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REG - AfriTin Mining Ltd - Unaudited Interim Results 6 Months Ended 31/08/22

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RNS Number : 7474G  AfriTin Mining Ltd  17 November 2022

17 November 2022

AfriTin Mining Limited

 ("AfriTin", the "Company" or the "Group")

Unaudited Interim Results

for the six months ended August 2022

AfriTin Mining Limited (AIM: ATM), an African technology metals mining company
with a portfolio of mining and exploration assets in Namibia , is pleased to
release its unaudited interim results for the six months ended 31 August 2022
which should be read in conjunction with the Company's previous operational
results communicated on 15 September 2022.
(https://polaris.brighterir.com/public/afritin_mining/news/rns/story/ry59p7w?confirm=1
(https://polaris.brighterir.com/public/afritin_mining/news/rns/story/ry59p7w?confirm=1)
)

 

Highlights:

§ Six month production up 23% to 454 tonnes of tin concentrate (286 tonnes of
contained tin) compared to H1 2021: 368 tonnes  (227 contained);

§ Phase 1 processing plant continued to exceed targets and nameplate
capacity;

§ Revenue of £4.7 million (H1 2021: £5.1 million) impacted by the decrease
in the tin price as well as the impact of the timing of settlement adjustments
(initial prepayment versus final settlement spot prices during reporting
period);

§ Average tin price achieved before settlement adjustment for the six month
period of US$25 227/tonne (H1 2021: US$36 910/tonne);

§ Cost of sales of £5.7 million (H1 2021: £4 million) reflecting
inflationary pressures of high fuel prices and higher maintenance costs;

§ Except for higher fuel prices, aforementioned cost factors are expected to
be resolved during H2 2022;

§ Unit costs expected to improve with the achievement of higher production
volumes from the Phase 1 Expansion Project;

§ Cash and Cash Equivalents of £12.2 million as at 15 November 2022,
subsequent to the US$53.6 million proposed funding package announced in
September 2022; and,

§ Commissioning of the Uis Phase 1 Expansion Project is now complete with
production projected to ramp to more than 1 200 tpa of tin concentrate in H2
2022.

 

Chief Executive Officer's Statement

I am proud of the AfriTin operational team for once again producing an
impressive half-yearly production performance. The first half of FY2023 has
seen internal tin production targets exceeded at the Uis Mine and an
unwavering focus on bringing lithium and tantalum by-products into production
and thereby consolidating our tech-metal exposure. Our vision is to fast-track
lithium production to become the only producing lithium company on AIM.
Importantly the team aims to capitalise on what we believe is our globally
significant resource and bridge the supply gap that currently exists.

 

Financially, the group recognised revenue of £4.7 million (Sales: 268t
contained (H1 2021: 230t contained)) net of final price settlements. The
revenue was negatively impacted by the reduction in the tin prices,
specifically related to a few delayed shipments which net settled at prices
much lower than the original prepayment rate. This amounted to an adjustment
to revenue of approximately £1.4 million for which the prepayment was
recognised in H2 2021. We have since changed shipping lines to speed up the
shipping timelines and limit the time exposure for revenue recognition. The
cost of sales for the net of depreciation amounted to £4.8 million, which
equated to approximately US$ 22 219 (H1 2021: US$ 19 470) per tonne of
contained tin sold. The increase in the costs was part of the expansion
commissioning readiness phase as well as higher maintenance costs due to
unplanned stoppages. A portion of these costs are planned to be supported by
the increased production levels, whilst the maintenance costs are expected to
reduce.

 

After the end of the period under review, AfriTin negotiated a potential
Proposed Funding Package of US$53.6 million (see announcement dated 15
September 2022). Coupled with our cash resources, this package, if completed,
could accelerate the organic growth in tin operations, fund the development of
the lithium and tantalum by-product opportunities, continue the regional
drilling programme, and initiate the Feasibility Study for the Phase 2
production phase at Uis. Whilst there can be no guarantee that the total
funding package will be entered into, the Directors have every expectation
that it will be. Updates will be provided as this progresses.

 

The Proposed Funding Package has been produced using a diverse range of
funding methods, including debt, convertible notes and an equity raise with
Hamman & Partners Advisory Limited and Stifel Nicolaus Europe Ltd acting
jointly to raise US$22.8 million (c. £19.8 million), through a placing and
subscriptions, a process that successfully closed on 16 September 2022.

 

The Development Bank of Namibia (DBN) approved a conditional US$5.8 million
lending facility, previously announced on 5 July 2022, and as updated in the
Company's audited financial results, which provides another component of
AfriTin's Proposed Funding Package. Although this has been approved by the
credit committee and board of the Development Bank of Namibia, there are
certain conditions precedent that need to be adhered to, including completion
of final legal documentation. At this stage there can be no guarantee the DBN
facility will be entered into, or that any funds will be drawn down, but
AfriTin Management have every confidence that it will be. The Directors
confirm that this has now been extended such that completion is anticipated
during Q1 2023. A further update will be provided when it is entered into.

 

Furthermore, global asset management firm Orion has been proposed as a key
strategic investor for AfriTin, providing a conditional US$25 million (c.
£21.5 million) investment, via Royalty (US$12.5 million), Convertible Note
(US$10 million) and Equity Conscription (US$2.5 million), which the firm will
manage. Orion has a strong history of cultivating sustainable shareholder
value in the mining sector, as well as boasting a unique ability to identify
growth opportunities at an early stage. As such, their interest in AfriTin
provides a compelling endorsement of our current work and future endeavours.
This Orion funding package remains subject to the satisfaction of certain
conditions and approvals, including due diligence and agreeing definitive
documentation, but the Directors anticipate it will be concluded in Q1 2023.

 

From a macroeconomics perspective, we have also seen tin prices drop
drastically in recent months, although the inverse has occurred with regard to
lithium prices. This further cements the Group's strategy to accelerate and
unlock lithium and tantalum, as we continue to organically grow the operations
and move into a lower unit cost position.

 

We remain conscious of the environment and its people, and this continues to
be woven into our corporate DNA as we strive to become a significant African
multi-commodity tech-metals producer. The foundation has been laid for the
second half of the financial year to deliver on our stated strategy  and I
look forward to providing further updates.

 

Anthony Viljoen

CEO

 

 

 

 

 AfriTin Mining Limited                   +27 (11) 268 6555
 Anthony Viljoen, CEO
 Nominated Adviser                        +44 (0) 207 220 1666
 WH Ireland Limited

 Katy Mitchell
 Corporate Advisor and Joint Broker
 H&P Advisory Limited                     +44 (0) 20 7907 8500

 Andrew Chubb

 Jay Ashfield

 Stifel Nicolaus Europe Limited           +44 (0) 20 7710 7600

 Ashton Clanfield

 Callum Stewart
 Tavistock Financial PR (United Kingdom)  +44 (0) 207 920 3150
 Emily Moss

 Catherine Drummond

 Adam Baynes

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the 6 months ended 31 August 2022

                                                                     Notes  6 months ended               6 months                 12 months

                                                                            31 August 2022 (unaudited)   ended                    ended

                                                                            £                            31 August                28 February

                                                                                                         2021                     2022

                                                                                                         (unaudited)              (audited)

                                                                                                         £                        £
 Continuing operations
 Revenue                                                             5       4 726 609                            5 073 337              13 615 045
 Cost of Sales                                                       6      (5 724 376)                            (3 959 149)           (9 302 518)
 Gross Profit                                                               (997 767)                             1 114 188              4 312 527
 Administrative expenses                                             7      (2 557 296)                            (1 390 177)           (3 674 662)
 Other income                                                                -                                    -                      61 753
 Operating loss                                                             (3 555 063)                           (275 989)              699 619
 Finance income                                                              21 368                               -                      6 545
 Finance cost                                                        8      (186 874)                             (228 285)              (316 365)
 Profit/(loss) before tax                                                   (3 720 569)                            (504 274)             389 798
 Tax credit/(charge)                                                 9       888 933                              -                      (864 199)
 Loss for the period                                                        (2 831 636)                            (504 274)             (474 401)
 Other comprehensive income/(loss)
 Items that will or may be reclassified to profit or loss:
 Exchange differences on translation of share-based payment reserve          126                                  1 180                  767
 Exchange differences on translation of foreign operations                   394 000                               658 735               526 779
 Exchange differences on non-controlling interest                           5 508                                  (7 788)               (6 700)

