REG - Jangada Mines PLC - Half-year Report
Jangada Mines Plc / EPIC: JAN.L / Market: AIM/ Sector: Mining
30 September 2021
Jangada Mines Plc ('Jangada' or the 'Company')
Interim Results
Jangada Mines plc ('Jangada' or 'the Company'), a natural resources company, is pleased to announce its unaudited Interim Results for the period ended six months to 30 June 2021.
HIGHLIGHTS
· Continued make great progress developing its 100% owned Pitombeiras Ferrovanadium Project in Brazil having concluded current phase of drilling programme
· Post period end, increased Total Mineral Resource Estimate 45% to 8.26Mt with 62% now classified at the higher confidence Measured & Indicated Mineral Resources category
· Further upside potential given Vanadiferous Titanomagnetite mineralisation continues to be open and drilling to date has been conducted on only 3 of 8 known targets
· On track to issue a Definitive Feasibility Study ('FS') in Q4 2021, rather than an upgraded economic study
· Granted a trial mining license, which allows development of a pilot operation
· Fully funded for existing work programme and, subject to completion of the FS to the Board's satisfaction, intends to proceed to mine development, with first production mid 2022
· Sold down a substantial part of investment in ValOre to support working capital requirements
· Took a 3.6% interest in Fodere Titanium Limited, a company that is making great strides towards commercialising the production of titanium dioxide and vanadium from waste materials
· Reporting Total Comprehensive Profit of $605k (2020: loss of $925k)
REVIEW OF THE BUSINESS
Pitombeiras Vanadium Project
During the period under review, the Company continued to develop its 100% owned Pitombeiras Ferrovanadium Project ('Pitombeiras' or 'the Project'), located in the state of Ceará, Brazil and I am pleased to confirm that we have made great progress in this regard. The Company concluded the current phase of its drilling programme, and post period end, completed a consolidated updated National Instrument 43-101 ('NI 43-101') compliant resource estimate, comprising the results obtained to date from Pitombeiras North and South and Goela targets:
· Total Mineral Resource Estimate ('MRE') of 8.26Mt, representing an increase of 45%, with 62% now classified at the higher confidence Measured & Indicated ('M&I') Mineral Resources category;
· The Mineral Resource classification resulted in Measured & Indicated Resources of 5.10Mt at 0.46% V2O5, 9.04 % TiO2 and 46.06% of Fe2O3, and;
· Inferred Resource Estimate of 3.16Mt at 0.44% V2O5, 9.00% TiO2 and 45.86% of Fe2O3
Vanadiferous Titanomagnetite (VTM) mineralisation continues to be open and drilling to date has been conducted on 3 of 8 known targets. Due to the significantly larger MRE with higher category confidence levels from that previously reported and extensive other work undertaken, the Company will now be issuing a Definitive Feasibility Study ('FS') in Q4 2021, rather than an upgraded economic study.
In June 2021, a major milestone for project development was achieved with the granting of a trial mining license, which allows for the extraction of up to 300,000 tonnes of Ferrovanadium bearing material per year from Jangada's exploration licenses. A pilot operation under the trial mining license can be developed with a starter open pit operation utilising a contract mining fleet of hydraulic excavators, front-end loaders, 30 tonnes haul trucks, rotary drill rigs and ancillary equipment. The selected beneficiation process route is composed of crushing and screening, and dry and wet magnetic concentration.
Capital expenditure requirements and major operating expenditure items are at an advanced stage and the Company is fully funded for its existing work programme and, subject to completion of the FS to the Board's satisfaction, intends to proceed to mine development, with first production as early as mid 2022.
ValOre Metals Corp
During the period, the Company sold down a substantial part of the investment in ValOre to support the Company's working capital requirements, allowing the Company to substantially progress the development of Pitombeiras, including the PEA (announced in February 2021) and to continue to increase the JORC resource.
At the end of the reporting period, the Company had a 1.10% interest in ValOre's share capital. Brian McMaster and Luiz Azevedo both resigned from the board of directors of ValOre on 1 June 2021 and as a result, it is no longer considered an associate for the purposes of preparing financial statements.
