REG - EMED Mining Public - Half Yearly Report <Origin Href="QuoteRef">EMED.L</Origin> - Part 1

Atalaya MiningAnnouncement

10/09/2015 07:00

RNS Number : 6051Y
EMED Mining Public Limited
10 September 2015
EMED Mining Public Limited
("EMED or the "Company")
Half Yearly Financial Statements
EMED Mining Public Limited (AIM: EMED, TSX: EMD), the Europe-based minerals development and exploration company, announces its unaudited, interim results for the half-year ended 30 June 2015. 
The complete unaudited, condensed Half Yearly Financial Statements displayed below, are also available under the Company's profile on SEDAR at www.sedar.com and on the Company's website at www.emed-mining.com. 
Period Highlights
The Resolution containing the granting of the Mining Permit for the Riotinto Copper Project ("Proyecto Riotinto") was signed on 23 January 2015. This global Mining Permit included the approval of the Restoration Plan. The granting of the Mining Permit and approval of the Restoration Plan were the last significant regulatory approvals required to be obtained by the Group before normal mining and processing operations could commence at Proyecto Riotinto
64.9 million capital raising completed via a placing, open offer and subscription at 4.75p per ordinary share will finance Proyecto Riotinto to an initial ore production rate of 5Mtpa (Phase 1) and subsequently to 7.5Mtpa (Phase 1 Expansion)
Liberty Metals & Mining Holdings LLC is now a cornerstone investor alongside Urion Holdings (Malta) Limited (a wholly owned indirect subsidiary of Trafigura Beheer B.V), Orion Mine Finance (Master) Fund I XLP and Yanggu Xiangguang Copper Co. Ltd (via its affiliated company Hong Kong Xiangguang International Holdings Limited)
Appointment of Jesus Fernandez Lopez to the Board of Directors
Post Period Highlights
The Company was awarded the Activity Licence from the Minas de Riotinto Municipality in July 2015. This licence represents the final permitting component required to initiate mining activities at Proyecto Riotinto
Appointment of two independent and two non-independent non-executive Directors, ensuring that that Company has a Board with a wealth of industry experience and the skill sets to further develop the Company's operations and to maximise shareholder value
Onsite development continued at pace with first production achieved on 31 July 2015, demonstrating that the processing plant is working well. The current ramp up phase is focussing on achieving commercial concentrates 
Alberto Lavandeira, CEO, commented:
"This has so far been a transformational year in the Company's development, having secured financing to 7.5Mtpa ore production and achieved first concentrate production from Proyecto Riotinto. We are now focused on achieving mechanical completion of the ramp up to 7.5Mtpa by the end of H1 2016, and have started working towards mechanical completion of the ramp up to 9.5Mtpa by the end of H2 2016, subject to financing."
Enquiries:
EMED Mining
Roger Davey/Alberto Lavandeira
+34 959 59 28 50
Canaccord Genuity (Nomad and Broker)
Henry Fitzgerald-O'Connor/ Oliver Donaldson
+44 207 523 8000
Brandon Hill Capital (Broker)
Oliver Stansfield
+44 203 463 5061
4C Communications (Investor Relations Europe)
Carina Corbett
+44 203 170 7973
Roth Investor Relations (Investor Relations North America)
Michelle Roth
+1 732 792 2200
Walbrook PR (Media Relations)
Nick Rome 
+44 207 933 8783
EMED Mining Public Limited
(All amounts in Euro thousands unless otherwise stated)
Condensed interim consolidated income statements
(unaudited)
Notes
Three months ended
30 June 2015
Three months ended
30 June 2014
Six months ended
30 June 2015
Six
months ended
30 June 2014
Exploration expenses
(42)
(25)
(90)
(48)
Care and maintenance expenses
(746)
(449)
(4,961)
(1,304)
Gross loss
(788)
(474)
(5,051)
(1,352)
Administrative expenses
(649)
(889)
(1,736)
(2,288)
Other income
16
-
102
-
Net foreign exchange loss
(1,735)
(344)
(4,922)
(370)
Finance (cost)/income
(2,019)
1,717
(4,228)
(518)
(Loss)/profit before tax
(5,175)
10
(15,835)
(4,528)
Tax
-
(6)
-
(6)
(Loss)/profit for the period
(5,175)
4
(15,835)
(4,534)
(Loss)/profit attributable to:
- Owners of the parent
(5,175)
5
(15,835)
(4,533)
- Non-controlling interests
-
(1)
-
(1)
(5,175)
4
(15,835)
(4,534)
(Loss)/profit per share from operations attributable to owners of the parent during the period:
Basic and fully diluted (loss)/profit per share (expressed in cents per share)
4
(0.33)
0.00
(1.06)
(0.36)
(Loss)/profit for the period
(5,175)
4
(15,835)
(4,534)
Other comprehensive (loss)/income:
Change in value of available-for-sale investment
(172)
-
(172)
-
Total comprehensive (loss)/profit for the period
(5,347)
4
(16,007)
(4,534)
Attributable to:
- Owners of the parent
(5,347)
5
(16,007)
(4,533)
- Non-controlling interests
-
(1)
-
(1)
Total comprehensive (loss)/profit for the period
(5,347)
4
(16,007)
(4,534)
Condensed interim consolidated statements of financial position
(unaudited)
Notes
30 June 2015
31 Dec
2014 
Assets
Non-current assets
Property, plant and equipment
5
93,086
65,314
Intangible assets
6
25,637
17,655
118,723
82,969
Current Assets
Inventories
1,669
-
Trade and other receivables 
7
9,732
2,226
Available-for-sale investment
812
984
Cash and cash equivalents
58,928
21,050
71,141
24,260
Total assets
189,864
107,229
Equity and Liabilities
Equity attributable to owners of the parent
Share capital
8
11,632
4,409
Share premium
8
277,566
149,823
Other reserves
9
5,891
5,815
Accumulated losses
(118,837)
