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REG - Contango HoldingsPLC - Interim Results

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RNS Number : 8305F  Contango Holdings PLC  24 March 2022

Contango Holdings Plc / Index: LSE / Epic: CGO / Sector: Natural Resources

 

24 March 2022

Contango Holdings Plc

('Contango' or the 'Company')

 

Unaudited Interim Results for the 6 months to 30 November 2021

 

Contango Holdings Plc, the London listed natural resource development
company, announces its results for the six-month period ended 30 November
2021.

 

Highlights

·    Raised £3.5m to advance Lubu into production

·    High-quality of Lubu coking coal confirmed by independent testwork by
Bureau Veritas laboratory, confirming viability for coke manufacture

·    Increasing global and regional coking coal and coke prices further
enhanced the attractive economics of Lubu

·    Successful exploration activities undertaken at Garalo-Ntiela to
prove up the targeted resource of 1.8Moz-2Moz gold

·    Cash as at 31 November 2021 £2,419,266

 

Post period

·    First production at Lubu expected by the end of Q1 2022

·    Wash plant ordered and installation scheduled in Q2 2022

·    Planning and development of coke batteries at Lubu underway with
installation expected in Q4 2022

·    Discussions underway with several interested parties to negotiate
coking coal offtake contracts for mid-2022 and coke offtake contracts from Q4
2022.

·    Enquiries from both regional and European customers about the coke
product, whilst significant uplift in coke price has also led to increased
viability for export to Asia.

·    Approaches received from potential domestic and international
investors to support the future development of Garalo-Ntiela and a site visit
as part of the ongoing due diligence of the strategic parties is scheduled for
April 2022

 

Carl Esprey, Chief Executive Officer of Contango Holdings, said:

 

"Contango is now at a real turning point as we make the final preparations on
site at Lubu ahead of first production later this month, and as we continue
our strategic negotiations with potential investors to support the development
of Garalo-Ntiela.  With our attention focussed firmly on commercialising
these two significant assets, we are delivering on our over-arching objective
to deliver cash flow in a short timeframe to support the long-term expansion
of the Company and its portfolio.  2022 is set to be a pivotal year and I
look forward to delivering updates on our progress throughout the year."

 

For further information, please visit www.contango-holdings-plc.co.uk or
contact:

 

 Contango Holdings plc                   E: contango@stbridespartners.co.uk

 Chief Executive Officer

 Carl Esprey

 Tavira Securities Limited               T: +44 (0)20 7100 5100

 Financial Adviser & Broker

 Jonathan Evans

 St Brides Partners Ltd                  T: +44 (0)20 7236 1177

 Financial PR & Investor Relations

 Susie Geliher / Charlotte Page

 

 

Chairman's Statement

 

It gives me great pleasure to report on the activities and developments that
the Contango team have achieved during the period and the months following.
Our endeavours, and indeed our wider strategy, have been directed both by the
evolving and increasing demand appetites for commodities and also by the
deeper understanding of our own primary assets: the Lubu Coking Coal Project
in Zimbabwe ('Lubu'), and the Garalo-Ntiela Gold Project in Mali
('Garalo-Ntiela').  As we move into our next phase of development at both
assets, I believe Contango is in an extremely strong position to effectively
maximise and crystallise the value of these projects.

 

Looking firstly at Lubu, our most advanced project, which is now entering its
production phase.  Our attention during the period focussed largely on sample
analysis, which evaluated a variety of metrics and properties derived from 49
samples extracted from the 1A Lower and MSU metallurgical seams including ash,
sulphur and phosphorous contents, as well as yield and calorific values.
Whilst originally intended to provide potential off-takers with a better
insight into the quality of our coal, our strategy developed to include the
production of coal for our own operated coke batteries, which we intend to
install before the end of 2022.  Our internal modelling has confirmed that
not only will Contango capture more of the value chain, and therefore much
higher margins for our product, but we will also gain the opportunity of
exporting our coke to an international market, where it can demand even
greater premiums.  This was a strategic decision for Contango and one which
we believe lays the foundation for much more rapid growth in 2023 and
thereafter.  Furthermore, having the optionality of coke production at this
early stage in our production journey at Lubu will support the onward
expansion of the project over and above the initial 1A Lower and MSU seams,
ensuring that Contango is in a much stronger position to realise the full
potential of this project, which has a resource in excess of 1.3 billion
tonnes, as identified under NI 43-101 standard.

