REG - Panthera Resources - Half-year Report
20/12/2024 07:00
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RNS Number : 9126Q Panthera Resources PLC 20 December 2024
The information contained within this announcement is deemed by the Company to
constitute inside information for the purposes of Regulation 11 of the Market
Abuse (Amendment) (EU Exit) Regulations 2019/310. Upon the publication of this
announcement via a Regulatory Information Service ("RIS"), this inside
information is now considered to be in the public domain.
19 December 2024
Panthera Resources PLC
("Panthera" or the "Company")
Interim Results - Six months ended 30 September 2024
Panthera Resources PLC (AIM: PAT), the gold exploration and development
company with key assets in West Africa and India, is pleased to announce its
unaudited interim results for the half-year ended 30 September 2024.
Highlights
· Total loss for the reporting period of $1,127,096 loss or $0.01
per share (2023: $1,010,983 loss or $0.01 per share) reflecting our ongoing
commitment to our exploration activities during the period
· Notice of Arbitration ("NoA") was submitted to India with
arbitration panel subsequently constituted
· At the Kalaka and Bido Projects, the Company completed successful
drilling programmes
· During and subsequent to the half year, the Company secured $1.5
million from the issue of equity and convertible notes
Mark Bolton, Managing Director of Panthera Resources, commented:
"During the half year, the Company has continued its focus on realizing value
from its investment in the Bhukia Gold Project in Rajasthan, India.
Following unsuccessful negotiations with the Government of India, the Company
has moved quickly to enforce its rights under the Australia-India bilateral
investment treaty. In July 2024, the Company submitted the NoA to India and
more recently announced that the arbitration tribunal has been constituted as
well as details of the first arbitral tribunal hearing. In 2025, the Company
expects to settle the calendar for the arbitration proceedings including the
lodgement of the statement of claim."
Contacts
Panthera Resources PLC
Mark Bolton (Managing
Director)
+61 411 220 942
contact@pantheraresources.com
Allenby Capital Limited (Nominated Adviser & Joint
Broker) +44 (0) 20
3328 5656
John Depasquale / Vivek Bhardwaj (Corporate Finance)
Guy McDougall / Kelly Gardiner (Sales & Corporate Broking)
Novum Securities Limited (Joint
Broker)
+44 (0) 20 7399 9400
Colin Rowbury
VSA Capital Limited (Joint
Broker)
+44 (0) 20 3005 5000
Andrew Monk / Andrew Raca
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(https://twitter.com/PantheraPlc)
For more information and to subscribe to updates visit: pantheraresources.com
(https://pantheraresources.com/)
Forward-looking Statements
This news release contains forward-looking statements that are based on the
Company's current expectations and estimates. Forward-looking statements are
frequently characterised by words such as "plan", "expect", "project",
"intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other
similar words or statements that certain events or conditions "may" or "will"
occur. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that could cause actual events or results to
differ materially from estimated or anticipated events or results implied or
expressed in such forward-looking statements. Such factors include, among
others: the actual results of current exploration activities; conclusions of
economic evaluations; changes in project parameters as plans continue to be
refined; possible variations in ore grade or recovery rates; accidents, labour
disputes and other risks of the mining industry; delays in obtaining
governmental approvals or financing; and fluctuations in metal prices. There
may be other factors that cause actions, events or results not to be as
anticipated, estimated or intended. Any forward-looking statement speaks only
as of the date on which it is made and, except as may be required by
applicable securities laws, the Company disclaims any intent or obligation to
update any forward-looking statement, whether as a result of new information,
future events or results or otherwise. Forward-looking statements are not
guarantees of future performance and accordingly, undue reliance should not be
put on such statements due to the inherent uncertainty therein.
Interim results statement
Bhukia Project (India)
Background
The Bhukia project comprises legal rights that the Company holds via its
Australian subsidiary, Indo Gold Pty Ltd ("IGPL"), in respect of an area that
was the subject of a rejected Prospecting Licence Application in Rajasthan
lodged by Metal Mining Pvt Ltd ("MMI"), a wholly owned subsidiary of IGPL.
