REG - Churchill Mining plc - Final Results <Origin Href="QuoteRef">CHLL.L</Origin> - Part 1
RNS Number : 9916FChurchill Mining plc17 November 201517 November 2015
AIM: CHL
CHURCHILL MINING PLC
("Churchill" or "the Company")
Full Year Results for the 12 Months ended 30 June 2015
Churchill Mining (AIM: CHL) reports its full year results for the 12 months ended 30 June 2015.
CHAIRMAN'S STATEMENT
Dear Shareholder,
I present Churchill Mining Plc's ("Churchill" or the "Company") Full Year Report for the 12 months ended 30 June 2015.
Introduction
During the year the Company continued to actively pursue its claim - currently quantified at US$1.315 billion plus interest from July 2014 - against the Republic of Indonesia ("Indonesia") for unlawful measures taken by Indonesia against Churchill's interests in the East Kutai Coal Project ("EKCP").
The unlawful measures taken by Indonesia include Indonesia's revocation (without justification, compensation or due process) of the mining licences that underpinned the EKCP (the "EKCP licences"), which were held by Churchill and its local partner in the project, the Ridlatama Group.
At the time the EKCP licences were illegally revoked, Churchill andits wholly owned subsidiary Planet Mining Pty Ltd's ("Planet") held a 75% interest in the EKCP. The area covered by the EKCP licences (i.e. the EKCP) contained a JORC Resource of 2.8 billion tonnes and incorporated a JORC Reserve of 980 million tonnes.
Churchill brings its claims against Indonesia under the United Kingdom-Indonesia Bilateral Investment Treaty (the "UK BIT"); Planet's claim - which is being run in consolidation with Churchill's case - is brought under the Australia-Indonesia Bilateral Investment Treaty (the "Australia BIT").
The consolidated Churchill/Planet arbitration is being conducted at the International Centre for Settlement of Investment Disputes ("ICSID"). The arbitral tribunal hearing the case comprises highly-credentialed arbitrators: Professor Gabrielle Kaufmann-Kohler (Chairperson) from Switzerland, Professor Albert Jan van den Berg from the Netherlands and Judge Michael Hwang SC from Singapore.
In legal terms, Churchill and Planet's causes of action are brought primarily under the expropriation and "Fair and Equitable Treatment ("FET") provisions of the respective treaties.
Developments in the ICSID arbitration
As I explained last year, Indonesia objected to the ICSID tribunal's jurisdiction to determine Churchill and Planet's claims, but these objections were dismissed (i.e. the tribunal upheld jurisdiction).
However, on 25 September 2014, Indonesia filed an "Application for Dismissal of Claimants Claims" based on Forged and Fabricated Ridlatama Mining Licences" (the "Forgery Dismissal Application").
In the Forgery Dismissal Application, Indonesia's main contentions were as follows:
The Ridlatama licences were never the property of either Ridlatama or Churchill;
The areas of land covered by the Ridlatama licences were at all times the property of companies within the Nusantara Group;
Ridlatama forged the licences for General Survey and Exploration (and related approvals and recommendations) as part of a "massive, systematic and sophisticated scheme to defraud the Republic";
Ridlatama used its forged general survey and exploration licences to "trick" the Regent of East Kutai into signing and issuing the exploitation licences for the EKCP;
By its conduct Ridlatama stole from the Nusantara Group property; and
Churchill and Planet's claims should be dismissed because they arise out of measures allegedly taken by Indonesia against investments that themselves depend entirely on the rights conveyed by the Ridlatama licences.
Churchill has been advised by Ridlatama that Ridlatama unequivocally denies that it or its officers or directors have committed any of the acts of criminality alleged by Indonesia.
Based on the particulars given in Indonesia's Forgery Dismissal Application, Churchill and Planet were not sure whether or not they were being accused of criminal wrongdoing (or whether, instead, Indonesia's allegations of forgery and fraud were levelled solely against Ridlatama). On 23 March 2015, in response to our request for particulars on this point, Indonesia positively denied that it had ever made any accusation against Churchill or Planet. On 22 July 2015, Indonesia confirmed its position in this regard, saying it "has never affirmatively claimed that Churchill's officials engaged in fraud and forgery".
For the avoidance of doubt, Churchill and Planet:
expressly deny that they (or any of their officers or directors) have ever engaged in any of the acts of criminality described above; and
dispute Indonesia's allegations that Ridlatama engaged in any of the acts of criminality described above.
Recapping significant events and progress achieved in the ICSID arbitration process during 2014/15:
(i) On 29 August 2014 representatives from Churchill and Indonesia met in Singapore to inspect a designated bundle of original documents relating to the EKCP mining licences.
(ii) On 29 August 2014 (the same day as the Company was attending the document inspection in Singapore) Indonesian police officers raided the Company's Jakarta office and seized a number of documents, computers and backup drives as part of a new police investigation into alleged license document forgery.
(iii) In September 2014, Indonesia filed its Forgery Dismissal Application.
(iv) In late October 2014, the Tribunal dismissed Indonesia's application for a separate hearing on its Forgery Dismissal Application and directed Indonesia to file its substantive defence to Churchill's claims by 12 November 2014.
(v) In November 2014, however, the Tribunal reversed its earlier decision not to hold a stand-alone hearing on document authenticity and directed that such a hearing be held as it would benefit and simplify the overall arbitration process.
(vi) On 3 February 2015 the Company advised that it had replaced existing counsel, Quinn Emanuel Urquhart & Sullivan, with the global "Magic Circle" law firm of Clifford Chance LLP as the Company's counsel in the ICSID arbitration proceedings against Indonesia. Clifford Chance were also appointed as counsel for Planet.
(vii) On 9 March 2015 there was a suspicious fire in the Wisma Kosgoro building in Jakarta, Indonesia which is where the offices of the Company's Indonesian subsidiary PT Indonesia Coal Development ("ICD") are located. The fire was eventually extinguished by midday on Tuesday 10 March 2015 however a number of floors in the building, including the floor on which ICD's offices were located, were extensively damaged.
(viii) In correspondence on 23 March 2015, Indonesia advised that it was not no longer alleging that Churchill or Planet "masterminded the scheme" to defraud Indonesia.
(ix) On 29 May 2015, following a document discovery and inspection process in which Indonesia refused to provide the majority of documents it was ordered to provide by the Tribunal, Churchill filed its response to Indonesia's Forgery Dismissal Application. It is Churchill and Planet's contention that Indonesia's Forgery Dismissal Application must fail because the evidence contradicting Indonesia's case - even without the documents Indonesia was ordered to provide but did not - is overwhelming. Specific evidence includes:
All four of the General Survey licences which Indonesia alleges were "non-existent" were in fact properly recorded in the register book of the Legal Section of East Kutai as having been granted.
Contrary to Indonesia's assertion that the applications for Ridlatama's General Survey licences were rejected at an early stage, there is conclusive documentary evidence that proves otherwise.
The documentary "irregularities" which Indonesia contended were evidence of forgery were also found on many documents produced by Indonesia (and which Indonesia has said are genuine).
There is conclusive evidence to show that the accounts of Indonesia's key witnesses are wrong in critical aspects.
There is a vast body of undisputed documents that show the true footprint of the EKCP licences, many of which bear the signatures of Indonesia's witnesses who deny processing (or even knowing about) the allegedly forged licences.
Events Post 30 June 2015
The following significant events have occurred post 30 June 2015
(i) Document Authenticity Hearing
Pursuant to ICSID Procedural Order 15, Indonesia's Forgery Dismissal Application was heard in Singapore between 3 and 10 August 2015. Churchill and Planet were represented by (the international law firm) Clifford Chance LLP with members of the Churchill board and management also in attendance at the hearing.
The conduct of the hearing included fact witnesses, oral presentations and expert witnesses. All of the witnesses for Churchill whom Indonesia requested for cross-examination attended the hearing. With the exception of the very person responsible for the revocation of the Ridlatama mining licences in which Churchill held a 75% interest - former Regent of East Kutai, Mr Isran Noor - all of the witnesses for Indonesia whom Churchill requested for cross-examination attended the hearing.
Mr Noor refused to attend the hearing. In view of his refusal to attend, the Tribunal ordered that Mr Noor's witness statement be struck out and all his evidence disregarded.
(ii) Post- Hearing Briefs
Shortly after the conclusion of the August hearing on document authenticity, the Tribunal ordered the parties to file "Post-Hearing Briefs" answering certain questions.
In accordance with the Tribunal's orders, Churchill and Planet filed the first of their two Post-Hearing Briefs on 20 October 2015. Churchill and Planet are scheduled to file their second-round Post-Hearing Briefs on 18 November 2015 (and, in this second brief, Churchill and Planet will reply to the points made in Indonesia's first-round Post-Hearing Brief).
Once our second-round Post-Hearing Brief is filed, we will issue a summary of the points made in each of the two briefs filed by Churchill and Planet.
