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REG - Citius Resources PLC - Half-year Report

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RNS Number : 9331H  Citius Resources PLC  29 November 2022

 

Date: 29 November 2022

 

Citius Resources Plc

("Citius" or the "company")

 

 

Interim Financial Statements

for the six month period ended 31 October 2022

 

The Company is pleased to announce its Interim Results for the six-month
period to 31 October 2022.

For further information please contact

 Citius Resources Plc           Tavira Securities Limited

 Cameron Pearce (Director)      Jonathan Evans

 www.Citiusresources.co.uk      Tel: +44(0)20 7330 1833

 Tel: +44 (0)1624 681 250       Jonathan.evans@tavirasecurities.com

 info@citiusresources.co.uk
 Shard Capital Partners

 Damon  Health

 Tel: +44(0)20 7186 9927

 Damon.heath@shardcapital.com

 

Interim  Management Report

Dear shareholder,

 

I am pleased to present the interim report and accounts for the six-month
period to 31 October 2022 for Citius Resources Plc.

 

The Company was formed for the purpose of acquiring a natural resources asset,
in June 2022 the Company agreed terms with the vendors of AUC Mining (U)
Limited the holder of the Kamalenge Gold Project (the "Acquisition") which is
in the Mubende Gold District in Uganda. The Company is now well progressed in
its due diligence and is nearing completion of the transaction. The Kamalenge
Gold Project is a highly exciting project given the exploration work to date
and indications that it may host a high-grade gold project with the potential
for near term production.

 

The Company is now well positioned to complete the Acquisition which would
constitute a Reverse Take Over under the Listing Rules and accordingly, the
company would apply for re-admission of its shares to the Official List and
the Main Market of the London Stock Exchange.

 

I would like to thank the board and advisory team for all their hard work over
the past six months and we look forward to further updating shareholders and
the market in due course.

 

Cameron Pearce

Chief Executive Officer

Responsibility Statement of the Directors' in respect of the Interim Report

The Directors are responsible for preparing the Interim Financial Statements
in accordance with applicable law and regulations. In addition, the Directors
have elected to prepare the Interim Financial Statements in accordance with
International Financial Reporting Standards ("IFRSs"), as adopted by the
United Kingdom ("UK").

 

The Interim Financial Statements are required to give a true and fair view of
the state of affairs of the Group and of the profit or loss of the Group for
that period.

In preparing these Interim Financial Statements, the Directors are required
to:

·    select suitable accounting policies and then apply them consistently;

·    present information and make judgements that are reasonable, prudent
and provides relevant, comparable and understandable information;

·    provide additional disclosures when compliance with the specific
requirements in IFRS is insufficient to enable users to understand the impact
of particular transactions, other events and conditions on the entity's
financial position and financial performance; and

·    make an assessment of the Group's ability to continue as a going
concern.

The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Group's transactions and disclose with
reasonable accuracy at any time its financial position of the Group to enable
them to ensure that the financial statements comply with the requirements of
the Companies Act 2006. They have general responsibility for taking such steps
as are reasonably open to them to safeguard the assets of the Group and to
prevent and detect fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the
corporate and Interim Financial Statements.  Legislation governing the
preparation and dissemination of Interim Financial Statements may differ from
one jurisdiction to another.

We confirm that to the best of our knowledge:

·      the Interim Financial Statements, prepared in accordance with
International Financial Reporting Standards as adopted by the UK, give a true
and fair view of the assets, liabilities, financial position and profit or
loss of the Group for the period;

·      the Director's report includes a fair review of the development
and performance of the business and the position of the group, together with a
description of the principal risks and uncertainties that they face; and

·      the annual report and financial statements, taken as a whole, are
fair, balanced and understandable and provide the information necessary for
shareholders to assess the group's performance, business model and strategy.