The Company made its initial investment in the Bhukia project (through IGPL)
in or around 2004. IGPL provided substantial funding and managed the joint
venture exploration programmes. IGPL's right to be granted a Prospecting
Licence over the Bhukia project, through its joint venture holding, was denied
and frustrated over an extended period by the Government of Rajasthan
("GoR"). In 2021, India passed a new act ("MMDR2021") to amend the Mines and
Minerals (Development and Regulation) Act of 2015 ("MMDR2015"). Under Clause
13 of the MMDR2021, the preferential right to a Prospecting Licence and a
Mining Lease was revoked.
This and other measures of the GoR resulted in the total loss of IGPL's
investment, whereby India breached the 1999 Agreement between the Government
of Australia and the Government of India on the Promotion and Protection of
Investments (the "Treaty"), including but not limited to, Article 3 (Promotion
and Protection of Investments), Article 4 (Treatment of Investments) and
Article 7 (Expropriation and Nationalisation). IGPL is now seeking damages
from India.
Arbitration
On 27 September 2023, the Company announced that the High Court of Rajasthan
("HCR") had dismissed MMI's writ petition based on the recent the passing of
the MMDR2021. Following the decision by the HCR to dispose of MMI's legal
proceedings, on 2 January 2024 the Company announced that its subsidiary, IGPL
had issued a Notice of Dispute ("NoD") against India over the latter's
breaches of its obligations under the Treaty.
As the parties did not reach an amicable settlement, on 26 July 2024, IGPL has
delivered the NoA to the Government of India.
Under the Treaty, an arbitral tribunal comprising three members, including a
Chair, is to be constituted. On 26 November 2024, the Company advised that the
arbitration tribunal had been constituted.
The Company is aware that on 30 September 2023 the Times of India reported
that, based on information from the Geological Survey of India and the
Additional Chief Secretary of Mines, the gold deposit at the site could be
worth over US$1 billion. This valuation has not been independently
verified by the Company. The Company will in due course announce the actual
quantum of damages that IGPL will claim from India. This quantum may differ
from that reported by third parties, including but not limited to, the Times
of India.
In addition, the Company notes that the preferred bidder in the auction
process run by the GoR in early 2024 for the Bhukia-Jagpura block was selected
with a 'Highest Final Price Offer' of 65.3%. In effect, the auction process
binds the preferred bidder to a future payment schedule to the GoR of 65.3% of
the gross value of gold (and other valuable metals) produced from any future
mining operation over the life of mine. We also note that the GSI has reported
a mineral resource of 7.2 Moz of gold with a calculated inground value of
US$16.7 billion based on the closing gold price of US$2,329/ounce on 24 June
2024. In addition to the Highest Final Price Offer, an upfront payment and a
performance security of approximately ₹1000 (~US$120 million) must be
provided by the preferred bidder on or before the completion of the Auction.
Litigation Financing Facility
The Company has a US$13.6 million non-recourse litigation financing facility
in place with LCM Funding SG Pty Ltd ("LCM Funding" or the "Funder") to
support IGPL's claims against India arising from the Treaty. If no award
and/or recovery are achieved, then LCM Funding is not entitled to any
repayment of the Facility.
LCM Funding is a subsidiary of Litigation Capital Management Limited ("LCM"),
a firm quoted on the AIM Market of the London Stock Exchange. LCM is a leading
global disputes funder with significant expertise in international arbitration
and cross-border disputes, including bilateral investment treaty claims over
mineral resource assets.
If there is an award and/or recovery, LCM Funding shall be entitled, in the
first instance, to the amounts it has deployed from the Facility, as well as
the greater of:
a) approximately US$1.36 million being 10% of the Funding Limit (which
is the amount of the Facility);
b) a Funder's commission (the "Commission") of between 5% and 15% of the
damages recovered, based upon the number of years that have passed from the
date of the Funding Confirmation Notice; or
c) a multiple (the "Multiple") of between 2 and 4.25 times the total
of the Facility, based upon the number of years that have passed from the date
of the Funding Confirmation Notice.
If the settlement or award includes the value or benefit of any property other
than cash, pursuant to the terms of the AFA, IGPL is required to realise and
convert a portion of its interest in the property, or secure external finance,
to secure sufficient cash and then apply it in accordance with the above.
West Africa Activities
During the half year the Company conducted drilling campaigns at the Bido and
Kalaka Projects.
Bido (Burkina Faso)
The Bido permit in Burkina Faso is located on the Koudougou quadrangle some
125km WSW of the capital Ouagadougou. The tenement lies within the Boromo
greenstone belt which also hosts the Poura gold deposit (1 to 2 Moz),
situated about 50 km to the SSW of the area, as well as numerous gold
occurrences.
