REG - Premier African Min - Half-year Report

Premier African MineralsAnnouncement

30/09/2020 18:20

RNS Number : 6836A
  
Premier African Minerals Limited
  
30 September 2020
  
 

Premier African Minerals Limited / Ticker: PREM / Index: AIM / Sector: Mining
 
For immediate release
30 September 2020
 
Premier African Minerals Limited

('Premier' or 'the Company')
 
Unaudited Interim Results for the six months ended 30 June 2020
 
Chief Executive Statement
 
Dear Shareholders,
 
It is a pleasure to share with you the interim results for the six months ended 30 June 2020.
 
The first six months of 2020 (the "Period") has been extensively reported as post financial year end events in our annual financial statements that were released earlier today.
 
I wish to reaffirm to shareholders that the Company's ongoing focus is:
 
·    To continue to engage directly with MN Holding Limited;
·    Look to acquire cash generative assets;
·    Resolve the status in Zimbabwe, either that the Exclusive Prospecting Order is granted at Zulu and Tantalum Project or RHA Tungsten (Pvt) Ltd equity and funding is resolved or seek a potential disposition of these assets; and
·    Identify and secure high value exploration targets in other jurisdiction.
 
Financial and Statutory Information
 
The Group had an operating loss of US$0.649 million for the six months. Premier received continued financial support from a major shareholder throughout the year. Premier is committed to reduce its debts and restrict capital expenditure to our focus objectives as set out above.
 
The operating loss for this period is mainly due to the costs associated with maintaining the listing status, which is made up of administrative fees, retainers to advisors and essential Premier operational expenditure.
 
It is important to note that in the period post June 2020, Premier has significantly reduced its overall liabilities by US$1.4 million through a combination of debt conversion and other settlement agreements and this assists in positioning the Company to achieve the objectives set out above.
 
These interim statements to 30 June 2020 have not been reviewed by the auditors.
 
Mr. George Roach

Chief Executive Officer

30 September 2020
 
Forward Looking Statements
Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as "believe", "could", "should", "envisage", "estimate", "intend", "may", "plan", "will" or the negative of those, variations or comparable expressions, including references to assumptions. These forward looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors. A number of factors could cause actual results to differ materially from the results discussed in the forward looking statements including risks associated with vulnerability to general economic and business conditions, competition, environmental and other regulatory changes, actions by governmental authorities, the availability of capital markets, reliance on key personnel, uninsured and underinsured losses and other factors, many of which are beyond the control of the Company. Although any forward looking statements contained in this announcement are based upon what the Directors believe to be reasonable assumptions, the Company cannot assure investors that actual results will be consistent with such forward looking statements.
 
This announcement contains inside information for the purposes of Article 7 of EU Regulation No. 596/2014 on market abuse. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain. The person who arranged the release of this announcement on behalf of the Company was George Roach.
 
For further information please visit www.premierafricanminerals.com or contact the following:
 




George Roach 


Premier African Minerals Limited


Tel: +27 (0) 100 201 281




Michael Cornish / Roland Cornish


Beaumont Cornish Limited
(Nominated Adviser)


Tel: +44 (0) 20 7628 3396




Jerry Keen/Edward Mansfield


Shore Capital Stockbrokers Limited


Tel: +44 (0) 20 7408 4090




 
 
 
CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION
EXPRESSED IN US DOLLARS
 





 


 


 Six months to 


Six months to


2019




EXPRESSED IN US DOLLARS


 


 30 June 2020 


30 June 2019


(Audited)




 


Notes


 $ 000 


$ 000


$ 000




ASSETS


 


 


 


 




Non-current assets


 


 


 


 




Intangible assets


4


- 


- 


- 




Investments


5


7 559


6 263


7 444




Property, plant and equipment


6


- 


- 


- 




 


 


7 559


6 263


7 444




Current assets


 


 


 


 




Inventories


 


1


4


2




Trade and other receivables


 


715


25


18




Cash and cash equivalents


 


37


1 192


40




 


 


                      753 


                   1 221 


                         60 




TOTAL ASSETS


 


8 312


7 484


7 504




 


 


 


 


 




LIABILITIES


 


 


 


 




Non-current liabilities


 


 


 


 




Other financial liabilities


 


- 


- 


- 




Provisions - rehabilitation


 


165


173


388




 


 


165


173


388




Current liabilities


 