Fodere Titanium Limited
By channelling capital in a responsible way towards companies that innovate and address global challenges to create a more sustainable world, investing can make a difference. With this in mind, as announced on 1 February 2021, the decision was made to take a 3.6% interest in Fodere Titanium Limited ('Fodere'), a company that is making great strides towards commercialising the production of titanium dioxide and vanadium from waste materials.
Fodere is rapidly advancing the commercialisation of its environmentally sustainable and highly innovative technology to extract high value metals from the titanium, vanadium, iron, and steel industries. Fodere is currently in discussion with industrial offtakers as it moves toward building an initial plant to commence production. One of the Company's Non-Executive Directors, Nick von Schirnding, is Chairman of Fodere.
COVID-19
The directors note that COVID-19 has had a significant negative impact on the global economy during 2020 and 2021 with disruption felt globally. The Group has thankfully seen its inherent value significantly increase from its value in 2020 because of our successful exploration programme and project development initiatives. On a wider level COVID-19 has highlighted to the world the importance of sustainability across every aspect of life. With a portfolio of assets and investments that support the drive towards greater sustainability, Jangada is well placed to contribute to the world's needs without compromising the ability of future generations to meet their own needs.
Financial Results
The progress during the financial year of advancing the Pitombeiras project and the sell down of the investment in ValOre shares, resulted in the Group making a profit from Continuing Operations of $1,016k (2020: loss $796k).
Overall and pleasingly, the reported Total Comprehensive Profit attributable to the Group for the reporting period was $921k (2020: loss of $925k).
Brian McMaster
Executive Chairman
30 September 2021
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND COMPREHENSIVE INCOME
FOR THE HALF-YEAR ENDED 30 JUNE 2021
30 June
30 June
2021
2020
Notes
$'000
$'000
Gain on fair value of investments
4
-
Profit on disposal of investments
1,642
-
Administration expenses
(627)
(516)
Operating Profit / (Loss) from continuing operations
1,019
(516)
Finance expense
(3)
-
Share of losses from associates
-
(280)
Profit / (Loss) before tax
1,016
(796)
Tax expense
5
-
-
Profit / (Loss) from continuing operations
1,016
(796)
Discontinued operations
Profit / (loss) from discontinued operations
7(b)
-
(173)
Financial profit / (loss) for the year
1,016
(969)
Other comprehensive income:
Items that will or may be classified to profit or loss:
Currency translation differences arising on translation of foreign operations
(95)
(57)
Exchange differences reclassified on disposal of foreign operations
-
(259)
Currency translation differences arising on translation of equity investments
-
360
Total comprehensive Profit / (Loss) attributable to owners of the parent
921
(925)
Earnings / (Loss) per share from loss from continuing operations attributable to the ordinary equity holders of the Company during the period
Cents
Cents
- Basic (cents)
6
0.40
(0.33)
- Diluted (cents)
6
0.40
(0.33)
Earnings / (Loss) per share attributable to the ordinary equity holders of the Company during the period
Cents
Cents
- Basic (cents)
6
0.40
(0.40)
- Diluted (cents)
6
0.40
(0.40)
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2021
30 June
31 December
2021
2020
Notes
$'000
$'000
Assets
Non-current assets
Exploration and evaluation assets
8
922
550
Property, plant and equipment
5
1
Investments
9
812
600
Investments in associates
10
-
2,194
1,739
3,345
Current assets
Other receivables
11
327
554
Cash and cash equivalents
5,004
513
5,331
1,067
Total assets
7,070
4,412
Liabilities
Current liabilities
Trade payables
68
36
Accruals and other payables
103
93
Total liabilities
171
129
Issued capital and reserves attributable to owners of the parent
Share capital
12
135
126
Share premium
6,017
4,389
Translation reserve
(103)
(8)
Option reserve
57
-
Fair value reserve
38
38
Retained earnings
754
(262)
Total equity
6,899
4,283
Total equity & liabilities
7,070
4,412
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE HALF-YEAR ENDED 30 JUNE 2021
Share capital
Share premium
Translation reserve
Fair value reserve
Option
reserve
Retained earnings
Total equity attributable to owners
$'000
$'000
$'000
$'000
$'000
$'000
$'000
Balance as at 1 January 2021
126
4,389
(8)
38
-
(262)
4,283
