REG - Kavango Resources - Half-year Report
09/09/2022 07:00
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RNS Number : 9036Y Kavango Resources PLC 09 September 2022
PRESS RELEASE
09 September 2022
KAVANGO RESOURCES PLC ("KAVANGO" OR "THE COMPANY")
Interim Results
Kavango Resources plc, an exploration company targeting the discovery of world
class mineral deposits in Botswana, is pleased to announce its unaudited
financial results for the six months ended 30 June 2022.
SUMMARY
· Successfully completed an oversubscribed placing raising gross proceeds
of £750,000 (US$ 934,000);
· Expenditure in Botswana on exploration of US$1,634,000;
· Net current assets $1,610,000 (net cash, cash equivalents & trade
receivables)
· Operating loss of US$883,000 (June 2021 - US$776,000);
· 3,300m "Proof of Concept" drill campaign completed in the Kalahari Suture
Zone;
· 1,600m drill campaign completed at Ditau;
· Extensive geological mapping and soil sampling program completed across
five Kalahari Copper Belt prospecting licences, resulting in definition of
multiple drill targets.
The Interim Management Report and financial results are set out in the
following pages.
Contacts
Kavango Resources plc
Ben Turney +46 7697 406 06
bturney@kavangoresources.com (mailto:bturney@kavangoresources.com)
First Equity
Jason Robertson +44 207 374 2212
SI Capital Limited (Broker)
Nick Emerson/Alan Gunn +44 1483 413500
INTERIM MANAGEMENT REPORT 30 JUNE 2022
Kavango continued to make good progress through the first half of 2022, with
active work programmes on all three of our projects, accompanied by further
enhancements to our operational team.
Financing
In an oversubscribed placing Kavango successfully issued 25,000,000 new shares
at a price of 3p per share, for gross proceeds of £750,000.
Project status - KSZ
On the Kalahari Suture Zone (KSZ), where the Company is exploring for
nickel-copper-PGE (Ni-Cu-PGE) mineralisation, drillhole KSZDD002 was
successfully completed to a depth of 650m, intersecting a Karoo-age intrusive
at the planned target depth. This hole targeted the B1 conductor, which at the
time a downhole electromagnetic survey estimated as having an 11,000 Siemens
conductance.
Geophysical analysis of downhole electromagnetic (DHEM) data indicated that
the hole passed through a gap between two distinct conductors, one being a
very strong conductor detected 150m off the hole with a high conductance of
16,000 Siemens. This is a significant increase in conductivity from previous
models and upgrades the target ranking for possible Ni/Cu sulphides. A second
conductor, with modelled conductance of 2,500 Siemens, was also detected. This
conductor is more vertically inclined and appeared to conform to an idealised
model of a possible Karoo feeder dyke. This analysis shows that there is a
strong target nearby, which we expect to drill in the future. Ahead of this,
further geophysical surveys are planned, including Controlled Source Audio
Magneto-Telluric (CSAMT) and new Surface Time Domain Electromagnetic surveys
(Surface TDEM) and subsurface DHEM surveys, to provide comprehensive coverage
over not only this but more widely across the KSZ, allowing additional target
identification and ranking. This has already resulted in the identification of
a group of three EM Conductors identified, in close proximity to one another,
which could be analogous to similar clusters observed at known nickel/PGE
mines.
Subsequent to the period end, the Company announced further Surface TDEM
results over B Target Area, which identified two further conductor targets (B3
& B4) that exhibit conductance of 4,350 Siemens. The better defined B1
Conductor is now interpreted to exhibit conductance of 14,350 Siemens.
Also on the KSZ, a ground gravity survey gave us additional information over
the Great Red Spot (GRS). This is a previously identified large-scale ~11km
diameter magnetic anomaly that has been subject to limited historic
exploration. The gravity survey identified a strong gravity anomaly, of up to
7km diameter, coincident with the positive magnetic anomaly of the GRS.
Further analysis of this suggests that there is potential for discovery of
Iron Oxide-Copper-Gold mineralisation (IOCG), which would conceptually be
similar to Olympic Dam in Australia. This is in addition to the existing
potential for nickel/copper sulphide deposits.