 

Looking now to Garalo-Ntiela, our focus has also moved towards the strategic
realisation of its full value.  As shareholders will be aware, this asset has
proved to be much larger than originally envisaged; potentially orders of
magnitude larger.  With this in mind, the project really merits greater
exploration and development as it would be ill-advised to expedite production
and risk the sterilisation of potentially highly productive areas for the sake
of quick revenue, especially given the expected significant and heightened
cashflows from Lubu.  Accordingly, the Board has taken the prudent approach
to refine its understanding of the wider resource potential of the project
through the application of aero-magnetic studies, which have yielded multiple
high-grade potential target zones, and the recently completed Induced
Polarisation ('IP') survey.  The results of these studies and surveys will
serve to enable the Company to finalise its 2022 drill programme, intended to
firm up the targeted resource of 1.8Moz-2Moz gold.

 

Financial Review

 

Funding

During the period, the Company was funded through a £1,000,000 Convertible
Loan sourced from existing investors in June 2021 at the fixed conversion
price of 6 pence per share, the funds of which were used for a pre-production
work programme at Garalo-Ntiela, as well as the aforementioned studies on the
Lubu. The Company also benefited from the exercise of warrants during the
period, which were otherwise due for expiry on 1 November 2021, raising
approximately £1,025,000.

 

A further £2,500,000 was raised through a Placing of 41,666,666 New Ordinary
Shares of £0.01 each at a price of 6 pence per Placing Share in November 2021
in order to fund the fast tracking into production of the Lubu Coal Project. A
further 41,666,666 warrants with an exercise price of 12 pence per share were
issued to the placees. If exercised in full these warrants would provide a
further £5,000,000 to the Company.

 

Revenue

The Company generated no revenue during the period under review as it was
focusing on advancing its assets that Contango believes will generate revenue
for the Company.

 

Expenditure

The Company has applied its cash resources to the development of Lubu and
Garalo-Ntiela.

 

Liquidity, cash and cash equivalents

As of 30 November 2021, the Company held £2,419,266 (2020: £1,145,301).
The Company is fully funded to bring the Lubu Coking Coal Project into
production by the end of Q1 2022.

 

Outlook

 

Over the past 12 months, Contango has made enormous progress towards
monetising its assets and delivering both cashflow and value for investors.
Much of this progress has been commercially sensitive, however I am confident
that we are approaching the stage that this progress can be widely
communicated and that the real tangible value of the work we have done will be
reflected in our valuation.  Indeed, as recently reported via RNS in
February, the Company has advised that it has received approaches from
potential domestic and international investors to support the future
development of Garalo-Ntiela and  a site visit, hosted by CEO Carl Esprey, is
scheduled for the investors in the coming weeks.  The Board believes that
Contango has demonstrated Garalo-Ntiela's potential to support a significant
gold mining operation, and it would expect any transaction it enters into
would need to reflect this.  Further announcements regarding operational
advances and strategic discussions will be made in due course, as will updates
relating to the commencement of coal mining operations at Lubu over the coming
weeks.

 

I look forward to what I believe will be an exceptionally busy period for
Contango, both operationally and corporately, as we embark on the next phase
of our growth as a production company.

 

Roy Pitchford

24 March 2022

 

CEO REPORT

 

Contango's primary objectives during the period under review were to advance
both the Lubu Coal Project in Zimbabwe and the Garalo-Ntiela Project Area in
Mali towards production.

 

Lubu Coal Project ('Lubu') - renamed Muchesu Coal post-period end

 

Contango has a 70% interest in Lubu, with the remaining 30% held by supportive
local partners.

 

As previously reported, Lubu has benefitted from significant previous
investment, with previous owners expending more than $20m on exploration and
development, which has enabled a sizeable resource in excess of 1.3 billion
tonnes to be identified to NI 43-101 standard.  Contango will initially focus
on producing coking coal from Block B2, where extensive work has also been
undertaken to define the specific properties of the coal.  The coal seams
within Block B2 are from surface down to a maximum depth of 47m, ensuring
operating costs are kept at very attractive levels.