The Company holds an 80% interest in the Bido Project and may acquire the
remaining 20% by expenditure of a further US$1,000,000 on exploration and
development within two years, subject to the vendor's rights of a buy-back
right of 1% interest in the Bido Project for the price of US$1,000,000. A
royalty will be payable to the vendor on all minerals produced calculated at
the rate of 1% of the net smelter returns ("NSR") capped at US$3 million in
total.
On 17 July 2024, the Company commenced a drilling programme at Bido with the
results announced on 8 November 2024. Highlights of the drilling programme
include:
· Programme of 2,483 metres of RC drilling completed
at Beredo-Kiekouyou and Somika Hill (Kaga vein system) prospects
· At Somika Hill, significant intersections included:
BD24-RC-051 13 m to 27 m (14 metres) @ 0.91 g/t
Au; incl. 10 m @ 1.15 g/t from 17 m
BD24-RC-054 23 m to 35 m (12 metres) @ 0.56 g/t Au
BD24-RC-057 19 m to 28 m (9 metres) @ 0.79 g/t Au;
incl. 6 m @ 1.0 g/t from 19 m
· At Beredo-Kiekouyou prospect, significant intersections included:
BD24-RC-004 2m to 4m (2 metres) at
4.45g/t Au
BD24-RC-034 17 m to 20 m (3 metres) @ 1.17 g/t Au
BD24-RC-043 48 m to 53 m (5 metres) @ 1.79 g/t Au
BD24-RC-044 64 m to 66 m (2 metres) @ 2.16 g/t Au
Kalaka Project (Mali)
The Kalaka Project is in southeast Mali, between Morila and Syama gold mines
and is approximately 260 km southeast of Bamako. It lies approximately 80 km
south of the Morila gold mine (8m oz) and 85 km northwest of Resolute's Syama
gold mine (6m oz) and is situated adjacent and to the east of the regional
Banifin Shear Zone.
In the previous financial year, Panthera acquired DFR's interest in Maniger
Limited, the entity that holds an 80% interest in Kalaka. The remaining 20%
interest is owned by a local partner, Golden Spear Mali SARL ("GSM"). Panthera
is the operator of the project.
On 6 June 2024, the Company announced it had further restructured the joint
venture agreements with GSM over the Kalaka and Bassala gold projects in Mali.
Under the new JV agreements, Panthera's interest in the Kalaka and the Bassala
Projects has increased from 80% to 85% respectively with the remaining 15%
interest continuing to be owned by our local partner, GSM. Furthermore, GSM
will be entitled to a 'carry' of costs by Panthera until the commencement of
construction for the commercial development of mining operations. Any carry
amount outstanding is to be repaid to the Company from profits distributed
from the future mining operations. GSM is required to contribute its share
of the development costs or dilute its interest in the joint venture.
On 13 June 2024, the Company announced the results of bottle roll
metallurgical tests on samples of crushed diamond drill core.
· These test results showed recoveries between 67% and 88%, a
positive result for the coarse size tested (minus 10mm);
· All samples tested show relatively fast cyanide leaching with
most gold extracted within 12 hours of leaching; and
· The initial tests show an ore amenable to simple cyanide leaching
and build on previous encouraging Leachwell analysis which also returned
positive cyanide extractable gold recovery results.
On 9 July 2024, the Company commenced a diamond drilling programme at Kalaka
with the results announced on 8 November 2024. Highlights of the drilling
programme include:
· drilling three diamond core holes for 755.95m to twin the
historical drill holes K1AD001 and K1RC003 to verify the historical drill
results;
· 755.95 metres of diamond core drilling completed;
· Significant wide intersections returned;
KDD-24-001 71m to 106m (EOH) (35
metres) @ 0.54 g/t Au
KDD-24-002 58m to 322m
(264 metres) @ 0.38 g/t Au
KDD-24-003 50.3m to 289m
(238.7 metres) @ 0.49 g/t Au
· Drilling has confirmed that the Kalaka K1A prospect is at least
150 metres wide (true width) and now drilled to 240 metres vertical depth.
