REG - Orosur Mining Inc - Results for Third Quarter ended February 29, 2024

Orosur MiningAnnouncement

23/04/2024 07:00

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RNS Number : 5776L  Orosur Mining Inc  23 April 2024

 

Orosur Mining Inc.

 Results for Third Quarter ended February 29, 2024

 

London, April 23(rd), 2024. Orosur Mining Inc. ("Orosur" or the "Company")
(TSX-V: OMI) (AIM: OMI) the minerals developer and explorer with operations in
Colombia, Argentina, Nigeria and Brazil announces its unaudited results for
the quarter ended February 29, 2024. All dollar figures are stated in US$
unless otherwise noted. The unaudited condensed interim financial statements
of the Company for the quarter ended February 29, 2024 and the related
management's discussion and analysis ("MD&A") have been filed and are
available for review on the SEDAR+ website at www.sedarplus.ca. The financial
statements and the MD&A are also available on the Company's website at
www.orosur.ca (http://www.orosur.ca) .

A link to the PDF version of the financial statements is available
here: http://www.rns-pdf.londonstockexchange.com/rns/5776L_1-2024-4-22.pdf
(http://www.rns-pdf.londonstockexchange.com/rns/5776L_1-2024-4-22.pdf)

A link to the PDF version of the MD&A is available here:
http://www.rns-pdf.londonstockexchange.com/rns/5776L_2-2024-4-22.pdf
(http://www.rns-pdf.londonstockexchange.com/rns/5776L_2-2024-4-22.pdf)

Highlights

 

Operational

 

·      In Colombia, post period end, on March 25, 2024, the Company
announced that it had it entered into a non-binding letter of intent with MMA,
which was signed on March 22, 2024, that provides for a transaction pursuant
to which Orosur would repurchase, directly or indirectly, MMA's interest in
the Anza project ("Project"), resulting in Orosur having a 100% ownership of
the Project ("Transaction"). The proposed consideration set out in the letter
of intent is a net smelter return royalty of 1.5% and cash payments of up to
US$15 million payable upon meeting certain agreed production thresholds.
Subject to several conditions, including but not limited to, the negotiation
of definitive documentation and the completion of due diligence, the Company
is aiming to complete the Transaction by the end of May 2024, subject to
regulatory matters.

 

·      Concurrently with negotiation of the Transaction in Colombia, the
Company has begun the process of preparing to reassume ownership and
operatorship of the Project. This involves, among other things, the
recruitment of staff, liaising with the local community, discussions with
relevant contractors and suppliers and the obtaining of various permits
required for field operations. Should the Transaction be completed, the
Company hopes to be able to recommence drilling operations as quickly as
possible after reassuming operatorship.

 

·      In the Company's other earlier stage projects in Nigeria,
Argentina and Brazil, reconnaissance exploration has continued at a slower
pace. Results and analysis will be announced once current phases are complete.

 

·      In Uruguay, the Company's wholly owned subsidiary, Loryser,
continues to focus its activities on the final stages of the Creditors
Agreement. In line with the Creditors Agreement, Loryser has sold all of its
assets. It has paid for the settlements with all of its former employees; it
has finalised the reclamation and remediation works on the tailings dam and
has successfully concluded a one-year post-closure control phase. Loryser is
well advanced in distributing the proceeds to Loryser's trade creditors in
accordance with the Creditors' Agreement, via a Court approved settlement
agent.

Financial and Corporate

 

·      The unaudited consolidated financial statements have been
prepared on a going concern basis under the historical cost method except for
certain financial assets and liabilities which are accounted for as assets and
liabilities held for sale (at the lower of book value or fair value) and
profit and loss from discontinued operations. This accounting treatment has
been applied to the activities in Uruguay and Chile.

 

·      At the Company's AGM, held on December 19, 2023, all resolutions
put to shareholders were duly passed including approval of the Company's new
equity incentive plan pursuant to which the Company may grant stock options,
restricted share units, and deferred share units to the officers, directors,
employees and consultants of the Company and its subsidiaries. The new equity
incentive plan replaces the Company's prior stock option plan and should
reduce dilution to shareholders and be more fiscally efficient for some of the
participants.