 

Contango undertook analysis from samples extracted from the metallurgical
seams at Lubu in October 2021, with a view to finalising off-take discussions
with various commercial partners.  These results exceeded the Company's
expectations and confirmed the commercial characteristics and viability of the
metallurgical coal in the production of coke. This was a significant
development for the Company as it confirmed the attractive qualities of
Contango's coal project in the context of both off-take opportunities and for
the Company's own independent expansion strategy for Lubu.

 

The Company's strategy for Lubu, informed by the sample analysis and after
extensive modelling of the demand fundamentals for coking coal and coke, will
not be restricted to an immediate local off-take solution, but will also
incorporate the installation of the Company's own coke batteries.  It is
intended that this path will deliver a far better margin for the end product,
as well as create synergies with the longer-term expansion of Lubu.  One
example of this is the opportunity to generate power, capturing heat from the
coke batteries and using it for power generation to support the rest of the
operation.

 

The current fundamentals for all forms of coal remain highly attractive with
demand rising significantly in the last year and prices expected to increase
further given shortages of coke and coking coal. Now that production at Lubu
is on the horizon, discussions are currently underway with several interested
parties with regards to coking coal offtake contracts and the coke product
from the expected coal production. Post-period end, a wash plant has been
ordered and is scheduled to be installed in Q2 2022 in order to allow the
delivery of coking coal to our customers and therefore generate revenue. We
are therefore extremely confident that Lubu is ideally positioned to take
advantage of this market environment, particularly through the application of
our coke battery development, to provide funding in some form for our future
development plans and we look forward to providing further news as we target
first coal production by the end of March.

 

Garalo-Ntiela Project Area ('Garalo-Ntiela')

 

In March 2021, the Company acquired the Ntiela licence, which neighbours the
existing Garalo permit. The Ntiela licence

was acquired for approximately £750,000, being €400,000 (£346,517) in cash
and 4,000,000 ordinary shares.  The share component will be paid once the
formal transfer of the licence is completed, which is expected to be in
mid-2022.

 

Since acquiring the Ntiela licence, the two permits have been consolidated to
form the Garalo-Ntiela Project Area over which the Company has undertaken two
drilling programmes during the period. Consistently encouraging results have
been received from the development and activities undertaken, demonstrating
its potential to be a major new mine in the region.

 

A work programme on the project returned positive results in June 2021, which
was initially designed to assist in fast tracking it into production,
alongside increasing the understanding of the wider prospectivity of the
licences. The majority of the exploration activities were centred on the
Garalo permit, which has demonstrated its potential for a 1.8Moz-2Moz gold
resource. However, work on the then recently acquired Ntiela concessions
continued to show encouraging results and two major structures were
intersected during the programme.

 

Subsequent to this work programme, a short low-cost programme of aeromagnetics
and airborne geophysics for the collection of magnetic and radiometric data
began in July 2021 and was completed across both licences. Although the
project area had been drilled extensively previously, the data from this
programme was focused on properly assessing the upside potential of Garalo's
gold resource and supporting its accelerated development into production. This
programme also particularly focused on Ntiela following the encouraging
results from earlier exploration work undertaken and targeted some untested
areas.

 

The samples from this work programme were analysed in October 2021, building
on the existing drill data.  The results from the completed work programme
reconfirmed the expected extensions of the G1 and G3 targets in the Ntiela
licence, which are the main targets to support the aforementioned targeted
resource. A short, targeted follow up drilling campaign on the two deposits
has been planned for 2022 to test the interpretations to depth alongside
infill drilling. In addition, the plans for a standalone 30,000oz per annum
heap leach gold operation are being refined, which is expected to generate
additional cashflow.

 

Post-period end, the results from the aeromagnetic studies have been received
and have demonstrated multiple high-grade potential target zones whilst the
Induced Polarisation ('IP') survey has been completed. These two sets of
results, along with those from historic drilling, will finalise the 2022 drill
programme which intends to confirm the targeted resource of 1.8Moz-2Moz gold.