Events Post Balance Date
In November 2024, the Company arranged for the issue of unsecured convertible
loan notes ("CLNs") to raise approximately US$250,000. The CLNs have a term
until 31 January 2025, are unsecured and carry simple, non-compounded interest
at a rate of 10% per annum. The CLNs are convertible into new ordinary shares
of 1 pence each in the Company ("Ordinary Shares") at the price of 5.5 pence
per new Ordinary Share and are convertible at the option of the holder from
the date of issuance. However, unless otherwise agreed, the CLNs will
automatically convert into new Ordinary Shares on 31 January 2025, subject to
the requirements for an application being made to the London Stock Exchange
Plc for admission of the new Ordinary Shares to trading on AIM. Until any such
conversion, the Convertible Loan Notes do not give the holder voting rights
over Ordinary Shares.
In November 2024, the Company received its assay results for the drilling
programmes completed at the Kalaka Project in Mali and the Bido Project in
Burkina Faso.
In November 2024, a Chair was appointed with the arbitral tribunal panel now
fully constituted, following the delivery of the NoA in relation to the Bhukia
Project in July 2024.
In December 2024, the Company announced that the initial tribunal hearing was
held. Amongst other matters, the hearing considered the procedural timetable
inclusive of submissions and hearing(s) and the legal place or seat of the
arbitration together with the physical location for in-person hearings.
Panthera Resources PLC
Unaudited Interim Financial Information for the period ended
30 September 2024
Set out below are the unaudited result of the group for the six months to 30
September 2024.
Group Statement of comprehensive income
For the six months ended 30 September 2024
Six months to 30 September 2024 Six months to 30 September 2023
Notes $USD $USD
Continuing operations
Revenue - -
Gross profit - -
Arbitration income 2 1,218,102 411,274
Arbitration expenses 2 (1,186,892) (482,968)
Exploration costs expensed (520,191) (167,368)
Administrative expenses (483,731) (441,737)
Share of losses in Investment in Associate 3 (153,234) (335,798)
Loss from operations (1,125,946) (1,016,597)
Investment revenues 6 22
Loss before taxation (1,125,940) (1,016,575)
Taxation - -
Other comprehensive income
Items that may be reclassified to profit or loss:
Exchange differences (1,156) 5,592
Loss and total comprehensive income for the year (1,127,096) (1,010,983)
Total loss for the year attributable to:
- Owners of the Parent Company (1,123,450) (1,012,665)
- Non-controlling interest (2,490) (3,910)
(1,125,940) (1,016,575)
Total comprehensive income for the year attributable to:
- Owners of the Parent Company (1,124,606) (1,007,073)
- Non controlling interest (2,490) (3,910)
(1,127,096) (1,010,983)
Earnings per share attributable to the owners of the parent
Continuing operations (undiluted/diluted) 4 (0.01) (0.01)
Group Statement of financial position
As at 30 September 2024
30 September 2024 31 March 2024
Notes $USD $USD
Non-current assets
Intangible Assets 1,268,352 1,268,352
Property, plant and equipment 2,378 2,337
Investments 149,811 302,969
1,420,541 1,573,658
Current assets
Trade and other receivables 5 782,886 664,799
Cash and cash equivalents 464,595 281,499
1,247,481 946,298
Total assets 2,668,022 2,519,956
Non-current liabilities
Provisions 44,485 44,721
44,485 44,721
Current liabilities
Provisions 20,980 15,005
Trade and other payables 6 1,044,267 998,736
1,065,247 1,013,741
Total liabilities 1,109,732 1,058,462
Net assets 1,558,290 1,461,494
Equity
Share capital 2,533,792 2,288,782
Share premium 24,979,874 24,007,525
Capital reorganisation reserve 537,757 537,757
Other reserves 894,748 888,215
Retained earnings (26,994,622) (25,870,016)
Total equity attributable to owners of the parent 1,951,549 1,852,263
Non-controlling interest (393,259) (390,769)
Total equity 1,558,290 1,461,494
Group Statement of changes of equity
For the six months ended 30 September 2024
Share Capital Share premium account Capital re-organisation reserve Other reserves Retained earnings Total equity Non-controlling interest Total
$USD $USD $USD $USD $USD $USD $USD $USD
Balance at 1 April 2023 1,721,441 22,125,397 537,757 980,604 (23,755,864) 1,609,334 (378,092) 1,231,242
Loss for the year - - - - (1,012,665) (1,012,665) (3,910) (1,016,575)
Foreign exchange differences realised during the year - - - - 5,592 5,592 5,592
