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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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