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REG - Power Metal - Results for the Year Ended 30 September 2022

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RNS Number : 9275R  Power Metal Resources PLC  06 March 2023

6 March 2023

Power Metal Resources plc

("Power Metal" or the "Company")

Audited Financial Results for the Year Ended 30 September 2022

Power Metal Resources plc (LON:POW) the London listed exploration company
seeking large-scale metal discoveries across its global project portfolio
announces its consolidated audited results for the year ended 30 September
2022, for the Company and its subsidiaries (together the "Group").

Highlights from the year under review:

 

Operational

 

·      The year saw the Company complete a number of new acquisitions to
advance its global project portfolio whilst in parallel continue to develop
and strengthen its existing business interests.

 

·      The dual pathway of proactive exploration of retained project
interests continued across multiple projects, alongside the advancement of
corporate activities seeking the outright disposal or planned spin-out Initial
Public Offering ("IPO") of certain project interests.

 

·      In Canada, during the financial year and thereafter, the Company
continued to acquire new uranium project interests through direct staking and
existing project acquisitions in the Athabasca Basin region of Saskatchewan,
reflecting the Company's view that the uranium commodity is to experience a
renaissance due to global expansion of nuclear power generation.

 

·      In July 2022, First Class Metals PLC (LON:FMC) listed in London,
with Power Metal holding a c.28% interest valued at c.£1.8m on listing. FMC
holds the former Power Metal Schreiber-Hemlo project interests, sold to FCM
for equity in September 2021.

 

·      In November 2021, the Company completed the acquisition of the
Pilot Mountain Project, a tungsten focused project and completing the
four-project portfolio of Golden Metal Resources PLC ("GMT") which raised
£750,000 in pre-IPO financing in December 2021 and during the year continued
its IPO preparatory work.

 

·      The Company confirmed its continuation into year two of the
Authier North/Duval East lithium project earn-in to 100% in July 2022.

 

·      A diamond drill programme was conducted at the Silver Peak
project in British Columbia, Canada, demonstrating bonanza grade silver at the
project.

 

·      In Africa, a diamond drill programme was also conducted in late
2021/early 2022 at the Haneti Project in Tanzania targeting nickel, copper,
and platinum group elements (held with joint venture ("JV") partner Katoro
Gold PLC (LON:KAT). The programme provided additional geological information
to enable the JV partners to review and consider next steps exploration.

 

·      Following exploration work at the Kanye Resources JV in Botswana
(Ditau and Kalahari Copper Belt Projects), a conditional disposal of the
Company's 50% JV interest back to partner Kavango Resources PLC (LON:KAV) was
announced.

 

·      Power Metal signed a conditional acquisition of 56.7% of the
shares in Kalahari Key Mineral Exploration Pty Ltd ("KKME"), holder of the
Molopo Farms Complex Project ("MFC Project") in Botswana.  Moving loop
electromagnetic surveys conducted at the MFC Project in summer 2022 confirmed
a major conductor at the T1-6 target where nickel and PGEs had previously been
identified in the 20/21 drill programme and led to the accelerated launch of a
follow up diamond drill programme at T1-6 and other targets in September 2022.

 

·      Reverse circulation drilling at the Tati Project ("Tati") in
Botswana identified near surface high-grade gold and follow on work confirmed
an 8km gold-in-soil anomaly at Tati, leading to the staking of a further
prospecting licence to cover the full anomaly footprint.

 

·      In Australia, October 2022 saw the completion of the acquisition
of First Development Resources Pty Ltd and its entire gold/copper focused
Western Australian exploration interests.  This was followed up by the
acquisition of the Selta Project then targeting uranium and rare earth
elements in the Northern Territory of Australia. The two acquisitions
completed the portfolio of First Development Resources PLC, a UK holding
company which raised £1,125,000 in pre-IPO financing and during the year
undertook IPO preparatory work.

 

·      Finally in Australia, the Company submitted two licence
applications in South Australia comprising the Wilan Project then targeting
Olympic Dam style mineralisation. During the year one of the licence
applications was granted, with a second licence granted post year end.

 

·      The Company closed the financial year with a focus on delivering
advanced exploration programmes across its to be retained exploration
portfolio, and with acquisition restricted to additional uranium and lithium
focused opportunities.

 

Financial

 

·      Total comprehensive loss for the year to 30 September 2022 of
£137k (2021: loss of £622k). The reduction in loss from September 2021 is in
part due to the capital contribution balance recognised during the year. The
capital contribution balance arose on the completion of the capital
reorganisation of the Golden Metal Resources Plc group;

 

·      Pre-non-controlling interest total equity of £11.7m at the
year-end (2021: £6.3 million); and

·      Raised £2,070,000 (before issue costs) in new equity financing
during the financial year, from a combination of new and existing
shareholders, including the Directors. An additional £1,055,978 of cash
received by the Company during the year from exercises of Power Metal share
warrants and £25,000 of cash received by the Company during the year from
exercises of Power Metal share options. £2,148,307 of shares were issued in
relation to acquisitions in various investments and projects.

 

Post-year end

In October 2022, the Company acquired Badger Lake Uranium Property ("Badger
Lake") through claim staking.  Badger Lake covers an area of
16.71km(2) within the prolific Athabasca Basin. Badger Lake is surrounded by
claims held by uranium focussed companies including Orano SA, Hathor
Exploration and NexGen Energy Ltd.

 

In October 2022 the exploration programme over the 100%-owned Thibault Lake,
Clearwater and Tait Hill properties completed successfully, resulting in
multiple locations of anomalous radioactivity noted across all three
properties with rock sample assay results currently awaited.  As a result,
the Tait Hill property was expanded by 32.42km2 to 110.56km2, based on work
results and to include the full extent of the Mullis Lake Target as well as an
anomalous lake sediment result.

 

As part of Owain Morton's appointment as Non-executive Director on 10 October
2022, Mr Morton was issued with 5 million options to subscribe for new Power
Metal Ordinary Shares of 0.1p each at an exercise price of 3.25 pence with a
life to expiry of 3 years. The Director Options are subject to a minimum
service period of 6 months and may not be exercised until the volume weighted
average price of Power Metal shares trades at 5.0 pence for ten consecutive
days.

 

On 12 October 2022 the Company created an Advisor Warrant Pool comprised of
25m warrants over new ordinary shares of 0.1 pence, this was to reflect the
growth of the network of advisors and to ensure that those providing valuable
support to the Company can share in the exposure to equity upside. The
exercise terms of the new warrants are the same as those created for those
awarded to team members of the Company in 2022, principally, to acquire new
Ordinary Shares at an exercise price of 3.25p per share.

 

The Adviser Pool Warrants have a life to expiry ending 12 October 2025, save
that should the volume weighted average share price ("VWAP") of the Company
exceed 10.0p for five consecutive trading days, Power Metal shall have the
right to serve a ten-business day notice on the Adviser Pool warrant holders
to exercise and pay for their allocation, or they may be cancelled by the
Company. The Advisor Pool Warrants are subject to a share price performance
condition and cannot be exercised until the VWAP of the Company has exceeded
5.0p per Ordinary Share for ten consecutive trading days.

 

In October 2022 the Company confirmed extension of insider Warrants held by
Paul Johnson and Ed Shaw, of 20,000,000 and 7,500,000 respectively, and the
Company has extended the expiry date on the Insider Warrants to 21 April 2023
to reflect the limitations on exercise.

 

On 18 November 2022, the Group concluded the 58.7% share capital purchase of
Kalahari Key Mineral Exploration Pty Limited ('KKME') for total consideration
of £807,348 consisting of 46,134,171 new ordinary shares in the Company at a
share price of 1.75 pence and warrants with a total fair value of £35,300.