 

As previously reported, the Board is also in discussions with a number of
potential investors in relation to Garalo-Ntiela.  A site visit, to be hosted
by myself, is scheduled for the strategic parties to attend as part of their
due diligence process for investing in the project. The Board believes that
the exceptional value of this emerging gold development asset should and would
be reflected in any potential agreement.  The Company will provide further
updates on these discussions in due course, as appropriate.

 

Carl Esprey

24 March 2022

 

 

 

Condensed Consolidated Statements of Comprehensive Income

For the six months ended 30 November 2021

 

 

                                                                                                                                            Audited Year to

                                                                                  Unaudited Six Months ended   Unaudited Six Months ended   31 May 2021

                                                                                  30 November 2021             30 November 2020
                                                                           Notes  £                            £                            £

 Administrative fees and other expenses                                    3      (636,398)                    (1,129,659)                  (3,304,899)
 Operating loss                                                                   (636,398)                    (1,129,659)                  (3,304,899)

 Finance revenue                                                                  -                            -                            -
 Finance expense                                                                  -                            -                            -
 Loss before tax                                                                  (636,398)                    (1,129,659)                  (3,304,899)

 Income tax                                                                       -                            -                            -

 Loss for the period                                                              (636,398)                    (1,129,659)                  (3,304,899)

 Loss attributable to owners of the parent company                                (591,350)                    (1,108,611)                  (3,248,015)
 Loss attributable to non-controlling interests                                   (45,048)                     (21,048)                     (56,884)
                                                                                  (636,398)                    (1,129,659)                  (3,304,899)

 Basic and diluted loss per Ordinary Share                                 4      (0.27)                       (0.92)                       (1.49)

 Other comprehensive income                                                       (40,735)                     -                            (48,797)
 Total comprehensive loss for the period                                          (677,133)                    (1,129,659)                  (3,353,696)

 Total comprehensive loss attributable to owners of Contango Holdings PLC         (618,569)                    (1,108,611)                  (3,281,408)

 Total comprehensive loss attributable to non-controlling interests               (58,564)                     (21,048)                     (72,288)

 Total comprehensive loss for the period                                          (677,133)                    (1,129,659)                  (3,353,696)

 

 

Condensed Consolidated Statements of Financial Position

For the six months ended 30 November 2021

 

                                                                                         Notes                       Unaudited as at    Unaudited as at    Audited as at

                                                                                                                     30 November 2021   30 November 2020   31 May 2021
                                                                                                                     £                  £                  £
               Non-current assets
               Intangible assets                                                         5                           10,515,941         10,898,698         10,118,098
               Investments                                                                                           62,260             62,260             62,260
               Property, plant and equipment                                                                         256,641            44                 31,168
               Total non-current assets                                                                              10,834,842         10,961,002         10,211,526

               Current assets
               Other receivables                                                         6                           587,348            585,538            135,699
               Cash and cash equivalents                                                                             2,419,266          1,145,301          22,143
               Total current assets                                                                                  3,006,614          1,730,839          157,842

               Total assets                                                                                          13,841,456         12,691,841         10,369,368

               Current liabilities
               Trade and other payables                                                  7                           (1,155,632)        (833,860)          (281,664)
               Total current liabilities                                                                             (1,155,632)        (833,860)          (281,664)

               Net assets/(liabilities)                                                                              12,685,824         11,857,981         10,087,704

               Equity
               Share capital                                                             8                           2,687,760          2,396,333          2,279,338
               Share premium                                                             8                           11,176,636         8,198,148          8,294,643
               Shares to be issued                                                                                   400,000                               400,000
               Warrant reserve                                                                                       90,474             83,533             160,074
               Option reserve                                                                                        1,700,505                             1,700,505
               Merger reserve                                                                                        -                  3,214,558          -
               Foreign exchange reserve                                                                              (6,174)                               (33,393)
               Retained earnings                                                                                     (4,744,297)        (2,034,591)        (4,152,947)
               Total equity attributable to owners of ownersowners of Contango Holdings                              11,304,904         10,428,061         8,648,220
               owners of Contango Holdings owners of the parent company
               Non-controlling interests                                                                             1,380,920          1,429,920          1,439,484
               Total equity                                                                                          12,685,824         11,857,981         10,087,704