Disciplinary Action
In July this year, the London Stock Exchange ("Exchange") served the Company with a Statement of Case alleging breaches of AIM rules 11 and 31 during the period from August 2010 to March 2011. The Company disputes the contentions raised by the Exchange and is defending this action. The 90,000 (US$144,000) provision made in the half yearly accounts in relation to any potential fine has been maintained as a matter of prudence however we note that the ultimate level of any fine may be materially higher or materially lower than the current provision.
I would like to conclude by thanking our shareholders, my fellow Directors and our staff for their continued support and patience and can assure you the Board continues actively to seek a suitable outcome for shareholders.
David Quinlivan
Chairman
17 November 2015
The full report and accounts for the period ended 30 June 2015 are available on the Company's website www.churchillmining.com and will be sent to shareholders.
For further information, please contact:
Churchill Mining plc
David Quinlivan
Nicholas Smith
Russell Hardwick
+ 61 8 6382 3737
Northland Capital Partners Limited
Nominated adviser
Edward Hutton/William Vandyk
Broking John Howes / Abigail Wayne
+44(0)20 7382 1100
STRATEGIC REPORT
BUSINESS REVIEW / HISTORY
Churchill Mining Plc ("Churchill" or "the Company") listed on AIM in April 2005. Churchill's growth path accelerated following the discovery of a world-class thermal coal deposit (the East Kutai Coal Project "EKCP") in the East Kutai Regency of Kalimantan, Indonesia, through an intensive and targeted exploration program.
Churchill's investments and operations culminated in the completion of a feasibility study in readiness for funding and the commencement of construction of the necessary infrastructure to support the exploitation of the coal resource. The Group's operations were subsequently halted by a decision by the East Kutai Regent to revoke the mining licences held by Churchill's Indonesian partners, the Ridlatama Group of companies ("Ridlatama") in which Churchill held a 75% interest. The East Kutai Regent's decision was challenged before the Indonesian courts, resulting initially in a negative ruling from the Samarinda Administrative Tribunal which upheld the East Kutai Regent's decision to revoke the licences. The decision was appealed, first to the Administrative High Court in Jakarta and then to the Supreme Court of Indonesia, but both appeals were unsuccessful. Churchill then took its claim for damages to the International Centre for Settlement of Investment Disputes.
INTERNATIONAL ARBITRATION CLAIM
In May 2012 Churchill filed a Request for Arbitration at the International Centre for Settlement of Investment Disputes ("ICSID") against the Republic of Indonesia ("ROI") alleging breaches by ROI of obligations under the UK-Indonesia Bilateral Investment Treaty. In addition, Churchill's Australian subsidiary, Planet Mining Pty Ltd ("Planet"), also filed a Request for Arbitration at ICSID against the ROI pursuant to the Australia-Indonesia Bilateral Investment Treaty. The Churchill and Planet arbitrations were subsequently consolidated into a single proceeding.
Churchill and Planet have filed their Memorials setting out their case against ROI supported by witness statements and expert and documentary evidence. Key elements within the Memorials include:-
The ROI initially supported and encouraged Churchill/Planet to invest in the East Kutai Coal Project;
Churchill/Planet invested in the ROI in compliance with applicable laws and regulations;
After Churchill/Planet's discovery of substantial coal deposits, the ROI took a series of unlawful actions that resulted in the destruction of Churchill/Planet's valuable investment;
The actions of the ROI constitute clear violations of its obligations under the Bilateral Investment Treaties with the United Kingdom and Australia; and
Churchill/Planet presently quantify their losses and seek damages in the amount of USD 1.315 billion (including interest) based on an industry-standard Discounted Cash Flow analysis.
Further detail in relation to the progress of the international arbitration claim during the 2015 Financial Year is included in the Chairman's Report.
STRATEGY AND OBJECTIVES
Churchill's key objective is to restore shareholder value following the revocation of the mining licences that made up the EKCP in East Kalimantan, Indonesia, in which Churchill/Planet held a 75% interest. The Company will continue to seek to restore value for shareholders by actively progressing its claim for damages via ICSID against the Republic of Indonesia.
FINANCIAL SUMMARY
Results of Operations (All amounts in US$)
The Group incurred a loss for the year attributable to equity shareholders of the parent of $2,792,570 compared to a loss of $2,450,087 for the previous year. The basic loss per ordinary share for the year was 2.24c compared with the loss per share of 1.99c for the previous year.
Other administrative expenses totalled $2.55 million (June 2014: $2.71 million).
Significant expenditure items during the period include:
Legal and professional fees of $1.17 million (June 2014: $1.46 million) mainly reflecting ongoing expenditure for the Company's arbitral claim against the Republic of Indonesia;
Consulting, directors, staff and professional fees of $0.75 million (June 2014: $0.58 million)
Net cash outflow from operating activities has decreased compared to the 2014 year and mainly reflects the ongoing legal and administrative costs of pursuing the ICSID claim against the Republic of Indonesia.
30 June 2015
30 June 2014
30 June 2013
$'000
Audited
$'000
Audited
$'000
Audited
Net cash flows from operating activities
(2,042)
(2,355)
(7,017)
During the year as a matter of prudence, the Group impaired in full the remaining related party receivable of $2,228,848 and also reassessed the related party loan payable of $2,228,848 to nil.
The balance of operating expenditure is in line with the Company's expectations and resources allocated to progressing the ICSID arbitration proceedings.
Selected Annual Information
The Group's statement of financial position at 30 June 2015 and comparatives at 30 June 2014 and 30 June 2013 are summarised as follows:
2015
2014
2013
$'000
$'000
$'000
Non-current assets
8
7
295
Current assets
2,195
5,565
8,075
Total assets
2,203
5,572
8,370
Current liabilities
921
3,222
3,967
Non-current liabilities
45
40
44
Total liabilities
966
3,262
4,011
Net assets
1,237
2,310
4,359
Liquidity & Capital
The Group began the year with US$3.02 million in cash and ended the year with US$2.05 million in cash assets. The Company continues to minimise other administration and corporate overheads where possible to preserve the Company's cash position.
In May 2015 the Company raised 850,000 before expenses through a placing and subscription of 8,500,000 new Ordinary Shares of 1p each at a price of 10p per share together with the issue of warrants over Ordinary Shares on the basis of one warrant for every two Placing Shares exercisable at a price of 15p per Ordinary Share and expiring on 30 June 2018.
Subsequent to the year end in September 2015, the Company raised a further 750,000 before expenses through a placing and subscription of 4,166,664 new Ordinary Shares of 1p each at a price of 18p per share together with the issue of warrants over Ordinary Shares on the basis of one warrant for every two Placing Shares exercisable at a price of 27p per Ordinary Share expiring on 31 October 2018.
PRINCIPAL RISKS AND UNCERTAINTIES
The Board regularly reviews the risks to which the Group is exposed and endeavours to minimise these risks as far as possible. The following summary, which is not exhaustive, outlines some of the risks and uncertainties facing the Group in its present position following the revocation of the mining licences that made up the EKCP and the filing of international arbitration against the Republic of Indonesia.
Litigation risk
As detailed in the Chairman's statement and Strategic Review, the Company is engaged in legal actions including a significant damages claim in international arbitration against the Republic of Indonesia of which the outcome remains unknown. There can be no assurance that any or all of the proceedings may be awarded in favour of the Company. The Company has engaged experienced international counsel to assist in mitigating this risk and providing the best possible chance of recovering value for shareholders.
Sovereign risk
The Group has an administration office in Indonesia where there are a number of associated risks over which it will have no control. Potential risks in Indonesia could include economic, social or political instability, terrorism, currency instability, government participation and taxation.
Reliance on key management
The Group's future success is substantially dependant on the continued services and performance of its key personnel. The Company's aim is to ensure that key personnel are rewarded and incentivised for their contribution to the Group and are motivated to enhance the return to Shareholders. There can be no assurance that the Company's current personnel, systems, procedures and controls will be adequate to support the litigation or any future operations or expansion.
Funding risk
The ability of the Group to arrange additional financing in the future will depend, in part, on the prevailing capital market conditions as well as the general performance of the Company and the progress of the International arbitration claim. There can be no assurance that additional capital or other forms of finance may be available if needed, or that, if available the terms of such financing will be favourable to the Group. The Directors have a reasonable expectation that the Group will have access to the necessary resources to continue its pursuit of the ICSID litigation. This risk has been mitigated by a fundraising completed during the year and a further fundraising completed post the year-end.
Currency risk
The Company is exposed to exchange rate risk in its daily operations and mitigates this risk where possible by holding currency in GBP, USD and AUD based on budgeted expenditure.
ANALYSIS USING KEY PERFORMANCE INDICATORS
The International arbitration claim has in effect become Churchill's principal activity and focus. The key performance indicator is to manage the arbitration claim in an efficient and cost effective manner and raise sufficient funds to support the claim. During the year the Company raised 850,000 to support the arbitration claim. The Directors regularly monitor available cash to meet on-going administration and legal costs with the aim of a recovery of value for Shareholders.