Kavango has been the first company to deploy surface and surface TDEM and
CSAMT technology to the 450 km-long KSZ, and we are now also actively
exploring how we can roll out a much more expansive reconnaissance campaign
across our 8,800 km(2) property.
Project status - Ditau
Following completion of drilling on the KSZ, the drill rig was deployed to the
Ditau project, where it carried out a program of four diamond drillholes,
totalling 1,623.60 m. These were intended to test three geophysical targets
selected from 12 "ring structures" and targeting potential rare earth element
(REE) deposits hosted in carbonatites, as well as potential hydrothermal base
and precious metal mineralisation. Drawing on our learnings from the KSZ, an
additional 16.1 km of new CSAMT surveys were carried out over the drill target
areas, providing imagery of the sub-surface geology and structure to guide
drilling.
Little prior geological knowledge existed in this area, due to thick cover,
and minimal prior exploration.
Due to this, the team approached exploration with an open mind as to the
styles of mineralisation that might be encountered. Hole DITDD004 was notable
for the presence of an iron-rich hydrothermal breccia within an extensive
zone of interest from 292.60m to beyond the end of hole at 393.29m. Results
show the presence of anomalous levels of gold (to 0.18ppm) and copper (to
0.10%). Petrology samples are pending and will be used to help define a
geological model for the area, as well as guide future work, which is likely
to require further drilling to evaluate the size and scale of the system, as
well as attempt to establish whether the system may intensify proximal to a
deep source. Analytical data and petrology for the three remaining holes are
also pending at the time of writing. Each is of a different geological style,
and has successfully expanded our knowledge of the geology of the area.
Follow-up on these specific targets will be considered following receipt of
results.
8 targets remain untested, and we believe that potential for a carbonatite or
other discovery remains high, given the location of the targets within a
corridor within which such intrusives have already been found.
Project status - KCB
While successful exploration on the KSZ offers potential for a historic
achievement, in Kavango's view the Kalahari Copper Belt (KCB) offers potential
to make an earlier discovery. Kavango has interests in 12 prospecting
licences, totalling over 5,000 km(2) in the KCB. Although historically Kavango
has owned a 50% interest in 10 of the KCB licences, on 8 July 2022 (after the
period ended) Kavango announced that it had agreed terms with Power Metal
Resources plc to acquire Power's 50% of the Kanye Resources Joint Venture
interests, covering these 10 licences on the KCB and the two licences at
Ditau, so that Kavango will, upon completion of the transaction, fully control
the exploration and development of these properties.
A work programme is underway on multiple licences, including the recently
acquired Mamuno licences, which are adjacent to the Namibian border and on
which little work has previously been carried out. The KCB work consists of
geological mapping and extensive soil sampling. As of the date of writing over
9,600 samples have already been collected. Geological mapping has importantly
resulted in the identification of the Ngwako Pan- D'kar formational contact at
multiple locations. This contact is known to relate closely to mineralisation
elsewhere on the KCB.
The soil sampling work has produced a series of high-priority targets on all
licences sampled under this program:
· On PL036/2020, 4 significant geochemical features consisting of
+15ppm copper (Cu) anomalies (peak 110ppm) were delineated.
· On PL082/2018, two large anomalous zones, of 8km strike length
and 27km strike length were identified including a peak value of 118.8ppm Cu.
· On the Mamuno licences a 5km long x 3.5km wide area of anomalous
values +30ppm Cu was identified.
All values were determined by pXRF.
Kavango is now combining geochemical data, geological mapping, previous AEM
data, and additional geophysical surveys in the KCB, with the aim of producing
optimised drill targets ahead of a future drill campaign. We expect this to
maximise our opportunity for success.
Principal risks and uncertainties
The principal risks and uncertainties facing our business are monitored on an
ongoing basis. The board of directors have reviewed the principal risks and
uncertainties disclosed in the 2021 annual report and concluded that they
remain applicable for the second half of the financial year. A detailed
description of these risks and uncertainties is set out on pages 12 to 14 of
the 2021 annual report.
Closing comments
I would like to thank Ben Turney, Hillary Gumbo, and Brett Grist for their
input over the last six months, along with the operations team in Botswana.