 Total comprehensive income/(loss) for the period                           (2 432 002)                           147 853                46 445

 Profit/((loss) for the period attributable to:
 Owners of the parent                                                       (2 680 820)                            (692 252)             (815 645)
 Non-controlling interests                                                  (150 816)                              187 978               341 244
                                                                            (2 831 636)                            (504 274)             (474 401)

 Total comprehensive income/(loss) for the period attributable to:
 Owners of the parent                                                       (2 286 694)                           (32 337)               (288 098)
 Non-controlling interests                                                  (145 308)                              180 190               334 543
                                                                            (2 432 002)                           147 853                46 445

 Loss per ordinary share

 Basic and diluted loss per share (in pence)                         10     (0.25)                                (0.07)                 (0.08)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 August 2022

Company number: 63974

                                                  Notes  31 August      31 August                   28 February

                                                         2022           2021                        2022

                                                         (unaudited)    (unaudited)                 (audited)

                                                         £              £                           £
 Assets
 Non-current assets
 Intangible assets                                 11     6 812 947              6 195 625                  5 147 782
 Property, plant and equipment                     12     26 142 978              15 095 878                19 150 092
 Total non-current assets                                 32 955 925              21 291 503                24 297 875

 Current assets
 Inventories                                      13      1 429 829              1 429 694                  1 451 933
 Trade and other receivables                      14      2 830 985              1 136 053                  3 953 382
 Cash and cash equivalents                        15      1 675 245              6 290 694                  7 365 379
 Total current assets                                    5 936 059               8 856 441                  12 770 694

 Total assets                                             38 891 984             30 147 944                 37 068 569

 Equity and liabilities
 Equity
 Share capital                                    20      38 655 078              38 297 431                38 655 078
 Accumulated deficit                                     (13 420 141)            (10 733 570)               (10 739 321)
 Warrant reserve                                  21      192 632                 192 632                   192 632
 Share-based payment reserve                              1 074 125               769 658                   704 828
 Foreign currency translation reserve                    (1 140 560)              (1 402 604)               (1 534 560)
 Equity attributable to the owners of the parent          25 361 134              27 123 547                27 278 657
 Non-controlling interests                               37 892                   28 846                    183 200
 Total equity                                             25 399 026              27 152 393                27 461 857

 Non-current liabilities
 Environmental rehabilitation liability           18      319 440                 202 242                   295 151
 Borrowings                                       16      4 198 763              -                          4 095 405
 Lease liability                                  19      89 776                  232 858                   167 216
 Deferred tax liability                                  -                       -                          861 784
 Total non-current liabilities                            4 607 979               435 100                   5 419 556

 Current liabilities
 Trade and other payables                         17      3 881 051              1 890 700                  2 969 833
 Borrowings                                       16      4 829 492               505 267                   1 024 736
 Lease liability                                  19      174 436                164 484                    192 586
 Total current liabilities                                8 884 979              2 560 451                  4 187 155

 Total equity and liabilities                             38 891 984              30 147 944                37 068 569

 

The notes that follow in this report form part of this interim financial
information.

 

This interim financial information was authorised and approved for issue by
the Board of Directors and authorised for issue on 16 November 2022

 

ANTHONY VILJOEN

Chief Executive Officer

16 November 2022

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the period ended 31 August 2022

                                                  Share capital  Convertible loan note reserve  Accumulated deficit  Warrant reserve  Share-based payment reserve  Foreign currency translation reserve  Total           Non-controlling interests  Total equity
                                                  £              £                              £                    £                £                            £                                     £               £                          £
 Total equity at 28 February 2021                 25 608 001     2 170 645                      (10 030 679)         211 348          743 615                      (2 061 339)                            16 641 591     (151 344)                   16 490 247
 Loss for the period                                                                             (692 252)                                                                                                (692 252)       187 978                    (504 274)
 Other comprehensive income/(loss)                -              -                                                   -                 1 180                        658 735                               659 915        (7 788)                     652 127
 Transactions with owners:
 Issue of shares                                   13 019 672    -                              -                    -                (10 000)                     -                                      13 009 672     -                           13 009 672
 Share issue costs                                (823 447)      -                              -                    -                -                            -                                     (823 447)       -                          (823 447)
 Share-based payments                             -              -                              -                    -                 34 863                      -                                      34 863         -                           34 863
 Warrants exercised                                63 150                                        18 716              (18 716)         -                            -                                      63 150                                     63 150
 Issue costs reclassified to accumulated deficit  -               29 355                        (29 355)             -                -                            -                                     -               -                          -
 Settlement of convertible loan note in shares     430 055       (430 055)                      -                    -                -                            -                                     -               -                          -
 Settlement of convertible loan note in cash      -               (1 769 945)                   -                    -                -                            -                                      (1 769 945)    -                           (1 769 945)
 Total equity at 31 August 2021                    38 297 431     -                             (10 733 570)          192 632          769 658                     (1 402 604)                            27 123 547      28 846                     27 152 393
 Loss for the period                               -              -                             (123 393)             -                                                                                  (123 393)        153 266                    29 873
 Other comprehensive income/(loss)                 -              -                              -                    -               (413)                        (131 956)                             (132 369)        1 088                     (131 281)
 Transactions with owners:
 Issue of shares                                   49 101         -                              -                    -                                            -                                      49 101         -                           49 101
 Share options exercised                           308 546        -                              117 642              -               (117 642)                    -                                      308 546        -                           308 546
 Share-based payments                              -              -                              -                    -                53 225                      -                                      53 225         -                           53 225
 Total equity at 28 February 2022                  38 655 078     -                             (10 739 321)          192 632          704 828                     (1 534 560)                            27 278 657      183 200                    27 461 857
 Loss for the period                               -              -                             (2 680 820)           -                -                            -                                    (2 680 820)     (150 816)                  (2 831 637)
 Other comprehensive income/(loss)                 -              -                              -                    -                126                          394 000                               394 126         5 508                      399 634
 Transactions with owners:
 Share-based payments                              -              -                              -                    -                369 171                      -                                     369 171         -                          369 171
 Total equity at 31 August 2022                    38 655 078     -                             (13 420 141)          192 632          1 074 125                   (1 140 560)                            25 361 134     37 892                      25 399 026

CONSOLIDATED STATEMENT OF CASH FLOWS

For the period ended 31 August 2022

 

                                                           Notes  Period ended 31 August 2022 (unaudited)      Period ended 31 August 2021 (unaudited)  Year ended

                                                                  £                                            £                                        28 February

                                                                                                                                                        2022

                                                                                                                                                        (audited)

                                                                                                                                                        £
 Cash flows from operating activities
 Loss before taxation                                             (3 720 569)                                   (504 274)                                        389 798
 Adjustments for:
 Fair value adjustment to customer contract                5      30 726                                        (15 238)                                         (137 019)
 Depreciation of property, plant and equipment             12     949 884                                       736 792                                          1 861 023
 Depreciation of intangible assets                         11     5 285                                        6 086                                             28 198
 Share-based payments                                             267 401                                      22 527                                            55 793
 Equity-settled transactions                                      -                                            9 672                                             66 101
 Finance income                                                   (21 368)                                     -                                                 (6 545)
 Finance costs                                             8      186 874                                       228 285                                          316 365
 Changes in working capital:
 Decrease/(increase) in receivables                               1 189 937                                     124 981                                          (2 866 192)
 Decrease/(increase) in inventory                                 57 917                                       (382 786)                                         (418 556)
 Increase in payables                                             851 750                                       334 662                                          1 006 060
 Net cash (used)/generated in operating activities                (202 163)                                     560 707                                          569 064