Total comprehensive income for the year - - - - (1,007,073) (1,007,073) (3,910) (1,010,983)
Share options issued - - - 1,848 - 1,848 - 1,848
Issue of shares during period 297,781 974,397 - - - 1,272,178 - 1,272,178
FX differences on translation of currency - - (14,855) - (14,855) - (14,855)
Total transactions in the year recognised directly in equity 297,781 974,397 - (13,007) - 1,259,171 - 1,259,171
Balance at 30 September 2023 2,019,222 23,099,794 537,757 967,597 (24,762,937) 1,861,433 (382,002) 1,479,431
Group Statement of changes of equity (continued)
For the six months ended 30 September 2024
Share Capital Share premium account Capital re-organisation reserve Other reserves Retained earnings Total equity Non-controlling interest Total
$USD $USD $USD $USD $USD $USD $USD $USD
Balance at 1 April 2024 2,288,782 24,007,525 537,757 888,215 (25,870,016) 1,852,263 (390,769) 1,461,494
Loss for the year - - - - (1,123,450) (1,123,450) (2,490) (1,125,940)
Foreign exchange differences realised during the year - - - - (1,156) (1,156) - (1,156)
Total comprehensive income for the year - - - - (1,124,606) (1,124,606) (2,490) (1,127,096)
Share options issued - - - 21,219 - 21,219 - 21,219
Share options exercised - - - 3,323 - 3,323 - 3,323
Issue of shares during period 245,010 1,010,796 - - - 1,255,806 - 1,255,806
Share based payments - (38,447) - - - (38,447) - (38,447)
Foreign exchange differences on translation of currency - - - (18,009) - (18,009) - (18,009)
Total transactions in the year recognised directly in equity 245,010 972,349 - 6,533 - 1,223,892 - 1,223,892
Balance at 30 September 2024 2,533,792 24,979,874 537,757 894,748 (26,994,622) 1,951,549 (393,259) 1,558,290
Group Statement of cash flows
For the six months ended 30 September 2024
Six months to 30 September 2024 Six months to 30 September 2023
Notes $USD $USD
Cash flows from operating activities
Cash used in operations 7 (1,072,709) (737,942)
Income taxes paid - -
Net cash outflow from operating activities (1,072,709) (737,942)
Investing activities
Payments for arbitration related expenses - (304,330)
Additional investment in joint venture - (138,694)
Net cash generated/(used) in investing activities - (443,024)
Financing activities
Proceeds from issue of shares net of issue costs 1,255,805 1,272,178
Net cash generated from financing activities 1,255,805 1,272,178
Net increase in cash and cash equivalents 183,096 91,211
Cash and cash equivalents at beginning of year 281,499 126,275
Cash and cash equivalents at end of year 464,595 217,486
NOTES TO THE INTERIM FINANCIAL STATEMENTS
1. Basis of preparation
The interim consolidated financial statements have been prepared in accordance
with UK adopted International Financial Reporting Standards (IFRS) and IFRS
Interpretations Committee (IFRS IC) interpretations as adopted by the European
Union applicable to companies under IFRS. The interim financial information
relating to the six-month periods to 30 September 2024 and 30 September 2023
are unaudited.
The interim financial statements have been prepared on the historical cost
basis, except for the valuation of investments at fair value through profit or
loss. The interim financial statements have been prepared under the same
accounting policies as the year-end financial statements to 31 March 2024 as
approved on 26 September 2024. The principal accounting policies adopted are
set out in the Annual Report 31 March 2024.
The interim financial statements have been prepared on a going concern basis.
The group incurred a net loss of $1,127,096 (2023: $1,010,983) and incurred
operating cash outflows of $1,072,709 (2023: $737,942) and is not expected to
generate any revenue or positive outflows from operations in the 12 months
from the date at which these interim financial statements were signed.
Management indicates that on current expenditure levels, all current cash held
will be used prior to the 12 months subsequent of the signing of these interim
financial statements.
While the Directors are confident that they will be able to secure the
necessary funding, the current conditions do indicate the existence of a
material uncertainty that may cast significant doubt regarding the
applicability of the going concern assumption.
The Directors have, in the light of all the above circumstances, a reasonable
expectation that the group has adequate resources to continue in operational
existence for the foreseeable future. Thus, they continue to adopt the going
concern basis of accounting preparing the group interim financial statements.