Ben's work in particular has seen momentum build across the business, coupled
with regular and effective shareholder updates. Brett Grist joined the Board
in February as Chief Operating Officer, bringing to Kavango significant
experience in mineral exploration and project development. Kavango's team now
has a comprehensive range of skills, spanning geophysics, mineral exploration,
legal, and financing, meaning that, in combination with our Botswana country
manager Tipps Ngwisanyi and our on the ground exploration team, Kavango is set
up to deliver exploration success. We look forward to providing further
updates in the near future.
I am also grateful for the continued support of our shareholders. In common
with the majority of our peers in our sector, we have seen a disappointing
fall in our share price in recent months. However, trading volumes have been
small and on behalf of the Board I should like to thank our shareholders for
their loyalty in difficult times. We look forward to being able to repay that
loyalty.
I'd like to end this update by wishing Mike Moles well in his retirement. Mike
retired from the board after the end of the period, on August 31 2022. Mike
was one of the co-founders of Kavango. None of us would be here without his
involvement and he has kindly agreed to remain in a consultancy position with
the Company for a further six months. Thank you, Mike, for all you have
contributed.
Directors' Responsibility Statement
We confirm that to the best of our knowledge:
- The condensed consolidated interim financial statements have
been prepared in accordance with International Accounting Standards 34,
Interim Financial Reporting, as endorsed for use in the United Kingdom;
- Give a true and fair view of the assets, liabilities, financial
position and loss of the Group;
- The Interim Management Report includes a fair review of the
information required by DTR 4.2.7R of the Disclosure and Transparency Rules,
being an indication of important events that have occurred during the first
six months of the financial year and their impact on the set of interim
financial statements; and a description of the principal risks and
uncertainties for the remaining six months of the year; and
- The Interim Management Report includes a fair review of the
information required by DTR 4.2.8R of the Disclosure and Transparency Rules,
being the information required on related party transactions.
The Interim Management Report was approved by the Board of Directors and the
above responsibility statement was signed on its behalf by
David Smith, Chairman
08 September 2022
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
Condensed Consolidated Statement of Total Comprehensive Income
For the Interim Period Ended 30 June 2022
Six months to 30 June 2022 Six months to 30 June 2021
(Unaudited) (Unaudited)
US$'000 US$'000
Continuing operations
Administrative expenses (794) (725)
Other losses - loss on fair value of financial assets (89) (51)
Loss before taxation (883) (776)
Taxation - -
Loss for the period attributable to owners of the parent (883) (776)
Other comprehensive income
Items that may be subsequently reclassified to profit or loss:
Currency translation differences (451) 164
Other comprehensive income, net of tax (1,334) 164
Total comprehensive loss for the period attributable to owners of the parent (1,334) (612)
Earnings per share from continuing operations attributable to owners of the
parent:
Basic and diluted loss per share (cents) 4 (0.21) (0.23)
Condensed Consolidated Statement of Financial Position
For the Interim Period Ended 30 June 2022
30 June 2022 31 Dec 2021
(Unaudited) (Audited)
Notes US$'000 US$'000
Assets
Non-current assets
Property, plant, and equipment 181 221
Intangible assets 5 6,448 5,075
Total non-current assets 6,629 5,296
Current assets
Trade and other receivables 705 269
Financial assets at fair value through profit or loss 111 216
Cash and cash equivalents 1,126 2,308
Total current assets 1,942 2,793
Total assets 8,571 8,089
Liabilities
Current liabilities
Trade and other payables 331 299
Total current liabilities 331 299
Total liabilities 331 299
Net assets 8,240 7,790
Equity
Share capital 7 581 544
Share premium 7 11,820 10,985
Shares to be issued 826 363
Share option reserve 654 457
Warrant reserve 2,007 1,764
Foreign exchange reserve (925) (474)
Reorganisation reserve (1,591) (1,591)
Retained losses (5,132) (4,258)
Total equity attributable to owners of the parent 8,240 7,790
Condensed Consolidated Statement of Changes in Equity
For the Interim Period Ended 30 June 2022