 Cash flows from investing activities
 Purchase of intangible assets                                    (1 606 380)                                  (822 753)                                         (1 442 774)
 Purchase of property, plant and equipment                        (7 466 335)                                   (1 511 632)                                      (4 543 884)
 Net cash used in investing activities                            (9 072 715)                                   (2 334 385)                                      (5 986 658)

 Cash flows from financing activities
 Finance income                                                   21 368                                       -                                                 6 545
 Finance costs                                             8      (153 901)                                    (157 458)                                         (224 061)
 Lease payments                                            19     (120 977)                                     (91 258)                                         (213 661)
 Net proceeds from issue of shares                         20     -                                            12 239 703                                        12 548 248
 Settlement of convertible loan notes                             -                                             (1 769 945)                                      (1 769 945)
 Proceeds from borrowings                                  16     3 997 799                                     5 298 880                                        5 024 727
 Repayment of borrowings                                   16     (166 932)                                     (8 700 696)                                      (3 907 086)
 Net cash generated from financing activities                     3 577 357                                    6 819 226                                         11 464 767

 Net decrease/(increase) in cash and cash equivalents             (5 697 521)                                  5 045 548                                         6 047 173
 Cash and cash equivalents at the beginning of the period         7 365 379                                    1 351 200                                         1 351 200
 Exchange differences                                             7 387                                        (106 054)                                         (32 994)
 Cash and cash equivalents at the end of the period               1 675 245                                    6 290 694                                         7 365 379

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL INFORMATION

For the period ended 31 August 2022

 

1.     Corporate information and principal activities

 

AfriTin Mining Limited ("AfriTin") was incorporated and domiciled in Guernsey
on 1 September 2017, and admitted to the AIM market in London on 9 November
2017. The Company's registered office is PO Box 282, Oak House, Hirzel Street,
St Peter Port, Guernsey GY1 3RH and operates from Illovo Edge Office Park, 2nd
Floor, Building 3, Corner Harries and Fricker Road, Illovo, Johannesburg,
2116, South Africa.

 

This financial information is for the period ended 31 August 2022 and the
comparative figures for the 6 month period ended 31 August 2021 and for the
year ended 28 February 2022 are shown.

 

The AfriTin Group comprises AfriTin Mining Limited and its subsidiaries as
noted below.

 

AfriTin Mining Limited ("AML") is an investment holding company and holds 100%
of Guernsey subsidiary, Greenhills Resources Limited ("GRL").

 

GRL is an investment holding company that holds investments in resource-based
tin and tantalum exploration companies in Namibia and South Africa. The
Namibian subsidiary is AfriTin Mining (Namibia) Pty Limited ("AfriTin
Namibia"), in which GRL holds 100% equity interest. The South African
subsidiaries are Mokopane Tin Company Pty Limited ("Mokopane") and Pamish
Investments 71 Pty Limited ("Pamish 71"), in which GRL holds 100% equity
interest.

 

AfriTin Namibia owns an 85% equity interest in Uis Tin Mining Company Pty
Limited ("UTMC"). The minority shareholder in UTMC is The Small Miners of Uis
who own 15%.

 

Mokopane owns a 74% equity interest in Renetype Pty Limited ("Renetype") and a
50% equity interest in Jaxson 641 Pty Limited ("Jaxson").

 

The minority shareholders in Renetype are African Women Enterprises
Investments Pty Limited and Cannosia Trading 62 CC who own 10% and 16%
respectively.

 

The minority shareholder in Jaxson is Lerama Resources Pty Limited who owns a
50% interest in Jaxson. Pamish 71 owns a 74% interest in Zaaiplaats Mining Pty
Limited ("Zaaiplaats"). The minority shareholder in Zaaiplaats is Tamiforce
Pty Limited who owns 26%.

 

AML holds 100% of Tantalum Investment Pty Limited, a company containing
Namibian exploration licenses EPL5445 and EPL5670 for the exploration of tin,
tantalum and associated minerals.

 

As at 31 August 2022, the AfriTin Group comprised:

 

 Company                                  Equity holding and voting rights  Country of incorporation  Nature of activities
 AfriTin Mining Limited                   N/A                               Guernsey                  Ultimate holding company
 Greenhills Resources Limited(1)          100%                              Guernsey                  Holding company
 AfriTin Mining Pty Limited(1)            100%                              South Africa              Group support services
 Tantalum Investment Pty Limited(1)       100%                              Namibia                   Tin & tantalum exploration
 AfriTin Mining (Namibia) Pty Limited(2)  100%                              Namibia                   Tin & tantalum operations
 Uis Tin Mining Company Pty Limited(3)    85%                               Namibia                   Tin & tantalum operations
 Mokopane Tin Company Pty Limited(2)      100%                              South Africa              Holding company
 Renetype Pty Limited(4)                  74%                               South Africa              Tin & tantalum exploration
 Jaxson 641 Pty Limited(4)                50%                               South Africa              Tin & tantalum exploration
 Pamish Investments 71 Pty Limited(2)     100%                              South Africa              Holding company
 Zaaiplaats Mining Pty Limited(5)         74%                               South Africa              Property owning

 

(1) Held directly by AfriTin Mining Limited

(2) Held by Greenhills Resources Limited

(3) Held by AfriTin Mining (Namibia) Pty Limited

(4) Held by Mokopane Tin Company Pty Limited

(5) Held by Pamish Investments 71 Pty Limited

 

This financial information presented in Pound Sterling (£) because that is
the currency in which the Group has raised funding on the AIM market in the
United Kingdom. Furthermore, Pound Sterling (£) is the functional currency of
the ultimate holding company, AfriTin Mining Limited.

The Group's key subsidiaries, AfriTin Namibia and UTMC, use the Namibian
Dollar (N$) as their functional currency. The period-end spot rate used to
translate all Namibian Dollar balances was £1 = N$19.84 and the average rate
for the period was £1 = N$19.70.

2.     Significant accounting policies

 

Basis of accounting

 

The Consolidated interim financial information has been prepared in accordance
with UK Adopted International Accounting Standards. The Consolidated interim
financial information also complies with the AIM Rules for Companies, NSX
Listing Requirements and the Companies (Guernsey) Law, 2008 and show a true
and fair view.

 

The significant accounting policies applied in preparing this information are
set out below. These policies have been consistently applied throughout the
period. This information has been prepared under the historical cost
convention except as where stated.

 

The interim financial information for the six months to 31 August 2022 is
unaudited and does not constitute statutory financial information. The
statutory accounts for the year ended 28 February 2022 are available on the
Company's website.

 

Going concern

 

This interim financial information has been prepared on the basis of
accounting principles applicable to a going concern which assumes the company
will be able to continue in operation for the upcoming 12 months and will be
able to realize its assets and discharge its liabilities in the normal course
of operations.

 

At 31 August 2022, the company had cash in the bank of £1.7m. Subsequent to
the period end, the group successfully concluded a successful completion of
the Placing and Subscription of 396,021,660 new Ordinary Shares raising gross
proceeds of £19.8 million (approximately US$22.8million).

 

Management have prepared a detailed cash flow forecast for the period to 31
October 2022 and stress tests of those forecasts. The base case forecast
demonstrates that the Group will have sufficient funds to meet its liabilities
as they fall due and includes the following key assumptions:

 

·      Prices have been set at $19,000 per tonne of tin.

·      The base case forecast assumes continuing steady state production
for the current mining and processing facility post the successful expansion,
which was commissioned in November 2022.