APPROVAL OF THE BOARD
This strategic report contains certain forward-looking statements that are subject to the usual risk factors and uncertainties with a Company that has a legal claim as its main business. Whilst the Directors believe that any expectation reflected herein to be reasonable in light of the information available up to the time of their approval of this report, the actual outcome may be materially different owing to factors beyond the Group's control. Accordingly no reliance may be placed on any forward-looking statements.
By order of the Board
David Quinlivan
Chairman
17 November 2015
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 30 June 2015
2015
2014
Note
$'000
$'000
Other operating income
-
8
Other administrative expenses
(2,554)
(2,711)
Loss on sale of financial asset
8
-
(46)
Reassessment of loan payable
2,229
-
Impairment of receivables
(2,229)
-
Total administrative expenses
3
(2,554)
(2,757)
Loss from operations
(2,554)
(2,749)
Finance income
2
4
306
Finance expense
3
(243)
(7)
Loss before taxation
(2,793)
(2,450)
Tax expense
5
-
-
Loss for the year attributable to equity shareholders of the parent
(2,793)
(2,450)
Other comprehensive (expense)/income:
Foreign exchange differences on translating foreign operations
(9)
(5)
Other comprehensive (expense)/income for the year
(9)
(5)
Total comprehensive loss for the year attributable to equity shareholders of the parent
(2,802)
(2,455)
Loss for the year attributable to:
Owners of the parent
(2,793)
(2,450)
Non-controlling interest
-
-
(2,793)
(2,450)
Total comprehensive loss for the year attributable to:
Owners of the parent
(2,802)
(2,455)
Non-controlling interest
-
-
(2,802)
(2,455)
Loss per share attributable to owners of the parent:
Basic and diluted loss per share (cents)
6
(2.24c)
(1.99c)
The accompanying notes form part of these financial statements.
STATEMENTS OF FINANCIAL POSITION
As at 30 June 2015
Company number 5275606
Consolidated
Company
Note
2015
2014
2015
2014
$'000
$'000
$'000
$'000
ASSETS
Current assets
Cash and cash equivalents
2,050
3,016
2,029
2,993
Other receivables
9
145
2,549
135
56
Total current assets
2,195
5,565
2,164
3,049
Non-current assets
Property, plant and equipment
10
8
7
5
6
Investment in subsidiaries
11
-
-
-
-
Total non-current assets
8
7
5
6
TOTAL ASSETS
2,203
5,572
2,169
3,055
LIABILITIES
Current Liabilities
Trade and other payables
12
777
739
769
681
Loans and borrowings
13
-
2,483
-
-
Provisions
14
144
-
144
-
Total current liabilities
921
3,222
913
681
Non-current liabilities
Provisions
14
45
40
-
-
Total non-current liabilities
45
40
-
-
TOTAL LIABILITIES
966
3,262
913
681
NET ASSETS
1,237
2,310
1,256
2,374
CAPITAL AND RESERVES ATTRIBUTABLE TO OWNERS OF THE COMPANY
Share capital
16
2,381
2,237
2,381
2,237
Share premium
16
79,235
77,791
78,863
77,791
Other reserves
16
2,506
2,424
3,593
2,488
Retained deficit
(82,885)
(81,246)
(83,953)
(80,142)
TOTAL EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT
1,237
1,206
1,256
2,374
Non-controlling interest
-
1,104
-
-
TOTAL EQUITY
1,237
2,310
1,256
2,374
The accompanying notes form part of these financial statements.
The financial statements were approved and authorised for issue by the Board of Directors on 17 November 2015 and were signed on its behalf by:
David Quinlivan
Director
STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2015
Other Reserves
Consolidated
Share Capital
Share premium
reserve
Retained deficit
Foreign exchange
Equity settled share options
Total Equity attributable to equity holders of Company
Non-controlling Interest
Total Equity
$'000
$'000
$'000
$'000
$'000
$'000
$'000
$'000
Changes in equity for year to 30 June 2014
Balance at 1 July 2013
2,230
77,641
(78,796)
(59)
2,239
3,255
1,104
4,359
Loss for the period
-
-
(2,450)
-
-
(2,450)
-
(2,450)
Other comprehensive (expense)/income
-
-
-
(5)
-
(5)
-
(5)
Transfer of Merger Reserve to retained
-
-
Deficit
Expiry of share options
-
-
-
-
-
-
-
-
Recognition of share based payments
-
-
-
-
249
249
-
249
Issue of shares
7
150
-
-
-
157
-
157
Balance at 30 June 2014
2,237
77,791
(81,246)
(64)
2,488
1,206
1,104
2,310
Changes in equity for year to 30 June 2015
Balance at 1 July 2014
2,237
77,791
(81,246)
(64)
2,488
1,206
1,104
2,310
Loss for the period
-
-
(2,793)
-
-
(2,793)
-
(2,793)
Other comprehensive expense
-
-
-
(9)
-
(9)
-
(9)
Expiry of share options
-
-
50
-
(50)
-
-
-
Transfer of non-controlling interest to retained deficit
-
-
1104
-
-
1,104
(1,104)
-
Recognition of share based payments
-
-
-
-
141
141
-
141
Issue of shares
144
1,473
-
-
-
1,617
-
1617
Share issue costs
-
(29)
-
-
-
(29)
-
(29)
Balance at 30 June 2015
2,381
79,235
(82,885)
(73)
2,579
1,237
-
1,237
The accompanying notes form part of these financial statements.
Company
Share Capital
Share premium reserve
Retained deficit
Foreign Exchange reserve
Equity settled share options reserve
Total Equity
$'000
$'000
$'000
$'000
$'000
$'000
Changes in equity for year to 30 June 2014
Balance at start of the year
2,230
77,641
(77,751)
-
2,239
4,359
Total comprehensive loss for the year
-
-
(2,391)
-
-
(2,391)
Issue of shares
7
150
-
-
-
157
Recognition of share based payments
-
-
-
-
249
249
Balance at 30 June 2014
2,237
77,791
(80,142)
-
2,488
2,374
Changes in equity for year to 30 June 2015
Balance at start of the year
2,237
77,791
(80,142)
-
2,488
2,374
Total comprehensive loss for the year
-
-
(3,861)
-
-
(3,861)
Other comprehensive (expense)/income
-
-
-
1,014
-
1,014
Expiry of share options
-
-
50
-
(50)
-
Issue of shares
144
1,473
-
-
-
1,617
Share issue costs
-
(29)
-
-
-
(29)
Recognition of share based payments
-
-
-
-
141
141
Balance at 30 June 2015
2,381
79,235
(83,953)
1,014
2,579
1,256
The accompanying notes form part of these financial statements.
STATEMENT OF CASH FLOWS
For the year ended 30 June 2015
Consolidated
Company
Note
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Cash flows used in operating activities
18
(2,042)
(2,355)
(1,867)
(2,057)
Net cash used in operating activities
(2,042)
(2,355)
(1,867)
(2,057)
Cash flows used in investing activities
Finance income
1
2
1
2
Receipts from sale of property, plant and equipment
-
1
-
-
Receipts from sale of financial assets
-
240
-
-
Acquisition of property, plant and equipment
(4)
-
(3)
-
Advances to subsidiaries
-
-
(175)
(304)
Repayment of subsidiary loans
-
-
13
244
Cash flows generated from/(used in) investing activities
(3)
243
(164)
(58)
Cash flows from financing activities
Proceeds from issue of share capital
1,346
-
1,346
-
Expense of share issue
(20)
(20)
Cash flows from financing activities
1,326
-
1,326
-
Net decrease in cash and cash equivalents
(719)
(2,112)
(705)
(2,115)
Cash and cash equivalents at beginning of year
3,016
4,848
2,993
4,821
Effect of foreign exchange rate differences
(247)
280
(258)
287
Cash and cash equivalents at the end of year
2,050
3,016
2,030
2,993
The accompanying notes form part of these financial statements.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2015
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
IAS 8 requires that management shall use its judgement in developing and applying accounting policies that result in information which is relevant to the economic decision-making needs of users; that are reliable, free from bias, prudent, complete and represent faithfully the financial position, financial performance and cash flows of the entity.
BASIS OF PREPARATION
The principal accounting policies adopted in the preparation of the financial statements are set out below. The policies have been consistently applied to all the years presented, unless otherwise stated. All amounts presented are in thousands of US dollars ($'000) unless otherwise stated.
These financial statements have been prepared on a going concern basis and in accordance with International Financial Reporting Standards (IFRS) and IFRIC interpretations issued by the International Accounting Standards Board (IASB) adopted by the European Union and in accordance with applicable United Kingdom Law. The adoption of all of the new and revised Standards and Interpretations issued by the IASB and the International Financial Reporting Interpretations Committee (IFRIC) of the IASB that are relevant to the operations and effective for annual reporting periods beginning on 1 July 2014 are reflected in these financial statements.