 Condensed Consolidated Statements of Changes in Equity

 For the six months ended 30 November 2020

 

 

Condensed Consolidated Statement of Changes in Equity

For the six months ended 30 November 2021

 
                                                           Share capital      Share premium                Shares to be issued  Warrant          Option reserve               Translation reserve  Retained earnings            Total Equity of Owners         Non-controlling interests  Total

                                                                                                                                reserve
                                                                   £                       £                       £                   £                      £                        £                        £                             £                          £                              £
 Balance as at 31 May 2020                                 429,500            368,978                      -                    84,874           -                            -                    (904,932)                    (21,580)                       -                          (21,580)
 Loss for the year                                         -                  -                            -                    -                -                            -                    (3,248,015)                  (3,248,015)                    (56,884)                   (3,304,899)
 Other comprehensive income
 Translation differences                                   -                  -                            -                    -                -                            (33,393)             -                            (33,393)                       (15,404)                   (48,797)
 Total comprehensive income for the year                   -                  -                            -                    -                -                            (33,393)             (3,248,015)                  (3,281,408)                    (72,288)                   (3,353,696)

 Transactions with owners                                  1,819,838          7,815,665                    -                    -                -                            -                    -                            9,635,503                      -                          9,635,503

 Share issues - cash received net
 Share issues - warrants exercised                         30,000             110,000                      -                    (10,600)         -                            -                    -                            129,400                        -                          129,400
 Shares to be issued                                       -                  -                            400,000              -                -                            -                    -                            400,000                        -                          400,000
 Warrants issued                                           -                  -                            -                    85,800           -                            -                    -                            85,800                         -                          85,800
 Options issued                                            -                  -                            -                    -                1,700,505                    -                    -                            1,700,505                      -                          1,700,505
 Minority interest share of intangible asset acquisitions  -                  -                            -                    -                -                            -                    -                            -                              1,511,772                  1,511,772
 Total transactions with owners                            1,849,838          7,925,665                    400,000              75,200           1,700,505                    -                    -                            11,951,208                     1,511,772                  13,462,980
 Balance at 31 May 2021                                    2,279,338          8,294,643                    400,000              160,074          1,700,505                    (33,393)             (4,152,947)                  8,648,220                      1,439,484                  10,087,704
 Loss for the period                                       -                  -                            -                    -                -                            -                    (591,350)                    (591,350)                      (45,048)                   (636,398)
 Other comprehensive income
 Translation differences                                   -                  -                            -                    -                -                            27,219               -                            27,219                         (13,516)                   13,703
 Total comprehensive income for the period                 -                  -                            -                    -                -                            27,219               (591,350)                    (564,131)                      (58,564)                   (622,695)

 Transactions with owners                                  157,172            2,230,327                    -                    -                -                            -                    -                            2,387,499                      -                          2,387,499

 Share issues - cash received net
 Share issues - warrants exercised                         251,250            651,666                      -                    (69,600)         -                            -                    -                            833,316                        -                          833,316
 Shares to be issued                                       -                  -                            -                    -                -                            -                    -                            -                              -                          -
 Warrants issued                                           -                  -                            -                    -                -                            -                    -                            -                              -                          -
 Options issued                                            -                  -                            -                    -                -                            -                    -                            -                              -                          -
 Minority interest share of intangible asset acquisitions  -                  -                            -                    -                -                            -                    -                            -                              -                          -
 Total transactions with owners                            408,422            2,881,993                    -                    (69,600)         -                            -                    -                            3,220,815                      -                          3,220,815
 Balance at 30 Nov 2021                                    2,687,760          11,176,636                   400,000              90,474           1,700,505                    (6,174)              (4,744,297)                  11,304,904                     1,380,920                  12,685,824

 

 

Condensed Consolidated Statements of Cash Flows

For the six months ended 30 November 2021

                                                             Notes  Unaudited Six Months  Unaudited Six Months  Audited Year

                                                                    ended                 ended                 ended

                                                                    30 November 2021      30 November 2020      31 May 2021
                                                                    £                     £                     £
 Operating activities
 Loss after tax                                                     (636,398)             (1,129,659)           (3,304,899)