·      The base case forecast includes capital expenditure required for
the pilot lithium and tantalum production facilities. This expenditure will be
funded by the secured equity.

·      The base case forecast includes exploration drilling programme
expenditure for lithium and tantalum. This expenditure will be funded by the
secured equity.

 

In addition, the Board have considered downside scenarios in relation to
commodity pricing and production across the period. The scenarios demonstrated
that the Group will be able to maintain liquidity.

 

The group has also entered into a conditional US$30.8 million funding
arrangement made up as follows:

·      US$25 million (c. £21.5m) investment with a fund managed by
Orion Resource Partners ("Orion").

·      US$5.8 million (c£5m) lending facility with the Development Bank
of Namibia. This was announced on 5 July 2022 (and updated by the disclosures
in the Company's Annual Report) ("DBN Debt Financing")

 

Accordingly, the Directors have concluded that the going concern basis in the
preparation of this financial information is appropriate and that there are no
material uncertainties that would cast doubt on that basis of preparation.

 

 

 

Critical accounting estimates and judgements

 

In the application of the Group's accounting policies, the Directors are
required to make judgements, estimates and assumptions about the carrying
amounts of assets and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual
results may differ from these estimates. In particular, information about
significant areas of estimation uncertainty considered by management in
preparing the interim financial information is provided below.

 

Estimates and judgements are continually evaluated. Revisions to accounting
estimates are recognised in the year in which the estimates are revised if the
revision affects only that year, or in the year of revision and in future
years if the revision affects both current and future years.

 

i)      Going concern and liquidity

 

Significant estimates were required in forecasting cash flows used in the
assessment of going concern including tin and tantalum prices, the levels of
production, operating costs, and capital expenditure requirements. For further
details, refer to going concern considerations laid out earlier in Note 2.

 

ii)     Decommissioning and rehabilitation obligations

 

Estimating the future costs of environmental and rehabilitation obligations is
complex and requires management to make estimates and judgements, as most of
the obligations will be fulfilled in the future and contracts and laws are
often not clear regarding what is required. The resulting provisions (see Note
18) are further influenced by changing technologies, and by political,
environmental, safety, business, and statutory considerations.

 

The Group's rehabilitation provision is based on the net present value of
management's best estimates of future rehabilitation costs. Judgement is
required in establishing the disturbance and associated rehabilitation costs
at period end, timing of costs, discount rates, and inflation. In forming
estimates of the cost of rehabilitation which are risk adjusted, the Group
assessed the Environmental Management Plan and reports provided by internal
and external experts. Actual costs incurred in future periods could differ
materially from the estimates, and changes to environmental laws and
regulations, life of mine estimates, inflation rates, and discount rates could
affect the carrying amount of the provision.

 

In determining the amount attributable to the rehabilitation liability,
management used a discount rate of 13% (August 2021: 12.8% and February 2022:
10%), an inflation rate of 7% (August 2021: 6% and February 2022: 5%) and an
estimated mining period of 16.5 years, being the Phase 1 expansion life of
mine.

 

iii)    Impairment indicator assessment for exploration and evaluation
assets

 

Determining whether an exploration and evaluation asset is impaired requires
an assessment of whether there are any indicators of impairment, including
specific impairment indicators prescribed in IFRS 6: Exploration for and
Evaluation of Mineral Resources. If there is any indication of potential
impairment, an impairment test is required based on value in use of the asset.
The valuation of intangible exploration assets is dependent upon the discovery
of economically recoverable deposits which, in turn, is dependent on future
tin prices, future capital expenditures, environmental and regulatory
restrictions, and the successful renewal of licences. The Group considers the
South African exploration and evaluation assets to be non-core as it continues
to primarily focus on developing its Namibian assets. Accordingly, the
capitalised exploration and evaluation expenditure relating to the South
African assets was impaired to nil in the prior year on the basis that the
Group did not intend on incurring any further expenditure on its South African
licences. The directors have concluded that there are no indications of
impairment in respect of the carrying value of Namibian intangible assets at
28 February 2022 based on planned future development of the Namibian projects,
and current and forecast tin prices. Exploration and evaluation assets are
disclosed fully in Note 11.

 

iv)   Impairment assessment for property, plant and equipment

 

Management have reviewed the Uis mine for indicators of impairment and have
considered, among other factors, the operations to date at the Uis Tin Mine,
the Phase 1 Stage II expansion of the Uis operations, forecast commodity
prices, and market capitalisation of the Group. In undertaking the indicator
review, management have also reviewed the underlying LoM valuation model for
Uis and have concluded that no indicators of impairment have been noted at
period end. The LoM valuation model is on a fair value less cost to develop
basis and includes assessments of different scenarios associated with capital
development and expansion opportunities.

 

The forecasts required estimates regarding forecast tin prices, ore resources
and production, and operating and capital costs. The discounted cash flows use
a discount rate of 8.3% post tax nominal. Under the base case forecast using a
nominal consensus tin price of $25 000 per tonne, rising to $31 000 per
tonne by 2028, the forecast indicates headroom as at 31 August 2022.

 

As an additional test, management performed certain sensitivity calculations.
These included raising the discount rate to 11% post tax nominal, lowering the
forecast tin prices by 5%, lowering plant recovery by 5% and increasing
operating costs by 10%. In each of these circumstances, the forecast indicated
headroom as at 31 August 2022.

 

v)    Depreciation

 

Judgement is applied in making assumptions about the depreciation charge for
mining assets when using the unit-of-production method in estimating the ore
tonnes held in reserves. The relevant reserves are those included in the
current approved LoM plan which relates to the Phase 1 expansion. Judgement is
also applied when assessing the estimated useful life of individual assets and
residual values. The assumptions are reviewed at least annually by management
and the judgement is based on consideration of the LoM plan, as well as the
nature of the assets. The reserve assumptions included in the LoM plan are
evaluated by management.

 

vi)   Capitalisation and depreciation of waste stripping

 

The Group has elected to capitalise the costs of waste stripping activities as
these are necessary to allow improved access to the ore and, therefore, will
result in future economic benefits. The costs of drilling, blasting and load
& haul of waste material is capitalised until such time that the
underlying ore is used in production. These costs are then expensed on a
proportional basis. The capitalised costs are included in the mining asset in
property, plant & equipment and are expensed back into the statement of
comprehensive income as depreciation. Capitalisation of waste stripping
requires the Group to make judgements and estimates in determining the amounts
to be capitalised. These judgements and estimates include, amongst others, the
expected life of mine stripping ratio for each separate open pit, the
determination of what defines separate pits, and the expected volumes to be
extracted from each component of a pit for which the stripping asset is
depreciated.

 

vii)  Determination of ore reserves

 

The estimation of ore reserves primarily impacts the depreciation charge of
evaluated mining assets, which are depreciated based on the quantity of ore
reserves. Reserve volumes are also used in calculating whether an impairment
charge should be recorded where an impairment indicator exists.

 

The Group estimates its ore reserves and mineral resources based on
information, compiled by appropriately qualified persons, relating to
geological and technical data on the size, depth, shape, and grade of the ore
body and related to suitable production techniques and recovery rates. The
estimate of recoverable reserves is based on factors such as tin prices,
future capital requirements and production costs, along with geological
assumptions and judgements made in estimating the size and grade of the ore
body.

 

There are numerous uncertainties inherent in estimating ore reserves and
mineral resources. Consequently, assumptions that are valid at the time of
estimation may change significantly if or when new information becomes
available.

 

viii) Valuation of inventories

 

Judgement is applied in making assumptions about the value of inventories and
inventory stockpiles, including tin prices, plant recoveries and processing
costs, to determine the extent to which the Group values inventory and
inventory stockpiles. The Group uses forecast tin prices to determine the net
realisable value of the ROM stockpile and the tin concentrate inventory on
hand at period end. Inventory stockpiles are measured using actual mining and
processing costs.