(103,002)
176,252
57,045
Non-controlling interests
-
(116)
Total equity
176,252
56,929
Liabilities
Non-current liabilities
Trade and other payables 
10
3,058
4,631
3,058
4,631
Current liabilities
Convertible note - derivative component
11
-
130
Convertible note - debt component
11
-
13,952
Bridge loan facility
12
-
18,547
Trade and other payables
10
10,554
13,040
10,554
45,669
Total liabilities
13,612
50,300
Total equity and liabilities 
189,864
107,229
Condensed interim consolidated statements of changes in equity
(unaudited)
Share capital
Share premium
Other reserves
Accumulated
losses 
Total
Non -controlling
Interest
Total
At 1 January 2014
3,830
134,316
5,724
(91,951)
51,919
(114)
51,805
Total comprehensive loss for the period
-
-
-
(4,534)
(4,534)
(1)
(4,535)
Share issue costs 
-
(36)
-
-
(36)
-
(36)
Recognition of share based payments
-
-
117
-
117
-
117
At 30 June 2014
3,830
134,280
5,841
(96,485)
47,466
(115)
47,351
Total comprehensive loss for the period
-
-
-
(6,712)
(6,712)
(1)
(6,713)
Issue of share capital
566
15,845
-
-
16,411
-
16,411
Share issue costs
-
(302)
-
-
(302)
-
(302)
Bonus shares issued in escrow
13
-
239
-
252
-
252
Bonus shares released from escrow
-
-
(195)
195
-
-
-
Change in value of available-for-sale investment
-
-
(202)
-
(202)
-
(202)
Recognition of share based payments
-
-
132
-
132
-
132
At 31 December 2014
4,409
149,823
5,815
(103,002)
57,045
(116)
56,929
Total comprehensive loss for the period
-
-
-
(15,835)
(15,835)
-
(15,835)
Issue of share capital
7,223
130,017
-
-
137,240
-
137,240
Share issue costs
-
(2,592)
-
-
(2,592)
-
(2,592)
Derivative element of conversion of convertible note
-
440
-
-
440
-
440
Purchase of minority interest shares
-
-
-
-
-
116
116
Change in value of available-for-sale investment
-
-
(172)
-
(172)
-
(172)
Bonus shares issued in escrow
-
-
50
-
50
-
50
Warrant issue costs
(122)
122
-
-
-
-
Recognition of share based payments
-
-
76
-
76
-
76
At 30 June 2015
11,632
277,566
5,891
(118,837)
176,252
-
176,252
Condensed interim consolidated statements of cash flows
(unaudited)
Cash flows from operating activities
Notes
Three months ended 
30 June 2015
Three months ended
30 June 2014
Six months ended 
30 June 2015
Six months ended
30 June 2014
(Loss)/profit before tax
(5,175)
10
(15,835)
(4,528)
Adjustments for:
Depreciation of property, plant and equipment
5
33
23
66
55
Amortisation of intangibles
6
-
-
123
-
Recognition of share-based payments
9
38
58
76
117
Bonus share issued in escrow
9
25
-
50
-
Interest income
(1)
(2)
(1)
(2)
Interest expense
61
109
136
201
(Gain)/loss on fair value on the convertible note 
(827)
(3,092)
310
(1,418)
Accretion expense on convertible note
-
201
31
396
Bridge loan interest expense
678
-
1,232
-
Bridge loan financing expenditure
1,342
-
1,342
-
Convertible note interest expense
766
287
1,178
560
Foreign exchange loss on repayment of borrowings 
1,846
-
5,304
-
Interest on provisions for other liabilities and charges
-
780
-
780
Loss/(profit) on disposal of property, plant and equipment
-
3
-
(2)
Unrealised foreign exchange loss on financing activities
248
362
248
457
Cash outflows from operating activities before working capital changes
(966)
(1,261)
(5,740)
(3,384)
Changes in working capital:
Inventories
(1,669)
-
(1,669)
-
Trade and other receivables
(5,550)
107
(7,506)
65
Trade and other payables
(5,137)
121
(4,059)
(13)
Cash flows used in operations
(13,322)
(1,033)
(18,974)
(3,332)
Interest paid
(590)
(109)
(665)
(201)
Financing expenditure paid
(164)
-
(164)
-
Tax paid
-
(1)
-
(15)
Net cash used inoperating activities
(14,076)
(1,143)
(19,803)
(3,548)
Cash flows from investing activities
Purchase of property, plant and equipment
5
(19,180)
(605)
(27,838)
(1,137)
Purchase of intangible assets
6
(5,646)
(1,426)
(7,982)
(2,094)
Proceeds from sale of property, plant & equipment
-
-
-
15
Payment for increase in investment in subsidiary
-
-
(7)
-
Interest received
1
2
1
2
Net cash used ininvesting activities
(24,825)
(2,029)
(35,826)
(3,214)
Cash flows from financing activities
Proceeds from issue of share capital
90,435
-
90,435
-
Listing and issue costs
(2,592)
-
(2,592)
(36)
Proceeds from bridge loan drawn down in the period
5,664
-
5,664
-
Net cash from/(used in) financing activities
93,507
-
93,507
(36)
Net increase/(decrease) in cash and cash equivalents
54,606
(3,172)
37,878
(6,798)
Cash and cash equivalents:
At beginning of the period
4,322
5,008
21,050
8,634
At end of the period
58,928
1,836
58,928
1,836
Notes to the condensed interim consolidated financial statements
For the three and six months to 30 June 2015 and 2014 - (Unaudited)
1. General information
Country of incorporation 
EMED Mining Public Limited (the "Company") was incorporated in Cyprus on 17 September 2004 as a private limited liability company in accordance with the provisions of the Cyprus Companies Law, Cap. 113 and was converted to a public limited liability company on 26 January 2005. Its registered office is at 1, Lampousas Street, Nicosia, Cyprus. The Company was listed on AIM of the London Stock Exchange in May 2005 and TSX on 20 December 2010.
Principal activities 
The principal activity of the Company and its subsidiaries (together, "the Group") is committed to the development of metals production operations in Europe, with an initial focus on copper. The strategy is to evaluate and prioritise metal production opportunities in several jurisdictions throughout the well-known belts of base and precious metal mineralisation in the European region.