Total comprehensive profit / (loss) for the year
Profit for the half-year
-
-
-
-
-
1,016
1,016
Other comprehensive income / (loss)
-
-
(95)
-
-
-
(95)
Total comprehensive profit / (loss) for the year
-
-
(95)
-
-
1,016
921
Transactions with owners in their capacity as owners
Shares issued
8
1,732
-
-
-
-
1,740
Share issue costs charged to share premium
-
(174)
-
-
-
-
(174)
Share options exercised
1
70
-
-
-
-
71
Share options issued
-
-
-
-
58
-
58
Total transactions with owners
9
1,628
-
-
-
-
1,695
Balance at 30 June 2021
135
6,017
(103)
38
58
754
6,899
Balance as at 1 January 2020
123
4,202
10
-
-
(4,203)
132
Total comprehensive profit / (loss) for the year
Profit for the half-year
-
-
-
-
-
4,435
4,435
Other comprehensive loss
-
-
(88)
-
-
-
(88)
Total comprehensive loss for the year
-
-
(88)
-
-
4,435
4,347
Transactions with owners in their capacity as owners
Shares issued
3
187
-
-
-
-
190
Shares options issued
-
-
-
-
-
4
4
Total transactions with owner
3
187
-
-
-
4
194
Balance at 30 June 2020
126
4,389
(78)
-
-
236
4,673
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
FOR THE HALF-YEAR ENDED 30 JUNE 2021
30 June
30 June
2021
2020
Cash flows from operating activities
$'000
$'000
Profit / (Loss) before Tax from continuing operations
1,016
(1,669)
Profit / (Loss) before Tax from discontinued operations
-
6,104
1,016
4,435
Add back: depreciation
-
2
Non-cash shares received on disposal of subsidiary
(316)
(4,097)
Non-cash exchange difference
-
(88)
Non-cash share option charge
58
4
Non-cash shares issued in lieu of fees
-
190
Proceeds from disposal of subsidiary classified as investing activities
(1,163)
(2,079)
Share of losses in associate
-
546
Decrease/(increase) in other receivables
(85)
289
(Decrease)/increase in trade and other payables
(26)
(717)
Net cash outflow from operating activities
(516)
(1,515)
Investing activities
Cash proceeds on sale of subsidiary
-
2,079
Development of exploration and evaluation assets
(372)
(305)
Purchase of plant, property and equipment
(3)
(1)
Sale of shares in investment
3,649
-
Purchase of shares in investment
-
(100)
Net cash inflow from investing activities
3,274
1,673
Financing activities
Share capital issue
1,803
-
Cost of issuing share capital
(173)
-
(Repayment)/increase in related party borrowings
-
(6)
Net cash from financing activities
1,630
(6)
Net movement in cash and cash equivalents
4,388
152
Cash and cash equivalents at beginning of period
513
117
Movements in foreign exchange
103
(2)
Cash and cash equivalents at end of period
5,004
267
NOTES TO THE CONDENSED FINANCIAL INFORMATION
FOR THE HALF-YEAR ENDED 30 june 2021
1. General Information
The Company is a public limited company limited by shares, incorporated in England and Wales on 30 June 2015 with the registration number 09663756 and with its registered office at 20 North Audley Street, London W1K 6WE. The Company's principal activities are the exploration and development of mining assets in Brazil.
2. Accounting Policies
Basis of preparation
The condensed consolidated financial information for the year ended 30 June 2021 has been prepared on a basis consistent with, and on the basis of, the accounting policies set out in the financial information in the Company's published results for the 18 month period to 31 December 2020. The interim financial statements of the Company have been prepared on the basis of the accounting policies, presentation, methods of computation and estimation techniques expected to be adopted in the financial information by the Company in preparing its annual report as at 31 December 2020.
The interim condensed consolidated financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the audited consolidated financial statements of the Company as at and for the year ended 31 December 2020.
The Board have conducted a review of forecast earnings and cash over the next twelve months, considering various scenarios and sensitivities given the COVID-19 situation and uncertainty around the future economic environment. The Board have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the interim financial statements.
The consolidated financial information is presented in United States Dollars ($), which is also the functional currency of the Company. Amounts are rounded to the nearest thousand ($'000), unless otherwise stated.
Changes in accounting principles and adoption of new and revised standards
In the year ended 30 June 2021, the Directors have reviewed all the new and revised Standards. There are no standards in issue but not yet effective which could have a material impact on the financial statements.