 

ix)   Determining the lease term

 

In determining the lease term, management considers all facts and
circumstances that create an economic incentive to exercise, or not to
exercise, an extension option. Extension options are only included in the
lease term where the company is reasonably certain that it will extend or
will not terminate the lease when the lease expires. For all leases, the most
relevant factors include:

·      Historical lease durations;

·      Costs incurred in replacing the leased asset;

·      Possible business disruption due to replacing the leased asset;

·      Likelihood of extension of the lease - if there are significant
penalties to terminate, then it's reasonably certain that the Group will
extend.

 

The lease term is reassessed on an ongoing basis, especially when the option
to extend becomes exercisable, or on occurrence of a significant event or a
significant change in circumstances which affects this assessment, and that is
within the control of the Group.

 

x)    Determining the incremental borrowing rate to measure lease
liabilities

 

The interest rate implicit in leases is not available, therefore the Group
uses the relevant incremental borrowing rate (IBR) to measure its lease
liabilities. The IBR is estimated to be the interest rate that the Group would
pay to borrow:

·      over a similar term;

·      with similar security;

·      the amount necessary to obtain an asset of a similar value to the
right of use asset; and

·      in a similar economic environment.

 

The IBR, therefore, is considered to be the best estimate of the incremental
rate and requires management's judgement as there are no observable rates
available.

 

xi)   Determining the fair value of trade receivables classified at fair
value through profit or loss

 

The consideration receivable in respect of certain sales for which performance
obligations have been satisfied at period end and for which the Group has
received prepayment under the terms of the offtake agreement, remain subject
to pricing adjustments with reference to market prices at the date of
finalisation. Under the Group's accounting policies, the fair value of the
consideration is determined, and the remaining receivable is adjusted to
reflect fair value. Management estimated the forward price based on the LME
3-month tin price that is expected when the open shipments will be finalised.
As at 31 August 2022, the tin price had declined significantly since the
provisional payments received and therefore the Group recognised a negative
receivable at fair value through profit or loss of £519 321 (August 2021:
receivable of £465 529 and February 2022: receivable of £812 594).

 

3.     Adoption of new and revised standards

 

A number of new and amended standards and interpretations issued by IASB have
become effective for the first time for financial periods beginning on (or
after) 1 March 2021 and have been applied by the Group in this interim
financial information. None of these new and amended standards and
interpretations had a significant effect on the Group because they are either
not relevant to the Group's activities or require accounting which is
consistent with the Group's current accounting policies.

 

Accounting standards and interpretations not applied

 

There are a number of standards, amendments to standards, and interpretations
which have been issued by the IASB that are effective in future accounting
periods and which have not been adopted early.

 

4.     Segmental reporting

 

The reporting segments are identified by the management steering committee
(who are considered to be the chief operating decision-makers) by the way that
the Group's operations are organised. As at 31 August 2022, the Group operated
within two operating segments, tin exploration and operational activities in
Namibia and tin exploration activities in South Africa.

 

Segment results

 

The following is an analysis of the Group's results by reportable segment.

 

                              South Africa      Namibia            Total
                              £                 £                  £
 Period ended 31 August 2022
 Results
 Revenue                       33 478            4 693 131          4 726 609
 Associated costs             (5 229)           (6 485 826)        (6 491 056)
 Segmental profit/(loss)       28 249           (1 792 695)        (1 764 446)

 Period ended 31 August 2021
 Results
 Revenue                      17 778            5 055 559          5 073 337
 Associated costs             (2 006)           (4 498 287)         (4 500 293)
 Segmental profit             15 772            557 271             573 044

 Year ended 28 February 2022
 Results
 Revenue                      34 444            13 580 600         13 615 045
 Associated costs             (30 843)          (10 693 637)       (10 724 480)
 Segmental profit             3 601             2 886 963          2 890 564

 

The reconciliation of segmental gross loss to the Group's loss before tax is
as follows:

 

                           Period ended     Period ended           Year ended

                           31 August 2022   31 August 2021         28 February 2022

                           £                £                      £
 Segmental loss            (1 764 446)                573 044                 2 890 564
 Unallocated costs         (1 790 616)                (849 033)               (2 252 700)
 Other income              -                          -                       61 755
 Finance income            21 368                      -                      6 545
 Finance costs             (186 874)                   (228 285)              (316 365)
 Profit/(loss) before tax  (3 720 569)                (504 274)               389 798

 

Unallocated costs are mainly comprised of corporate overheads and costs
associated with being listed in London.

 

Other segmental information

                                         South Africa       Namibia            Total
                                         £                  £                  £
 As at 31 August 2022
 Intangible assets                        12 871             6 711 027          6 723 898
 Other reportable segmental assets        95 428             30 766 260         30 861 688
 Other reportable segmental liabilities  (66 939)           (13 437 197        (13 504 136)
 Unallocated net liabilities              -                  -                 1 317 576
 Total consolidated net assets            41 360             24 040 089         25 399 025

 As at 31 August 2021
 Intangible assets                           12 718          6 182 907         6 195 625
 Other reportable segmental assets           98 119         17 326 294         17 424 413
 Other reportable segmental liabilities   (63 974)          (2 080 988)         (2 144 962)
 Unallocated net assets                     -                -                 5 677 317
 Total consolidated net assets               46 863         21 428 214         27 152 393

 As at 28 February 2022
 Intangible assets                       12 565             5 043 165          5 055 730
 Other reportable segmental assets       70 564             24 119 470         24 190 033
 Other reportable segmental liabilities  (63 006)           (4 038 840)        (4 101 846)
 Unallocated net assets                   -                  -                 2 317 939
 Total consolidated net assets           20 122             25 123 795         27 461 857

 

Unallocated net assets/liabilities are mainly comprised of cash and cash
equivalents and the borrowings which are managed at a corporate level.

5.     Revenue

                                          Period ended                         Period ended        Year ended

                                          31 August 2022                       31 August 2021      28 February 2022

                                          £                                    £                   £
 Revenue from the sale of tin                       4 723 857                       5 040 321                 13 717 620
 Revenue from the sale of sand                         33 478                     17 778                      34 444
 Total revenue from customers                       4 757 335                       5 058 099                 13 752 064

 Other revenue - change in fair value of  (30 726)                                15 238                      (137 019)

 customer contract
                                                   4 726 609                        5 073 337                 13 615 045

 

6.     Cost of sales

                       Period ended         Period ended     Year ended

                       31 August 2022       31 August 2021   28 February 2022

                       £                    £                £
 Costs of production    5 049 956            3 510 718                   8 057 083
 Smelter charges        339 978              268 818                     748 892
 Logistics costs        59 328               41 523                      126 086
 Government royalties   275 114              138 090                     370 457
                        5 724 376            3 959 149                   9 302 518

 

7.     Administrative expenses

 

The loss for the period has been arrived at after charging:

 

                                                  Period ended         Period ended     Year ended

                                                  31 August 2022       31 August 2021   28 February 2022

                                                  £                    £                £
 Staff costs                                      1 083 726            506 904                     1 269 882
 Depreciation of property, plant & equipment       113 185             97 166                      221 948
 Professional fees                                 443 781             132 991                     621 379
 Travelling expenses                               150 450             56 969                      96 956
 Uis administration expenses                       266 779             230 007                     660 476
 Auditor's remuneration                            5 000               1 500                       95 000
 Other costs                                       494 374             364 641                     709 022
                                                   2 557 296             1 390 177                 3 674 662

 

Other costs are mainly comprised of corporate overheads necessary to run the
South African head office and the costs associated with being listed in
London.