2. Basis of preparation and accounting policies
Basis of preparation
The condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) including International Accounting Standard 34 "Interim Financial Reporting" and IFRIC interpretations as adopted by the European Union (EU), using the historical cost convention. 
These condensed interim consolidated financial statements ('the statements") are unaudited and include the financial statements of the Company and its subsidiary undertakings. They have been prepared using accounting bases and policies consistent with those used in the preparation of the consolidated financial statements of the Company and the Group for the year ended 31 December 2014. These condensed interim consolidated financial statements do not include all of the disclosures required for annual financial statements, and accordingly, should be read in conjunction with the consolidated financial statements and other information set out in the Company's 31 December 2014 Annual Report. The accounting policies are unchanged from those disclosed in the annual consolidated financial statements.
The Directors have formed a judgment at the time of approving the financial statements that there is a reasonable expectation that the Company and the Group have adequate available resources to continue in operational existence for the foreseeable future.
The Company is currently primarily engaged in the development of its mineral properties in readiness for production. The Company is considered to be in the exploration and development stage given that its mineral properties are not yet in production and, to date, have not earned any significant revenues. The recoverability of amounts shown for exploration and evaluation assets is dependent on maintaining the necessary permits to operate a mine and future profitable production.
The condensed interim consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern which assumes that the Company will realize its assets and discharge its liabilities in the normal course of business. These condensed interim consolidated financial statements do not give effect to any adjustment, which would be necessary should the Company be unable to continue as a going concern and, therefore, be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different than those reflected in the condensed interim consolidated financial statements.
Use and revision of accounting estimates
The preparation of the condensed interim consolidated financial statements requires the making of estimations and assumptions that affect the recognised amounts of assets, liabilities, revenues and expenses and the disclosure of contingent liabilities. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
Adoption of new and revised International Financial Reporting Standards (IFRSs) 
The Group has adopted all the new and revised IFRSs and International Accounting Standards (IAS) which are relevant to its operations and are effective for accounting periods commencing on 1 January 2015. The adoption of these Standards did not have a material effect on the condensed interim consolidated financial statements.
Critical accounting estimates and judgements
The fair values of the Groups' financial assets and liabilities approximate their carrying amounts at the reporting date. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are unchanged from those disclosed in the annual consolidated financial statements.
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
3. Business and geographical segments
Business segments
The Group has only one distinct business segment, being that of mineral exploration and development.
Geographical segments
The Group's exploration and mining development activities are located in Spain and its administration is based in Cyprus.
Three months ended 30 June 2015
Cyprus
Spain
Other
Total
Operatingloss
(503)
(918)
-
(1,421)
Finance cost
(1,958)
(61)
-
(2,019)
Foreign exchange loss
(1,715)
(20)
-
(1,735)
Operating loss for the period
(4,176)
(999)
-
(5,175)
Tax
-
Net loss for the period
(5,175)
Six months ended 30 June 2015
Cyprus
Spain
Other
Total
Operatingloss
(1,416)
(5,259)
(10)
(6,685)
Finance cost
(4,092)
(136)
-
(4,228)
Foreign exchange loss
(4,866)
(56)
-
(4,922)
Operating loss for the period
(10,374)
(5,451)
(10)
(15,835)
Tax
-
Net loss for the period
(15,835)
Totalassets
23,803
166,052
9
189,864
Total liabilities
(383)
(13,194)
(35)
(13,612)
Depreciation of property, plant and equipment
9
57
-
66
Amortisation of intangible assets
123
-
-
123
Total net additions of non-current assets
123
35,820
-
35,943
Geographical segments (continued)
Three months ended 30 June 2014
Cyprus
Spain
Other
Total
Operatingloss
(620)
(727)
(16)
(1,363)
Finance income/(cost) 
2,604
(887)
-
1,717
Foreign exchange loss
(345)
1
-
(344)
Operating loss for the period
1,639
(1,613)
(16)
10
Tax
(6)
Net loss for the period
4
Six months ended 30 June 2014
Cyprus
Spain
Other
Total
Operatingloss
(1,492)
(2,124)
(24)
(3,640)
Finance income/(cost) 
462
(980)
-
(518)
Foreign exchange loss
(370)
-
-
(370)
Operating loss for the period
(1,400)
(3,104)
(24)
(4,528)
Tax
(6)
Net loss for the period
(4,534)
Totalassets
1,062
110,122
54
111,238
Total liabilities
(13,813)
(50,045)
(29)
(63,887)
Depreciation of property, plant and equipment
12
41
2
55
Total additions/(disposals) of non-current assets
-
40,930
(130)
40,800
4. Basic and fully diluted (loss)/profit per share
The calculation of the basic and fully diluted (loss)/profit per share attributable to the ordinary equity holders of the Company is based on the following data:
Three months ended 30 June 2015
Three months ended 
30 June 2014
Six months ended 30 June 2015
Six months ended 
30 June 2014
Parent Company
(4,176)
1,639
(10,374)
(1,400)
Subsidiaries
(999)
(1,634)
(5,461)
(3,133)
Net (loss)/profit attributable to owners of the parent
(5,175)
5
(15,835)
(4,533)
Weighted number of ordinary shares for the purposes of basic loss per share (000's)
1,554,339
1,254,666
1,497,103
1,254,666
(Loss)/profit per share:
Basic and fully diluted (loss)/profit per share (cents)
(0.33)
0.00
(1.06)
(0.36)
There are 14,191,963 warrants and 27,950,000 options which have been excluded when calculating the weighted average number of shares because they have an antidilutive effect.