The functional currency of the Company is British Pounds (£). This is due to
the Company being registered in the U.K and being listed on AIM, a London
based market. Additionally, a large proportion of its administrative and
operative costs are denominated in £.
The interim financial statements are prepared in United States Dollars ($),
which is the reporting currency of the Group. Monetary amounts in these
interim financial statements are rounded to the nearest whole dollar. This has
been selected to align the Group with accounting policies of other major
gold-producing Companies, the majority of whom report in $.
As permitted by section 408 of the Companies Act 2006, the Company has not
presented its own statement of comprehensive income and related notes. The
Company's total comprehensive loss for the period was $1,038,442 (2023:
$868,044).
At the date of authorisation of these interim financial statements, there are
no new, but not yet effective, standards, amendments to existing standards, or
interpretations that have been published by the IASB that will have a material
impact on these financial statements.
2 Other Income
Group
Six months to Six months to
30 September 2024
30 September 2023
$USD $USD
Arbitration Income 1,218,102 411,274
Arbitration Expenses (1,186,892) (482,968)
On 24 August 2023, the Company announced that LCM Funding SG Pty Ltd ("LCM")
had issued a Funding Confirmation Notice making available a US$13.6 million
unconditional arbitration finance facility for the Company's subsidiary, Indo
Gold Pty Ltd ("IGPL") to support IGPL's claims against the Republic of India
("India") arising from the 1999 Agreement between the Government of Australia
and the Government of the Republic of India ("GoI") on the Promotion and
Protection of Investments (the "Treaty"). Funding will be made available to
meet arbitration related expenses.
3 Share of losses in Investment in Associate and Joint Venture
Group
Six months to Six months to
30 September 2024
30 September 2023
$USD $USD
Moydow investment share of loss attributable to Group at 20% ownership 153,234 169,704
Maniger joint venture share of loss attributable to Group at 50% ownership - 166,094
Share of losses in Investment and Joint Venture 153,234 335,798
The Company's 45.8% investment in Moydow was diluted on 1 July 2022 to 20%
following the completion of the farm in agreement with diamond Field Resources
("DFR") whereby DFR acquired all the shares and options in Moydow not held by
the Group. As part of the agreement, the Kalaka and Nigerian projects were
transferred into a new company called Maniger. As a result, the Company's
investment interest in Moydow and the Cascade project has reduced to 20% and
the Group received a 50% joint venture interest in Maniger.
On 1 January 2024, the Group gained control of 100% of Maniger Limited. The
Group's acquisition of Maniger was part of a restructuring to focus
exploration activities in Mali and dispose of all its interests in the
Nigerian projects. Maniger is now accounted for as a subsidiary in the Group's
financial statements and the Directors have assessed the Company has
significant influence over Moydow due its 20% holding.
On 24 August 2023, the Company announced that LCM Funding SG Pty Ltd ("LCM")
had issued a Funding Confirmation Notice making available a US$13.6 million
unconditional arbitration finance facility for the Company's subsidiary, Indo
Gold Pty Ltd ("IGPL") to support IGPL's claims against the Republic of India
("India") arising from the 1999 Agreement between the Government of Australia
and the Government of the Republic of India ("GoI") on the Promotion and
Protection of Investments (the "Treaty"). Funding will be made available to
meet arbitration related expenses.
3
Share of losses in Investment in Associate and Joint Venture
Group
Six months to Six months to
30 September 2024
30 September 2023
$USD $USD
Moydow investment share of loss attributable to Group at 20% ownership 153,234 169,704
Maniger joint venture share of loss attributable to Group at 50% ownership - 166,094
Share of losses in Investment and Joint Venture 153,234 335,798
The Company's 45.8% investment in Moydow was diluted on 1 July 2022 to 20%
following the completion of the farm in agreement with diamond Field Resources
("DFR") whereby DFR acquired all the shares and options in Moydow not held by
the Group. As part of the agreement, the Kalaka and Nigerian projects were
transferred into a new company called Maniger. As a result, the Company's
investment interest in Moydow and the Cascade project has reduced to 20% and
the Group received a 50% joint venture interest in Maniger.
On 1 January 2024, the Group gained control of 100% of Maniger Limited. The
Group's acquisition of Maniger was part of a restructuring to focus
exploration activities in Mali and dispose of all its interests in the
Nigerian projects. Maniger is now accounted for as a subsidiary in the Group's
financial statements and the Directors have assessed the Company has
significant influence over Moydow due its 20% holding.