As at 30 June 2015 the Group has cash funds of $2.05m. On 2 October 2015, the Company raised additional funds of 750,000 before expenses through a placing and subscription of 4,166,664 new Ordinary Shares. As detailed in the Chairman's Statement, the ICSID litigation is progressing and whilst the Group is fully funded for more than 12 months from the sign-off date of this report, additional funding will be needed in the form of a further equity raise and/or debt funding. The Group remains fully committed to its ICSID litigation against the Republic of Indonesia. The Group is in early stage discussions with a number of interested parties and the Directors have a reasonable expectation that the Group will have access to the necessary resources to continue its pursuit of the ICSID litigation and for this reason, they continue to adopt the going concern basis in preparing these accounts.
Effective 1 May 2015 the Parent Company's functional currency changed from US dollar to pounds sterling ("GBP"). The change was mainly due to the fundraisings and underlying expenditure being denominated in GBP and the Directors consider that GBP to most faithfully represent the economic effect of the underlying transactions, events and conditions in the parent Company.
NEW STANDARDS AND INTERPRETATIONS APPLIED
The IASB has issued no new standards, amendments to published standards and interpretations to existing standards with effective dates on or prior to 1 July 2014 which have a material effect on the Group.
New standards and interpretations not yet effective
Certain new standards, amendments and interpretations to existing standards have been published that are mandatory for the Group's accounting periods beginning after 1 July 2015 or later periods, which the Group has decided not to adopt early or which are yet tobe European Union endorsed.
The only standard which is anticipated to be significant or relevant to the Group is IFRS 9 - Financial Instruments which iseffective 1 January 2018. The Group is in the process of assessing the impact of this standard on the Financial Statements.
SIGNIFICANT ACCOUNTING POLICIES
Finance income
Interest income is accrued on a time basis, by reference to the principal outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount.
Basis of consolidation
The financial statements incorporate a consolidation of the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is achieved where the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The consolidated financial statements present the results of the Company and its subsidiaries ("the Group") as if they formed a single entity. Intercompany transactions and balances between Group companies are therefore eliminated in full.
The financial statements of subsidiaries are included in the Group's financial statements from the date that control commences until the date that control ceases.
Non-controlling interests are presented in the statement of financial position within equity, separately from equity attributable to the equity shareholders of the Company and in respect of the statement of comprehensive income are presented on the face as an allocation of the total profit or loss and other comprehensive income for the year between non-controlling interests and the equity shareholders of the Company.
Foreign currency
Transactions entered into by Group entities in a currency other than the currency of the primary economic environment in which they operate (the "functional currency") are recorded at the rates ruling when the transactions occur. Foreign currency monetary assets and liabilities are translated at the rates ruling at the reporting date. Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are recognised immediately in the statement of comprehensive income.
On the 1st May 2015, the parent Company's ("Churchill Mining Plc") functional currency changed to GBP from USD as this appropriately reflects the Company's primary economic environment, being the United Kingdom, in which it primarily generates its funding and expends part of its operating cash. The consolidated and company financial information continues to be presented in US dollars ($), which is the presentation currency of the Company to ensure consistency with prior periods.
On consolidation, the results of the Group's and parent's operations are translated into US$ at rates approximating to those when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised directly in the statement of changes in equity (the "foreign exchange reserve"). Exchange differences recognised in the statement of comprehensive income of Group entities' separate financial statements on the translation of long-term monetary items forming part of the Group's net investment in the overseas operation concerned are reclassified to the foreign exchange reserve if the item is denominated in the functional currency of the Company or the overseas operation concerned. On disposal of a foreign operation, the cumulative exchange differences recognised in the foreign exchange reserve relating to that operation up to the date of disposal are transferred to the consolidated statement of comprehensive income as part of the profit or loss on disposal.
Financial instruments
Financial assets and financial liabilities and equity instruments are recognised when the Group and Company become party to the contractual provisions of the instrument. Financial assets are derecognised when the contractual right to the cash flow expires or when all the risks and rewards of ownership are substantially transferred. Financial liabilities are derecognised when the obligations specified in the contract are either discharged or cancelled.
Financial assets
The Group and Company classify their financial assets into one category - Loans and Receivables. The Group's and Company's accounting policy for each category is as follows:
Loans and receivables
These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They incorporate various types of contractual monetary assets, such as advances made to affiliated entities which give rise to other receivables and cash and cash equivalents includes cash in hand and deposits held at call with banks. Other receivables are carried at cost less any provision for impairment. Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the counterparty) that the Group will be unable to collect all of the amounts due under the terms of the receivable, the amount of such a provision being the difference between the net carrying amount and the present value of the future expected cash flows associated with the impaired receivable.
Financial liabilities
The Group's financial liabilities consist of trade payables, other short-term monetary liabilities and long term liabilities which are initially stated at fair value and subsequently at their amortised cost.
Equity instruments
The warrants are recorded as an equity financial instrument as the Group will receive a fixed amount of cash on exercise of the warrant in the functional currency of the relevant entity for issuing a fixed number of shares.
Provisions
Provisions are recognised for liabilities of uncertain timing or amount that have arisen as a result of past transactions and are discounted at a pre-tax rate reflecting current market assessments of the time value of money and the risks specific to the liability.
Share-based payments
Where share options are awarded to Directors and employees, the fair value of the options at the date of grant is charged to the statement of comprehensive income immediately or over the vesting period if applicable. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether the market vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
Where equity instruments are granted to persons other than employees, the statement of comprehensive income is charged with the fair value of goods and services received or where this is not possible at the fair value of the equity instruments granted. Fair value is measured by use of an option pricing model. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations. When the Company grants options over its shares to employees of subsidiaries, the fair value at grant date is recognised as an increase in the investment in subsidiaries, with a corresponding increase in equity over the vesting period of the grant.
Exploration, evaluation and development expenditure
In line with IFRS 6 'Exploration for and Evaluation of Mineral Resources', exploration and evaluation expenditure can be capitalised as an intangible asset in respect of each area of interest. This expenditure includes:
Acquisition of rights to explore;
Topographical, geological, geochemical and geophysical studies;
Exploratory drilling;
Trenching;
Sampling; and
Activities in relation to evaluating the technical feasibility and commercial viability of extracting a mineral resource.
Capitalisation of exploration and evaluation expenditure commences on the acquisition of a right to explore a specific area or evaluate a mineral resource, either by means of the acquisition of an exploration licence or an option to a mineral right and ceases either on the acquisition of a mining lease or mineral production right in respect of that specific area or mineral resource or the making of a decision by management of the Group as to the technical feasibility or economic viability of conducting mining operations in that specific area or extracting the mineral resource being evaluated.
Where management of the Group decides that it is not technically feasible or economically viable to conduct mining operations in a specific area or to extract the mineral resource being evaluated, then capitalised exploration and evaluation expenditure attributable to the exploration and evaluation of that specific area or mineral resource, as the case may be, capitalised up to the date of making such a decision, is written off and any further exploration and evaluation expenditure incurred in respect thereof is charged to profit or loss as and when incurred. Management reviews the levels of capitalised exploration and evaluation expenditure for each area of interest on a regular basis and where deemed appropriate either continues to carry forward costs or impair expenditure based on management estimates of recoverable values for each area of interest.
Assets used exclusively in activities in respect of the exploration for and evaluation of mineral resources are classified as property, plant and equipment. Depreciation charges reflecting the consumption of these assets in carrying out such activities are included in exploration and evaluation expenditure.
Property, plant and equipment
Items of property, plant and equipment are initially recognised at cost. As well as the purchase price, cost includes directly attributable costs and the estimated present value of any future costs of dismantling and removing items if applicable. The corresponding liability is recognised within provisions. Depreciation is provided on all items of property and equipment to write off the carrying value of items over their expected useful economic lives as follows:
Freehold land - not depreciated
Leasehold improvements - 5 years
Furniture and fixtures - 3 years
Office equipment - 3 years
Motor vehicles - 8 years
Taxation
Tax on the profit or loss from ordinary activities includes current and deferred tax.
Current tax is based on the profit or loss adjusted for items that are non-assessable or disallowed and is calculated using tax rates that have been enacted or substantively enacted by the reporting date.
Tax is charged or credited to the statement of comprehensive income, except when the tax relates to items credited or charged directly to equity, in which case the tax is also dealt with in equity.
Deferred taxation
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the statement of financial position differs to its tax base, except for differences arising on:
The initial recognition of goodwill;
The initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects neither accounting or taxable profit; and
Investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the reversal of the difference and it is probable that the difference will not reverse in the foreseeable future.
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be available against which the difference can be utilised.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting date and are expected to apply when the deferred tax liabilities/ (assets) are settled/ (recovered).
Deferred tax assets and liabilities are offset when the Group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority on either:
The same taxable Group company; or
Different Group entities which intend either to settle current tax assets and liabilities on a net basis or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax assets or liabilities are expected to be settled or recovered.
Tax consolidation
The Company and its 100% Australian controlled entities have formed a tax consolidation Group. Members of the tax consolidated Group intend to enter into a tax sharing arrangement which will allow for the allocation of income tax expense to the wholly controlled entities on a pro rata basis. The arrangement will provide for the allocation of income tax liabilities between the entities should the head entity default on its tax payment obligations. The head entity of the tax consolidated Group is Churchill Mining Plc.