5. Property, plant and equipment
Cost
Land and buildings
Plant and machinery
Motor vehicles
Furniture, fixtures and equipment
Total
At 1 January 2014
35,549
17,268
334
571
53,722
Additions
-
1,130
-
7
1,137
Disposals
-
-
(103)
(35)
(138)
At 30 June 2014
35,549
18,398
231
543
54,721
Additions
248
10,689
15
334
11,286
Disposals
-
(13)
(24)
(37)
At 31 December 2014
35,797
29,087
233
853
65,970
Additions
23
27,747
8
60
27,838
At 30 June 2015
35,820
56,834
241
913
93,808
Depreciation
At 1 January 2014
-
158
239
273
670
Charge for the period
-
-
11
44
55
Disposals
-
-
(103)
(22)
(125)
At 30 June 2014
-
158
147
295
600
Charge for the period
-
-
28
61
89
Disposals
-
-
(13)
(20)
(33)
At 31 December 2014
-
158
162
336
656
Charge for the period
-
-
10
56
66
At 30 June 2015
-
158
172
392
722
Net book value
At 30 June 2015
35,820
56,676
69
521
93,086
At 31 December 2014
35,797
28,929
71
517
65,314
The above fixed assets are located in Cyprus and Spain.
6. Intangible assets
Permits of Rio Tinto Project
Goodwill
Total
Cost
At 1 January 2014
14,821
10,023
24,844
Additions
39,801
-
39,801
At 30 June 2014
54,622
10,023
64,645
Additions
740
-
740
Derecognition*
(37,707)
-
(37,707)
At 31 December 2014
17,655
10,023
27,678
Additions
7,982
123
8,105
At 30 June 2015
25,637
10,146
35,783
Provision for impairment
On 1 January 2014
-
10,023
10,023
Provision for the period
-
-
-
At 31 December 2014
-
10,023
10,023
Provision for the period
-
123
123
At 30 June 2015
-
10,146
10,146
Net book value
At 30 June 2015
25,637
-
25,637
At 31 December 2014
17,655
-
17,655
Carrying Value of Intangible Assets
The ultimate recoupment of balances carried forward in relation to areas of interest or all such assets including intangibles is dependent on successful development, and commercial exploitation, or alternatively sale of the respective areas. The Company conducts impairment testing on an annual basis unless indicators of impairment are present at the reporting date.
In considering the carrying value of the assets at Proyecto Riotinto, including the intangible assets and any impairment thereof, the Company assessed the carrying values having regard to (a) the current recovery value (less costs to sell) and (b) the net present value of potential cash flows from operations. In both cases, the estimated net realisable values exceeded current carrying values and thus no impairment has been recognised.
Goodwill of 9,333,000 arose on the acquisition of the remaining 49% of the issued share capital of EMED Tartessus S.L. back in September 2008. This amount was fully impaired on acquisition, in the absence of the mining license back in 2008. 
On 21 January 2015, EMED completed the purchase of the remaining 5% of the issued share capital of Eastern Mediterranean Minerals (Cyprus) Ltd ("EMM"), held by Hellenic Mining Public Company Ltd, for a consideration of 7,500. The purchase of the non-controlling interest resulted in a goodwill of 123,490. This goodwill was immediately impaired. EMED now holds 100% of the issued share capital of EMM.
* Derecognition of Intangible Assets
In September 2008, the Group moved to 100% ownership of EMED Tartessus (and thus full ownership of Proyecto Riotinto) by acquiring the remaining 49% of the issued capital of EMED Tartessus. The cost of the acquisition was satisfied by issuing 39,140,000 Ordinary Shares to MRI Trading AG ("MRI") at an issue price of 21p per Ordinary Share and a deferred cash settlement of 53 million ("Deferred Consideration"), (including loans of 9,116,617.30 owed to companies related to MRI incurred in relation to the operation of Proyecto Riotinto). The obligation to pay the Deferred Consideration is subject to the satisfaction of the following conditions (the "Conditions"): (a) all authorisations to restart mining activities in Proyecto Riotinto having been granted by the Junta de Andaluca ("Permit Approval"); and (b) the Group securing a senior debt finance facility for a sum sufficient to restart mining operations at Proyecto Riotinto ("Senior Debt Facility") and being able to draw down funds under the Senior Debt Facility. On 11 November 2011 MRI novated its right to be paid the Deferred Consideration to Astor Management AG ("Astor").
As security, inter alia, for the obligation to pay the Deferred Consideration to Astor, EMED Holdings (UK) Limited has granted a pledge to MRI Resources AG over the issued capital of EMED Tartessus and the Company has provided a parent company guarantee.
As at 30 June 2015, the mining Permit Approval has been satisfied. However, the Group has not entered into arrangements in connection with a Senior Debt Facility. The Company's legal advisors are of the opinion that, in the absence of drawdown of funds by the Group pursuant to a Senior Debt Facility, there is significant doubt concerning the legal obligation on the Company to pay any of the Deferred Consideration. As the Group has not secured senior debt, the Directors have decided to derecognise the amount included in Q2 and Q3 2014 unaudited interim financial statements and revert to previous disclosure of this arrangement with Astor, as a contingent liability as was done in the 2013 and 2014 year-end financial statements. This matter will be kept under review as financing options for the restart of operations at Proyecto Riotinto are developed by the Company.
7. Trade and other receivables 
30 June 2015
31 Dec 2014
Receivables from related parties
11
56
Deposits and prepayments
158
156
VAT
8,474
1,852
Other receivables
1,089
162
9,732
2,226
The fair values of trade and other receivables approximate to their carrying amounts as presented above.
8. Share capital and share premium
Shares
000's
Share Capital
GBP'000
Share premium
GBP'000
Total
GBP'000
Authorised
Ordinary shares of GBP0.0025 each
6,000,000
15,000
-
15,000
Issued and fully paid
000's
EUR'000
EUR'000
EUR'000
Balance at 1 January 2015
1,439,866
4,409
149,823
154,232
Issue
Date
Price (GBP)
Details
25 June 2015
0.0475
Share placement
a) 
2,060,521
7,223
130,017
137,240
Share issue costs
-
-
(2,592)
(2,592)
Warrant issue costs
-
-
(122)
(122)
Derivative element of conversion of convertible note
-
-
440
440
Balance at 30 June 2015
3,500,387
11,632
277,566
289,198
Authorised capital 
2015
On 23 June 2015, the shareholders approved an increase in the authorized share capital of the Company from 5,500,000 to 15,000,000 by the creation of 3,800,000,000 new ordinary shares of 0.0025 each in the capital of the Company ranking pari passu with the existing ordinary shares of 0.0025 each in the capital of the Company.