 

Additionally, in the event, within 2 years, that Kalahari Key or the MFC
Project is sold for US$10million or greater, or a joint venture agreement is
signed where the potential project spend is US$10million or greater, Power
Metal will issue further warrants over 46,134,171 new Ordinary Shares at an
exercise price of 5.0p with a 2 year life to expiry. As at 30 September 2022
the above conditions were deemed unlikely to occur and therefore no contingent
consideration recognised.

 

KKME holds a 100% interest in the Molopo Farms Complex Project, where a large
scale nickel platinum-group metal discovery is being targeted in southwestern
Botswana.

 

The acquisition meets the definition of a business combination and will be
accounted for using the acquisition accounting method in accordance with the
Group's accounting policies.

 

Details of the fair value of identifiable assets and liabilities acquired
purchase consideration and goodwill are as follows:

 

                                       Fair value

                                       £'000's
 Exploration and evaluation of assets  1,252
 Property, plant and equipment         8
 Cash and cash equivalents             64
 Trade and other payables              (363)
 Total fair value                      961
 NCI (12.29%)                          118
 Consideration                         843
 Goodwill                              -

There were no associated transaction costs.

 

In November 2022 the Company disposed of its 50% interest in Kanye Resources
JV. Kavango PLC acquired all Power Metal interests in the Kanye JV through the
issue to Power Metal of 60 million Kavango shares and 60 million warrants to
subscribe for new Kavango ordinary shares with a 30-month life to expiry from
the 8 July 2022 transaction date (30 million at an exercise price of 4.25p and
30 million at an exercise price of 5.5p). Also, Power Metal 15 million
variable price warrants with a six-month life to expiry, with a minimum
exercise price of 3p and an actual exercise price at a 15% discount to the
volume weighted average share price on the date of exercise. On completion of
this transaction Power Metal held 69.5million Kavango shares, representing
9.85% of Kavango's issued share capital.

 

In November 2022 the Company acquired the North Wind Lithium Project by
staking. The staking was completed through Power Metal's wholly owned Canadian
subsidiary, Power Metal Resources Canada Inc. Following a detailed review of
several publicly available provincial government geological databases and
reports, Power Metal have staked a total of 5,788.5-hectares over a 16km long
trend of highly anomalous lithium-in-lake sediment results. The North Wind
Lithium Project was considered by the Company to be prospective for lithium
(Li), caesium (Cs), and tantalum (Ta) ("LCT") bearing pegmatite occurrences.

 

In December 2022 the Company announced a merger of its Wilan Project ("Wilan"
or the "Project"), located in South Australia, with a number of other
Australian exploration interests (the "Merger"). The Merger will create a new
Australian exploration company and provide Power Metal with exposure to the
world class Mount Isa copper belt located within Queensland, Australia. The
Wilan Project is comprised of two exploration licences ("ELs") which cover a
total area of 1,994km2, held within Power Metal Resources Australia Pty Ltd
("POW Australia"), which is a wholly owned subsidiary of Power Metal Resources
PLC.

 

A heads-of-terms agreement (the "Agreement") was signed to combine POW
Australia (100% owner of the Wilan Project) with two companies holding a 100%
interest in a portfolio of two granted exploration licences and four licence
applications covering 1,507km2 in the Mount Isa copper belt of Queensland,
Australia (the "Queensland Projects"). The Queensland Projects are held by two
private Australian companies, RAB Resources Pty Ltd ("RAB Resources" or "RAB")
and New Horizon Metals Pty Ltd ("New Horizon" or "NHM"). A new company
("NewCo") will acquire outright the shares in POW Australia, RAB Resources and
New Horizon (the "Merger Parties"). Following the Merger Power Metal Resources
PLC will hold a 20% interest in NewCo.

 

On 15 February 2019 Paul Johnson, Chief Executive Officer of the Company was
awarded 13,613,929 options to subscribe for new ordinary shares of 0.1 pence
each in the Company at an exercise price of 1.0p ("Director Options").  The
Director Options had an original expiry date of 15 February 2022, which was
subsequently extended to 15 May 2022 and then to 31 December 2022. Paul
Johnson is unable to exercise the Director Options due to activities underway
within the Company which preclude exercise at this time.

 

In addition, in the December 2019 financing undertaken by the Company
participants received warrants to subscribe for new ordinary shares of 0.1p in
Power Metal at an exercise price of 0.7p per share with an expiry date of 17
December 2021 ("December 2021 Warrants"), which warrant exercise period was
subsequently extended to 17 March 22, then 17 June 2022 and lastly to 31
December 2022 (see announcement 17 June 2022). Paul Johnson, Chief Executive
Office, and Ed Shaw, Non-Executive Director held 6,250,000 and 5,000,000
December 2021 warrants respectively (the "Insider Warrants").

It is the Directors' intention to exercise the Insider Warrants and the
Director Options as soon as they are able to do so, and the Directors expect
to be in a position to exercise in the foreseeable future.  Reflecting this
the Company granted a final extension to the Insider Warrants and Director
Options to 30 June 2023 and should they be unexercised by or on that date,
they will lapse (the "Final Extension").

 

In January 2023 the Company announced the acquisition of the 4,222-hectare
Doerksen Bay graphite Project ("Doerksen Bay" or the "Project") located in
mining friendly Saskatchewan, Canada. Power Metal also announced the formation
of ION Battery Resources Limited, a new UK private battery metals and minerals
focused vehicle.

 

As consideration for the 100% acquisition of the Project, Power Metal paid the
Vendors a total of £37,500 (the "Consideration"). The Consideration is
payable through the issue of 2,500,000 Power Metal new ordinary shares of 0.1p
each ("Consideration Shares") at an issue price of 1.5p per share. The
Consideration Shares will be subject to a 4-month lock-in.

 

In January 2023 Power Metal announced and completed a financing raising
£900,000 for the Company, for general working capital purposes, and to
support the planned exploration activities at the Tati gold project in
Botswana and the Athabasca Basin region uranium properties in Saskatchewan,
Canada.

 

In January Power Metal announced the recommencement of diamond drilling at the
Berringa gold mine licence in Victoria, Australia and in February 2023 the
renewal of the licence for a further 5 years, and a drilling update confirming
the presence of visible gold in the first three holes completed.

 

In February 2023 Power Metal announced the acquisition of four additional
uranium properties in the Athabasca Basin region of Saskatchewan, Canada,
taking the total licence footprint to 965.73km(2) over 16 properties
(including Reitenbach and E-12 properties that are the subject of conditional
disposal agreements).

 

Scott Richardson Brown and Ed Shaw previously received 5,000,000 options each
to acquire new ordinary shares in the Company of 0.1p at an exercise price of
1.0p ("Director Options").  The Director Options had an original expiry date
of 19 February 2023, however in February 2023 the company granted a six-month
extension to a new exercise date of 19 August 2023.

 

Notice of Annual General Meeting and Distribution of Accounts to Shareholders

The Company's Annual General Meeting ("AGM") will take place at 11.00am on 30
March 2023 at Suite 53, Temple Chambers, 3-7 Temple Avenue, London, EC4Y
ODT.  The Company's Annual Report and Accounts for the year ended 30
September 2022 will be posted to shareholders this week. Copies of the Notice
of AGM and the Annual Report and Accounts will also be available on the
Company's website at www.powermetalresources.com
(http://www.powermetalresources.com)  in due course.

Introduction

 

The mineral resource exploration sector is highly cyclical and during the
financial year has experienced a typical cyclical downturn brought about by a
variety of factors. These include the medium-term impact of global policies to
address the COVID-19 pandemic, the war in Ukraine and the uncertainty caused
by inflationary pressures and interest rate policies.