4 Earnings per share
Group
Six months to Six months to
30 September 2024
30 September 2023
Number Number
Weighted average number of ordinary shares for basic earnings per share 185,631,227 149,331,074
Earnings
Continuing operations $USD $USD
Loss for the period from continuing operations (1,125,940) (1,016,575)
Less: non-controlling interests (2,490) (3,910)
Earnings for basic and diluted earnings per share being net loss attributable (1,123,450) (1,012,665)
to equity shareholders
Basic earnings per share (0.01) (0.01)
Basic earnings per share has been calculated by dividing the loss attributable
to equity holders of the Company after taxation by the weighted average number
of shares in issue during the period. There is no difference between the basic
and diluted loss per share on loss making operations.
Basic earnings per share has been calculated by dividing the loss attributable
to equity holders of the Company after taxation by the weighted average number
of shares in issue during the period. There is no difference between the basic
and diluted loss per share on loss making operations.
5 Trade and other receivables
Group
30 September 2024 31 March 2024
$USD $USD
Current:
Other debtors 80,692 102,885
Arbitration finance facility receivable 700,212 561,392
Tenement Deposits 519 522
Loans advanced to other companies 1,463 -
782,886 664,799
Trade and other receivables are expected to be recovered in less than 12
months for the Group. Subsequent to year end, the Company has received
$531,821 from Arbitration funders.
6 Trade and other payables
Group
30 September 2024 31 March 2024
$USD $USD
Current:
Trade payables 286,530 264,422
Arbitration related payables 686,881 548,033
Accruals and other payables 70,856 118,350
Intercompany creditor - 67,931
1,044,267 998,736
Subsequent to year end, the Company has paid $519,749 in Arbitration related
payables.
7 Cash flows from operating activities
Group
Six months to Six months to 30 September 2023
30 September 2024
$USD $USD
Loss for the period after tax (1,125,940) (1,010,983)
Adjustments for:
Depreciation and impairment of PPE - 56
Unrealised foreign exchange gain/(loss) (57,726) (12,952)
Share of loss of Investments 153,234 335,798
Warrants/options issued 24,542 -
Arbitration related expenses - 304,330
Movements in working capital:
(Increase)/decrease in trade and other receivables (118,089) (402,906)
Increase/(decrease) in trade and other payables 45,531 42,455
Increase/(decrease) in provisions 5,739 6,260
Cash flows used in operating activities (1,072,709) (737,942)
8 Related party transactions
Group
Six months to Six months to
30 September 2024
30 September 2023
$USD $USD
Remuneration for qualifying services - Directors 186,565 152,840
Remuneration disclosed above includes the following amounts paid to the 126,857 93,180
highest paid Director
Directors' Fees Share based payments Total
For the period ended 30 Sep 2024 For the period ended 30 Sep 2023 For the period ended 30 Sep 2024 For the period ended 30 Sep 2023 For the period ended 30 Sep 2024 For the period ended 30 Sep 2023
$USD $USD $USD $USD $USD $USD
Mike Higgins 10,999 11,015 10,999 11,015 21,998 22,030
Mark Bolton 126,857 93,180 - - 126,857 93,180
David Stein 6,285 6,295 6,285 6,295 12,570 12,590
Tim Hargreaves 6,285 6,295 6,285 6,295 12,570 12,590
Catherine Apthorpe 6,285 6,295 6,285 6,295 12,570 12,590
Totals 156,711 123,010 29,854 29,830 186,565 152,840
At 30 September 2024, Directors were owed $63,555 in fees for services
performed during the period. These amounts have been accrued and will be
paid in the next 12 months.
Transactions with related parties
Directors of the Group, or their Director-related entities, hold positions in
other entities that result in them having control or significant influence
over the financial or operating policies of these entities.
The terms and conditions of the transactions with Directors and their Director
related entities were no more favourable than those available, or which might
reasonably be expected to be available, on similar transactions to
non-Director related entities on an arm's length basis.
The transactions recognised during the period relating to Directors and their
Director related entities were as follows:
· Indo Gold Pty Ltd (IGL) owes by way of intercompany loan to the
Company $845,804 at 30 September 2024.
· Maniger Ltd owes by way of intercompany loan to the Company $623,072
at 30 September 2024.
· Panthera Exploration Mali SARL (PEM) owes by way of intercompany loan
to the Company $1,740,605 at 30 September 2024.