Issued capital 
2015
a) On 25 June 2015, 2,060,520,685 shares at GBP 0.0025 were issued at a price of GBP 0.0475. Upon the issue an amount of 130,017,000 was credited to the Company's share premium reserve.
Warrants
The Company has issued warrants to advisers to the Group. Warrants, noted below, expire five or three years after the grant date and have exercise prices ranging from 4.75p to 10.5p. 
Details of share warrants outstanding as at 30 June 2015:
Number of warrants
000's
Outstanding warrants at 1 January 2015
6,315
 - granted during the reporting period
7,877
Outstanding warrants at 30 June 2015
14,192
9. Other reserves 
Share option 
Bonus share 
Available-for-sale investment
Total
At 1 January 2014
5,724
-
-
5,724
Recognition of share based payments
117
-
-
117
At 30 June 2014
5,841
-
-
5,841
Bonus shares issued in escrow
-
239
-
239
Bonus shares released from escrow
-
(195)
-
(195)
Change in value of available-for-sale investment
-
-
(202)
(202)
Recognition of share based payments
132
-
-
132
At 31 December 2014
5,973
44
(202)
5,815
Change in value of available-for-sale investments
-
-
(172)
(172)
Bonus shares issued in escrow
-
50
-
50
Warrant issue costs
122
-
-
122
Recognition of share based payments
76
-
-
76
At 30 June 2015
6,171
94
(374)
5,891
Share options
No share options were issued in the period from 1 January 2015 to 30 June 2015. Details of share options outstanding as at 30 June 2015:
Number of share options 000's
Outstanding options at 1 January and 30 June 2015
27,950
10. Trade and other payables 
30 June 2015
31 Dec 2014
Non-current trade and other payables
Social Security*
3,058
4,631
3,058
4,631
Current trade and other payables
Trade payables
5,559
7,181
Social Security*
3,072
3,048
Land options and mortgage
731
731
Accruals
1,173
2,047
Tax liability
15
15
Other
4
18
10,554
13,040
The fair values of trade and other payables due within one year approximate to their carrying amounts as presented above.
* On 25 May 2010 EMED Tartessus S.L recognized a debt with the Social Security's General Treasury in Spain amounting to 16.9 million that was incurred by a previous owner in order to stop the execution process by Public Auction of the land over which Social Security had a lien. 10.8 million has been repaid to date. Originally payable over 5 years, the repayment schedule was subsequently extended until June 2017.
11. Convertible note
30 June 2015
31 December 2014
Debt component
Derivative component
Debt component
Derivative component
Opening balance
13,952
130
11,267
2,034
Accrued interest
1,178
-
1,309
-
Accretion expense
31
-
691
-
Foreign exchange 
894
-
685
-
Fair value of the derivative component
-
(130)
-
(1,904)
Repayment
(16,055)
-
-
-
Closing balance
-
-
13,952
130
30 June 2015
31 Dec 2014
Current
Derivative component
-
130
Debt component
-
13,952
-
14,082
On 12 July 2013 the Company issued Convertible Notes (the "Notes") in the amount of 9,582,000 of which 7,026,800 was subscribed by XGC and 2,555,200 was subscribed by Orion. The Notes had an original term of 18 months to 12 January 2015 (the "Maturity Date"). As part of the Loan agreed on 24 December 2014 with the Note holders and others, the Maturity Date of the Notes was extended to be the earlier of 30 March 2015 and the date on which the Loan was due for payment. On 27 March 2015, by virtue of the extension of the maturity date of the Loan, the maturity date was extended to be the earlier of 30 June 2015 and the date of which the Loan was due for repayment. The Notes carried a coupon of 9% per annum in the first 12 months and 11% thereafter. Interest was capitalised every three months and rolled up, payable either on the Maturity Date or the earlier conversion or redemption of the Notes.
Within the period of 10 business days prior to the Maturity Date, the Note holders could have elected to convert all outstanding principal and accrued interest of their Notes into ordinary shares of 0.25 pence each in the Company ("Ordinary Shares"). Note holders could also have elected to convert their Notes following EMED seeking to redeem the Notes or a potential business sale or change of control of EMED. In addition, the Notes would have automatically converted into new Ordinary Shares at the time the Company (or any of its subsidiaries) made its first drawdown (the "Drawdown Date") from a facility made available by senior financial institutions for the restart of operations at the Company's Proyecto Riotinto in Andaluca, Spain. Where the Notes automatically converted on funds being made available under a senior secured debt facility, the conversion price of the Notes was the lower of 9 pence per share and the VWAP of an EMED share on AIM for the 20 immediately preceding trading days immediately preceding the Drawdown Date. In all other cases, the Notes would have converted at 9 pence per share.
EMED may have elected to redeem for cash the principal and accrued interest of the Notes at any time between 12 July 2014 (first anniversary of the date of issue) and the first to occur of the Drawdown Date or Maturity Date upon giving the holders of the Notes not less than 15 business days' notice. A Note holder could have chosen to convert their Notes into Ordinary Shares rather than have them redeemed but if they did so it would have been at a price of 9 pence per share and was not conditional on the Drawdown Date occurring. The Notes benefited from security interests granted by EMED Mining over the share capital of EMED Holdings (UK) Limited and EMED Marketing Limited as well as certain intra-group debts owing to EMED Mining. In addition, EMED Mining and certain of its subsidiaries had undertaken not to further encumber their assets or share capital, save in certain circumstances, including in connection with the proposed senior debt facility required in order to restart operations at Proyecto Riotinto.
The Notes were subject to certain standard events of default following which Note holders could have elected to immediately redeem their Notes and accrued interest. Assuming that the Notes converted in full at a conversion price of 9 pence per share (including the conversion of 21 months' accrued interest) the Note Holders would have received 125,494,668 shares. The Company paid intermediary fees of 192,000 on the issuance of these Notes.