 

The overwhelming uncertainty and unstable conditions during the financial year
provided exactly the backdrop needed for a high-quality portfolio of
exploration interests to be gathered at modest cost and advanced, which is
precisely what Power Metal has been able to achieve.

 

Our focus now turns to value generation through ongoing exploration of
retained interests, and through completion of those corporate activities in
process, or planned.  The next financial year we intend to report mainly on
that value generation, rather than undertaking further acquisitions and
therefore the business will move to a distinctly new phase in its life cycle.

 

Operations Review

Projects

 

Africa

Botswana

 

(Tati Project)

 

In October 2021 Power Metal commenced reverse circulation ("RC") drilling at
the Tati Gold Project, with a 1,062m programme, results from which were
released in April 2022 confirming near surface gold mineralisation including
up to 3m at 5.17g/t gold from 9m downhole.

 

The confirmation of geological formations, and evidence of a strong
gold-in-soil anomaly inspired the Company to apply for an additional licence
to cover the full extent of the anomaly (licence granted April 2022).

 

A further site visit and ground mapping in July 2022 confirmed extensive gold
workings, more extensive than previously thought and two fines' dumps
representing waste material from historical mining activities at the Cherished
Hope gold mine within the project boundaries.

 

A further RC drilling programme was commenced in August 2022 with 490m of
drilling alongside sampling of the fine's dumps. The fines dumps sampling
confirmed residual gold at an average of 0.94g/t, which is amenable to
processing at a nearby processing facility, subject to contract and local
approvals.

 

(Molopo Farms Complex)

 

In November 2021, Kavango Resources PLC (LON:KAV) secured an option to acquire
the shares in Kalahari Key Mineral Exploration Pty Ltd ("KKME"), the holder of
the Molopo Farms Complex Project ("MFC Project") in southwest Botswana
(subject to Power Metal's 40% interest by virtue of a previously completed
earn-in). This option was subsequently extended, but ultimately did not result
in KAV proceeding, as announced in March 2022.

 

Instead, in May 2022, Power Metal agreed a conditional acquisition of 56.7% of
KKME shares from KKME shareholders, for £807,348 consideration payable in new
Power Metal ordinary shares of 0.1 pence each at a price of 1.75p and
attaching warrants over 46,134,171 new ordinary shares at a 3.5p exercise
price with a 2-year life. The conditionality was principally the receipt of
local regulatory approvals which were received, and the transaction completed
in November 2022. Following completion and the reversal of Power Metal's
earn-in to a 40% interest into the MFC Project, the Company held an 87.71%
interest in KKME which wholly owns the MFC Project.

 

Moving loop electromagnetic surveys conducted in summer 2022 revealed a number
of large magnetic conductors across 4 targets, with the first announced in
August 2022 leading to the launch of an expedited 2,600m drill programme in
September 2022.

 

(Kanye Resources Joint Venture ("JV"))

 

Exploration work continued across the Kanye Resources JV held 50% by Power
Metal and 50% by JV partner KAV with a diamond drill programme commencing at
the Ditau project in January 2022 and target identification work for planned
drilling at the Kalahari Copper Belt project.

 

In July 2022, Power Metal announced a conditional agreement to dispose of its
50% interest in the Kanye Resources JV to Kavango Resources in a transaction
which completed in November 2022 following the publication of a new market
prospectus by Kavango Resources.

 

Consideration for the disposal included 60m KAV shares at a price of 0.02
pence per share, valued at £1.08m on the date of completion, together with
KAV warrants and a 1% net smelter return royalty across the Kanye Resources
properties.

 

Tanzania

 

In January 2022, the Company announced the commencement of diamond drilling at
its 35% owned Haneti Project in Tanzania with 65% JV partner Katoro Gold PLC
(LON:KAT). The results from the 900m drill programme were announced in May
2022 confirming the intersection of significant sequences of altered
ultramafic and mafic rocks. The drilling demonstrated nickel, copper, gold,
and platinum group elements ("PGEs") albeit not in economic quantities,
however the information gathered enabled the JV partners to plan for the next
exploration steps at Haneti.

 

Concurrent with the drill programme, rock sampling undertaken at the Babayu
lithium prospect highlighted significant lithium and tantalum prospectivity
leading to the development of a lithium consolidation strategy, covering
existing lithium applications and reviewing potential partnerships with local
licence holders.

 

Australia

 

First Development Resources

 

In October 2021, Power Metal announced the acquisition of a portfolio of
precious and base metal focused projects in Western Australia held by private
Australian company First Development Resources Pty Ltd ("FDR Australia"). FDR
Australia was acquired outright by First Development Resources PLC ("FDR UK")
for consideration including a deemed value of £686,667 in Power Metal shares
and with a plan to list FDR UK on the London capital markets.

 

Subsequently in November 2021, FDR UK also conditionally acquired the Selta
Project in the Northern Territory of Australia, through the 100% acquisition
of URE Metals Pty Ltd, a private Australian subsidiary, payable through the
issue of £500,000 deemed equity value in FDR UK. The conditions for
acquisition were all satisfied in February 2022.

 

Further transactions undertaken during the year included the acquisition of
the Ripon Hills project in Western Australia and restructuring of the FDR
group to simplify the listing process.

 

During the course of the financial year various corporate work streams were
undertaken including pre-IPO preparations, notably the completion of a
£1,125,000 pre-IPO financing announced in June 2022.

 

In addition, during the year various exploration work was undertaken. At the
Wallal Project a desktop study was finalised, and three magnetic bullseye
anomalies were identified within the project area. The Eastern anomaly will be
targeted in the Phase I diamond drilling programme planned to commence
immediately post admission. To facilitate site works the pre-requisite
Heritage Clearance Survey was completed in Q3 2022.

 

The desktop studies for the Braeside West and Ripon Hills Projects were
completed during 2022 which identified multiple gold and base metal targets
for further investigation.

 

At the Selta Project, a desktop study completed during 2022 identified
multiple uranium and rare-earth element targets and the geology at Selta is
interpreted to be compositionally similar to that which underpins the nearby
Nolans Deposit currently being developed by ASX listed Arafura Resources.

 

Wilan Project

 

In October 2021, Power Metal announced its wholly owned Australian subsidiary,
Power Metal Resources Pty Ltd, had lodged two licence applications covering
1,994km(2) in the Gawler Craton region within South Australia.

 

The originally named Gawler Project, subsequently renamed the Wilan Project,
saw the first 999km(2) licence granted in September 2022 and the
identification of an Iron Oxide Copper Gold ("IOCG") target within the granted
exploration licence area.

 

New Ballarat Gold Corporation (NBGC)

 

Power Metal holds a 49.9% interest in NBGC with partner Red Rock Resources PLC
(LON:RRR). NBGC holds a 100% interest in Red Rock Australasia Pty Ltd ("RRAL")
which itself holds a portfolio of granted exploration licences and licence
applications in the Victoria Goldfields region in the State of Victoria,
Australia.

 

The original applications were submitted in early 2020, and during the
financial year RRAL saw a number of licence applications granted, such that by
the financial year end 15 granted licences covered a footprint of some
1,841km(2) and 5 licence applications awaiting grant of 493km(2).

 

An operating team based in Ballarat, Victoria, conducted various exploration
work during the year including an inaugural diamond drill programme in
December 2021, with results demonstrating gold bearing structures and evidence
of gold mineralisation across the target areas.

 

In July 2022, the Company announced the conditional acquisition by RRAL of the
licence including the historic Berringa gold mine with conditions satisfied
and the transaction completed in September 2022.

 

North America

 

Silver Peak

 

Power Metal has a 30% interest in the Silver Peak project in British Columbia,
Canada, following completion of an earn-in in the 2021 financial year.