Impairment of non-financial assets
Impairment tests on intangible assets and tangible assets with indefinite useful economic lives are undertaken annually on 30 June or when a trigger for impairment is identified. Where the carrying value of an asset exceeds its recoverable amount (i.e. the higher of value in use and fair value less costs to sell), the asset is written down accordingly.
Where it is not possible to estimate the recoverable amount of an individual asset, the impairment test is carried out on the asset's cash-generating unit (i.e. the lowest level Group of assets in which the asset belongs for which there are separately identifiable cash flows).
Impairment charges are included within total administration expenses in the statement of comprehensive income, except to the extent that they reverse gains previously recognised in the statement of changes in equity.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is the Managing Director, under his delegated board authority, is responsible for allocating resources and assessing performance of the operating segments.
Investments
In its separate financial statements, the Company recognises its investments in subsidiaries at cost inclusive of share based payments less any provision for impairment.
Cash and cash equivalents
Cash comprises bank and cash deposits at variable interest rates. Any interest earned is accrued monthly and classified as interest income. Cash equivalents comprise short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
Employee benefits
Provision is made for the Company's liability for employee benefits arising from services rendered by employees. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled. Employee benefits payable later than one year have been measured at the present value of the estimated future cash flows to be made for those benefits.
Key sources of estimation uncertainty
The Group makes estimates and assumptions regarding the future. Estimates and judgements are continually evaluated based on historical experiences and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may deviate from these estimates and assumptions. 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 as follows:
While conducting an impairment review of its assets, the Group exercises judgement in making assumptions by evaluating conditions and events specific to the Group that may be indicative of impairment triggers. Changes in these estimates used can result in significant charges to the statement of comprehensive income ; and
Employee, corporate advisory and consulting services received as well as the corresponding increase in equity, are measured by reference to the fair value of the equity instruments at the date of grant, excluding the impact of any non market vesting conditions. The fair value of share options is estimated by using an option pricing model, on the date of grant based on certain assumptions. Those assumptions are described in the Notes to the accounts where more details, including carrying values, are disclosed.
NOTE 2: FINANCE INCOME
Consolidated
2015
2014
$'000
$'000
Finance income - foreign exchange gains
3
304
Finance income - Bank interest
1
2
Total finance income
4
306
NOTE 3: LOSS FROM OPERATIONS
Consolidated
2015
2014
$'000
$'000
Loss before tax includes the following expense items:
Administrative expenses
Audit & accounting and other fees
71
91
Consulting & professional fees
454
252
Legal fees
1,176
1,462
VAT costs unrecovered
3
6
Depreciation & amortisation
4
13
Employee salaries and benefits
286
336
Operating lease expense
51
60
Travel expenses
67
45
Public relations consultancy
27
58
Other administrative costs
285
139
Equity settled share based payment expense
130
249
Loss from sale of financial assets
-
46
2,554
2,757
Finance expenses
Foreign exchange losses
243
7
Total administrative and finance expenses
2,797
2,764
During the year the following fees were paid or payable for services provided by the Auditors of the parent entity and subsidiaries:
Consolidated
2015
2014
$'000
$'000
Fees payable to the Company's Auditor for the audit of the Company's annual accounts
30
31
Other services - interim review
6
10
Fees payable for the audit of the subsidiaries
8
12
Total
44
53
NOTE 4: SALARIES
Consolidated
2015
2014
Note
$'000
$'000
Staff costs (including Directors' fees) comprise:
Employee salaries and benefits
69
144
Superannuation/pension costs
-
7
Directors' fees and benefits
218
186
Share-based payments
17
130
249
417
586
Number
Average number of employees (including Directors)
9
11
2015
2014
Directors' remuneration and Other Key Management disclosures
$'000
$'000
Directors' short term benefits
Directors' fees and benefits
218
186
Consultancy fees/Salaries
186
18
Sub-Total
404
204
Directors' long term benefits
Share based payments (options)
96
171
Total Director Remuneration
500
375
Other Key management short term benefits
Consultancy fees
212
209
Sub-Total
212
209
Key management long term benefits
Share based payments (options)
28
39
Total Other Key Management Remuneration
240
248
Total Director and Key Management Remuneration
740
623
The amounts set out above include emoluments for the highest paid Director as follows:
Short term benefits
146
43
Long term benefits
36
57
Total
182
100
Key management consists of the Board of Directors and the Company Secretary/Chief Financial Officer.
The Company provides Directors' & Officers' liability insurance at a cost of $25,069 (2014: $38,125). This cost is not included in the above table.
NOTE 5: TAXATION ON LOSS FOR THE YEAR
Consolidated
2015
$'000
2014
$'000
Major components of income tax expense for the years ended 30 June 2015 and 2014 are:
Current tax expense
-
-
Deferred tax expense
-
-
Total tax expense
-
-
A reconciliation of income tax expense applicable to accounting loss before income tax at the statutory income tax rate to income tax expense at the Company's effective income tax rate for the years ended 30 June 2015 and 2014 is as follows:
Accounting loss before income tax
(2,793)
(2,450)
At the statutory income tax rate of 30%
(838)
(735)
Effects of:
Non-deductible expenses
514
566
Temporary differences and tax losses not brought to account as a deferred tax asset
330
158
Less:
Tax rate differential
(6)
11
Income tax expense
-
-
Effective income tax rate of 0%
0%
0%
No amounts of deferred tax assets or liabilities have been charged / (credited) to the consolidated statement of comprehensive income or reserves. The deductible temporary differences and Australian domestic tax losses being $21,347,000 (2014: $18,405,000) do not expire under current tax legislation. Indonesian tax losses expire after five years. Deferred tax assets have not been recognised in respect of these items because at this point it is not probable that future taxable profits will be available against which the Group can utilise the benefits of tax losses. The Group has not offset deferred tax assets across different jurisdictions. Foreign tax losses in relation to the Indonesian subsidiary PT Indonesia Coal Development expire as follows:
Financial Year
Expire (year)
$'000
2010/2011
2016
4,351
2011/2012
2017
3,680
2012/2013
2018
1,086
2013/2014
2019
277
*2014/2015
2020
140
*Estimate based on the actual loss for 2014/2015
NOTE 6: LOSS PER SHARE
Consolidated
2015
2014
$'000
$'000
Loss attributable to owners of the parent company
(2,793)
(2,450)
Number
Weighted average number of shares used in the calculation of basic loss per share
124,755,382
123,383,315
Cents
Basic and diluted loss per share
(2.24c)
(1.99c)
The effect of all potential ordinary shares arising from the exercise of options and warrants is considered to be anti-dilutive. 15,202,192 (2014: 13,318,493) potential ordinary shares have been excluded from the above calculations as they are not dilutive.
NOTE 7: PARENT COMPANY LOSS FOR THE FINANCIAL YEAR
The Company has taken advantage of the exemption as allowed by Section 408 of the Companies Act 2006 and has not presented its own statement of comprehensive income in these financial statements. The Company loss for the year was $3,860,532 (2014: Loss $2,390,597).
NOTE 8: SEGMENT INFORMATION
The Group's reportable segments are set out below and include the Indonesian and Australian corporate offices which are administrative cost centres.
Operating segments are reported in a manner consistent with the reporting provided to the board.
Consolidated 2015
Australia - Corporate office
Indonesia - Administration Office
Total
$'000
$'000
$'000
Finance income
6
3
9
Administration expenses
(2,429)
(313)
(2,742)
Exchange differences
(60)
-
(60)
Loss for the year after taxation
(2,483)
(310)
(2,793)
Non current assets
5
3
8
Other receivables
135
10
145
Cash and cash equivalents
2,029
21
2,050
Segment assets
2,169
34
2,203
Trade and other payables
724
53
777
Provisions
144
45
189
Segment liabilities
868
98
966
Segment net assets
1,301
(64)
1,237
Consolidated 2014
Australia - Corporate office
Indonesia - Administration Office
Total
$'000
$'000
$'000
Finance income
5
5
10
Administration expenses
(2,479)
(232)
(2,711)
Loss on sale of financial assets
(46)
-
(46)
Exchange differences
304
(7)
297
Loss for the year after taxation
(2,216)
(234)
(2,450)
Non current assets
6
1
7
Other receivables
57
2,492
2,549
Cash and cash equivalents
2,993
23
3,016
Segment assets
3,056
2,516
5,572
Trade and other payables
681
58
739
Loans and Borrowings
-
2,483
2,483
Provisions
-
40
40
Segment liabilities
681
2,581
3,262
Segment net assets
2,375
(65)
2,310
NOTE 9: OTHER RECEIVABLES
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Current
Related party receivables
3,000
3,342
-
-
Impairment for non-recovery
(3,000)
(859)
-
-
Prepayments and other receivables
145
66
135
56
145
2,549
135
56
The Group's exposure to credit and currency risk related to other receivables is disclosed in Note 19.