The Notes were considered hybrid financial instruments comprising a Note liability and a conversion feature for Ordinary Shares ("the Conversion Feature"). As the conversion price (9 pence) was denominated in a currency other than the Company's functional currency, the Conversion Feature was considered to be a derivative financial instrument and was measured at fair value through profit or loss.
On 25 June 2015, in connection with the Subscription, Placing and Open Offer to raise 64.9m announced on 28 May 2015, the liability to pay the outstanding principal of the Notes together with accrued interest up to and including 15 May 2015 was satisfied by the issue of 241,668,731 shares for the conversion of the Notes at 4.75 pence per share.
12. Bridge loan facility
30 June 2015
31 Dec 2014
Current
Bridge loan
-
19,764
Bridge Loan - Financing costs
-
(1,217)
Total
-
18,547
On 24 December 2014, the Company agreed an unsecured bridging finance facility for up to US$30 million (the "Loan") with Trafigura, Orion and Hong Kong Xiangguang, an affiliate of XGC) (Trafigura, Orion and Hong Kong Xiangguang being the "Lenders"). The initial instalment of the Loan of US$24 million was drawn down on 30 December 2014, with the remaining $6m drawn down in early April 2015. The Loan was repayable on the earliest of three months following the receipt of the initial Loan funds, a change of control of the Company or the Company raising debt or equity funding in an amount equal to or greater than the amounts outstanding under the loan agreement.
The Company would pay interest on the outstanding amount of the Loan at a rate of 10% per annum and there were no penalties for early repayment of the Loan, but in the event of a payment default the interest rate would have risen to 12% per annum. Each Lender was paid an arrangement fee of 2.5% of the amount of the Loan advanced by that Lender and the Company reimbursed the due diligence and associated costs of the Lenders in connection with the Loan and other historic costs up to an aggregate amount of US$1.5 million, of which US$1 million was paid out of the proceeds of the Loan and the balance of US$ 0.5 million was added to the Loan and repaid at the time the Loan was repaid. Any additional costs of the Lenders were not reimbursed at that time and were deferred until such time as further finance was raised in excess of amounts outstanding under the loan agreement or, if earlier, 15 April 2015. The arrangement fees and costs deducted amounted to USD 1.5 million (EUR 1.2 million). Trafigura was also granted the right to appoint an observer to attend meetings of the Board of Directors of EMED for such time as Trafigura holds not less than 15% of the issued share capital of the Company. This was in addition to the existing rights of Orion and XGC who each had the right to appoint a Director to the Board.
On 27 March 2015, the Company agreed with the Lenders to extend the Maturity Date of the Loan by three months to 30 June 2015. In consideration for extending the term of the Loan, should a meeting of shareholders not be called by 30 April 2015 in order to approve a long term funding package, the Company had agreed to pay an extension fee of 0.5% on all outstanding amounts (including accrued interest and costs) owed to the Lenders pursuant to the Loan and the Convertible Notes. Additionally, a further fee equal to 1% would have been payable should a meeting of shareholders not be called by 31 May 2015. All other repayment terms of the Loan remained unchanged.
On 25 June 2015, in connection with the Subscription, Placing and Open Offer to raise 64.9m announced on 28 May 2015, the liability to pay the outstanding principal of the Loan together with accrued interest up to and including 15 May 2015 was satisfied by the issue of 452,648,133 shares for the conversion of the Notes at 4.75 pence per share.
13. Acquisition of subsidiaries
There were no acquisitions in the six months ended 30 June 2015.
14. Related party transactions 
The following transactions were carried out with related parties:
14.1 Compensation of key management personnel
The total remuneration and fees of Directors (including Executive Directors) and other key management personnel was as follows:
Three
months ended
30 June 2015
Three
months ended
30 June 2014
Six
months ended
30 June 2015
Six
months ended
30 June 2014
Directors' fees
170
232
258
315
Share option-based benefits to directors
14
45
28
63
Bonus shares issued to Director, in escrow
25
-
50
-
Key management personnel fees
157
125
315
292
Share option-based and other benefits to key management personnel 
20
(53)
26
139
386
349
677
809
14.2 Share-based benefits
The directors and key management personnel have not been granted options during the six month period.
14.3 Transactions with shareholders
30 June 2015
31 Dec 2014
XGC - Convertible note interest
864
960
XGC - Convertible note extension fee
57
-
XGC - Bridge loan
1,888
6,588
XGC - Bridge loan financing fee
-
439
XGC - Bridge loan interest
411
-
XGC - Bridge loan extension fee
38
-
Orion - Convertible note interest
314
349
Orion - Convertible note extension fee
21
-
Orion - Bridge loan
1,888
6,588
Orion - Bridge loan financing fee
-
339
Orion - Fees for raising capital
576
-
Orion - Bridge loan interest
411
-
Orion - Bridge loan extension fee
38
-
Trafigura - Bridge loan
1,888
6,588
Trafigura - Bridge loan financing fee
-
439
Trafigura - Fees for raising capital
441
-
Trafigura - Bridge loan interest
411
-
Trafigura - Bridge loan extension fee
38
-
14.4 Period-end balances with shareholders
30 June 2015
31 Dec 2014
XGC - Convertible note debt component
-
10,232
XGC - Convertible note derivative component
-
95
XGC - Bridge loan
-
6,588
Orion - Convertible note debt component
-
3,720
Orion - Convertible note derivative component
-
35
Orion - Bridge loan
-
6,588
Trafigura - Bridge loan
-
6,588
-
33,846
15. Contingent liabilities 
Deferred consideration
In September 2008, the Group moved to 100% ownership of EMED Tartessus (and thus full ownership of Proyecto Riotinto) by acquiring the remaining 49% of the issued capital of EMED Tartessus. The cost of the acquisition was satisfied by issuing 39,140,000 Ordinary Shares to MRI Trading AG ("MRI") at an issue price of 21p per Ordinary Share and a deferred cash settlement of 53 million ("Deferred Consideration"), (including loans of 9,116,617.30 owed to companies related to MRI incurred in relation to the operation of Proyecto Riotinto). The obligation to pay the Deferred Consideration is subject to the satisfaction of the following conditions (the "Conditions"): (a) all authorisations to restart mining activities in Proyecto Riotinto having been granted by the Junta de Andaluca ("Permit Approval"); and (b) the Group securing a senior debt finance facility for a sum sufficient to restart mining operations at Proyecto Riotinto ("Senior Debt Facility") and being able to draw down funds under the Senior Debt Facility.