Going concern
As disclosed in the 31 December 2020 financial statements, the directors do not consider there to be a material uncertainty, which may cast doubt about the Group and Company's ability to continue as a going concern. Given the proceeds from the sale of the Pedra Branca project and based on the Group's planned expenditure on the Pitombeiras vanadium deposit and the Group's working capital requirements, the Directors have a reasonable expectation that the Group will have adequate resources to meet its capital requirements for the foreseeable future. For that reason, the Directors have concluded that the financial statements should be prepared on a going concern basis.
The financial statements do not include the adjustment that would result if the Company were unable to continue as a going concern.
Financial assets
The Company classifies its financial assets at fair value through profit or loss. This include investments in equities that are designated at fair value through profit or loss at inception and then subsequently managed and recognised at fair value.
The Company's financial assets include cash and other receivables. The Company assesses on a forward-looking basis the expected credit losses, defined as the difference between the contractual cash flows and the cash flows that are expected to be received.
Financial liabilities
Financial liabilities include the other short-term monetary liabilities, which are initially recognised at fair value and subsequently carried at amortised cost using the effective interest method.
Exploration and evaluation assets
Exploration and evaluation assets represent the costs of pre-feasibility studies, field costs, government fees and the associated support costs at the Company's Pitombeiras project and formerly the Pedra Branca project.
Costs incurred prior to obtaining the legal rights to explore an area are expensed immediately to the Statements of Profit or Loss and Other Comprehensive Income. Only material expenditures incurred after the acquisition of a license interest are capitalised. Historically, the expenditures related to exploration and evaluation have not been material, as the Company is active in areas where there are minimal and immaterial exploration and evaluation costs and therefore the costs in previous years have been expensed.
Interests in associates
Associates are those entities in which the Company has significant influence, but not control or joint control, over the financial and operating policies.
The results and assets and liabilities of associates are incorporated using the equity method of accounting. Under the equity method, an investment in an associate is initially recognised in the consolidated statement of financial position at cost and adjusted thereafter to recognise the Company's share of profit or loss and other comprehensive income of the associate.
3. Critical accounting estimates and judgements
The Company makes certain estimates and assumptions regarding the future. Judgements, estimates and assumptions are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions. The judgements, 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 discussed below.
Judgements
Given the proceeds from the sale of the Pedra Branca project and based on the Company's planned expenditure on the Pitombeiras vanadium deposit and the Company's working capital requirements, the Directors have a reasonable expectation that the Company will have adequate resources to meet its capital requirements for the foreseeable future.
The Directors have considered the criteria of IFRS 6 regarding the impairment of exploration and evaluation assets and have decided based on this assessment that there is no basis to impair the carrying value of its exploration assets for the Pitombeiras project (2021: $nil, 2020: $346,000) at this time.
Estimates and assumptions
In arriving at the carrying value of investments in associates, the Company determines the need for impairment based on the level of geological knowledge and confidence of the mineral resources. Such decisions are taken on the basis of the exploration and research work carried out in the period utilising expert report.
The Company measures share options at fair value. For more detailed information in relation to the fair value measurement of such items, please refer to Note 13.
4. Segment information
The Company evaluates segmental performance on the basis of profit or loss from operations calculated in accordance with IFRS 8. In the Directors' opinion, the Company only operates in one segment: mining services. All non-current assets have been generated in Brazil.
The Directors believe that the Company's operations are not subject to any significant seasonality.
5. Tax expense
Half-year ended
Half-year ended
30 June 2021
30 June 2020
Continuing operations
Discontinued operations
Continuing operations
Discontinued operations
$'000
$'000
$'000
$'000
Profit / (Loss) on ordinary activities before tax
1,016
-
(796)
(173)
Profit / (Loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020: 19%)
193
-
(151)
(33)
Effects of:
Recognition of previously unrecognised tax losses
-
-
-
-
Unrelieved tax losses for the period carried forward
(193)
-
151
33
Total tax charge for the period on continuing operations
-
-
-
-
Factors that may affect future tax charges
Apart from the losses incurred to date, there were no factors that may affect future tax charges.