Share Share Premium Reorganisation Reserve Share Option Reserve Warrant Reserve Foreign Exchange Reserve Retained deficit Shares to be issued Total
Capital
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
As at 1 January 2021 390 8,272 (1,591) 277 404 (171) (2,591) - 4,990
Loss for the period - - - - - - (776) - (776)
Other comprehensive loss:
Foreign currency exchange difference - - - - - 164 - - 164
Total comprehensive loss for the period - - - - - 164 (776) - (612)
Issue of ordinary shares 96 1,273 - - - - - - 1,369
Share options granted - - - 11 - - - - 11
Total transactions with owners 96 1,273 - 11 - - - - 1,380
As at 30 June 2021 486 9,545 (1,591) 288 404 (7) (3,367) - 5,758
As at 1 January 2022 544 10,985 (1,591) 457 1,764 (474) (4,258) 363 7,790
Loss for the period
Other comprehensive loss: - - - - - (883) - (883)
Foreign currency exchange difference - - - - (451) - - (451)
Total comprehensive loss for the period - - - - - (451) (883) (1,334)
Warrants issued - - - - 204 - - - 204
Issue of ordinary shares 37 884 - - (9) - 9 - 921
Costs of share issues - (49) - - - - - - (49)
Share-based payments - expensed - - - 197 - - - - 197
Share-based payments - capitalised (note 5) - - - - 48 - - 463 511
Total transactions with owners 37 835 - 197 243 - 9 463 1,784
As at 30 June 2022 581 11,820 (1,591) 654 2,007 (925) (5,132) 826 8,240
Condensed Consolidated Statement of Cash Flows
For the Interim Period Ended 30 June 2022
Six months to 30 June 2022 Six months to 30 June 2021
(Unaudited) (Unaudited)
US$'000 US$'000
Cash flows from operating activities
Loss before taxation (883) (776)
Adjustments for:
Share option expense 204 11
Directors' fees settled in shares 20 -
Fair value adjustments 83 51
Foreign exchange differences - 139
Net cash used in operating activities before changes in working capital (576) (575)
Increase in other current assets (436) (4,808)
(Decrease) / increase in trade and other payables (11) 4,594
Net cash used in operating activities (1,023) (789)
Investing activities
Payments for property, plant and equipment (57) (65)
Payments for intangible assets (961) (512)
Net cash used in investing activities (1,018) (577)
Financing activities
Proceeds from issue of share capital and warrants net of issue costs 1,064 1,368
Net cash generated from financing activities 1,064 1,368
Net (decrease) / increase in cash and cash equivalents (977) 2
Cash and cash equivalents at beginning of year 2,308 2,192
Effects of exchange rates on cash and cash equivalents (205) -
Cash and cash equivalents at end of year 1,126 2,194
NOTES TO THE INTERIM REPORT FOR SIX MONTHS ENDED 30 JUNE 2022
1. Basis of preparation
These condensed consolidated interim financial statements include results of
Kavango Resources Plc and its subsidiaries ("the Group") and have been
prepared under the historical cost convention except for revaluation of
certain financial instruments and on a going concern basis and in accordance
with International Financial Reporting Standards, International Accounting
Standards and IFRIC interpretations endorsed for use in the United Kingdom
("IFRS").
In the opinion of the directors, the condensed consolidated interim financial
statements for this period fairly presents the financial position, results of
operations and cash flows for this period.
The Board of Directors approved these condensed consolidated interim financial
statements on 08 September 2022
Statement of compliance
These condensed consolidated interim financial statements have been prepared
in accordance with International Accounting Standard 34 'Interim Financial
Reporting'. They do not constitute statutory accounts as defined in s434 of
the Companies Act 2006.
The condensed consolidated financial statements should be read in conjunction
with the audited consolidated annual financial statements for the year ended
31 December 2021, which have been prepared in accordance with IFRS endorsed
for use in the United Kingdom.
The condensed consolidated financial information for the year ended 31
December 2021 does not constitute the Company's statutory accounts for that
year, but is derived from those accounts. Statutory accounts for the year
ended 31 December 2021 have been delivered to the Registrar of Companies. The
auditors reported on those accounts: their report was unqualified, did not
draw attention to any matters by way of emphasis and did not contain a
statement under s498(2) or (3) of the Companies Act 2006.
The condensed consolidated interim financial statements for the period ended
30 June 2022 have not been audited or reviewed in accordance with the
International Standard on Review Engagements 2410 issued by the Auditing
Practices Board.