In August 2021 a total of 19 short core holes were completed targeting
high-grade extensions of the Victoria Vein. 10 out of the 19 holes drilled
returned >1000g/t silver assays with significant copper (Cu), zinc (Zn),
lead (Pb) and antimony (Sb) credits. Following the initial announcement of
results in November 2021, overlimit assays were completed for Cu, Zn, Pb and
Sb. Final silver equivalent assays were received and reported in December 2021
which included a highlight interval of 0.76m 10,131g/t silver equivalent.

 

In August 2022 the Company had its Exploration Manager conduct a one-day site
visit to the project. He was accompanied by Michael Nugent who represents the
majority ownership group. Due to the complex nature of the surrounding
topography, the site visit was completed in order to gain a better
understanding of the opportunity, and challenges that Silver Peak faces during
further exploration and next stage exploration plans.

Further work was undertaken during the course of the year to review potential
commercial options for the project.

 

Authier North

 

In 2021 Power Metal signed an agreement to earn into a 100% interest in the
Authier North project.

Following on from a ground exploration programme in March 2022 the Company
engaged Dahrouge Geological Consultant Ltd to complete an independent
technical review of the project. This review identified two target areas for
further investigation and exploration plans have been developed for next stage
ground exploration.

The Company successfully satisfied the year one option terms and entered into
year two of the agreement on 12 July 2022.

Athabasca Basin

 

During the year the Company continued to build its portfolio of Athabasca
Basin, Saskatchewan, Canada, focused uranium properties. This portfolio was
originally built in 2021 utilising internal technical resources to identify
prospective new opportunities for acquisition via direct low-cost mineral
claim staking.

The original portfolio of seven uranium focussed properties was expanded
multiple times in 2022 with the first being July 2022 following the
acquisition of the Reindeer Lake, Porter Lake and Old Woman Rapids from an
established prospector.

Furthermore, via direct mineral staking, the Company acquired the Durrant Lake
property located in the eastern side of the Athabasca Basin in August 2022.
Durrant Lake is bordered on three sides by claims held by uranium focused
companies including Orano SA, Denison Mines Corp and ISO Energy Ltd. Shortly
after, in September 2022, the company staked a further project located inside
the basin called the Badger Lake project bringing the portfolio's total to 11
properties.

During summer 2022, Power Metal undertook ground exploration at three
properties (Clearwater, Thibault Lake and Tait Hill).

In August 2022, Power Metal announced the conditional disposal of the
Reitenbach property to Teathers Financial PLC for a disposal value of
£360,000 and to form the listing asset for that vehicle. Teathers Financial
PLC will be renamed Uranium Energy Exploration PLC ("UEE") and listed on a
preferred stock exchange in London. The conditions of the disposal included
the successful listing of UEE.

As at the year-end, Power Metal held 11 properties (including the
conditionally disposed Reitenbach and E-12 properties) covering approximately
780km(2) in and surrounding the Athabasca Basin.

Schreiber-Hemlo / First Class Metals

The Company announced the completion of the sale of its 100% owned
Schreiber-Hemlo interests to First Class Metals PLC (LON:FCM) in October 2021
for £1m.

In July 2022, FCM successfully listed on the London stock exchange and Power
Metal's holding on listing was valued at circa £1.8m.

Golden Metal Resources

 

In November 2021, the Company completed the acquisition of the Pilot Mountain
tungsten Project. This acquisition completed the four-project portfolio of
Golden Metal Resources PLC ("GMT") which is focussed in Nevada, USA. The Pilot
Mountain transaction was further bolstered by the subsequent acquisition of
the longer-term tail-benefit included in the original consideration from the
vendor, fellow AIM-listed Thor Mining PLC in January 2022.

 

Following the acquisition of Pilot Mountain and during the year, GMT undertook
pre-IPO preparations including the completion of a £750,000 pre-IPO financing
which diluted the Company's interest in GMT to 83.13%.

 

In parallel with the pre-IPO work, GMT completed various exploration work
programmes across its Nevada portfolio which included a 3D induced
polarisation ("IP") geophysical survey over the Pilot Mountain Project, a
high-resolution soil geochemical survey over the Garfield project which
includes a total of 453 individual sample points. Further minor work streams
at the Golconda Summit project were completed including rock sampling as well
as the completion of permitting for mechanised trenching. Furthermore, GMT
obtained access to a historical soil geochemical survey completed over
Golconda Summit which included 741 individual samples.

 

The results from both the IP geophysical survey and Garfield soil geochemical
survey are pending. The results, once received by GMT, will be compiled,
analysed and released when ready.

 

New Opportunities

 

Power Metal Resources

 

During the financial year Power Metal continued to review new opportunities
and completed a number of acquisitions as outlined above and following the
year end.

 

The focus of the Company post year end is acquisitions focused on uranium or
lithium opportunities.

 

Corporate Social Responsibility ("CSR")

 

The Company maintains a focus on CSR through internal policies and our
approach to external operational activities.

 

During the year and after the year end the Company developed its internal
environmental, social and governance ("ESG") policies and procedures to codify
many of the practices in place at the Company and to introduce a number of new
initiatives.

 

The Company will continue to prudently invest in the regions in which we have
business activities, in support of the communities where we operate. As an
early-stage company, Power Metal is keen to employ workers from the areas in
which we operate, and to operate in a safe, responsible, and reasonable
manner.

 

As certain projects mature, we would expect our community engagement to become
more extensive in line with the level of operational activities.

 

Financial Review

The Group recorded an audited total comprehensive loss after tax for the year
to 30 September 2022 of £137k (2021: loss of £622k) with the increase
reflecting the increased administration costs pertaining to increased business
activities and notably those in connection with the costs of planned spin-out
IPO listings. The loss per share from continuing activities was 0.15p (2021:
0.05p).

 

The Group's exploration activities during the financial year under review were
funded through the issue of shares to raise cash. In aggregate, new ordinary
shares were issued during the financial year, raising a total of £2.07
million from fundraising, £1.06 million from the exercise of warrants, £0.03
million from the exercise of options and £2.15 million relating to the
acquisitions of various investments and projects.

 

We ended the financial year with a cash balance of £1.56 million (2021:
£1.28 million), which was enhanced post-financial year end by a financing in
January 2023 raising an additional £900,000, before expenses.

 

Cash balances held at the year-end are supplemented by listed company shares
and warrants (cash equivalents), which represent a further pool of accessible
cash available on the sale of shares in listed companies.

 

Targets for 2023

 

Our operational targets for the remainder of 2023 are:

 

·      To continue our proactive exploration work across retained
priority exploration interests seeking multiple large-scale metal discoveries.

 

·      To generate value from our existing portfolio through the
continuation of spin-out listings and outright disposals further enhancing the
Company's financial strength.

 

Board Changes

 

In October 2022, Owain Morton was appointed to the Board as Non-executive
Director.

 

Outlook

 

Power Metal has built its business through a creative acquisition and project
generation approach with a view to building a portfolio charged with the
potential to deliver the metals needed by the world in an era of metal
criticality.

 

The portfolio is charged with strategic, and multiple potentially district
scale exploration and development interests, some for priority internal
exploration and some for value generation through spin-out listings or
outright disposal.

 

As the world begins to recognise the importance of metal supply, and the need
to support and invest in sources of supply, the Company is uniquely well
positioned. We look forward to the developments in the business during 2023.