Originally the Group was obliged to pay the Deferred Consideration in instalments commencing on the date of drawdown under the Senior Debt Facility until the second anniversary of commercial production at Proyecto Riotinto. On 31 March 2009, pursuant to a deed of amendment, MRI consented to the Group paying the Deferred Consideration over a period of six or seven years following satisfaction of the Conditions (the "Payment Period") and to the arrangements that were entered into in connection with the Convertible Loan Facility (now repaid). In return, the Company agreed to potentially pay further Deferred Consideration of up to 15,900,000 in regular instalments over the Payment Period depending upon the price of copper. Any such additional Deferred Consideration would only be payable if, during the relevant period, the average price of copper per tonne is US$6,614 or more (US$3.00/lb). On 11 November 2011 MRI novated its right to be paid the Deferred Consideration to Astor Management AG ("Astor").
As security, inter alia, for the obligation to pay the Deferred Consideration to Astor, EMED Holdings (UK) Limited has granted a pledge to MRI Resources AG over the issued capital of EMED Tartessus and the Company has provided a parent company guarantee. As at the date of this report, the mining Permit Approval has been satisfied. However, the Group has not entered into arrangements in connection with a Senior Debt Facility.
The Company's legal advisors are of the opinion that, in the absence of drawdown of funds by the Group pursuant to a Senior Debt Facility, there is significant doubt concerning the legal obligation on the Company to pay any of the Deferred Consideration. As the Group has not secured senior debt, the Directors have decided to derecognise the amount included in Q2 and Q3 2014 unaudited interim financial statements and revert to previous disclosure of this arrangement with Astor, as a contingent liability as was done in last year's financial statements. This matter will be kept under review as financing options for the restart of operations at Proyecto Riotinto are developed by the Company.
Judicial and administrative cases
On 23 September 2010, EMED Tartessus ("EMEDT") was notified that the Andalucan Water Authority ("AWA") had initiated a Statement of Objections and Opening of File (the "Administrative File 2010") following allegations by third parties of unauthorized industrial discharges from the Tailings Management Facility ("TMF") at the Rio Tinto Copper Mine in the winter months of late 2010 and early 2011. These assertions are judicial (alleging negligence) and administrative (alleging damage to the environment) in nature. At that time, the Company owned 33% of the TMF and the owners of the remaining 67% are co-defendants (Rumbo and Zeitung).
In December 2011 the judicial claims were dismissed in the initial discovery phase by the appeals Court (upholding a lower court decision) finding that the controlled discharges of excess rainwater were force majeure events carried out to protect the stability of the TMF, thereby ensuring public safety and protection of the environment (the "Court Decisions"). Given that all judicial claims were dismissed in the very early stages of the courts investigation, no formal charges were ever made against EMEDT or against any of its Directors or Officers.
Now that the Court Decisions are final, the Administrative File 2010, which can only result in a monetary sanction against the co-defendants, was re-opened. The defence arguments successfully used in a later case which has been dismissed on 11 February 2015 will be used in the Administrative 2010 and the management is positive that they will be accepted.
On January 2, 2013 EMEDT, Rumbo and Zeitung were notified of a Resolution of Fine and Damages (in a total amount of 1,867,958.39). In February 2013 EMEDT appealed this Resolution and the Court has agreed that the Fine and Damages amount be secured by a mortgage over certain properties owned by EMED until the final decision on the alleged discharges is known.
In the Company's view, no "industrial discharge" took place, but rather a force majeure controlled discharge of excess rainwater accumulated in the TMF since industrial operations ceased in the early 2000s with no actual damage to the environment having taken place. 
In the Company's view it is unlikely that any fine or sanction will be imposed against EMEDT once the Administrative File 2010 reaches its final conclusion after all appeals are exhausted in approximately 3-5 years.
On 28 January 2014, EMEDT was notified that the Huelva Territorial Delegation of the Ministry of Environment (which has absorbed the former AWA) had initiated another disciplinaryproceedingfor unauthorized discharge (the "Administrative File 2013") of administrative nature following allegations by the administration of alleged unauthorized industrial discharges from the TMF at the Rio Tinto Copper Mine during the heavy rains occurred from 7 March to 25 April 2013. The Administration has proposed the amount of 726,933.30 as compensation for alleged damages to the environment ("Public Water Domain") and a fine of between 300,507 to 601,012. On 11 February 2015, the Huelva Territorial Delegation of the Ministry of Environment dismissed the case. This outcome is especially relevant as it can now be used as a precedent for defence of any other proceedings of a similar nature.
On 19 February 2015, EMEDT was notified that the Huelva Territorial Delegation of the Ministry of Environment had initiated another disciplinary proceeding for unauthorised discharge (the "Administrative File 2014") which has proposed a fine of between 300,507 to 601,012. On 10 March 2015 the Company submitted the relevant defence arguments.
In the Companys view, it is unlikely that any fine or sanction will be imposed against EMEDT once the Administrative files reach their final conclusion and taking into account the already accepted allegations and mentioned arguments of defence.
Rehabilitation obligation 
The Group anticipates that a rehabilitation liability will be recognised upon commencement of operations at Proyecto Riotinto, the amount of which is not determinable at this time as it is subject to further discussion with the relevant authorities.
16. Commitments
Spain
There are no minimum exploration requirements at Proyecto Riotinto. However, the Group is obliged to pay municipal land taxes which currently are approximately 110,000 per year in Spain and the Group is required to maintain the Rio Tinto site in compliance with all applicable regulatory requirements.