Accounting policies
The figures were prepared using applicable accounting policies and practices
consistent with those adopted in the statutory audited consolidated annual
financial statements for the year ended 31 December 2021. A number of
amendments to IFRS became applicable for the current reporting period. The
Group did not have to change its accounting policies or make retrospective
adjustments as a result of adopting these amended standards.
Critical accounting judgements and estimates
The preparation of the condensed consolidated interim financial statements
requires directors to make judgements, estimates and assumptions that affect
the application of accounting policies and the reported amounts of assets and
liabilities, income and expense. Actual results may differ from these
judgements and estimates.
In preparing these condensed consolidated interim financial statements, the
significant judgements made by management in applying the Group's accounting
policies and the key sources of estimation uncertainty were the same as those
that applied to the audited consolidated financial statements for the year
ended 31 December 2021.
Going Concern
The condensed consolidated interim financial statements have been prepared on
a going concern basis. Although the Group's assets are not generating revenue
and an operating loss has been reported, the Directors have concluded that the
Group has funds to meet its immediate working capital requirements and that
during the next 12 months from the date of the interim financial statements
the Group will need to raise funds to meet its planned exploration
expenditures.
2. Financial risk management and financial instruments
Risks and uncertainties
The Board continually assesses and monitors the key financial risks of the
business. The key financial risks that could affect the Group's medium-term
performance and the factors that mitigate those risks have not substantially
changed from those set out in the Group's 2021 Annual Report and Financial
Statements, a copy of which is available from the Group's website:
www.kavangoresources.com. The key financial risks are market risk (including
currency risk), credit risk and liquidity.
3. Segmental disclosures
The Group has two reportable segments, Exploration and Corporate, which are
the Group's strategic divisions, for each of the strategic divisions, the
Board reviews internal management reports on a regular basis. The Group's
reportable segments are:
Exploration: the exploration operating segment is presented as an aggregate of
all Botswana licences in which the Group has economic interest, including
those held in the Kanye JV. Expenditure on exploration activities for each
licence is used to measure agreed upon expenditure targets for each licence to
ensure the licence clauses are met.
Corporate: the corporate segment includes the holding and intermediate holding
companies' costs in respect of managing the Group.
Segmental results are detailed below:
Six months to 30 June 2021 Six months to 30 June 2020
(Unaudited) (Unaudited)
US$'000 US$'000
Continuing operations
Corporate (London and Mauritius) (883) (776)
Loss before tax (883) (776)
Taxation - -
Loss after tax (883) (776)
Segmental assets and liabilities are detailed below:
Non-current assets Non-current liabilities
30 June 31 Dec 30 June 31 Dec
2022 2021 2022 2021
(Unaudited) (Audited) (Unaudited) (Audited)
US$'000 US$'000 US$'000 US$'000
Exploration - intangible assets and equipment (Botswana) 6,629 5,296 - -
Corporate (London) - - - -
Total of all segments 6,629 5,296 - -
Total assets Total liabilities
30 June 31 Dec 30 June 31 Dec
2022 2021 2022 2021
US$'000 US$'000 US$'000 US$'000
Exploration (Botswana) 7,259 5,760 79 61
Corporate (London) 1,312 2,329 252 238
Total of all segments 8,571 8,089 331 299
4. Loss per share
The calculation of earnings per share is based on the loss attributable to
equity holders divided by the weighted average number of shares in issue
during the period.
Six months to 30 June 2022 Six months to 30 June 2021
(Unaudited) (Unaudited)
US$'000 US$'000
Loss for the year from continuing operations 883 776
Six months to 30 June 2022 Six months to 30 June 2021
(Unaudited) (Unaudited)
Number Number
Weighted average number of ordinary shares for the purpose of calculating 424,158,024 333,580,339
basic earnings per share
Six months to 30 June 2022 Six months to 30 June 2021
(Unaudited) (Unaudited)
US$'000 US$'000
Basic and diluted loss per share 0.21 0.23
5. Intangible assets
Intangible assets comprise entirely of exploration and evaluation assets.
Six months to 30 June 2022 12 months to 31 Dec 2021 (Audited)
(Unaudited)
US$'000 US$'000
At 1 January 5,075 2,082
Additions 1,634 2,937
Additions on reclassification of Kanye JV - 345
Translation differences (261) (289)
At period end 6,448 5,075
During the period ended 30 June 2022, the additions balance relates to the
Group's exploration activity in Botswana. Details on the exploration activity
can be found in the Interim Management Report.