 

·      On February 15, 2024, the Company announced that it had raised
the sum of £500,000 (before expenses) through a placing of 16,949,152 new
common shares of no par value in the Company ("Common Share") at a price of
2.95 pence per share, together with a grant of one unlisted warrant to
purchase one additional Common Share exercisable at US$0.0558 (approximately
4.425 pence) for every Common Share subscribed for. As part of abroker
 fee,1,694,915 unlisted warrants were granted to the Company's broker,
exercisable at US$0.372 (approximately 2.95 pence) for every Common Share
subscribed for. The net proceeds of the Placing will be used to progress the
Company's exploration projects whilst negotiations are concluded with the
Company's partners in Colombia.

 

·      On February 29, 2024, the Company had a cash balance of
$1,982,000 (May 31, 2023 $3,748,000). As at the date of this MD&A the
Company had a cash balance of $1,650,000.

 

Outlook and Strategy

 

Given the progress on negotiations in Colombia and the encouraging results in
Argentina, the Company will focus most of its investment in these areas. The
Company will also advance its project in Nigeria, which has returned strong
results, albeit at a slower pace whilst lithium prices continue to recover. As
the Company seeks to prioritise the use of its capital, it will, however, no
longer pursue activity on its Brazilian project and accordingly, Orosur will
terminate its JV agreement with Meridian Mining UK Societas on the Ariquemes
tin project.

 

In Colombia, the short-term focus is on Orosur reassuming 100% ownership and
the operatorship of the Project through the acquisition of MMA. Although there
can be no certainty that the Transaction will complete, the Company is
targeting completion of the Transaction by the end of May 2024, subject to
regulatory matters. Thereafter, the Company is planning to recommence drilling
at Pepas and commence further exploration in other areas of the Project.

 

 

 

 

 

 

 

 

 Condensed Interim Consolidated Statements of Financial Position
 (Expressed in thousands of United States dollars)
 Unaudited
                                                    As at               As at

                                                    February 29, 2024   May 31,

                                                    $                   2023

                                                                        $
 ASSETS

 Current assets
 Cash                                               1,982               3,748
 Restricted cash                                    12                  12
 Accounts receivable and other assets               452                 219
 Assets held for sale in Uruguay                    1,016               989
 Total current assets                               3,462               4,968

 Non-current assets
 Property, plant and equipment                      207                 123
 Exploration and evaluation assets                  4,773               3,334
 Total assets                                       8,442               8,425

 LIABILITIES AND DEFICIT

 Current liabilities
 Accounts payable and accrued liabilities           173                 336
 Liability of Chile discontinued operation          2,335               2,204
 Liabilities held for sale in Uruguay               12,616              12,546
 Total current liabilities                          15,124              15,086

 Deficit
 Share capital                                      69,529              69,341
 Share-based payments reserve                       10,538              10,539
 Warrants                                           302                 -
 Currency translation reserve                       (1,904)             (2,725)
 Deficit                                            (85,147)            (83,816)
 Total deficit                                      (6,682)             (6,661)
 Total liabilities and deficit                      8,442               8,425

 

 

 Condensed Interim Consolidated Statements of Loss and Comprehensive Loss
 (Expressed in thousands of United States dollars)
 (Except common shares and per share amounts)
 Unaudited
                                                                 Nine Months Ended   Nine Months Ended

                                                                 February 29, 2024   February 28, 2023

                                                                 $                   $

 Corporate and administrative expenses                           (1,285)             (1,316)
 Exploration expenses                                            (72)                (543)
 Other income                                                    24                  15
 Net finance cost                                                (13)                (7)
 Gain on fair value of warrants                                  -                   168
 Foreign exchange (loss) gain net                                157                 (106)
 Net loss for the period for continuing operations               (1,189)             (1,789)
 (Loss) income from discontinued operations                      (136)               1,563
 Net loss for the period                                         (1,325)             (226)
 Item which may be subsequently reclassified to profit or loss:
 Cumulative translation adjustment                               821                 (934)
 Total comprehensive loss for the period                         (504)               (1,160)

 Basic and diluted net (loss) income per share for
 - continuing operations                                         (0.00)              (0.00)
 - discontinued operations                                       (0.00)                                0.01
 Weighted average number of common shares outstanding            189,058             188,544

 

 

 Condensed Interim Consolidated Statements of Cash Flows
 (Expressed in thousands of United States dollars)
 Unaudited                                                          Nine Months Ended   Nine Months Ended