6. Earnings per share
Half-year ended 30 June 2021
Half-year ended 30 June 2020
Continuing operations
Discontinued operations
Total
Continuing operations
Discontinued operations
Total
$'000
$'000
$'000
$'000
$'000
$'000
Profit / (Loss) for the half-year
1,016
-
1,016
(796)
(173)
(969)
Jun 2021
Jun 2020
Weighted average number of shares (basic)
252,064,309
239,878,417
Earnings / (Loss) per share - basic (US 'cents)
0.40
-
0.40
(0.33)
(0.07)
(0.40)
Weighted average number of shares (diluted)
252,064,309
239,878,417
Earnings / (Loss) per share - diluted (US 'cents)
0.40
-
0.40
(0.33)
(0.07)
(0.40)
There have been no transactions involving ordinary shares or potential ordinary shares that would significantly change the number of ordinary shares or potential ordinary shares outstanding between the reporting date and the date of completion of these financial statements.
7. Discontinued operations
On 14 August 2019, the Company completed the disposal of Pedra Branca do Brasil Mineracao S/A ('Pedra Branca') to ValOre Metals Corp ('ValOre' or the 'Purchaser') pursuant to the share purchase agreement dated 16 July 2019 ('Share Purchase Agreement'). The subsidiary was reported in the annual report for the year ended 30 June 2019 as a discontinued operation.
Financial information relating to the discontinued operation for the period to the date of disposal is set out below.
(a) Consideration received or receivable
The financial performance and cash flow information presented reflects the operations for the period ending 14 August 2019.
Half-year ended
Year ended
30 June
31 December
2021
2020
$'000
$'000
Cash Consideration
-
2,259
Initial Consideration Shares in the Purchaser, ValOre Metals Corp, totalling 22,000,000 common shares
-
3,987
Post Share Consideration received in February 2020
-
219
Fair value of Deferred Consideration Shares in the Purchaser, totalling 3,000,000 common shares
-
471
Total disposal consideration
-
6,936
Less: Net liabilities of disposed subsidiary
-
499
Add: Share of loss to disposal
-
(21)
Less: Write off of debts owed
-
(1,224)
Gain on disposal before income tax
-
6,190
Income tax expense
-
-
Gain on disposal before income tax
-
6,190
As at 30 June 2021, the Company was due to receive the remaining 1,500,000 ValOre common shares over the next 14 months (Deferred Consideration Shares). As at 30 June 2021 the fair value of the Deferred Consideration Shares was determined to be $315,233.
(b) Financial performance and cash flow information
The financial performance and cash flow information presented reflects the operations for the period ending 14 August 2019.
Half-year ended
Half-year ended
30 June
30 June
2021
2020
Financial performance from discontinued operations
$'000
$'000
Expenses
-
(173)
Loss before tax from discontinued operations
-
(173)
Tax
-
-
Loss for the period from discontinued operations
-
(173)
(b)
Half-year ended
Half-year ended
30 June
30 June
2021
2020
Cash flows from discontinued operation
$'000
$'000
Net cash flows from operating activities
-
(9)
Net cash flows from investing activities
-
(31)
Net cash flows from financing activities
-
-
Net cash flow inflow / (outflow)
-
(40)
(c) Net assets as at date of sale
The carrying amounts of assets and liabilities as at the date of sale on 14 August 2019 were:
30 June
30 June
2021
2020
$'000
$'000
Assets
Exploration and evaluation assets
-
753
Property, plant and equipment
-
2
Trade and receivables
-
6
Cash and cash equivalents
-
-
Assets held for sale
-
761
Liabilities
Trade payables
-
24
Loans and borrowings
-
1,224
Accruals and other payables
-
12
Liabilities directly associated with assets held for sale
-
1,260
Net (liabilities)/assets associated with disposal group
-
(499)
8. Exploration & evaluation assets
Exploration and evaluation assets represent the costs of pre-feasibility studies, field costs, government fees and the associated support costs at the Company's Pitombeiras West vanadium deposit project. The ultimate recoupment of costs carried forward for exploration expenditure is dependent on the successful development and commercial exploitation or sale of the respective mining areas.