 Adjustment for:
 Depreciation                                                       11,200                67                    4,443
 Share based transactions                                           (69,600)              -                     1,175,705
 Revaluation of intangible asset                                    -                     -                     (54,986)

 Changes in working capital
 (Increase)/decrease in trade and other receivables                 (451,650)             (182,375)             212,334
 Increase in trade and other payables                               873,968               398,687               (153,509)
 (Decrease) in Net cash from operating activities                   (272,480)             (913,280)             (1,520,912)

 Investing activities
 Purchase of exploration licences                                   -                     (825,748)             (1,145,678)
 Spending on exploration licences                                   (372,143)             -                     (136,781)
 Purchase of fixed assets                                           (221,846)                                   (35,397)
 Purchase of investment                                             -                     (62,260)              (62,260)
 (Decrease) in Net cash from investing activities                   (593,989)             (888,008)             (1,380,116)

 Financing activities
 Ordinary Shares issued (net of issue costs)                 5      3,290,415             2,936,271             2,940,674
 Net cash flows from financing activities                           3,290,415             2,936,271             2,940,674

 Increase/(decrease) in cash and short-term deposits                2,423,946             1,134,983             39,646

 Cash and short-term deposits as at the start of the period         22,143                10,430                10,430
 Effect of foreign exchange changes                                 (26,823)              (112)                 (27,933)
 Cash at the end of the period                                      2,419,266             1,145,301             22,143

Notes to the Condensed Consolidated Financial Statements

For the six months ended 30 November 2021

 

1              General information

 

The Company was incorporated in England under the Laws of England and Wales
with registered number 10186111 on 18 May 2016.  All of the Company's
Ordinary Shares were admitted to the London Stock Exchange's Main Market and
commenced trading on 1 November 2017. The company was re-registered as a
public company under Companies Act 2006 on 1 June 2017, by the name Contango
Holdings plc.

 

The Company is listed on the Standard Market of London Stock Exchange plc.

 

The unaudited interim consolidated financial statements for the six months
ended 30 November 2021 were approved for issue by the board on 16 March 2022.

 

The figures for the six months ended 30 November 2021 and 30 November 2020 are
unaudited and do not constitute full accounts. The comparative figures for the
period ended 31 May 2021 are extracts from the annual report and do not
constitute statutory accounts.

 

2             Basis of Preparation and Risk Factors

The Company Financial Information has been prepared in accordance with and
comply with IFRS as adopted by the European Union, International Financial
Reporting Interpretations Committee interpretations and the Companies Act
2006. The financial statements have been prepared under the historical cost
convention as modified for financial assets carried at fair value.

 

 

The financial information of the company is presented in British Pound
Sterling ("£").

 

The accounting policies and methods of calculation adopted are consistent with
those of the financial statements for the year ended 31 May 2021.

 

The business and operations of the Company are subject to a number of risk
factors which may be sub-divided into the following categories:

 

Exploration and development risks, including but not limited to:

 

·      Mineral exploration is speculative and uncertain

·      Verification of historical washability analysis

·      Independent verification of internal resource estimation at
Garalo

·      Mining is inherently dangerous and subject to conditions or
events beyond the Company's control, which could have a material adverse
effect on the Company's business

·      The volume and quality of coal recovered may not conform to
current expectations

·      The extend and grade of gold mineralisation at Garalo may not
conform to current expectations

 

Permitting and title risks, including but not limited to:

 

·      Licence and permits

·      The Company will be subject to a variety of risks associated with
current and any potential future joint ventures, which could result in a
material adverse effect on its future growth, results of operations and
financial position

 

Political risks, including but not limited to:

 

·      Political stability

·      Enforcement of foreign judgements

·      Potential legal proceedings or disputes may have a material
adverse effect on the Company's financial performance, cash flow and results
of operations

 

Financial risks, including but not limited to:

 

·      Foreign exchange effects

·      Valuation of intangible assets

·      The Company may not be able to obtain additional external
financing on commercially acceptable terms, or at all, to fund the development
of its projects

·      The Company will be subject to taxation in several different
jurisdictions, and adverse changes to the taxation laws of such jurisdictions
could have a material adverse effect on its profitability

·      The Company's insurance may not cover all potential losses,
liabilities and damage related to its business and certain risks are uninsured
and uninsurable