· Panthera Burkina SARL (PBF) owes by way of intercompany loan to the
Company $535,914 at 30 September 2024.
· A fee was charged for management services, company secretarial,
accounting and legal services provided by the Company to IGPL, PBF, PEM, and
Panthera Resources Mali SARL (PMR) during the period of $120,184, $4,486,
$4,476 and $2,844, respectively.
· The Company owes Directors $63,555 at 30 September 2024 for services
rendered during the period.
Directors' Fees Share based payments Total
For the period ended 30 Sep 2024 For the period ended 30 Sep 2023 For the period ended 30 Sep 2024 For the period ended 30 Sep 2023 For the period ended 30 Sep 2024 For the period ended 30 Sep 2023
$USD $USD $USD $USD $USD $USD
Mike Higgins 10,999 11,015 10,999 11,015 21,998 22,030
Mark Bolton 126,857 93,180 - - 126,857 93,180
David Stein 6,285 6,295 6,285 6,295 12,570 12,590
Tim Hargreaves 6,285 6,295 6,285 6,295 12,570 12,590
Catherine Apthorpe 6,285 6,295 6,285 6,295 12,570 12,590
Totals 156,711 123,010 29,854 29,830 186,565 152,840
At 30 September 2024, Directors were owed $63,555 in fees for services
performed during the period. These amounts have been accrued and will be
paid in the next 12 months.
Transactions with related parties
Directors of the Group, or their Director-related entities, hold positions in
other entities that result in them having control or significant influence
over the financial or operating policies of these entities.
The terms and conditions of the transactions with Directors and their Director
related entities were no more favourable than those available, or which might
reasonably be expected to be available, on similar transactions to
non-Director related entities on an arm's length basis.
The transactions recognised during the period relating to Directors and their
Director related entities were as follows:
· Indo Gold Pty Ltd (IGL) owes by way of intercompany loan to the
Company $845,804 at 30 September 2024.
· Maniger Ltd owes by way of intercompany loan to the Company $623,072
at 30 September 2024.
· Panthera Exploration Mali SARL (PEM) owes by way of intercompany loan
to the Company $1,740,605 at 30 September 2024.
· Panthera Burkina SARL (PBF) owes by way of intercompany loan to the
Company $535,914 at 30 September 2024.
· A fee was charged for management services, company secretarial,
accounting and legal services provided by the Company to IGPL, PBF, PEM, and
Panthera Resources Mali SARL (PMR) during the period of $120,184, $4,486,
$4,476 and $2,844, respectively.
· The Company owes Directors $63,555 at 30 September 2024 for services
rendered during the period.
9 Events Subsequent to Reporting Date
West African Drilling Results
On 8 November 2024, the Company announced the assay results relating to the
drilling programmes completed earlier in the year on the Kalaka Project in
Mali and the Bido Project in Burkina Faso.
Convertible Loan Notes ("CLNs")
On 12 November 2024, the Company arranged for the issue of unsecured CLNs to
raise approximately US$250,000. The CLNs are being issued to certain new
investors and have a term until 31 January 2025. The CLNs are unsecured and
carry simple, non-compounded interest at a rate of 10% per annum.
The CLNs are convertible into new ordinary shares of 1 pence each in the
Company ("Ordinary Shares") at the price of 5.5 pence per new Ordinary Share.
The CLNs are convertible at the option of the holder from the date of
issuance. However, unless otherwise agreed the CLNs will automatically convert
into new Ordinary Shares on 31 January 2025, subject to the requirements for
an application being made to the London Stock Exchange Plc for admission of
the new Ordinary Shares to trading on AIM. Until any such conversion, the
Convertible Loan Notes do not give the holder voting rights over Ordinary
Shares.
Appointment of Chair to the Arbitral Tribunal
On 26 November 2024, the Company announced that the Arbitral Tribunal Chair
had been appointed. Previously, on 26 July 2024, the Company announced that
IGPL had formally issued a Notice of Arbitration ("NoA") to India in relation
to the Bhukia project. Under the Treaty, an arbitral tribunal comprising
three members, including a Chair, was to be constituted following delivery of
the NoA. On 27 September 2024, the Company announced that IGPL and India had
each appointed an arbitrator with the appointment of the Chair pending.
As at the date of this report, the issued ordinary share capital of Panthera
consists of 195,107,124 ordinary shares.
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