9. Investments
As at
30 June
2021
As at
31 December
2020
$'000
$'000
Investment in ValOre Corp
211
-
Investment in Fodere Titanium Limited
600
600
Carrying amount of investments
811
600
During the period, the Company received the third tranche of 500,000 Deferred Consideration Shares in ValOre Metals Corp in February 2021. Post period end, the Company will receive the remaining Deferred Consideration Shares totalling 1,500,000 payable in three equal tranches of 500,000 each tranche. Post balance date, in August 2021, the fourth tranche of 500,000 Deferred Consideration Shares were received by the Company.
Currently, the Company has a 1.1% interest in ValOre's share capital and on 1 June 2021 both Brian McMaster and Luiz Azevedo resigned from the board of directors of ValOre. Therefore, the investment in ValOre no longer qualifies as an associate.
The Company also holds an investment in Fodere Titanium Limited, which is a United Kingdom registered minerals technology company which has developed innovative processes for the titanium, vanadium, iron and steel industries. There was no movement in the holdings during the period (2020: $600,000).
10. Investments in associates
As at
30 June
2021
As at
31 December
2020
$'000
$'000
Cost of investment in ValOre Metals Corp
2,870
4,207
Sale of shareholdings
(2,659)
-
Transfer to investments
(211)
-
Share of losses from continuing operations
-
(1,337)
-
2,870
Share of losses from continuing operations
-
(714)
Share of gains from OCI
-
38
Carrying amount of interest in associate
-
2,194
On 14 August 2019 pursuant to the Share Purchase Agreement following the completion of the disposal of Pedra Branca to ValOre, the Company received the initial Consideration Shares in ValOre, totalling 22,000,000 common shares, equating to the Company owning 26 percent of ValOre's then enlarged share capital. As at 30 June 2021 the Company held 1.1% of ValOre's share capital and therefore no long meets the requirement to be an investment in an associate.
Refer to Note 7 for more information relating to the disposal of Pedra Branca.
11. Other receivables
Other receivables includes deferred consideration totalling $315,233 (2020: $471,000) relating to the disposal of Pedra Branca as follows:
(a) 1,500,000 (2020: 2,000,000) Deferred Consideration Shares in ValOre with fair value determined to be $315,233 (2020: $471,000) at balance date.
12. Share capital
As at
30 June 2021
As at
31 December 2020
Issued
Share Capital
Issued
Share Capital
Number
$'000
Number
$'000
At beginning of period ordinary shares of 0.04p each:
242,113,144
126
242,113,144
126
19 February 2021: shares Issued as part of placement
13,888,888
8
-
-
30 March 2021: share issue in lieu of fees
2,600,000
1
-
-
At end of period: ordinary shares of 0.04p each:
258,602,032
135
242,113,144
126
Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of a winding up of the Company, to participate in the proceeds from sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or proxy, at a meeting of the Company.
13. Share options and warrants
Six months ended
30 June 2021
Six months ended
31 December 2020
Average exercise price per share option
$Number of options and warrants
Average exercise price per share option
$Number of options and warrants
At the beginning of the period
-
9,000,000
0.075
50,249,996
Warrants issued 1 December 2019
-
-
0.023
9,000,000
Warrants issued 12 December 2019
-
-
0.079
4,798,091
Expired and surrendered share options 31 December 2019
-
-
0.065
(15,250,000)
Lapsed warrants 15 October 2020
-
-
(39,798,087)
Warrants issued 19 February 2021
0.09
694,444
-
-
Share options exercised 30 March 2021
0.023
(2,600,000)
-
-
At the end of the period
7,094,444
9,000,000
In December 2019, as part of the new award of the Director/Consultant Options, all of the individuals concerned, together with the other Directors of the Company who were not receiving new share options surrendered their existing holdings of share options, which in total aggregated 8,000,000 share options. These share options were awarded at the time of the Company's IPO on AIM in June 2017, with an exercise price of 5 pence per share option (6.5 US cents), and an expiry date of 31 December 2019.
Share warrants outstanding at the end of the period have the following expiry date and exercise prices:
Grant date
Expiry date
Exercise price
$Share options/warrants
30 June 2021Share options/warrants
31 December 2020
1 December 2019
1 December 2024
0.023
6,400,000
9,000,000
19 February 2021
19 February 2024
0.09
694,444
-
The fair value at grant date is independently determined using an adjusted form of the Black Scholes Model that takes into account the exercise price, the term of the option, the impact of dilution (where material), the share price at grant date and expected price volatility of the underlying share, the expected dividend yield, the risk-free interest rate for the term of the option and the correlations and volatilities of the peer group companies. In addition to the inputs in the table above, further inputs as follows:
The model inputs for the 694,444 warrants granted for consulting service during the period included:
(a) warrants are granted for no consideration and vested warrants are exercisable for a period of three years after the grant date: 19 February 2021.