 

                                                                             Note      2022          2021

                                                                                       £'000         £'000
 Revenue                                                                               37            37
 Gross profit                                                                          37            37

 Operating expenses                                                          4         (3,127)       (847)
 Impairment                                                                            -             (156)
 Fair value gains through profit or loss                                               309           445
 Loss from operating activities                                                        (2,781)       (521)

 Share of post-tax losses of equity accounted joint ventures                           (167)         (102)

 Loss before tax                                                                       (2,948)       (623)

 Taxation                                                                              -             -

 Loss for the year from continuing operations                                          (2,948)       (623)

 Other comprehensive income

 Items that will or may be reclassified to profit or loss;

 Exchange translation                                                                  18            1
 Items that will not be reclassified to profit or loss
 Capital contribution                                                                  2,793         -

 Total other comprehensive (expense)/income                                            2,811         1

 Total comprehensive loss for the year                                                 (137)         (622)

 Loss for the period attributable to:
 Owners of the parent                                                                  (2,256)       (592)
 Non-controlling interests                                                             (692)         (31)
                                                                                       (2,948)       (623)
 Total comprehensive loss attributable to:
 Owners of the parent                                                                  82            (591)
 Non-controlling interests                                                             (219)         (31)
                                                                                       (137)         (622)
 Earnings per share from continuing operations attributable to the ordinary
 equity holder of the parent:
 Basic and diluted loss per share (pence)                                    8         (0.15)        (0.05)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 SEPTEMBER 2022

 

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2022

                                                                                                  30 September 2022      30 September 2021
                                                                                          Note    £'000                  £'000
 Assets
 Intangible assets                                                                        5       7,138                  800
 Investments in associates and joint ventures                                                     402                    166
 Financial assets at fair value through profit or loss                                            1,620                  3,527
 Property, plant and equipment                                                                    33                     2
 Non-current assets                                                                               9,193                  4,495

 Financial assets at fair value through profit or loss                                            2,384                  179
 Trade and other receivables                                                              6       346                    175
 Cash and cash equivalents                                                                        1,560                  1,281
 Current assets                                                                                   4,290                  1,635

 Assets classified as held for sale                                                               1,124                  153

 Total assets                                                                                     14,607                 6,283

 Equity
 Share capital                                                                            7       8,065                  7,705
 Share premium                                                                            7       23,312                 18,437
 Capital redemption reserve                                                                       5                      5
 Capital contribution reserve                                                                     2,322                  -
 Share based payment reserve                                                                      1,638                  1,541
 Exchange reserve                                                                                 90                     72
 Accumulated losses                                                                               (23,740)               (21,488)
 Total                                                                                            11,692                 6,272

 Non-controlling interests                                                                        2,065                  (306)
 Total equity                                                                                     13,757                 5,966

 Liabilities
 Trade and other payables                                                                 9       850                    317
 Current liabilities                                                                              850                    317

 Total liabilities                                                                                850                    317

 Total equity and liabilities                                                                     14,607                 6,283

 

The financial statements of Power Metal Resources PLC, company number
07800337, were approved by the board of Directors and authorised for issue on
3 March 2023.

CONSOLIDATED STATEMENT OF EQUITY

FOR THE YEAR ENDED 30 SEPTEMBER 2021

                                                        Share capital      Share premium      Shares to be issued      Capital Redemption Reserve      Capital contribution reserve      Share based payment Reserve      Exchange reserve      Retained deficit      Total       Non-Controlling Interests      Total Equity
                                                        £'000              £'000              £'000                    £'000                                                             £'000                            £'000                 £'000                 £'000       £'000                          £'000

                                                                                                                                                       £'000

 Balance at 1 October 2020                              7,286              14,910             22                       5                               -                                 1,286                            71                    (20,911)              2,669       (275)                          2,394

 Loss for the period                                    -                  -                  -                        -                               -                                 -                                -                     (592)                 (592)       (31)                           (623)
 Other comprehensive income                             -                  -                  -                        -                               -                                 -                                1                     -                     1           -                              1
 Total comprehensive income / (expense) for the period  -                  -                  -                        -                               -                                 -                                1                     (592)                 (591)       (31)                           (622)

 Adjustment for previous year                           (19)               19                 -                        -                               -                                 -                                -                     -                     -           -                              -
 Issue of ordinary shares                               438                3,546              (22)                     -                               -                                 -                                -                     -                     3,962       -                              3,962
 Costs of share issues                                  -                  (38)               -                        -                               -                                 -                                -                     -                     (38)        -                              (38)
 Share-based payments                                   -                  -                  -                        -                               -                                 270                              -                     -                     270         -                              270
 Warrant exercises                                      -                  -                  -                        -                               -                                 (15)                             -                     15                    -                                          -

 Total transactions with owners                         419                3,527              (22)                     -                               -                                 255                              -                     15                    4,194       -                              4,194

 Balance at 30 September 2021                           7,705              18,437             -                        5                               -                                 1,541                            72                    (21,488)              6,272       (306)                          5,966

 

 

 

 

 

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF EQUITY

FOR THE YEAR ENDED 30 SEPTEMBER 2022

 

                                                                       Share capital      Share premium      Capital Redemption Reserve      Capital contribution reserve      Share based payment Reserve      Exchange reserve      Retained deficit      Total        Non-Controlling Interests      Total Equity

                                                                       £'000              £'000              £'000                           £'000                             £'000                            £'000                 £'000                 £'000        £'000                          £'000

 Balance at 1 October 2021                                             7,705              18,437             5                               -                                 1,541                            72                    (21,488)              6,272        (306)                          5,966

 Loss for the period                                                   -                  -                  -                               -                                 -                                -                     (2,258)               (2,258)      (690)                          (2,948)
 Other comprehensive income                                            -                  -                  -                               -                                 -                                18                    -                     18           -                              18
 Capital contribution                                                  -                  -                  -                               2,322                             -                                -                     -                     2,322        471                            2,793
 Total comprehensive income / (expense) for the period                 -                  -                  -                               2,322                             -                                18                    (2,258)               82           (219)                          (137)

 Issue of ordinary shares                                              360                4,999              -                               -                                 -                                -                     -                     5,359        -                              5,359
 Costs of share issues                                                 -                  (124)              -                               -                                 -                                -                     -                     (124)        -                              (124)
 Share-based payments                                                  -                  -                  -                               -                                 101                              -                     -                     101          -                              101
 Warrant exercises                                                     -                  -                  -                               -                                 (4)                              -                     4                     -            -                              -
 Non-controlling interest adjustment on step disposal of subsidiaries  -                  -                  -                               -                                 -                                -                     -                     -            2,590                          2,590
 Total transactions with owners                                        360                4,875              -                               -                                 97                               -                     4                     5,336        2,590                          7,926

 Balance at 30 September 2022                                          8,065              23,312             5                               2,322                             1,638                            90                    (23,742)              11,690       2,065                          13,755

CONSOLIDATED STATEMENT OF CASHFLOWS

AS AT 30 SEPTEMBER 2022

                                                                        2022         2021

                                                                        £'000        £'000
 Cash flows used in operating activities
 Loss for the year from continuing activities                           (2,948)      (623)
 Adjustments for:
 Fair value adjustments                                                 (309)        (445)
 Share of post-tax losses of equity accounted joint ventures            167          102
 Impairment                                                             -            156
 Disposals of financial assets                                          245          -
 Share-based payment expense                                            101          270
 Foreign exchange differences                                           11           1
                                                                        (2,733)      (539)

 Changes in working capital:
 Increase in trade and other receivables                                (250)        (181)
 Increase in trade and other payables                                   477          156
 Net cash used in operating activities                                  (2,506)      (564)

 Cash flows from investing activities
 Purchase of intangibles                                                (1,530)      (528)
 Purchase of financial assets at fair value through profit or loss      (426)        (2,184)
 Investment in joint ventures                                           (188)        (256)
 Proceeds from investment disposals                                     -            261
 Purchase of property, plant, and equipment                             (32)         (2)
 Net cash outflows from investing activities                            (2,176)      (2,709)

 Cash flows from financing activities
 Proceeds from issue of share capital                                   3,211        3,679
 Shares issued to non-controlling interests by subsidiaries             1,875        -
 Issue costs                                                            (125)        (38)
 Net cash inflows from financing activities                             4,961        3,641

 Increase in cash and cash equivalents                                  279          368

 Cash and cash equivalents at beginning of year                         1,281        913

 Cash and cash equivalents at 30 September                              1,560        1,281

 

Significant non-cash transactions during the year

 

During the year ended 30 September 2022 a capital contribution and
corresponding receivable balance of £2,793k was recognised in respect of the
value of loans from subsidiary undertakings as part of a group reorganisation.