NOTE 10: PROPERTY, PLANT AND EQUIPMENT
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Plant & Equipment
Cost
Balance at start of year
243
255
111
110
Written off
(82)
(12)
-
-
Additions
4
-
1
1
Effects of movements in exchange rates
(5)
-
3
-
Balance at end of year
160
243
115
111
Accumulated Depreciation
Balance at start of year
236
234
105
101
Depreciation expense for the year
3
13
2
4
Reversal of accumulated depreciation - Written off
(82)
(11)
-
-
Effects of movements in exchange rates
(5)
-
3
-
Balance at end of year
152
236
110
105
Net book value at end of the year
8
7
5
6
Net book value at start of year
7
21
6
10
NOTE 11: INVESTMENT IN SUBSIDIARIES
The subsidiaries of Churchill Mining Plc, all of which have been included in these consolidated financial statements, are as follows:
Name
Country of Incorporation
Proportion of ownership interest
Planet Mining Pty Ltd
Australia
100%
PT Indonesia Coal Development
Indonesia
100%
PT Techno Coal Utama Prima*
Indonesia
100%
PT Ridlatama Tambang Mineral*
Indonesia
75%
PT Ridlatama Trade Powerindo*
Indonesia
75%
PT Ridlatama Steel*
Indonesia
75%
PT Ridlatama Power*
Indonesia
75%
*Undertaking held indirectly by the Company.
Churchill Mining Plc owns 95% of the shares in PT Indonesia Coal Development with the balance (5%) held by Planet Mining Pty Ltd.
Movements of investments in subsidiaries during the period are:
Company
2015
2014
$'000
$'000
Loans to subsidiaries - Non-current assets
- Opening Balance
-
-
- Loans to subsidiaries
175
60
- Repayment of loans from subsidiaries
(13)
-
- Impairment of subsidiary carrying value
(162)
(60)
Total loans to subsidiaries - non-current assets
-
-
Equity investment in subsidiaries
- Opening Balance
-
158
- Impairment of subsidiary carrying value
-
(158)
Total equity investment in subsidiaries
-
-
Total investment in subsidiaries
-
-
The total of subsidiary loans at 30 June 2015 is $49,201,733 (2014: $49,039,912), the recovery of which has been impaired in full. The intercompany loans are unsecured, non-interest bearing and repayable on demand. Following impairment of the underlying assets held within the relevant subsidiaries, Churchill Mining Plc has accordingly reduced the carrying value of investments held at a parent company level.
NOTE 12: TRADE AND OTHER PAYABLES
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Current
Trade payables
418
67
415
67
Accruals and other payables
359
672
354
614
777
739
769
681
The Group's exposure to credit and currency risk related to trade and other payables is disclosed in Note 19.
NOTE 13: LOANS AND BORROWINGS
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Current
Related party payables
2,229
2,483
-
-
Reassessment of related party loan payable
(2,229)
-
-
-
-
2,483
-
-
Included in the loans and borrowings are amounts potentially payable of $2,228,848 due to the non-controlling shareholders of the IUP Companies PT Ridlatama Tambang Mineral, PT Ridlatama Trade Powerindo, PT Ridlatama Steel and PT Ridlatama Power. During the year ended 30 June 2015 the loan payable has been reassessed to nil.
NOTE 14: PROVISIONS
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Current
Provision for fine
144
-
144
-
144
-
144
-
Non-current
Employee benefits
45
40
-
-
45
40
-
-
Current
During the year, Churchill was made aware of an intention by the London Stock Exchange plc ("the Exchange") to commence proceedings against the Company under the AIM Disciplinary Procedures in relation to alleged breaches of AIM rules 11 and 31 during the period from August 2010 to March 2011.
Whilst the Company disputes the contentions raised by the Exchange and will be defending the disciplinary action which is based upon alleged breaches of the AIM rules which are disputed and alleged to have occurred over 5 years ago, the Company has included a provision of $144,000 (90,000) in relation to any potential fine. The ultimate level of any fine, which will be determined by the AIM Disciplinary Committee if they find the case in favour of the Exchange, may be materially higher or lower than the current provision of $144,000 (90,000).
Non-Current
The Non-current provision relates to the estimated liability for post-employment benefits at year end for staff engaged by PT Indonesia Coal Development.
NOTE 15: COMMITMENTS
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Operating lease commitments
The total future aggregate minimum lease payments under non-cancellable operating leases:
Within one year
19
20
19
20
Within two to five years
-
18
-
18
19
38
19
38
The above amount relates to a property sub-lease for 41 York Street, Subiaco Western Australia with the term expiring on 31 May 2016 with rent payable monthly in advance.
Consultant and Key Management compensation commitments
Commitments under consulting contracts not provided for in the financial statements and payable:
Within one year
321
204
321
204
321
204
204
204
NOTE 16: SHARE CAPITAL, SHARE PREMIUM AND RESERVES
Company
Company
2015
2014
2015
2014
Number
Number
$'000
$'000
Allotted, called up and fully paid
At start of year
123,619,562
123,168,095
2,237
2,230
Additions
9,156,051
451,467
144
7
At end of year
132,775,613
123,619,562
2,381
2,237
Allotted, called up and fully paid
Share premium
Date
Details
Number
$'000
$'000
30/6/2013
Closing balance at 30 June 2013
123,168,095
2,230
77,641
07/01/2014
Issue of shares to directors @ 22.23p per share
451,467
7
150
30/6/2014
Closing balance at 30 June 2014
123,619,562
2,237
77,791
15/1/2015
14/5/2015
14/5/2015
16/6/2015
Issue of shares to directors @ 27.09p per share
Issue of shares for cash @ 10p per share
Share issue expenses
Conversion of options @ 15p per share
606,051
8,500,000
-
50,000
9
134
-
1
261
1201
(29)
11
132,775,613
2,381
79,235
Share premium
The share premium reserve amount arises from subscriptions for or issue of shares in excess of nominal value.
Other Reserves
Other Reserves include
(i) Foreign exchange reserve
The amount represents gains/losses arising from the translation of the financial statements of foreign operations, the functional currency of which is different from the presentation currency of the Group. The reserve is dealt with in accordance with the accounting policy set out in note 1 to these financial statements.
(ii) Equity settled share options reserve
The amount relates to the fair value of the share options that have been expensed through the statement of comprehensive income less amounts, if any, that have been transferred to the retained earnings/deficit upon exercise.
Retained deficit
Retained deficit represents the cumulative net gains and losses recognised in the statement of comprehensive income less any amounts reflected directly in other reserves.
NOTE 17: SHARE BASED PAYMENTS AND WARRANTS GRANTED
Share options issued as compensation
The Company has issued share options, some of which have vested immediately on grant and others with vesting periods. The options are unlisted. Share options are exercisable for ordinary shares which when exercised rank equally with existing ordinary shares.
Exercise price
Grant date
Outstanding at start of year
(Exercised)/
Granted during the year
(Lapsed/ Expired) during the year
Outstanding at end of year
Final exercise date
2014
50p
19/08/2011
4,700,000
-
-
4,700,000
19/08/2016
50p
29/10/2012
1,500,000
-
-
1,500,000
29/10/2017
28p
21/03/2013
5,400,000
-
-
5,400,000
21/03/2018
48p
03/05/2013
50,000
-
-
50,000
03/05/2018
50p
09/12/2013
-
3,000,000
-
3,000,000
09/12/2018
Total
11,650,000
3,000,000
-
14,650,000
2015
50p
19/08/2011
4,700,000
-
(800,000)
3,900,000
19/08/2016
50p
29/10/2012
1,500,000
-
(250,000)
1,250,000
29/10/2017
28p
21/03/2013
5,400,000
-
-
5,400,000
21/03/2018
48p
03/05/2013
50,000
-
-
50,000
03/05/2018
50p
09/12/2013
3,000,000
-
-
3,000,000
09/12/2018
25p
02/04/2015
-
5,000,000
-
5,000,000
02/04/2020
15p
20/05/2015
-
100,000
-
100,000
30/06/2018
Total
14,650,000
5,100,000
(1,050,000)
18,700,000
Weighted average exercise price
Number
Weighted average exercise price
Number
2015
2015
2014
2014
Outstanding at beginning of the year
42p
14,650,000
40p
11,650,000
Expired during the year
50p
(1,050,000)
-
-
Issued during the year
25p
5,100,000
33p
3,000,000
Outstanding at end of the year
37p
18,700,000
42p
14,650,000
Exercisable at the end of the year
41p
13,700,000
40p
11,650,000
The weighted average share price during the year was 30.61p (2014: 20.31p).
Warrants granted
On 14th May 2015 the Company raised 850,000 before expenses through a placing and subscription of 8,500,000 new Ordinary Shares of 1p each at a price of 10p per share together with the issue of 4,250,000 warrants exercisable at a price of 15p per Ordinary Share and expiring on 30 June 2018. 100,000 broker warrants were also issued as part of the fund raise.
Fair value
The fair value of the share options and warrants granted as compensation has been derived using the Black-Scholes model that takes into account factors such as the option/warrant life, the volatility of share price and expected early exercise of share options/warrants. Volatility has been based on an estimate of comparable listed companies to Churchill.