 


 


 




Bank overdraft


 


- 


1


- 




Trade and other payables


 


1 495


856


1 406




Other financial liabilities


 


- 


65


35




Borrowings


7


1 255


685


715




 


 


2 750


105


2 156




TOTAL LIABILITIES


 


2 915


68


2 544




 


 


 


 


 




NET ASSETS


 


5 397


7 416


4 960




 


 


 


 


 




EQUITY


 


 


 


 




Share capital


8


48 935


46 550


48 042




Share based payment and warrant reserve


 


2 366


2 366


2 366




Revaluation reserve


 


711


711


711




Foreign currency translation reserve


 


(14 113)


1 772


(14 236)




Accumulated loss


 


(20 849)


(34 249)


(20 415)




Total equity attributed to the owners of the parent company


 


17 050


17 150


16 468




Non-controlling interest


 


(11 653)


(9 734)


(11 508)




 


 


 


 


 




TOTAL EQUITY


 


5 397


7 416


4 960





 
 
 
 
CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME
EXPRESSED IN US DOLLARS
 





 


 


Six months to


Six months to


2019




Continuing operations


Notes


30 June 2020


30 June 2019


(Audited)




EXPRESSED IN US DOLLARS


 


$ 000


$ 000


$ 000




 


 


 


 


 




Sales


 


- 


- 


- 




Cost of sales excluding depreciation and amortisation 


- 


(23)


- 




Depreciation and amortisation


6


- 


- 


- 




Gross income / (loss)


 


- 


(23)


- 




Administrative expenses


 


(618)


(1 123)


(1 871)




Foreign exchange losses


 


- 


(18 258)


- 




Operating income / (loss)


 


(618)


(1 146)


(1 871)




 


 


 


 


 




Other Revenue


 


51


1 548


1 285




Fair value movement on available-for-sale investment


- 


- 


- 




Fair value movement on warrant options cancelled


 


- 


- 


- 




Impairment of PPE - RHA


 


(21)


- 


(483)




Impairment of current assets - RHA


 


- 


- 


- 




Impairment of intangible assets -  Zulu Lithium


 


- 


- 


- 




Finance charges


 


(61)


(68)


(140)




 


 


 


 


 




Income / (Loss) before income tax


 


(649)


(17 924)


(1 209)




Income tax expense


10


- 


- 


- 




Income / (Loss) from continuing operations


 


(649)


(17 924)


(1 209)




 


 


 


 


 




Income / (Loss) for the year


 


(649)


(17 924)


(1 209)




Other comprehensive income:


 


 


 


 




Items that are or may be reclassified subsequently to profit or loss:


 


 


 


 




Foreign exchange translation variance


 


193


5 506


(25 029)




Fair value movement on available-for-sale investment


 


- 


- 


- 




 


 


193


5 506


(25 029)




Total comprehensive income for the year


 


(456)


(12 418)


(26 238)




 


 


 


 


 




Income / (Loss) attributable to:


 


 


 


 




Owners of the Company


 


(434)


(9 567)


(1 227)




Non-controlling interests


 


(215)


(8 357)


18




 


 


(649)


(17 924)


(1 209)




 


 


 


 


 




Total comprehensive income attributable to:


 


 


 


 




Owners of the Company


 


(311)


(15 388)


(15 463)




Non-controlling interests


 


(145)


2 970


(10 775)




 


 


 


 


 




Total comprehensive income for the year


 


(456)


(12 418)


(26 238)




 


 


 


 


 




Loss per share attributable to owners of the parent (expressed in US cents)


 


 


 


 




Basic loss per share


11


(0.1)


(0.0)


(0.01)




Diluted loss per share


11


(0.1)


(0.0)


(0.01)




 


 


 


 


 




 


 


 


 


 





 


CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY
EXPRESSED IN US DOLLARS
 
 





 


Share capital


Foreign currency translation reserve


Share option and warrant reserve


Revaluation reserve


Retained earnings


Total attributable to owners of parent


Non-controlling interest("NCI")


Total equity




 


$ 000


$ 000


$ 000


$ 000


$ 000


$ 000


$ 000


$ 000




At 1 January 2019


45 873


- 


2 366


711


(34 423)


14 527


(12 704)


1 823




Loss for the period


- 


- 


- 


- 


(9 567)


(9 567)


(8 357)


(17 924)