 

8.     Finance cost

                                                     Period ended       Period ended     Year ended

                                                     31 August 2022     31 August 2021   28 February 2022

                                                     £                  £                £
 Interest on lease liability                          15 882               21 060                   42 630
 Interest on environmental rehabilitation liability   17 209               12 173                   12 080
 Bank interest                                        95 900               60 891                   102 655
 Interest on loan notes                               -                 68 836                      68 836
 Amortisation of warrant charge                       -                    37 594                   37 594
 Other interest                                       57 882               27 731                   52 570
                                                      186 874            228 285                    316 365

 

9.     Taxation

 

The tax expense represents the sum of the tax currently payable and deferred
tax.

 

                                                              Period ended         Period ended     Year ended

                                                              31 August 2022       31 August 2021   28 February 2022

                                                              £                    £                £
 Factors affecting tax for the period:
 The tax assessed for the period at the Guernsey corporation

 tax charge rate of 0%, as explained below:
 Loss before taxation                                         (3 720 569)          (504 274)                   389 798

 Loss before taxation multiplied by the Guernsey              -                    -                           -

 Corporation tax charge rate of 0%
 Effects of:
 Differences in tax rates (overseas jurisdictions)            (615 188)             (452 848)                  (525 598)
 Tax losses carried forward                                   615 188              452 848                     525 598
 Movement in deferred tax                                     888 933              -                           (864 199)
 Tax for the period                                           888 933                   -                      (864 199)

 

Accumulated losses in the subsidiary undertakings for which there is an
unrecognised deferred tax asset are £5 131 401 (August 2021: £3 919 522
and February 2022: £4 290 665).

 

10.  Loss per share from continuing operations

 

The calculation of a basic loss per share of 0.25 pence (August 2021: loss per
share of 0.07 pence and February 2022: loss per share of 0.08 pence), is
calculated using the total loss for the period attributable to the owners of
the Company of £2 680 820 (August 2021: £692 251 and February 2022: £815
645) and the weighted average number of shares in issue during the period of
1 064 247 295 (August 2021: 1 016 465 204 and February 2022: 1 064 247
295).

 

Due to the loss for the period, the diluted loss per share is the same as the
basic loss per share. The number of potentially dilutive ordinary shares, in
respect of share options, warrants and shares to be issued as at 31 August
2022 is 131 220 649 (August 2021: 84 895 572 and February 2022: 76 261
762). These potentially dilutive ordinary shares may have a dilutive effect on
future earnings per share.

 

11.  Intangible assets

                                              Exploration and evaluation assets      Computer software      Total
 Cost                                         £                                      £                      £
 As at 31 August 2021                         6 080 069                              121 637                6 201 706
 Additions for the period                      741 977                                                       741 977
 Transfer to mining asset                     (1 058 602)                                                   (1 058 602)
 Transfer to mining asset under construction  (678 467)                                                     (678 467)
 Exchange differences                         (29 248)                               (1 465)                (30 713)
 As at 28 February 2022                       5 055 729                              120 172                5 175 901
 Additions for the period                      1 622 407                              -                      1 622 407
 Exchange differences                          45 761                                 2 246                  48 007
 As at 31 August 2022                          6 723 897                              122 418                6 846 315

 Accumulated Depreciation
 As at 31 August 2021                         -                                      6 081                  6 081
 Charge for the period                        -                                       22 112                 22 112
 Exchange differences                         -                                      (75)                   (75)
 As at 28 February 2022                       -                                      28 119                 28 119
 Charge for the period                        -                                       5 285                  5 285
 Exchange differences                         -                                      (36)                   (36)
 As at 31 August 2022                         -                                       33 368                 33 368

 Net Book Value
 As at 31 August 2022                         6 723 897                              89 050                 6 812 947
 As at 28 February 2022                       5 055 729                              92 053                 5 147 782
 As at 31 August 2021                         6 080 069                              115 556                6 195 625

 

The additions to the evaluation and exploration asset during the period mainly
comprise of expenses capitalised as part of the Phase 2 exploration drilling
project, the metallurgical testwork programme, environmental studies and
region exploration projects.

12.  Property, plant and equipment

                                                 Land      Mining asset under construction  Mining Asset   Mining Asset - Stripping  Decommissioning asset  Right-of-use  Computer Equipment  Furniture  Vehicles   Mobile equipment  Buildings  Total

                                                                                                                                                            Asset                                                   (crane)
 Cost                                            £         £                                £              £                         £                      £             £                   £          £          £                 £          £
 As at 31 August 2021                            12 463    390 218                          14 629 402     745 755                   175 501                594 193       169 898             121 973    79 294     -                 -           16 918 697
 Additions for the period                         -         2 210 779                        395 160        589 604                   95 585                 68 073        42 256              58 844     -          176 273           -          3 636 574
 Disposals for the period                         -         -                                -              -                         -                      -            (12 831)             -         (12 523)    -                 -         (25 354)
 Transfer from exploration and evaluation asset   -         678 467                          1 058 602      -                         -                      -             -                   -          -          -                 -          1 737 069
 Exchange differences                            (150)      304 389                         (473 395)      (3 233)                   (2 382)                (6 735)       (1 851)             (1 487)    (920)      (493)              -         (186 258)
 As at 28 February 2022                           12 312    3 583 853                        15 609 768     1 332 128                 268 704                655 530       197 472             179 330    65 851    175 780           -          22 080 728
 Additions for the period                         -         5 112 760                        1 106 936      723 532                   -                      -             40 407              14 370     190 122    311 316           52 634     7 552 078
 Disposals for the period                         -         -                                -              -                         -                      -             -                   -          -          -                 -          -
 Exchange differences                             300       44 513                           346 390        27 502                    6 554                  15 989        4 537               4 262      295        2 141            (363)       452 120
 As at 31 August 2022                             12 613    8 741 126                        17 063 094     2 083 162                 275 258                671 519       242 417             197 962    256 268    489 237           52 271     30 084 926

 Accumulated Depreciation
 As at 31 August 2021                             -        -                                1 377 680      -                          4 775                 237 798       97 721              48 676     56 169     -                             1 822 819
 Charge for the period                            -         -                                492 511        489 372                   4 683                  97 285        20 931              16 932    (715)       3 231             -          1 124 231
 Exchange differences                             -         -                               (10 416)       (1 368)                   (23)                   (2 459)       (1 047)             (516)      (576)      (9)                -         (16 414)
 As at 28 February 2022                           -        -                                 1 859 775      488 005                   9 435                  332 624       117 605             65 091     54 878     3 222                        2 930 635
 Charge for the period                            -         -                                431 992        342 996                   7 975                  85 804        25 574              21 853     16 692     16 339            658        949 884
 Exchange differences                             -         -                                38 881         9 538                     175                    7 521         2 701               1 428      1 223     (34)              (5)         61 429
 As at 31 August 2022                             -         -                                2 330 648      840 539                   17 585                 425 950       145 881             88 373     72 793     19 527            653        3 941 948

 Net Book Value
 As at 31 August 2022                             12 613    8 741 126                        14 732 446     1 242 624                 257 673                245 569       96 536              109 589    183 475    469 710           51 618     26 142 978
 As at 28 February 2022                           12 312    3 583 853                        13 749 993     844 123                   259 269                322 906       79 867              114 239    10 973     172 558          -           19 150 092
 As at 31 August 2021                            12 463    390 218                          13 251 722     745 755                   170 726                356 395       72 177              73 297     23 125     -                 -           15 095 878

The additions to the mining asset under construction during the period mainly
comprise of the construction of the Uis Phase 1 Stage II expansion. The
construction costs of the expansion will remain in mining asset under
construction until the project has been completed and a commission certificate
has been issued.