 

Commodity prices, including but not limited to:

 

·      The price of coal may affect the economic viability of ultimate
production at Lubu

·      The revenues and financial performance are dependent on the price
of coal

·      The price of gold may affect the economic viability of ultimate
production at Garalo

 

Operational risks, including but not limited to:

 

·      Availability of local facilities

·      Adverse seasonal weather

·      The Company's operational performance will depend on key
management and qualified operating personnel which the Company may not be able
to attract and retain in the future

·      The Company's directors may have interests that conflict with its
interests

·      Risk relating to Controlling Shareholders

 

The Company's comments and mitigating actions against the above risk
categories are as follows:

 

Exploration and development risks

 

There can be no assurance that the Company's development activities will be
successful however significant exploratory work has been conducted to date at
Lubu and Garalo which supports the Board's confidence that a profitable mining
operation can be developed.

 

Additionally, the phased development route which will be employed at Lubu
seeks to mitigate risks along the development life cycle of the project.

 

Permitting and title risks

The Company complies with existing laws and regulations and ensures that
regulatory reporting and compliance in respect of each permit is achieved.
Applications for the award of a permit may be unsuccessful. Applications for
the renewal or extension of any permit may not result in the renewal or
extension taking effect prior to the expiry of the previous permit. There can
be no assurance as to the nature of the terms of any award, renewal or
extension of any permit.

 

The Company regularly monitors the good standing of its permits.

 

Political risks

The Company maintains an active focus on all regulatory developments
applicable to the Company, in particular in relation to the local mining
codes.

 

In recent years the political and security situations in Zimbabwe and Mali
have been particularly volatile.

 

Financial risks

The board regularly reviews expenditures on projects. This includes updating
working capital models, reviewing actual costs against budgeted costs, and
assessing potential impacts on future funding requirements and performance
targets.

 

Commodity prices

As projects move towards commercial mining the Company will increasingly
review changes in commodity prices so as to ensure projects remain both
technically and economically viable.

 

Operational risks

Continual and careful planning, both long-term and short-term, at all stages
of activity is vital so as to ensure that work programmes and costings remain
both realistic and achievable.

 

COVID-19 outbreak

In addition to the foregoing comments and mitigating actions against the above
risk categories the Company has implemented various protocols in relation to
the current COVID-19 outbreak. Contango places the health and safety of its
employees and contractors as its highest priority. Accordingly, a business
continuity programme has been put in place to protect employees whilst
ensuring the safe operation of the Company.

 

Having spoken with, amongst others, local government, staff and contractors,
strict protocols have been implemented to reduce the risk of transmission of
COVID-19 at all the Company's operations.

 

The situation in respect of COVID-19 is an evolving one and the Board will
continue to review its potential impact on its staff and the business.

 

 

3              Loss before taxation

 Loss before income tax is stated                                                                                       Unaudited Six Months Ended 30 November 2020  Audited Year Ended 31 May 2021

 after charging:                                                          Unaudited Six Months Ended 30 November 2021
                                                                          £                                             £                                            £

 Directors' remuneration                                                  50,400                                        52,800                                       103,800
 Contango share-based bonus on IPO                                        -                                             100,000                                      100,000
 Relisting costs                                                          -                                             417,642                                      203,727
 Ongoing listing costs                                                    151,177                                       80,661                                       191,091
 Salaries                                                                 217,184                                       174,755                                      370,337
 Consultancy fees                                                         -                                             80,695                                       117,867
 Legal and accountancy fees                                               4,869                                         2,280                                        8,053
 Travel                                                                   174,673                                       69,287                                       257,333
 Office costs                                                             66,742                                        85,186                                       189,454
 Share performance options                                                -                                             -                                            1,700,505
 Net warrant issue costs                                                  (69,600)                                      -                                            75,200
 Depreciation                                                             11,200                                        -                                            4,443
 Other                                                                    29,753                                        66,353                                       -
 Group audit fee                                                          -                                             -                                            25,000

 Fee payable to the Company's auditor in respect of all other non-audit
 services

                                                                          -                                             -
 Fees paid to auditors for non-audit work services                        -                                             -                                            2,475