2015
Grant date
2/04/2015
20/05/2015
Granted to
Key Management Personnel
Broker warrants
Number granted
5,000,000
100,000
Fair value at grant date
2.77c
8.76c
Assumptions used
Share price
16.12c
24.34c
Exercise price
37.00c
22.81c
Expected volatility
65%
71%
Average Option life
2.50
1.50
Risk free interest rate
0.5%
0.5%
2014
Grant date
9/12/2013
Granted to
Key Management Personnel
Number granted
3,000,000
Fair value at grant date
7.47c
Assumptions used
Share price
34.32c
Exercise price
81.72c
Expected volatility
70%
Average Option life
2.65
Risk free interest rate
2%
Equity settled share based payment expense
The share based payment for the year ended 30 June 2015 was US$130,000 (2014: $249,297).
Shares
On 15th January 2015, the Company issued 606,051 new Ordinary shares to directors, executives and the company secretary at a deemed issue price of 27.09 pence per share in lieu of the payment of cash fees.
NOTE 18: NOTES TO THE CASH FLOW STATEMENT
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Reconciliation of (loss) after tax to cash from operating activities
(Loss) after tax
(2,793)
(2,450)
(3,861)
(2,391)
Share option expense
130
249
130
249
Shares issue in lieu of fees
271
157
271
157
Depreciation expense
4
13
2
5
Impairment expense
-
-
162
218
(Gain)/ Loss on exchange rates
240
(297)
1,276
(287)
Loss on subsidiary loans & investment
-
46
-
-
Finance income
(1)
(2)
(1)
(2)
Reassessment of loan payable
2,229
-
-
-
Impairment of receivables
(2,229)
-
-
-
Decrease / (Increase) in receivables
2,150
167
(78)
138
(Decrease) / Increase in payables
(2,043)
(238)
232
(144)
Cash flow from operating activities
(2,042)
(2,355)
(1,867)
(2,057)
NOTE 19: FINANCIAL INSTRUMENTS
Significant accounting policies
Details of the significant accounting policies in respect of financial instruments are disclosed in Note 1 of the financial statements.
Financial risk management
The Board seeks to minimise its exposure to financial risk by reviewing and agreeing policies for managing each financial risk and monitoring them on a regular basis. No formal policies have been put in place in order to hedge exposure of the Group's and Company's activities to the exposure to currency risk or interest risk. No derivatives or hedges were entered into during the year.
General objectives, policies and processes
The Board has overall responsibility for the determination of the Group and Company's risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group's finance function.
The Group is exposed through its operations to the following financial risks:
Liquidity risk;
Credit risk;
Cashflow interest rate risk;
Foreign exchange risk.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group and Company's competitiveness and flexibility. There have been no substantive changes in the Group and Company's exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in this note. Further details regarding these policies are set out below:
Principal financial instruments
The principal financial instruments used by the Group and Company, from which financial instrument risk arises are as follows:
Categories of financial assets
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Current financial assets classified as loans and receivables
Other receivables
97
2,543
86
51
Cash and cash equivalents
2,050
3,016
2,029
2,993
Total current financial assets
2,147
5,559
2,115
3,044
Non-current financial assets classified as loans and receivables
Intergroup receivables
-
-
49,202
49,040
Impairment for non-recovery
-
-
(49,202)
(49,040)
Total financial assets
2,147
5,559
2,115
3,044
Categories of financial liabilities
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Current financial liabilities measured at amortised cost
Trade and other payables
777
739
769
681
Loans and borrowings
-
2,483
-
-
Total current financial liabilities
777
3,222
769
681
Total financial liabilities
777
3,222
769
681
At the year end, the Group had a cash balance of US$2,049,728 (2014: US$3,015,620) which was made up as follows:
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Great British Pound
396
1,355
396
1,355
United States Dollar
1,225
1,429
1,209
1,407
Australian Dollar
424
231
424
231
Indonesian Rupiah
5
1
-
-
2,050
3,016
2,029
2,993
There is no material difference between the book value and fair value of the Group's financial instruments.
The Group and Company received interest for the year as follows:
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Interest from bank deposits
1
2
1
2
Total interest from bank deposits
1
2
1
2
LIQUIDITY RISK
The Group's and Company's policy is to ensure that it has sufficient cash to allow it to meet its liabilities when they become due. To achieve this aim, it seeks to maintain readily available cash balances to meet expected requirements for a period of at least 60 days.
Cash forecasts identifying the liquidity requirements of the Group and Company are produced frequently. These are reviewed regularly by management and the Board to ensure that sufficient financial headroom exists for at least a 12 month period.
The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements:
Consolidated
Carrying amount
Contractual cash flows
6 months or less
Greater than 6 months
2015
$'000
$'000
$'000
$'000
Current financial liabilities
Trade and other payables
777
777
777
-
777
777
777
-
Company
Carrying amount
Contractual cash flows
6 months or less
Greater than 6 months
2015
$'000
$'000
$'000
$'000
Current financial liabilities
Trade and other payables
769
769
769
-
769
769
769
-
Consolidated
Carrying amount
Contractual cash flows
6 months or less
Greater than 6 months
2014
$'000
$'000
$'000
$'000
Current financial liabilities
Trade and other payables
739
739
739
-
Loans and borrowings
2,483
2,483
-
2,483
3,222
3,222
739
2,483
Company
Carrying amount
Contractual cash flows
6 months or less
Greater than 6 months
2014
$'000
$'000
$'000
$'000
Current financial liabilities
Trade and other payables
681
681
681
-
681
681
681
-
CREDIT RISK
Credit risk arises principally from the Group's other receivables and investments in cash deposits. It is the risk that the counterparty fails to discharge its obligations in respect of the instrument.
The Group holds its cash balances across several bank accounts. The Group seeks to deposit its cash with reputable financial institutions with strong credit ratings.
The Group and Company's maximum exposure to credit risk by class of individual financial instrument is shown in the table below:
Consolidated
2015
2014
Carrying value
Maximum exposure
Carrying value
Maximum exposure
$'000
$'000
$'000
$'000
Current assets
Cash and cash equivalents
2,050
2,050
3,016
3,016
Other receivables
97
97
2,543
2,543
2,147
2,147
5,559
5,559
Company
2015
2014
Carrying value
Maximum exposure
Carrying value
Maximum exposure
$'000
$'000
$'000
$'000
Current assets
Cash and cash equivalents
2,029
2,029
2,933
2,933
Non - current assets
Loans to subsidiaries
49,202
49,202
49,040
49,040
Impairment for non-recovery
(49,202)
(49,202)
(49,040)
(49,040)
2,029
2,029
2,933
2,933
CASH FLOW INTEREST RATE RISK
The Group and Company is exposed to cash flow interest rate risk from its deposits of cash and cash equivalents with banks. The cash balances maintained by the Group and Company are managed in order to ensure that the maximum level of interest is received for the available funds without affecting the working capital flexibility the Group and Company require.
The Group and Company is not at present exposed to cash flow interest rate risk on borrowings as they are not interest bearing. No subsidiary Company of the Group is permitted to enter into any borrowing facility or lease agreement without prior consent of the Company.
Interest rates on financial assets and liabilities
The Group and Company's financial assets consist of cash and cash equivalents and other receivables. The interest rate profile at 30 June 2015 of these assets was as follows:
Consolidated
Floating interest rate
Fixed interest maturing in 1 year or less
Fixed interest maturing over 1 to 5 years
Non-interest bearing
Total
2015
$'000
$'000
$'000
$'000
$'000
Financial assets
Great British Pound
396
-
-
-
396
Australian Dollar
409
15
-
-
424
United States Dollar
-
1,225
-
96
1,321
Indonesian Rupiah
5
-
-
-
5
810
1,240
-
96
2,146
Weighted average interest rate
0.25%
0.25%
Financial liabilities
Great British Pound
-
-
-
96
96
Australian Dollar
-
-
-
140
140
United States Dollar
-
-
-
685
685
Indonesian Rupiah
-
-
-
-
-
-
-
-
921
921
Company
Floating interest rate
Fixed interest maturing in 1 year or less
Fixed interest maturing over 1 to 5 years
Non-interest bearing loan
Total
2015
$'000
$'000
$'000
$'000
$'000
Financial assets
Great British Pound
396
-
-
-
396
Australian Dollar
495
15
-
-
510
United States Dollar
-
1,209
-
49,202
50,411
Impairment for non-recovery
-
-
-
(49,202)
(49,202)
891
1,224
-
-
2,115
Weighted average interest rate
0.25%
0.25%
Financial liabilities
Great British Pound
-
-
-
96
96
Australian Dollar
-
-
-
140
140
United States Dollar
-
-
-
677
677
-
-
-
913
913
Consolidated
Floating interest rate
Fixed interest maturing in 1 year or less
Fixed interest maturing over 1 to 5 years
Non-interest bearing
Total
2014
$'000
$'000
$'000
$'000
$'000
Financial assets
Great British Pound
844
510
-
-
1,355
Australian Dollar
46
185
-
-
231
United States Dollar
1430
-
60
1,490
Indonesian Rupiah
1
-
-
2,483
2,483
891
2,125
-
2,543
5,559
Weighted average interest rate
0%
0.17%
Financial liabilities
Great British Pound
-
-
-
31
31
Australian Dollar
-
-
-
26
26
United States Dollar
-
-
-
682
682
Indonesian Rupiah
-
-
-
2,483
2,483
-
-
-
3,222
3,222
Company
Floating interest rate
Fixed interest maturing in 1 year or less
Fixed interest maturing over 1 to 5 years
Non-interest bearing loan
Total
2014
$'000
$'000
$'000
$'000
$'000
Financial assets
Great British Pound
844
511
-
-
1,355
Australian Dollar
46
185
-
51
282
United States Dollar
-
1,407
-
48,980
50,387
Impairment for non-recovery
-
-
-
(48,980)
(48,980)
890
2,103
-
51
3,044
Weighted average interest rate
0%
0.17%
Financial liabilities
Great British Pound
-
-
-
31
31
Australian Dollar
-
-
-
26
26
United States Dollar
-
-
-
624
624
-
-
-
681
681
Sensitivity Analysis
Interest Rate Risk
The Group and Company have performed sensitivity analysis relating to its exposure to their interest rate risk at reporting date. The sensitivity analysis demonstrates the effect on the current financial year results and equity which could result from a change in these risks.