 

Additions to the mining asset include capitalised costs and equipment
purchased as part of the Uis Phase 1 Continuous Improvement project

 

13.  Inventories

                          31 August 2022      31 August 2021  28 February 2022

                          £                   £               £
 Run-of-mine stockpile     605 258            962 781                    909 180
 Tin concentrate on hand   204 236            167 367                    155 389
 Consumables               620 335            299 546                    387 364
                           1 429 829           1 429 694                 1 451 933

 

14.  Trade and other receivables

                                                 31 August 2022        31 August 2021  28 February 2022

                                                 £                     £               £
 Trade receivables                                160 188                120 042                  96 173
 Trade receivables at fair value through profit   (519 321)              465 529                  812 594

 or loss
 Other receivables                                538 218                165 475                  1 875 561
 VAT receivables                                  2 651 899              385 007                  1 169 053
                                                  2 830 984               1 136 053               3 953 382

 

Due to the decline in the tin price between receipt of provisional payment and
finalisation of tin sales, the trade receivables carried at fair value through
profit and loss resulted in a negative balance.

 

15.  Cash and cash equivalents

                           31 August 2022      31 August 2021  28 February 2022

                           £                   £               £
 Cash on hand and in bank  1 675 245           6 290 694                  7 365 379

 

 

16.  Borrowings

                                         31 August 2022    31 August 2021  28 February 2022

                                         £                 £               £
 Standard Bank term loan facility         4 467 960        -                          4 523 414
 Standard Bank VAT facility               376 709          -                          367 739
 Standard Bank Vehicle Asset Financing    503 444          -                          -
 Standard Bank Short-term Loan Facility   2 005 565        -                          -
 Standard Bank working capital facility   1 674 577        -                          228 988
 Nedbank working capital facility         -                505 267                    -
                                          9 028 255        505 267                    5 120 141

 

On 18 November 2021, a term loan facility of N$90 000 000 (c. £4 536 000),
a VAT facility of N$8 000 000 (c. £403 000) and a working capital facility
of N$35 000 000 (c. £1 764 000) was entered into between the Company's
subsidiary, Uis Tin Mining Company (Pty) Ltd and Standard Bank Namibia.

 

The maturity date of the term loan facility is November 2026 and the capital
balance of the loan together with accrued interest will be repaid in quarterly
instalments over the next 5 years. Interest is charged on the outstanding
capital balance of the loan at a rate of 3-month JIBAR plus a margin of 4.5%.

 

The Group is required to meet the following covenants each year on 28 February
as part of the term loan facility agreement:

·      EBITDA ÷ total interest must not be lower than 4.5 times

·      Total debt ÷ EBITDA must not exceed 4 times in year 1, 3.5 times
in year 2 and 3 times thereafter

·      Free cash flow before Debt Service Cover ÷ Principal and
Interest Senior Debt Service Payments must not be lower than 1.3 times

·      Free cash flow before Debt Service Cover + Total Cash Collateral
÷ Principal and Interest Senior Debt Service Payments must not be lower than
2 times

The Group met all the above covenant requirements at 28 February 2022.

 

The VAT facility is secured by assessed/audited VAT returns (refunds) which
have not been paid by Namibia Inland Revenue. Standard Bank Namibia provides a
facility amounting to the unpaid refunds. Any drawdowns against this facility
are repaid to the bank upon receipt of cash from Namibia Inland Revenue.

 

The VAT facility and the working capital facility have no fixed maturity date,
but are both renewed on an annual basis. Interest accrues on these facilities
at the Namibian prime rate less 1%.

 

Standard Bank have recently provided vehicle asset financing of N$10 000 000
(c. £504 000) and a short-term loan facility of N$40 000 000 (c.
£2 016 000).

 

Standard Bank Namibia have provided a N$ 4 117 500 (c. £195 000) guarantee
to the Namibia Power Corporation Pty Limited in relation to a deposit for the
supply of electrical power. As a result of the guarantee provided by Standard
Bank, no cash was paid over for the deposit.

 

The full working capital facility that was previously held with Nedbank
Namibia was repaid during the previous year as the Group's facilities were
moved over to Standard Bank.

 

Reconciliation of net cash flow to movement in combined Long and Short term
Borrowings

 

 Balance as at 31 August 2021                                                        505 267
 Incoming cash flows                                                                 5 024 727
 Proceeds from term loan facility                                                                4 428 000
 Proceeds from VAT facility                                                               367 739

 Proceeds from working capital facility                                              228 988
 Outgoing cash flows                                                                 (505 267)
 Repayment of working capital facility                                               (505 267)
 Non-cash flows                                                                      95 414
 Interest accrued on term loan facility                                                        95 414
 Balance as at 28 February 2022                                                      5 120 141
 Incoming cash flows                                                                 3 997 799
 Proceeds from vehicle asset financing facility                                      506 939
 Proceeds from short-term loan facility                                              2 019 492
 Proceeds from working capital facility                                              1 450 001

 Interest received on bank balances                                                  21 368
 Outgoing cash flows                                                                 (116 932)
 Repayment of capital balance of term loan                                           (68 512)

 Interest paid on facilities                                                         (98 420)
 Non-cash flows                                                                      77 247
 Interest accrued on facilities (a portion has been capitalised to mining asset      175 864
 under construction)
 Foreign exchange differences                                                        (98 617)
 Balance as at 31 August 2022                                                        9 028 255

 

 

 

17.  Trade and other payables

                 31 August 2022    31 August 2021  28 February 2022

                 £                 £               £
 Trade payables   3 344 593         1 436 435                 2 293 471
 Other payables   168 378           78 520                    341 276
 Accruals         368 080           375 745                   335 087
                  3 881 051         1 890 700                 2 969 833

 

18.  Environmental rehabilitation liability

                               £
 Balance at 31 August 2021      202 240
 Increase in provision          95 585
 Interest expense              (93)
 Foreign exchange differences  (2 581)
 Balance at 28 February 2022    295 151
 Increase in provision          -
 Interest expense               17 091
 Foreign exchange differences   7 199
 Balance at 31 August 2022      319 441

 

Provision for future environmental rehabilitation and decommissioning costs
are made on a progressive basis. Estimates are based on costs that are
regularly reviewed and adjusted appropriately for new circumstances. The
environmental rehabilitation liability is based on disturbances and the
required rehabilitation as at 31 August 2021.

 

The rehabilitation provision represents the present value of decommissioning
costs relating to the dismantling of mechanical equipment and steel structures
related to the Phase 1 Pilot Plant, the demolishing of civil platforms and
reshaping of earthworks. A provision for this requires estimates and
assumptions to be made around the relevant regulatory framework, the magnitude
of the possible disturbance and the timing, extent and costs of the required
closure and rehabilitation activities. In calculating the appropriate
provision, cost estimates of the future potential cash outflows based on
current studies of the expected rehabilitation activities and timing thereof
are prepared. These forecasts are then discounted to their present value using
a risk-free rate specific to the liability. In determining the amount
attributable to the rehabilitation liability, management used a discount rate
of 13% (August 2021: 12.8% and February 2022: 10%), an inflation rate of 7%
(August 2021: 6% and February 2022: 5%) and an estimated mining period of 16.5
years, being the Phase 1 expansion life of mine. Actual rehabilitation and
decommissioning costs will ultimately depend upon future market prices for the
necessary rehabilitation works and timing of when the mine ceases operation.

 

19.  Lease liability

 

The Company assessed all rental agreements and concluded that the following
rentals fall within the scope of IFRS 16: Leases and therefore a lease
liability has been recognised:

 

                      Lease term  Option to extend/terminate                                                     Incremental borrowing rate
 Office building      5 years     Option to extend not specified in contract. Term of lease determined to be 5   13.75%
                                  years.
 Workshop facility    2 years     Option to extend not specified in contract. Term of lease determined to be 2   7.5%
                                  years.
 Residential housing  5 years     The lease will continue automatically after the initial period for an          8.5%
                                  open-ended period. Either party must provide written notice if they wish to
                                  terminate. Lease term determined to be 5 years.
 Mobile Units         2 years     The lessee is granted the option to purchase the units after the lease period  7.5%
                                  of 2 years.