In the period ended 30 June 2022, the additions balance included the following
non-cash transactions:
- Capitalised share-based payment costs of US$ 48,000 for Spectral
Geophysics, a contractor paid in warrants in the Company; and
- Drilling contractor costs of US$ 448,000 to be settled in the
Company shares.
Impairment review
The Directors have undertaken a review to assess whether the following
impairment indicators existed as at 30 June 2022 or subsequently prior to the
approval of these condensed consolidated interim financial statements:
1. Licences to explore specific areas have expired or will expire in
the near future and are not expected to be renewed;
2. No further substantive exploration expenditure is planned for a
specific licence;
3. Exploration and evaluation activity in a specific licence area
have not led to the discovery of commercially viable quantities of mineral
resources and the Board has decided to discontinue such activities in the
specific area; and
4. Sufficient data exists to indicate that, although a development
in the specific area is likely to proceed, the carrying amount of the
exploration and evaluation asset is unlikely to be recovered in full of
successful development or by sale.
Following their assessment, the Directors concluded that no impairment
indicators exist and thus no impairment charge is necessary.
6. Interests in joint operations
The Group is a joint venture partner in Kanye JV, a jointly controlled
operation setup with Power Metal Resources Plc to jointly own and develop
licences in the Kalahari Copper Belt and Ditau regions in Botswana. As at 30
June 2022, the Group's share of the assets, liabilities and operating costs
incurred in Kanye JV are detailed below which have been included in the
respective balances in the condensed consolidated interim financial
statements:
30 June 2022 31 Dec 2021
(Unaudited) (Audited)
US$'000 US$'000
Intangible assets - exploration and evaluation 1,531 956
Property, plant, and equipment 22 24
Cash and cash equivalents 163 47
Other current assets 88 25
Trade and other creditors 11 8
Note 8 details the acquisition agreement for the Group to buy out Power Metal
Resources Plc after the period-end.
7. Share capital and share premium
Number of Ordinary Shares Share capital Share premium Total
No US$'000 US$'000 US$'000
As at 1 January 2022 406,470,762 544 10,985 11,529
Exercise of B warrants 1,625,000 2 51 53
Exercise of 4.25p warrants 2,181,818 3 122 125
Share placing 25,000,000 32 699 731
Director fees paid in shares 184,472 - 12 12
Issue costs - - (49) (49)
As at 30 June 2022 435,462,052 581 11,820 12,401
On 6 May 2022, the Group successfully raised £750,000 (US$ 934,000) gross
proceeds by placing 25,000,000 new Ordinary Shares at 3p along with
one-for-one warrants to all placing participants, exercisable at 5p until 31
December 2023 ("Warrants"). The Warrants were valued at US$ 204,000 using the
Black-Scholes model and were recognised in the Warrant Reserve.
8. Significant events after the reporting date
Conditional acquisition of Kanye JV
On 8 July 2022, Group entered into an agreement to acquire Power Metal
Resources Plc's ("Power") 50% share of the Kanye JV ("Agreement"). The
Agreement is conditional upon the Company publishing a prospectus including
provision for the transaction.
In exchange for Power's trade and assets in the JV the Group will issue Power:
- 60 million new ordinary shares in the Group at 3p per ordinary
share;
- 30 million warrants at an exercise price of 4.25p for a period
of 30 months;
- 30 million warrants at an exercise price of 5.5p for a period of
30 months; and
- 15 million variable price warrants for a period of 6 months,
where the exercise price is the lower of 3p and an actual price at a 15%
discount to the volume-weighted average share price on the date of exercise.
Should all these warrants be exercised within 6 months from execution of the
agreement, Power will receive 15 million replacement warrants, on the same
exercise terms and with a 12-month life to expiry from issue date.
In addition, Power will receive a 1% Net Smelter Return across all Kanye JV
licence areas. In the event that the Group sells all or part of Kanye JV for
in excess of £7.5 million within 24 months of the Agreement, Power will be
paid a proportion of the gross excess received by the Group above £7.5
million.
9. Other matters
A copy of the Interim Management Report and the condensed consolidated interim
financial statements is available on Kavango's website:
www.kavangoresources.com (http://www.kavangoresources.com)
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