Statement of Comprehensive Income for the year end ended 31 October 2022
                                                  6 months ended 31 October 2022  6 months ended 31 October 2021  12 months ended

                                                                                                                  30 April 2022
                                                  (Unaudited)                     (Unaudited)                     (Audit)
                                           Notes  GBP                             GBP                             GBP

 Administrative fees and other expenses    5      (139,526)                       (147,170)                       (259,964)
 Operating loss                                   (136,526)                       (147,170)                       (259,964)

 Finance costs                                    -                               -                               -
 Loss before tax                                  (136,526)                       (147,170)                       (259,694)

 Income tax                                       -                               -                               -

 Total comprehensive loss for the period          (136,526)                       (147,170)                       (259,694)

 Basic and diluted loss per share (pence)  6      (0.44)                          (0.46)                          (0,69)

 

There was no other comprehensive income for the period ended on 31 October
2022.

Statement of Financial Position as at 31 October 2022

                                                 Note  As at             As at             As at

                                                       31 October 2022   31 October 2021   30 April

                                                                                           2022
                                                       (Unaudited)       (Unaudited)       (Audit)
                                                       GBP               GBP               GBP
 Current assets
 Cash and cash equivalents                             345,886           807,582           757,103
 Other receivables                                     314,411           37,200            20,075
 Total current assets                                  660,297           844,782           777,178

 Current liabilities
 Creditors: Amounts falling due within one year        62,660            21,352            40,015
 Total current liabilities                             62,660            21,352            40,015

 Net assets                                            597,637           823,430           737,163

 Equity
 Share capital                                   6     216,250           216,250           216,250
 Share premium                                         921,797           895,540           921,797
 Warrant reserves                                      17,422            17,422            17,422
 Retained earnings                                     (557,832)         (305,782)         (418,306)
 Total equity                                          597,637           823,430           737,163

 

Statement of Changes in Equity for the six month period ended 31 October 2022

 

                                          Share     Share premium  Warrants reserves  Retained earnings  Total equity

                                          capital
                                          GBP       GBP            GBP                GBP                GBP
 Balance as at 30 April 2021              91,667    208,333        -                  (158,612)          141,388

 Loss for the period                      -         -              -                  (147,170)          (147,170)
 Total comprehensive loss                 -         -              -                  (147,170)          (147,170)

 Contributions from equity holders
 New shares issued (note 7)               124,583   785,417        -                  -                  910,000
 Share issue costs                        -         (98,210)       -                  -                  (98,210)
 Share base payments                      -         -              17,422             -                  17,422
 Total contributions from equity holders  124,583   687,207        17,422             -                  829,212

 Balance as at 31 October 2021            216,250   895,540        17,422             (305,782)          823,430

 Loss for the period                      -         -              -                  (112,524)          (112,524)
 Total comprehensive loss                 -         -              -                  (112,524)          (112,524)

 Contributions from equity holders
 New shares issued (note 7)               -         26,257         -                  -                  26,257
 Total contributions from equity holders  -         26,257         -                  -                  26,527

 Balance as at 30 April 2022              216,250   921,797        17,422             (418,306)          737,163

 Loss for the period                      -         -              -                  (139,526)          (139,526)
 Total comprehensive loss                 -         -              -                  (139,526)          (139,526)

 Balance as at 31 October 2022            216,250   921,797        17,422             (557,832)          597,637

 

Statement of Cash Flows for the six month period ended 31 October 2022

 

                                                         Notes  As at 31 October 2022  As at 31 October 2021  As at 30 April 2022
                                                                (Unaudited)            (Unaudited)            (Audited)
                                                                GBP                    GBP                    GBP
 Operating activities
 Loss after tax                                                 (139,526)              (147,170)              (259,694)
 Share issue/warrant costs                                      -                      17,422                 17,422
 Changes in working capital
 Increase in trade and other receivables                        (294,336)              (19,200)               (2,075)
 (Decrease)/increase in trade and other payables                22,645                 (223,148)              10,015
 Net cash flows (utilised by) from operating activities         (411,217)              (372,096)              (234,332)

 Financing activities
 Shares issued (net of issue costs)                             -                      811,790                623,547
 Net cash flows from financing activities                       -                      811,790                623,547

 Increase in cash and cash equivalents                          (411,217)              439,694                389,215

 Cash and short-term deposits brought forward                   757,103                367,888                367,888

 Cash and cash equivalent at                                    345,886                807,582                757,103

 31 October

 

Notes to the Financial Statements for the six month period ended 31 October 2022
1.   General

Citius Resources Plc (the "Company") is a public limited company incorporated
and registered in England and Wales on 15 April 2020 (as Citius Resources
Limited, the name was changed to Citius Resources PLC on the 3 August 2020)
with registered company number 12557958 and its registered office situated in
England and Wales with its registered office 167-169 Great Portland Street,
Fifth Floor, London, W1W 5PF.