(b) expiry date: 19 February 2024.
(c) share price at grant date: 9.6 pence.
(d) expected price volatility of the company's shares: 100%.
(e) risk-free interest rate: 0.70%.
14. Related Party Transactions
During the period the Company entered into the following transactions with related parties:
Half-year ended
Half-year ended
30 June 2021
30 June 2020
$'000
$'000
Garrison Capital Partners Limited:
Purchases made on Company's behalf and administrative fees expensed during the year
13
23
Interest charge included within Company and Group borrowings
-
3
Brian McMaster:
Rent paid by the Company to Countrywide Residential Letting, in respect to premises leased in the name of Brian McMaster on behalf of; the Group that were made available at no cost to officers and staff of the Group.
-
23
Nicholas Von Schirnding:
Investment in Fodere Titanium Limited of which Nicholas Von Schirnding is the Chairman
-
100
Lauren McMaster
Consultancy services
-
4
FFA Legal Ltda
Legal and accountancy services expensed
45
49
Garrison Capital Partners Limited is a related party to the company due to having a director in common. At the period end, it was owed $2,000 (2020: $2,000).
FFA Legal Ltda is a related party to the Company due to having a director in common with Company. At the period end it was owed $nil (2020: $nil).
15. Parent Entity
Parent Entity Information
30 June
202131 December
2020
$'000
$'000
Current assets
5,105
996
Total assets
7,033
5,266
Current liabilities
134
111
Total liabilities
134
111
Net Assets / (Liabilities)
6,899
5,155
Share capital
135
126
Share premium
6,017
4,389
Reserves
36
30
Retained earnings
713
610
Total Equity
6,899
5,155
Profit of the parent entity
883
4,537
Other comprehensive profit for the year
-
30
Total comprehensive loss of the parent entity
883
4,567
16. Subsequent Events
a) On 10 August 2021, the Company announced an incentivisation scheme for the Board of Directors and Brazilian based employees and consultants of the Company. 30,000,000 share options split into two tranches were approved and involves the issue of share options over new ordinary shares of £0.0004 each in the Company, with an exercise price of 8 pence per option, and an expiry period of four years from the date of grant.
o Tranche A, whereby option holders are granted options with vesting conditions linked to performance; and
o Tranche B, whereby option holders are granted options without vesting conditions linked to performance.
b) On 10 August the Company also issued an adviser a warrant over 1,000,000 Ordinary Shares, with an exercise price of 8 pence per warrant and an expiry period of four years from the date of grant.
c) On 18 August 2021, the Company received 500,000 Deferred Consideration Shares from ValOre, being the fourth instalment due under the terms of the Share Purchase Agreement.
17. Nature of Financial Information
The condensed consolidated interim financial information presented above does not constitute statutory financial statements for the period under review.
**ENDS**
For further information please visit www.jangadamines.com or contact:
Jangada Mines plc
Brian McMaster (Chairman)
Tel: +44 (0) 20 7317 6629
Strand Hanson Limited
(Nominated & Financial Adviser)
James Spinney
Ritchie Balmer
Tel: +44 (0)20 7409 3494
Brandon Hill Capital
(Broker)
Jonathan Evans
Oliver Stansfield
Tel: +44 (0)20 3463 5000
St Brides Partners Ltd
(Financial PR)
Isabel de Salis
Oonagh Reidy
E: info@stbridespartners.co.uk
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.ENDIR SDUSWSEFSEIU
Recent news on Jangada Mines
See all newsREG - Jangada Mines PLC - Investee Company Update: Blencowe Resources PLC
AnnouncementREG - Jangada Mines PLC - Investee Company Update: Blencowe Resources PLC
AnnouncementREG - Jangada Mines PLC - Investee Company Update: Blencowe Resources PLC
AnnouncementREG - Jangada Mines PLC - Investee Company Update: Blencowe Resources PLC
AnnouncementREG - Jangada Mines PLC - Investee Company Update: Blencowe Resources PLC
Announcement