                                                                    February 29, 2024   February 28, 2023

                                                                    $                   $

 Operating activities
 Net loss for the period for continued and discontinued operations  (1,325)             (226)
 Adjustments for
 Depreciation / Write downs                                         8                   (3,103)
 Gain on fair value of warrants                                     -                   (168)
 Accretion of asset retirement obligation                           -                   (817)
 Gain on sale of property, plant and equipment                      -                   (1,396)
 Foreign exchange and other                                         479                 68
 Changes in non-cash working capital items:
 Accounts receivable and other assets                               (266)               (106)
 Inventories                                                        -                   3,415
 Accounts payable and accrued liabilities                           (35)                93
 Net cash used in operating activities                              (1,139)             (2,240)

 Investing activities
 Decrease in restricted cash                                        -                   343
 Proceeds received for sale of property, plant and equipment        -                   945
 Purchase of property, plant and equipment                          (86)                (1)
 Proceeds received from exploration and option agreement            -                   2,085
 Exploration and evaluation expenditures                            (1,025)             (191)
 Net cash (used in) provided by investing activities                (1,111)             3,181

 Financing activities
 Proceeds from issue of common shares, net of shares issuance cost  486                 -
 Proceeds from exercise of options                                  3                   2
 Net cash provided by financing activities                          489                 2
 Net change in cash                                                 (1,761)             943
 Net change in cash classified within assets held for sale          (5)                 (1,013)
 Cash, beginning of period                                          3,748               4,221
 Cash end of period                                                 1,982               4,151

 Operating activities
 - continuing operations                                            (1,144)             (2,308)
 - discontinued operations                                          5                   68
 Investing activities
 - continuing operations                                            (1,111)             2,236
 - discontinued operations                                          -                   945
 Financing activities
 - continued operations                                             489                 2

 

 

 

 

 

For further information, visit www.orosur.ca (http://www.orosur.ca) , follow
on X @orosurm or please contact:

 

Orosur Mining Inc

Louis Castro, Chairman,

Brad George, CEO

info@orosur.ca

Tel: +1 (778) 373-0100

 

SP Angel Corporate Finance LLP - Nomad & Broker

Jeff Keating / Caroline Rowe / Kasia Brzozowska

Tel: +44 (0) 20 3 470 0470

 

Turner Pope Investments (TPI) Ltd - Joint Broker

Andy Thacker/James Pope

Tel: +44 (0)20 3657 0050

 

Flagstaff Communications

Tim Thompson

Mark Edwards

Fergus Mellon

orosur@flagstaffcomms.com (mailto:orosur@flagstaffcomms.com)

Tel: +44 (0)207 129 1474

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 ('MAR') which has been incorporated into UK law by the
European Union (Withdrawal) Act 2018. Upon the publication of this
announcement via Regulatory Information Service ('RIS'), this inside
information is now considered to be in the public domain.

 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.

 

 

About Orosur Mining Inc.

 

Orosur Mining Inc. (TSXV: OMI; AIM: OMI) is a minerals explorer and developer
currently operating in Colombia, Argentina, Nigeria and Brazil,

 

Forward Looking Statements

 

All statements, other than statements of historical fact, contained in this
news release constitute "forward looking statements" within the meaning of
applicable securities laws, including but not limited to the "safe harbour"
provisions of the United States Private Securities Litigation Reform Act of
1995 and are based on expectations estimates and projections as of the date of
this news release.

 

Forward-looking statements include, without limitation, the exploration plans
in Colombia, Argentina, Nigeria and Brazil and the funding in Colombia from
Minera Monte Águila of those plans, Minera Monte Águila´s decision to
continue with the Exploration and Option agreement, the ability for Loryser to
continue and finalize with the remediation in Uruguay, the ability to
implement the Creditors' Agreement successfully as well as continuation of the
business of the Company as a going concern and other events or conditions that
may occur in the future. The Company's continuance as a going concern is
dependent upon its ability to obtain adequate financing and to reach a
satisfactory implementation of the Creditor´s Agreement in Uruguay. These
material uncertainties may cast significant doubt upon the Company's ability
to realize its assets and discharge its liabilities in the normal course of
business and accordingly the appropriateness of the use of accounting
principles applicable to a going concern. There can be no assurance that such
statements will prove to be accurate. Actual results and future events could
differ materially from those anticipated in such forward-looking statements.
Such statements are subject to significant risks and uncertainties including,
but not limited, those as described in Section "Risks Factors" of the MD&A
and the Annual Information Form. The Company disclaims any intention or
obligation to update or revise any forward-looking statements whether as a
result of new information, future events and such forward-looking statements,
except to the extent required by applicable law.

 

 

 

 

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