The Company did not trade during the period under review.

2.   Accounting Policies
Basis of preparation

The interim financial statements of Citius Resources Plc are unaudited
condensed financial statements  for the 6 month period ended 31 October 2022.

The accounting policies applied by the Company in these Interim Financial
Statements, are the same as those applied by the Company in its financial
statements and have been prepared on the basis of the accounting policies
applied for the financial year to 30 April 2022 which have been prepared in
accordance with IFRS as adopted by UK. The Company Interim Financial
Statements have been prepared using the measurement basis specified by IFRS
each type of asset, liability, income and expense.

The Company Interim Financial Statements are presented in GBP, which is the
Company's functional currency. All amounts have been rounded to the nearest
pound, unless otherwise stated.

3.   Critical accounting estimates and judgments

In preparing the Company's Interim Financial Statements, the Directors have to
make judgments on how to apply the Company's accounting policies and make
estimates about the future. The Directors do not consider there to be any
critical judgments that have been made in arriving at the amounts recognised
in the Company Interim Financial Statements.

 

Warrants

During the period the Company didn't issued its shareholders with warrants
(2022: 1,333,333). The valuation of these warrants involved making a number of
critical estimates relating the price volatility, expected life if the options
and interest rated.

 

The expenses charged to the Statement of Comprehensive Income during the year
in relation to warrants was Nil (2022: £17,422).

4.   Significant accounting policies

The accounting policies adopted are consistent with those followed in the
preparation of the annual financial statements of Citius Resources Plc, for
the year ended 30 April 2022. A copy of these financial statements is
available on the Company website at https://citiusresources.co.uk/
(https://citiusresources.co.uk/)

5.   Administrative fee and other expenses
                          6 months ended 31 October 2022  6 months ended 31 October 2021  12 months ended

                                                                                          30 April 2022
                          GBP                             GBP                             GBP
 Directors' remuneration  24,000                          24,000                          48,000
 Professional fees        90,524                          95,546                          140,259
 Audit fees               15,000                          6,000                           30,000
 Administration fees      9,000                           3,310                           12,310
 Share base payments      -                               17,422                          17,422
 Miscellaneous fees       1,002                           892                             11,703
 Total                    139,526                         147,170                         259,694

 

The company did not employ any staff during the period other than Directors.
The Directors are the only members of key management and their remuneration
related solely to short term employee benefits.

6.   Basic and diluted loss per share

The calculation of the basic and diluted loss per share is based on the
following data:

                                           6 months ended 31 October 2022  6 months ended 31 October 2021  12 months ended 30 April 2021
 Earnings
 Loss for the period (GBP)                 (139,526)                       (147,170)                       (259,694)
 Number of shares
 Weighted average number of Shares         31,692,482                      31,692,482                      37,423,744
 Basic and diluted loss per share (pence)  (0.44)                          (0.46)                          (0.69)

 

There are no potentially dilutive shares in issue.

7.   Share capital issued
                     Number of shares issued  Nominal value per share  Share capital  Share premium  Total share capital
                                              GBP                      GBP            GBP            GBP
 At 30 April 2021    18,333,334                                        91,667         208,333        300,000
 26 May 2021         8,666,665                0.005                    43,333         216,667        260,000
 25 August 2021      16,250,001               0.005                    81,250         568,750        650,000
 Share issue costs                                                     -              (97,210)       (97,210)
 At 31 October 2021  43,250,000                                        216,250        895,540        1,112,790

 At 31 October 2022  43,250,000                                        216,250        896,540        1,112,790

8.   Related party transactions

The are no related party transactions during the period except for the
Directors' remuneration, which has been disclosed in note 5.

9.   Events after the reporting date

There are no events after the reporting date.

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