 

During the year, the Group acquired intangible assets, either directly or
indirectly via subsidiary undertakings and investments in subsidiaries,
totalling £2,148k via the issue of ordinary shares.

 

Included in purchases of intangible assets, is £2,590k, relating to the issue
of shares by Golden Metal Resources Plc and First Development Resources Plc
during the year, to non-controlling interests.

 

NOTES TO THE CONSOLODATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2022

1.            Reporting entity

 

Power Metal Resources PLC is a public company limited by shares which is
incorporated and domiciled in England and Wales. The address of the Company's
registered office is 201 Temple Chambers, 3-7 Temple Avenue, London EC4Y 0DT.
The consolidated financial statements of the Company as at and for the year
ended 30 September 2022 include the Company and its subsidiaries. The Group is
primarily involved in the exploration and exploitation of mineral resources in
Africa, Australia, Canada and the US.

 

2.            Going concern

 

The financial statements are prepared on a going concern basis. In assessing
whether the going concern assumption is appropriate, the Directors have
considered all relevant available information about the current and future
position of the Group, including current level of resources, additional
funding raised during the year and post-year-end, and the required level of
spending on exploration and drilling activities. As part of their assessment,
the Directors have also taken into account the ability to raise new funding
whist maintaining an acceptable level of cash flows for the Group to meet all
commitments.

 

The Directors have stress tested the Group's cash projections, which involves
preserving cash flows and adopting a policy of minimal cash spending for a
period of at least 12 months from the date of approval of these financial
statements. The Directors believe the measures they have put in place will
result in sufficient working capital and cash flows to continue in operational
existence, assuming that all exploration and drilling activities are managed
carefully and curtailed if necessary. For the Group to carry out the desired
levels of exploration and drilling activities, the Directors believe that it
needs to secure further funding either from a strategic partner or subsequent
equity raisings in the next financial year, which the Group has succeeded in
completing over recent years. The Group has the ability to partially dispose
of equity investments if required. Taking these matters in consideration, the
Directors continue to adopt the going concern basis of accounting in the
preparation of the financial statements.

 

The financial statements do not include the adjustments that would be required
should the going concern basis of preparation no longer be appropriate.

 

3.             Intangible assets - Prospecting and exploration
rights

 

Rights acquired with subsidiaries are recognised at fair value at the date of
acquisition. Other rights acquired and development expenditure are recognised
at cost.

 

Exploration and evaluation costs arising following the application for the
legal right, are capitalised on a project-by-project basis, pending
determination of the technical feasibility and commercial viability of the
project. When a project is deemed not feasible, related costs are expensed as
incurred. Costs incurred include any costs pertaining to technical and
administrative overheads. Administration costs that are not directly
attributable to a specific exploration area are expensed as incurred, and
subsequently capitalised if it is reasonably certain that a resource will be
defined.

 

Capitalised development expenditure will be measured at cost less accumulated
amortisation and impairment losses.

 

4.            Operating expenses

 

 Operating expenses include:                          2022      2021
                                                      £'000     £'000
 Staff costs                                          960       686
 Foreign exchange loss                                11        14
 Share based payment expense                          70        249
 Loss on disposal                                     180       770
 Auditor's remuneration - audit services              29        27

 

Auditor's remuneration in respect of the Company amounted to £29,000 (2021:
£26,500).

 

5.            Intangible assets

 Group                                                                                     Prospecting and exploration rights

                                                                                           £'000
 Cost
 As at 30 September 2020                                                                                                    1,126
 Reclassification from Investment in Joint Venture                                                                          273
 Additions                                                                                                                  527
 Balance at 30 September 2021                                                                                               1,926

 As at 30 September 2021                                                                                                    1,926
 Reclassification from financial assets                                                                                     136
 Reclassification to assets held for sale                                                                                   (993)
 Additions                                                                                                                  7,186
 Effect of foreign exchange                                                                                                 9
 Balance at 30 September 2022                                                                                               8,264

 Impairment
 As at 30 September 2020                                                                                                    970
 Charge                                                                                                                     156
 Balance at 30 September 2021                                                                                               1,126

 As at 30 September 2021                                                                                                    1,126
 Balance at 30 September 2022                                                                                               1,126

 Net book value
 At 30 September 2021                                                                                                       800
 At 30 September 2022                                                                                                       7,138

 

 

During the year, the Ditau Camp/South Ghanzi Projects, and two properties held
within the Athabasca project were transferred to held for sale and the Group
acquired interests in several other projects, see
below:

                                                                                2022                       2021

                                                                                £'000                      £'000
 Intangible assets
 Athabasca Uranium Project                                                                      175        3
 Authier North Project                                                                          115        -
 Tati Gold-Nickel Project                                                                       359        186
 Garfield, Stonewall, Golconda Summit & Pilot Mountain Projects                                 4,865      83
 Ditau Camp/South Ghanzi Projects                                                               -          528
 Wallal, Braeside West, Selta & Ripon Hill Projects                                             1,624      -
 Total                                                                                          7,138      800

 

The Directors regularly assess the carrying value of the Group's assets,
including its prospecting and exploitation rights, and write off any
exploration expenditure that they believe to be irrecoverable.

 

Athabasca Uranium Project

As at 30 September 2022, the Group held 11 properties covering 780km2 within
and surrounding the prolific Athabasca Basin, including several new property
acquisitions and additional staked ground, secured in the last quarter.

 

The conditional disposal of two properties held at the Athabasca project were
announced during the year; Reitenbach, in August 2022 and E-12 in November
2022. Work is in process to complete the transaction through a listing on the
London capital markets for the proposed holding vehicle, Teathers Financial
Plc, to be renamed Uranium Energy Exploration PLC. The two properties have
been moved to assets held for sale in the statement of financial position,
totalling £28k.

 

A detailed update was announced in September 2022 covering a recently
completed exploration programme covering Tait Hill, Thibault Lake and
Clearwater and the launch of hyperspectral remote sensing review work at Cook
Lake and E-12 properties. The update also included the expansion of the Tait
Hill property and the staking of a new property Badger Lake, which followed on
from the newly staked strategic Durrant Lake property.

 

Authier North Project

 

In July 2022, Power Metal decided to proceed into year 2 of the earn-in to a
100% interest in Authier North following completion and review of a Property
Evaluation Report by Canada-based lithium geologist. The Authier North
Property consists of 15 mineral claims covering an area of approximately 560
hectares and is prospective for lithium pegmatites and base metal
mineralisation.

 

It is expected that the ground exploration programme will be undertaken in
Spring 2023 and in the interim, the Company is considering the commercial
options for the project.

 

Tati Gold-Nickel Project

 

In August 2022 the Company announced the commencement of RC drilling at the
Tati Gold Project, designed to test the along strike and down dip extension of
quartz reefs associated with the historical Cherished Hope gold mine. In
early September 2022, the Company announced the completion of 490m of RC
drilling over 9 holes and the successful intersection of quartz reef in all
holes drilled, with multiple holes intersecting multiple sub-parallel quartz
reef structures.