4           Loss per Ordinary Share

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

 

                                                                            Unaudited Six Months to  Unaudited Six Months to  Audited Year

                                                                            30 November              30 November              to

                                                                            2021                     2020                     31 May

                                                                                                                              2021
                                                                            £                        £                        £
 Earnings
 Loss from continuing operations for the period attributable to the equity  (591,350)                (1,108,611)              (3,248,015)
 holders of the Company
 Number of Ordinary Shares
 Weighted average number of Ordinary Shares for the purpose of basic and
 diluted earnings per Ordinary Share (number)
                                                                            222,711,321              120,346,178              218,418,394
 Basic and diluted loss per Ordinary Share (pence)                          (0.27)                   (0.92)                   (1.49)

 

There are no potentially dilutive Ordinary Shares in issue.

 

 

 

5.   Intangible Asset

                                                       Unaudited As at  Unaudited As at  Audited As at

                                                       30 November      30 November      31 May

                                                       2021             2020             2021
                                               £                        £                £

 At 1 June 2021                                10,118,098               -                -
 Additions - on acquisition                    -                        9,797,701        8,235,849
 Additions - during year                       397,843                  1,100,997        1,882,249
 Amortisation                                                           -                -
 Total                                         10,515,941               10,898,698       10,118,098
 Mining rights Zimbabwe                        8,495,807                9,797,701        8,299,256
 Mining rights Mali (Garalo)                   1,273,617                1,100,997        1,072,325
 Mining rights Mali (Nthiela)                  746,517                  -                746,517
                                               10,515,941               10,898,698       10,118,098

 

The intangible asset represents the mining rights and technical information
acquired when the Group acquired its 70% shareholding in Monaf Investments
(Pty) Ltd on 18 June 2020; its 75% share in the Garalo gold licence in Mali
bought for $1 million on 22 October 2020; and its 100% share in the Nthiela
gold licence (adjacent to Garalo) in Mali. The Nthiela licence was acquired
for approximately £750,000 - being €400,000 (£346,517) in cash and
4,000,000 ordinary shares at £0.10 to be issued during 2022.

 

 

 

6.   Other receivables

                                     Unaudited As at  Unaudited As at  Audited As at

                                     30 November      30 November      31 May

                                     2021             2020             2021
                               £                      £                £

 Prepayments                   16,332                 -                24,254
 Other debtors                 571,016                585,538          111,445
                               587,348                585,538          135,699

 

 

 

 

 

 

7.   Trade and other payables

                                                    Unaudited As at  Unaudited As at  Audited As at

                                                    30 November      30 November      31 May

                                                    2021             2020             2021
                                             £                       £                £

 Trade payables                              221,919                 76,809           180,974
 Accruals and other payables                 101,963                 757,051          100,690
 Convertible debt                            831,750                 -                -
                                             1,155,632               833,860          281,664

 The convertible loan note was announced on 3(rd) June 2021 and had a fixed
 conversion price of 6 pence per share, with a mandatory conversion to take
 place on 4 January 2022. Due to a lack of headroom to issue new shares in
 January all note holders unanimously agreed to extend the life of the
 instruments by a further six months with no additional charges or penalties.
 The revised date for mandatory conversion is therefore 4 July 2022. The term
 of the attaching one warrant for every two ordinary shares, with an exercise
 price of 8p, remains unchanged.

 

8          Share capital

 

                          Number of Ordinary Shares issued and fully paid  Share Capital  Share Premium  Total Share Capital
                                                                           £              £              £
 As at 01 June 2021       242,633,276                                      2,279,338      8,294,643      10,573,981
 Placement November 2021  41,666,666                                       416,667        2,083,333      2,500,000
 Warrants Exercised       25,124,990                                       104,255        798,660        902,915
 Less share issue costs                                                    (112,500)                     (112,500)
 As at 31 May 2021        309,424,932                                      2,687,760      11,176,636     13,864,396

 

The Ordinary Shares issued by the Parent Company have par value of 1p each and
each Ordinary Share carries one vote on a poll vote. The Authorised share
capital of the Parent Company is £5,000,000 ordinary shares at £0.01 per
share resulting in 500,000,000 ordinary shares.

 

 

 

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