 

                               Office Building      Workshop      Housing        Mobile Units      Total
                               £                    £             £              £                 £
 Balance at 31 August 2021      211 841              61 892        123 609       -                  397 342
 Additions                     (616)                 -             -             68 689             68 073
 Interest expense               11 910               1 648         4 601         3 411              21 570
 Lease payments                (50 167)             (27 046)      (18 298)       (26 892)          (122 403)
 Foreign exchange differences  (2 147)              (922)         (1 584)        (126)             (4 779)
 Balance at 28 February 2022   170 821              35 572        108 328        45 082            359 803
 Additions                      -                    -             -              -                 -
 Interest expense               9 645                750           4 182          1 305             15 882
 Lease payments                (54 272)             (28 103)      (19 541)       (19 061)          (120 977)
 Foreign exchange differences   4 475                1 057         2 748          1 224             9 504
 Balance at 31 August 2022      130 669              9 276         95 717         28 550            264 212

 

The following is the split between the current and the non-current portion of
the liability:

 

                        31 August 2022      31 August 2021  28 February 2022

                        £                   £               £
 Non-current liability   89 776             232 858                    167 215
 Current liability       174 436             164 484                   192 588
                         264 212             397 342                   359 803

 

20.  Share capital

                                                Number of ordinary shares of no par value issued and fully paid      Share Capital

                                                                                                                     £
 Balance at 31 August 2021                       1 112 334 912                                                        38 297 431
 Shares issued to suppliers - 15 Dec             798 001                                                              49 101
 Exercising of employee share options - 14 Jan   2 185 087                                                            72 059
 Exercising of employee share options - 27 Jan   1 250 000                                                            56 250
 Exercising of employee share options - 22 Feb   5 273 684                                                            180 237
 Balance at 28 February 2022                    1 121 841 684                                                        38 655 078
 Balance at 31 August 2022                      1 121 841 684                                                        38 655 078

 

Authorised: 1 220 486 913 ordinary shares of no par value

Allotted, issued and fully paid: 1 121 841 684 ordinary shares of no par value

 

On 15 December 2021, 798 001 ordinary shares of no par value were issued to
settle a contractual liability at 4.90 pence in lieu of fees in relation to a
consulting agreement.

 

On 14 January 2022, the Company received notice from share option holders to
exercise 1 300 877 share options at an exercise price of 3 pence, 467 105
share options at an exercise price of 3.5 pence and 417 105 share options at
an exercise price of 4 pence.

 

On 27 January 2022, the Company received notice from share option holders to
exercise 1 250 000 share options at an exercise price of 4.5 pence.

 

On 22 February 2022, the Company received notice from share option holders to
exercise 2 336 842 share options at an exercise price of 3 pence,
1 468 421 share options at an exercise price of 3.5 pence, and 1 468 421
share options at an exercise price of 4 pence.

 

21.  Warrant reserve

 

The warrants in issue during the period are as follows:

 

 Outstanding at 31 August 2021    22 613 334
 Exercisable at 31 August 2021    22 613 334
 Granted during the period        -
 Expired during the period        -
 Exercised during the period      -
 Outstanding at 28 February 2022  22 613 334
 Exercisable at 28 February 2022  22 613 334
 Granted during the period        -
 Expired during the period        -
 Exercised during the period      -
 Outstanding at 31 August 2022    22 613 334
 Exercisable at 31 August 2022    22 613 334

 

The warrants outstanding at the end of the period have an average exercise
price of 2.2 pence, with a weighted average remaining contractual life of 0.65
years.

 

22.  Share-based payment reserve

 

Director share options

 

The following director share options were granted during the period ended 31
August 2022:

 

 Date of grant                             8 April 2022    8 April 2022    8 April 2022
 Number granted                           7 800 000        3 900 000      3 900 000
 Vesting period                            1 year          2 years         3 years
 Contractual life                          3 years         3 years         3 years
 Estimated fair value per option (pence)  2.0830          2.8490           3.4090

 

The estimated fair values were calculated by applying the Black Scholes
pricing model. The model inputs were:

 

 Date of grant                       8 April 2022    8 April 2022    8 April 2022
 Share price at grant date (pence)   9.35            9.35            9.35
 Exercise price (pence)              9.80            10.30           10.80
 Expiry date                         8 April 2025    8 April 2025    8 April 2025
 Expected volatility                60%             60%             60%
 Expected dividends                  Nil             Nil             Nil
 Risk-free interest rate            1.24%           1.24%           1.24%

 

The director share options in issue during the period are as follows:

 

 Outstanding at 31 August 2021    27 100 000
 Exercisable at 31 August 2021    8 389 999
 Granted during the period         -
 Forfeited during the period       -
 Exercised during the period      (1 250 000)
 Expired during the period        -
 Outstanding at 28 February 2022  25 850 000
 Exercisable at 28 February 2022  23 850 000
 Granted during the period         15 600 000
 Forfeited during the period       -
 Exercised during the period      -
 Expired during the period        -
 Outstanding at 31 August 2022    41 450 000
 Exercisable at 31 August 2022    23 850 000

 

The director share options outstanding at period end have an average exercise
price of £0.067, with a weighted average remaining contractual life of 1.78
years.

 

Employee share options

 

The following employee share options were granted during the period ended 31
August 2022:

 

 Date of grant                             8 April 2022    8 April 2022    8 April 2022
 Number granted                            19 355 000      9 677 500       9 677 500
 Vesting period                            1 year          2 years         3 years
 Contractual life                          3 years         3 years         3 years
 Estimated fair value per option (pence)  2.0830          2.8490           3.4090

 

The estimated fair values were calculated by applying the Black Scholes
pricing model. The model inputs were:

 

 Date of grant                       8 April 2022    8 April 2022    8 April 2022
 Share price at grant date (pence)   9.35            9.35            9.35
 Exercise price (pence)              9.80            10.30           10.80
 Expiry date                         8 April 2025    8 April 2025    8 April 2025
 Expected volatility                60%             60%             60%
 Expected dividends                  Nil             Nil             Nil
 Risk-free interest rate            1.24%           1.24%           1.24%

 

The employee share options in issue during the period are as follows:

 

 Outstanding at 31 August 2021     34 830 000
 Exercisable at 31 August 2021    26 610 001
 Granted during the period        -
 Forfeited during the period      -
 Exercised during the period      (7 458 771)
 Expired during the period        -
 Outstanding at 28 February 2022  27 371 229
 Exercisable at 28 February 2022  27 371 229
 Granted during the period        38 710 000
 Forfeited during the period       -
 Exercised during the period       -
 Expired during the period        -
 Outstanding at 31 August 2022     66 081 229
 Exercisable at 31 August 2022     27 371 229

 

The employee share options outstanding at the period end have an average
exercise price of £0.074, with a weighted average remaining contractual life
of 2.13 years.

 

23.  Events after balance sheet date

 

Funding:

Subsequent to the period end, the group successfully concluded a successful
completion of the Placing and Subscription of 396,021,660 new Ordinary Shares
raising gross proceeds of £19.8 million (approximately US$22.8million).

 

The group has also entered into a conditional US$30.8 million funding
arrangement made up as follows:

·      US$25 million (c. £21.5m) investment with a fund managed by
Orion Resource Partners ("Orion").

·      US$5.8 million (c£5m) lending facility with the Development Bank
of Namibia. This was announced on 5 July 2022 (and updated by the disclosures
in the Company's Annual Report) ("DBN Debt Financing")

 

Decline in tin price:

The recent volatility in the tin prices has placed additional pressures on the
Company with regards to funding of capital expansion project via internal
sources. Management had anticipated the declines and have secured the
necessary funding in order to continue its growth ambitions. Furthermore, the
consensus view of the forward-looking range of prices used by management in
the forecast modelling still results in a positive recoverability of assets.

 

Recovery of VAT receivable:

Full balance of the outstanding VAT receivables were recovered from the
Namibian Revenue Agency in September and October

 

 

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