 

Molopo Farms Complex Project

 

In 2019 Power Metal acquired an equity stake in private company Kalahari Key
Mineral Exploration Pty Limited (KKME), a Botswana registered exploration
company with a 100% interest in the 1,723km2 Molopo Farms Complex Project
(MFC) and in the previous financial year completed an earn-in to a 40% direct
project interest.

 

The company secured a conditional agreement to acquire an additional 58.7% of
shares in project partner KKME as announced on 18 May 2022. This acquisition,
conditional on receipt of in-country regulatory approval, would see Power
Metal holding 87.71% of KKME which will hold 100% of the Molopo Farms Complex
Project ("Molopo Farms") after an appropriate restructuring, also part of the
acquisition.  At Molopo Farms, Power Metal is targeting large-scale
nickel-copper-PGE mineralisation.

Overall, the planned drill programme included 5 or 6 holes for a total of
circa 2,600m of diamond drilling, and included two drillholes into target
T1-6, located approximately 530m and 830m south of original hole K1-6, both
designed to intersect the core of a geophysical conductor target.

Garfield, Stonewall, Golconda Summit and Pilot Mountain Projects

 

The Garfield and Stonewall exploration properties in Nevada were acquired in
June 2021, through the Company's wholly owned operational subsidiary, Golden
Metal Resources PLC ("Golden Metal"). A high-resolution soil geochemical
survey was carried out at the Garfield property during the year with results
pending at year end. The  soil survey assay results will help Golden Metal in
targeting additional copper-gold-silver mineralisation.

 

During the year, a detailed desktop study was undertaken for the Stonewall
project which identified multiple targets for follow up exploration
programmes.

 

Golden Metal acquired 100% of the Pilot Mountain project during the year and
has commissioned three-dimensional modelling of the high-resolution induced
polarisation geophysics survey data collected, with results awaited. This is
Golden Metal's flagship project.

 

Golden Metal is also the operator of the Golconda Summit Project which is held
under an earn-in right from the mineral claim owner under an option agreement.
Recently obtained historical dataset from a high-resolution geochemical soil
survey covering the entirety of the Golconda Summit Project has highlighted
three zones of strongly anomalous arsenic and gold mineralisation for further
investigation. In addition. rock sample assay results from a geological
mapping and sampling programme over Golconda Summit, undertaken by Golden
Metal's in-country senior geological consultant, have confirmed strong arsenic
(pathfinder for Carlin-type gold mineralisation) and gold anomalism.

 

Ditau Camp/South Ghanzi Projects

In September 2020, the Company acquired 50% of four prospecting licences in
Botswana, from Kavango Resources PLC ("Kavango"), held in a joint operation
arrangement in the prior year ended 30 September 2021.

 

During the year ended 30 September 2022, an agreement was put in place whereby
Kavango would repurchase the 50% held by the Company on completion of a
Prospectus, to be announced by Kavango in Q4 2022. As such, the investment was
reclassified as held for sale as at 30 September 2022, the total of which was
£965k. The disposal took place following the year end, see post-year-end
section above for further details.

 

Wallal Project, Ripon Hills, Braeside Project and Selta Project

 

In October 2021, First Development Resources Pty Ltd ("FDR Pty"), an 100%
subsidiary of First Development Resources PLC ("FDR PLC"), acquired the Wallal
licences, located in the Paterson Province of Western Australia. The Wallal
project covers an area of 572km2 and is the Group's primary focus in the
region. It is of particular interest due to several geophysical anomalies
which have been identified following the completion of an in-depth study which
included the reprocessing of historic seismic data along with the analysis of
historic magnetic and gravity geophysical surveys.

 

FDR PLC also acquired the Ripon Hills and Braeside West Projects cover a
combined area of approximately 300km2. The tenements are located approximately
250 km southeast of Port Hedland on the western edge of the Paterson Province
in Western Australia. The projects are located on the western and eastern
limbs of the Oakover Syncline. The area is primarily prospective for
manganese, similar to the nearby Woodie manganese mine, as well as base-metal
and gold mineralisation associated with deep seated north to north-westerly
trending fault structures. These fault structures have the potential to be
conduits for various styles of hydrothermal mineralisation as evidenced by
recent exploration conducted by ASX listed Rumble Resources Limited on land
adjacent to the Braeside West tenement.

 

In February 2022, FDR PLC acquired URE Metals Pty Ltd ("URE") which holds the
Selta Project. The Selta project is located in the Northern Territory in an
area considered highly prospective for uranium and Rare Earth Element ("REE")
mineralisation along with base and precious metal mineralisation. Numerous
companies are actively exploring within the region. The Selta project is
comprised of three granted exploration licences and covers a total land area
of almost 1,600km2 . The project borders ASX listed Prodigy Gold and Canadian
listed Megawatt Lithium and Battery Metals Corporation; and is less than 70km
northwest of Arafura's Resources high-grade, world-class Nolans REE deposit.

 

6.                            Trade and other
receivables

 

 Group                                   2022         2021

                                         £'000        £'000
 Accounts receivable                     123          104
 Other receivables                       149          19
 Prepayments                             74           52
 Trade and other receivables             346          175

 

7.                            Share capital

 

                                                                              Number of ordinary shares
                                                                              2022                      2021
 Ordinary shares in issue at 1 October                                        1,254,808,787             818,316,542
 Issued for cash                                                              137,142,857               422,890,840
 Issued in settlement for acquisitions                                        222,703,277               13,601,405
 In issue at 30 September - fully paid (par value 0.1p)                       1,614,654,921             1,254,808,787

 

                                                                            Number of deferred

                                                                            shares
                                                                            2022                    2021
 Deferred shares in issue at 1 October                                      3,628,594,957           3,628,594,957
 In issue at 30 September                                                   3,628,594,957           3,628,594,957

                                                                            Ordinary

                                                                            share capital
                                                                            2022                    2021

                                                                            £'000                   £'000
 Balance at beginning of year                                               7,705                   7,286
 Prior Year Adjustment                                                      -                       (19)
 Share issues                                                               360                     438
 Balance at 30 September                                                    8,065                   7,705

 

                                                              Share Premium
                                                              2022            2021

                                                              £'000           £'000
 Balance at beginning of year                                 18,437          14,910
 Prior year adjustment                                        -               19
 Share issues                                                 4,999           3,546
 Expenses relating to share issues                            (124)           (38)
 Balance at 30 September                                      23,312          18,437

 

The prior year adjustment in 2021 relates to a previous misallocation between
share capital and share premium, relating to a share issue in the year ended
30 September 2017. £19,011 was incorrectly allocated to share capital and has
been rectified in the year ended 30 September 2021.

 

All ordinary shares rank equally with regard to the Company's residual assets.

 

The holders of ordinary shares are entitled to receive dividends as declared
from time to time and are entitled to one vote per share at meetings of the
Company.

 

Both classes of deferred shares (Deferred and Deferred A), do not entitle the
holders thereof to receive notice of or attend and vote at any general meeting
of the Company or to receive dividends or other distributions or to
participate in any return on capital on a winding up unless the assets of the
Company are in excess of £1,000,000,000,000. The Company retains the right
to purchase the deferred shares from any shareholder for a consideration of
one penny in aggregate for all that shareholder's deferred shares. As such,
the deferred shares effectively have no value.  Share certificates will not
be issued in respect of the deferred shares.

 

Issue of ordinary shares

In October 2021, the Company received notices to exercise warrants over
15,578,947 new ordinary shares of 0.1 pence each in the Company raising an
additional £139,842 for the Company. The warrant shares were issued pursuant
to the exercise of 10,000,000 warrants at an exercise price of 1.0 pence per
ordinary share, 1,578,947 warrants at an exercise price of 0.75 pence per
ordinary share and 4,000,000 warrants at an exercise price of 0.70 pence per
ordinary share.

