reporting period. The table below represents the weighted average exercise price (WAEP) of and the movements in share options and warrants during the period:






31 October 2016


WAEP






No. of options and warrants


Pence









Outstanding at beginning of the period





22,500,000


0.96

Lapsed during the period





3,500,000


0.80

 

Outstanding at the end of the period





19,000,000


0.92









Exercisable at the end of the period





19,000,000


0.92









 

The fair values of the options and warrants granted have been calculated using the Black Scholes model and applying the inputs shown below:

 

Type








Options


Warrants

Grant date








03/11/15


30/10/15

Number of options/warrants








10,000,000


9,000,000

Share price at grant date








£0.0064


£0.0064

Exercise price at grant date








£0.0080


£0.0065

Risk free rate








2.75%


2.75%

Option life








3 years


3years

Expected volatility








10.8%


10.8%

Expected dividend yield








0%


0%

Fair value of options/ warrants






£0.000


£0.000

 

 

7.   POST BALANCE SHEET EVENTS

 

On 18 January 2017, the Company announced that, subject to shareholder approval, it had raised £750,000 before expenses through the placing of 214,285,714 ordinary shares of 0.1 pence each in the capital of the Company at a price of 0.35 pence per share. 

 

The net proceeds of the placing will be used by the Company to make further investments in accordance with its investing policy, including to fund the cash consideration, should the Company exercise its the option to acquire a 30 per cent interest in the Dieba exploration permit in Southern Mali, as set out in the Company's RNS dated 18 January 2017. The proceeds will also be used to provide Blenheim with general working capital and to redeem any loan notes that are not converted by noteholders by 15 April 2017..

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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