Interest Rate Sensitivity Analysis
At 30 June 2015, the effect on loss and equity as a result of changes in the interest rate, with all other variables remaining constant, would be as follows:
Consolidated
Company
2015
2014
2015
2014
$'000
$'000
$'000
$'000
Change in profit
- Increase in interest rate by 1%
5
13
5
13
- Decrease in interest rate by 1%
(1)
(2)
(1)
(2)
Change in equity
- Increase in interest rate by 1%
5
13
5
13
- Decrease in interest rate by 1%
(1)
(2)
(1)
(2)
FOREIGN EXCHANGE RISK
The Group has overseas subsidiaries, in Australia and Indonesia, whose expenses are mainly denominated in US dollars with some expenses in Australian Dollars and Indonesian Rupiah. In addition, the Parent Company incurs some expenses in British Pounds and raises its equity finance in British Pounds. Foreign exchange risk is inherent in the Group's activities and is accepted as such. The Group mitigates foreign exchange risk by transferring appropriate amounts to match the budgeted spend in each currency. Although its geographical spread reduces the Group's operational risk, the Group's net assets arising from such overseas operations are exposed to currency risk resulting in gains and losses on retranslation into US dollars. No formal arrangements have been put in place in order to hedge the Group and Company's activities to the exposure to currency risk or interest risk. It is the Group's policy to ensure that individual Group entities enter into local transactions in their functional currency wherever possible. The Group considers that this policy minimises any unnecessary foreign exchange exposure.
In order to monitor the continuing effectiveness of this policy, the Board, through its approval of both corporate and capital expenditure budgets, and review of the currency profile of cash balances and management accounts, considers the effectiveness of the policy on an on-going basis.
The following table discloses the exchange rates of the major currencies utilised by the Group:
Pounds Sterling
Australian Dollar
Indonesian Rupiah
Foreign currency units to US $1
Average for 2014/2015
0.6477
1.2194
12,549
At 30 June 2015
0.6234
1.3330
13,332
Average for 2013/2014
0.6156
1.0895
11,374
At 30 June 2014
0.5866
1.0594
11,990
Currency exposures & Sensitivity analysis
The monetary assets and liabilities of the Group that are not denominated in US dollars and therefore exposed to currency fluctuations are shown below. The amounts shown represent the US dollar's equivalent of local currency balances.
Australian Dollar
Pound Sterling
Indonesian Rupiah
Total
$'000
$'000
$'000
$'000
US Dollar equivalent of exposed net monetary assets and liabilities
At 30 June 2015
421
417
3
841
At 30 June 2014
204
1,374
11
1,589
A 10% strengthening of the US dollar against the Australian dollar at 30 June would have reduced loss by $179,750 (2014: reduced loss by $2,921) and reduced equity by $179,750 (2014: $34,690). This analysis assumed that all other variables, in particular interest rates, remain constant.
A 10% weakening of the US dollar against the above currency at 30 June would have had approximately the equivalent but opposite effects on the above currencies to the amounts shown above, on the basis that all other variables remain constant.
A 10% strengthening of the US dollar against the Great British Pound at 30 June would have increased loss by $35,986 (2014: $123,184) and decrease equity by $35,986 (2014: $123,184). This analysis assumed that all other variables, in particular interest rates, remain constant
A 10% weakening of the US dollar against the above currency at 30 June would have had approximately the equivalent but opposite effects on the above currencies to the amounts shown above, on the basis that all other variables remain constant.
The Parent Company held US$1.2 million at the year-end which is translated to Company's function currency (Pound Sterling- GBP). A 10% weakening of the US dollar against GBP at 30 June would have increased the Company loss by $119,951 and decrease equity by $119,951. A 10% increase against GBP at 30 June would have had approximately equivalent but opposite effects on the above currencies to the amount of $119,951, on the basis that all other variables remain constant.
Capital
The objective of the Directors is to maximise Shareholder returns and minimise risks with the Group being mainly equity financed. In managing their capital, the Group and Company's primary objective is to ensure their ability to provide a sufficient return for their equity Shareholders, principally though the ICSID damages claim. In order to achieve and maximise this return objective, the Group and Company will, in future, seek to maintain any gearing ratio that balances risks and returns at an acceptable level while also maintaining a sufficient funding base to enable the Group and Company to meet their working capital and strategic investment needs. In making decisions to adjust their capital structure to achieve these aims, either through new share issues, increases or reductions in debt, or altering a dividend or share buyback policies, the Group considers not only its short term position but also its medium and longer term operational and strategic objectives.
NOTE 20: RELATED PARTY TRANSACTIONS
The Group had the following material transactions (excluding Directors' salaries and fees) with related parties during the year ended 30 June 2015.
a) During the year the amount of US$1,114,424 receivable from to Ms Florita was impaired in full. The Group also reassessed the loan amount payable to Ms Florita of US$1,178,743 (2014: US$ 1,312,975) to nil. Ms Florita is the partner of Mr Mudjiantoro who are both related parties of Churchill by way of their Directorships in Indonesian subsidiary companies.
b) During the year the amount of US$1,114,424 (2014: US$1,670,983) receivable from Ms Ani Setiawan was impaired in full. The Group also reassessed the loan amount payable to Ms Setiawan of US$1,050,105 (2014: US$ 1,169,698) to nil. Ani Setiawan is the partner of Mr Andreas Rinaldi. Ms Ani Setiawan is a related party of Churchill as she holds the position of Commissioner with some of the Indonesian subsidiary companies.
The Key Management personnel disclosures are included in Note 4 to the financial statements.
NOTE 21: CONTINGENCIES
On 28th November 2012 the South Jakarta District Court held that the deeds of grant by which members of the Ridlatama Group transferred 75% of the issued share capital in two of the four licence companies that made up the East Kutai Coal Project (PT Ridlatama Tambang Mineral and PT Ridlatama Trade Powerindo) to PT TCUP are null and void on the basis that the requirements for a valid grant under Indonesian laws had not been satisfied. On 6th Dec 2012 PT ICD and PT TCUP filed a notice of appeal with the High Court in respect of the South Jakarta District Court's decision. In May/June 2014 the High Court ruled in favour of Ridlatama. In June/July 2014 PT ICD and PT TCUP filed a memoranda of appeal with the Supreme Court of Indonesia with that decision still pending. The decision of the South Jakarta District Court is therefore not final and binding. During the year as a matter of prudence, the Group impaired the remaining receivable of $2,228,848 and also reassessed the loan payable of $2,228,848 to nil. It remains the Group's position that this receivable and payable are able to be offset in the future if required.
The Group is involved in litigation as detailed in the Chairman's Statement and Strategic Report. As at the date of this report the disclosure of any further information about the above matters would be prejudicial to the interests of the Group.
NOTE 22: EVENTS AFTER THE REPORTING PERIOD
On the 25th August 2015 Mr Kiran Vadlamani was appointed as a Director of the Company.
On the 2nd October 2015 the Company raised 750,000 before expenses through a placing and subscription of 4,166,664 new Ordinary Shares of 1p each (the "Placing Shares") at a price of 18p per share (the "Placing") together with the issue of warrants over Ordinary Shares on the basis of one warrant for every two Placing Shares exercisable at a price of 27p per Ordinary Share expiring on 31 October 2018 (the "Placing Warrants"). The Placing Shares represented approximately 3 per cent of the enlarged issued share capital of the Company. In connection with the Placing, the Company granted Northland Capital Partners Limited warrants to subscribe for 70,739 new Ordinary Shares on the same terms as the Placing Warrants.
There has not been any other matter or circumstance occurring subsequent to the end of the financial year, that has significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years.
This information is provided by RNSThe company news service from the London Stock ExchangeENDFR FFFFFWFISESF