 

In November 2021, Golden Metal acquired a 100% interest in the Pilot Mountain
project, the consideration for which was paid by Power Metal, including the
issue of 48,118,920 new ordinary shares of 0.1p each at an issue price of
2.5p, equating to £1.2m.

 

In November 2021 the Company acquired 100% of FDR Australia and the Wallal
Main licence currently held within FDR Australia through the issue of
13,333,333 Power Metal new ordinary shares of 0.1p each at an issue price of
2.75p and 13,333,333 warrants to acquire new Ordinary Shares at an exercise
price of 4.5p. Additional Consideration for the 100% acquisition of all other
FDR Australia interests (granted licences and a licence application currently
held by third parties to be transferred into FDR Australia under the
Agreement) of 10,000,000 Power Metal shares at an issue price of 3.2p and
10,000,000 warrants to acquire new Ordinary Shares at an exercise price of
5.0p.

 

In November 2021, the Company raised £1,050,000 through the issue of
60,000,000 new ordinary shares of 0.1p each ("Placing Shares") at an issue
price of 1.75p, the closing mid-market price on 12 November 2021. Each Placing
Share has an attaching warrant to subscribe for a further new ordinary share
of 0.1p each at an exercise price of 3.5p each with a two-year term from the
admission of the Placing  Shares creating 60,000,000 placing warrants.

 

In November 2021, the Company received notice to exercise warrants over
1,500,000 new ordinary shares of 0.1 pence each in the Company, at an exercise
price of 0.7 pence per ordinary share, raising an additional £10,500.

 

In December 2021, the Company received notice to exercise warrants over
38,500,000 new ordinary shares of 0.1 pence each raising an additional
£269,500 for the Company. The Warrant Shares were issued pursuant to the
exercise of 38,500,000 warrants at an exercise price of 0.7 pence per ordinary
share of 0.1 pence each in the Company.

 

In January 2022 the Company agreed terms to secure the early clearance of a
Tail Benefit through the payment of £50,000 cash and issue to Thor Mining of
4,000,000 new ordinary shares of 0.1p each in the Company at an issue price of
2.5p per share.

 

In January 2022 the Company announced that the two Prospecting Licences
comprising the Tati Project were successfully transferred into Tati Greenstone
Resources Pty Ltd, a wholly owned private Botswana-based subsidiary of Power
Metal. The Company issued 833,333 new ordinary Shares of 0.1p each at an issue
price of 3.0 pence per New Ordinary Share. The Company also elected to proceed
with the year 3 exploration spend programme (for the year ending 30 September
2022) and paid a further consideration of £50,000, to the Vendors through the
issue of 833,333 New Ordinary Shares at an issue price of 3.0p each for each
licence, resulting in 1,666,666 New Ordinary Shares to be issued.

 

In February 2022, the Company received a notice to exercise options over
13,613,929 new ordinary shares of 0.1 pence each at an exercise price of 1.0
pence per new ordinary share raising an additional £136,139 for the Company.

 

In February 2022, the Company received a notice to exercise warrants over
5,000,000 new ordinary shares of 0.1 pence each at an exercise price of 0.75p
per Warrant Share and raising an additional £37,500 for the Company.

 

In April 2022, the Company received a notice to exercise warrants over
2,315,789 new ordinary shares of 0.1 pence each at an exercise price of 0.75p
per Warrant Share, raising an additional £17,368 for the Company.

 

In May 2022, the Company received a notice to exercise warrants over 6,710,526
new ordinary shares of 0.1 pence each at an exercise price of 0.75p per
Warrant Share, raising an additional £50,329 for the Company.

 

In May 2022 the Company signed an Agreement for the 100% acquisition of Pardoo
Resources Pty Limited by First Development Resources PLC. The Company issued
398,036 Ordinary Shares at an issue price of 2.75p and 398,036 Power Metal
warrants at an exercise price of 4.5p.

 

In June 2022, the Company received a notice to exercise warrants over 657,895
new ordinary shares of 0.1 pence each at an exercise price of 0.75p per
Warrant Share, raising an additional £4,934 for the Company.

 

In July 2022 the Company received a notice to exercise warrants over
54,772,304 new ordinary shares, raising an additional £414,865 for the
Company. The warrant shares were issued pursuant to the exercise of 51,022,319
warrants at an exercise price of 0.75 pence per ordinary share and 3,749,985
warrants at an exercise price of 0.90 pence per ordinary share.

 

In July 2022 the Company announced an acquisition of additional uranium
properties surrounding the Athabasca Basin in northern Saskatchewan, Canada.
The cost of the Acquisition was £88,872 payable as £16,158 cash and £72,714
through the issue of 5,703,599 new ordinary shares of 0.1p in the Company at
an issue price of 1.275p.

 

In September 2022 the Company raised £800,000 before expenses through the
issue of 57,142,857 new ordinary shares of 0.1p each at an issue price of 1.4p
per share, the closing market price on 2 September 2022. Each share has an
attaching warrant to subscribe for one new ordinary share of 0.1p each at an
exercise price of 2.0p with a 12-month term from 19 September 2022 creating
57,142,857 warrants.

 

In September 2022, the Company raised an additional £280,000 before expenses
through the issue of 20,000,000 new ordinary shares of 0.1p each at an issue
price of 1.4p per share, the closing market bid price on 2 September 2022. As
above, each share has an attaching warrant to subscribe for one new ordinary
share of 0.1p each at an exercise price of 2.0p with a 12-month term from 19
September 2022.

 

8.            Earnings per share

 

Basic and diluted loss per share

The calculation of basic and diluted loss per share is based on the loss
attributable to ordinary shareholders of £2,257,872 (2021: £591,938), and a
weighted average number of ordinary shares in issue of 1,457,507,624 (2021:
1,079,317,932).

 

The basic and diluted earnings per share are the same given the loss for the
year, making the outstanding share options and warrants anti-dilutive.

 

9.                     Trade and other payables

 

Group

                                                                  2022                2021

                                                                  £'000               £'000
 Trade payables                                               686                 250
 Accrued expenses                                             164                 67
 Trade and other payables                                         850                 317

 

Company

                                               2022         2021

                                               £'000        £'000
 Trade payables                                329          146
 Accrued expenses                              164          74
 Payable to group undertakings                 24           27
 Trade and other payables                      517          247

 

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

For further information please visit https://www.powermetalresources.com/
(https://www.powermetalresources.com/) or contact:

 Power Metal Resources plc
 Paul Johnson (Chief Executive Officer)                                          +44 (0) 7766 465 617

 SP Angel Corporate Finance (Nomad and Joint Broker)
 Ewan Leggat/Charlie Bouverat                                                    +44 (0) 20 3470 0470

 SI Capital Limited (Joint Broker)
 Nick Emerson                                                                    +44 (0) 1483 413 500

 First Equity Limited (Joint Broker)
 David Cockbill/Jason Robertson                                                  +44 (0) 20 7330 1883

 

NOTES TO EDITORS

Power Metal Resources plc - Background

Power Metal Resources plc (LON:POW) is an AIM listed metals exploration
company which finances and manages global resource projects and is seeking
large scale metal discoveries.

 

The Company has a principal focus on opportunities offering district scale
potential across a global portfolio including precious, base and strategic
metal exploration in North America, Africa and Australia.

 

Project interests range from early-stage greenfield exploration to later-stage
prospects currently subject to drill programmes.

 

Power Metal will develop projects internally or through strategic joint
ventures until a project becomes ready for disposal through outright sale or
separate listing on a recognised stock exchange thereby crystallising the
value generated from our internal exploration and development work.

 

Value generated through disposals will be deployed internally to drive the
Company's growth or may be returned to shareholders through share buy backs,
dividends or in-specie distributions of assets.

 

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 (mailto:rns@lseg.com)
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