As part of the consideration for the purchase of land from Rumbo, EMED Tartessus has agreed to pay a royalty to Rumbo subject to commencement of production of $250,000 in each quarter where the average price of LME copper or the average copper sale price achieved by the Group is at least $2.60/lb. No royalty is payable in respect of any quarter where the average copper price for that quarter is below this amount and in certain circumstances any quarterly royalty payment can be deferred until the following quarter. The royalty obligation terminates 10 years after commencement of production.
Commencement of production is defined as being the first to occur of processing of ore at a rate of nine million tonnes per annum for a continuous period of six months or the date that is 18 months after the first product sales from Proyecto Riotinto. Additionally, if after seven years from the date of the land purchase, the Group has not obtained all necessary licenses to open and operate Proyecto Riotinto, the land will be sold back to Rumbo for 1. Should the Group sell the land prior to this date to a third party, Rumbo shall be paid 5.5 million and the above mentioned royalty novated to the third party.
EMED Tartessus has entered into a 50/50 joint venture with Rumbo to evaluate and exploit the potential of the class B resources in the tailings dam and waste areas at Proyecto Riotinto. Under the joint venture agreement, EMED Tartessus will be the operator of the joint venture, will reimburse Rumbo for the costs associated with the application for classification of the Class B resources and will fund the initial expenditure of a feasibility study up to a maximum of 2 million. Costs are then borne by the joint venture partners in accordance with their respective ownership interests. Half of the costs paid by EMED Tartessus in connection with the feasibility study can be deducted from any royalty which may fall due to be paid.
At Proyecto Riotinto, the Group has four year options with each of Zeitung and Inland for the purchase of certain land plots adjacent to the mine at a purchase price of 4.202 million (expiry date 31 July 2016) and 4.648 million (expiry date 2 August 2016) respectively. The Zeitung option requires an annual option payment from the Group of 119,500 and the Inland option requires an annual payment of 130,500 which is deductible from the purchase price. In each case, half of the purchase price can be made by the issue of shares in EMED Mining based on a weighted average market price at the time of the purchase.
Slovakia
Annual tenement rental fees are 20,000. EMED has met all of its obligations to date. All annual technical and financial reports have been submitted on time. Exploration commitments are in the order of 65,000. In December 2014, EMED entered into a conditional Earn-in Agreement with Prospech Ltd ("Prospech"), a private Australian exploration company, in relation to 2 exploration licences held by EMED's 100% owned Slovakian subsidiary, Slovenske Kovy s.r.o. Prospech will invest up to a 1 million over a three-year period in return for an 81% interest in Slovenske Kovy.
In July 2015 EMED entered into a Sale and Purchase Agreement with FDP Real Estate & Investments a. s., a private Slovak company, in relation to its 100% owned subsidiary EMED Slovakia s.r.o. The Buyer has undertaken all of the running costs of EMED Slovakia, whilst the Seller will retain a 30% free-carried equity in EMED Slovakia, which has been now renamed to Mining Group Slovakia s.r.o.
Other
In Cyprus, there are no exploration commitments required and tenement rentals are approximately 19,000 per annum.
17. Events after the reporting period
In July and August 2015, the Company reached agreements with interested parties to dispose of its exploration assets in Slovakia and Cyprus respectively. None of these assets are considered material to the Company. The main goal of the disposal of these assets is to streamline available working capital and focus management time on Proyecto Riotinto.
On 16 July 2015, EMED announced that its wholly-owned operating subsidiary EMEDT, the owner of Proyecto Riotinto was awarded the Activity Licence from the Minas de Riotinto Municipality. This licence represents the final permitting component required to initiate mining activities at Proyecto Riotinto.
On 29 July 2015, the Annual General Meeting was held at Rio Tinto, in Spain, with all resolutions being passed by shareholders.
On 31 July 2015, Mr. John Leach, the Company's Chief Financial Officer left the Company, one month before the end of his agreed contract term. EMED's finance function is overseen by David Carrasco, CFO of EMED Tartessus, and George Hadjineophytou, Group Financial Controller on an interim basis while the Board considers all replacement options.
On 7 September 2015, the Company announced the appointment of four Non-Executive Directors (NEDs) to the existing Board of Directors. Dr Hussein Barma and Mr Stephen Scott are Independent NEDs, with Mr Damon Barber and Mr Jonathan Lamb representing Liberty Metals & Mining Holdings LLC and Orion Mine Finance (Master) Fund I LP respectively, two of the four cornerstone investors of EMED. The other two cornerstone investors, Hong Kong Xiangguang International Holdings Limited, (a subsidiary of Yanggu Xiangguang Copper Co. Ltd) and Trafigura Beheer B.V already have board representation.
There were no other events after the reporting period, which would have a material effect on the consolidated financial statements.
Management's Responsibility for Financial Reporting
The accompanying condensed interim unaudited consolidated financial statements of EMED Mining Public Limited were prepared by management in accordance with International Financial Reporting Standards ("IFRS"). Management acknowledges responsibility for the preparation and presentation of the condensed interim unaudited consolidated financial statements, including responsibility for significant accounting judgments and estimates and the choice of accounting principles and methods that are appropriate to the Company's circumstances. The significant accounting policies of the Company are summarised in Note 2 to the condensed interim unaudited consolidated financial statements.
The Board of Directors is responsible for reviewing and approving the condensed interim unaudited consolidated financial statements and for ensuring that management fulfils its financial reporting responsibilities. An Audit and Financial Risk Management Committee assists the Board of Directors in fulfilling this responsibility. The members of the Audit and Financial Risk Management Committee are not officers of the Company. The Audit and Financial Risk Management Committee meets with management to review the internal controls over the financial reporting process, the consolidated financial statements and the auditors' year-end report. The Audit and Financial Risk Management Committee also reviews the Annual Report to ensure that the financial information reported therein is consistent with the information presented in the consolidated financial statements. The Audit and Financial Risk Management Committee reports its findings to the Board of Directors for its consideration in approving the condensed interim unaudited consolidated financial statements for issuance to the shareholders.

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