Foreign exchange translation variances through OCI


- 


1 772


- 


- 


9 741


11 513


11 327


22 840




Other comprehensive income for the period


- 


- 


- 


- 


- 


- 


- 


- 




Total comprehensive income for the period


- 


1 772


- 


- 


174


1 946


2 970


4 916




Transactions with Owners


 


 


 


 


 


 


 


 




Share issue costs


(33)


- 


- 


- 


- 


(33)


- 


(33)




Issue of equity shares


710


- 


- 


- 


- 


710


- 


710




At 30 June 2019


46 550


1 772


2 366


711


(34 249)


17 150


(9 734)


7 416




Effect of change in the functional currency of subsidiaries


-  


-  


-  


-  


15 235 


15 235 


11 971 


27 206 




Loss for the period


-  


-  


-  


-  


8 340 


8 340 


8 375 


16 715 




Other comprehensive income for the period


-  


(16 008)


-  


-  


(9 741)


(25 749)


(22 120)


(47 869)




Total comprehensive income for the period


-  


(16 008)


-  


-  


13 834 


(2 174)


(1 774)


(3 948)




Transactions with Owners


 


 


 


 


 


 


 


 




Issue of equity shares


1 527 


-  


-  


-  


-  


1 527 


-  


1 527 




Share issue costs


(35)


-  


-  


-  


-  


(35)


-  


(35)




At 31 December 2019


48 042 


(14 236)


2 366 


711 


(20 415)


16 468 


(11 508)


4 960 




Loss for the period


-  


-  


-  


-  


(434)


(434)


(215)


(649)




Other comprehensive income for the period


-  


123 


-  


-  


-  


123 


70 


193 




Total comprehensive income for the period


- 


123


- 


- 


(434)


(311)


(145)


(456)




Transactions with Owners


 


 


 


 


 


 


 


 




Issue of equity shares


893 


-  


-  


-  


-  


893 


-  


893 




At 30 June 2020


48 935


(14 113)


2 366


711


(20 849)


17 050


(11 653)


5 397





 


CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS
EXPRESSED IN US DOLLARS
 





 


 


Six months to


Six months to


2019




 


 


30 June 2020


30 June 2019


(Audited)




EXPRESSED IN US DOLLARS


 


$ '000


$ '000


$ 000




 


 


 


 


 




Net cash outflow from operating activities


 


(1 236)


1 090


(404)




 


 


 


 


 




Investing activities


 


 


 


 




Acquisition of property plant and equipment


 


- 


- 


(483)




Acquisition of investment


 


(115)


- 


(1 181)




Proceeds on sale of investment


 


- 


- 


- 




 


 


 


 


 




Net cash used in investing activities


 


(115)


- 


(1 664)




 


 


 


 


 




Financing activities


 


 


 


 




Repayment of borrowings


 


- 


- 


- 




Proceeds of loans granted


 


490


468


468




Repayment of warrant liability


 


- 


- 


- 




Net proceeds from issue of loan notes


 


- 


- 


- 




Net proceeds from issue of share capital


 


893


- 


1 984




Share issue costs


 


- 


- 


- 




Finance charges


 


(1)


(64)


(12)




Repayment of finance lease


 


(34)


(29)


(60)




 


 


 


 


 




Net cash from financing activities


 


1 348


375


2 380




 


 


 


 


 




Net decrease in cash and cash equivalents


 


(3)


1 465


312




 


 


 


 


- 




Cash and cash equivalents at beginning of period


 


40


(272)


(272)




Net cash and cash equivalents at end of period


 


37


1 193


40





 
 
 
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
 
1.    GENERAL INFORMATION
 
Premier African Minerals Limited ('Premier' or 'the Company'), together with its subsidiaries (the 'Group'), was incorporated and domiciled in the Territory of the British Virgin Islands under the BVI Business Companies Act, 2004. The address of the registered office is Craigmuir Chambers, PO Box 71, Road Town, Tortola, British Virgin Islands. Premier's shares were admitted to trading on the London Stock Exchange's AIM market on 10 December 2012.
 
The Group's operations and principal activities are the mining, development and exploration of mineral reserves, primarily on the African continent. The presentational currency of the condensed consolidated interim financial statements is US Dollars ("$").
 
2.    BASIS OF PREPARATION
 
These unaudited condensed consolidated interim financial statements for the six months ended 30 June 2020 were approved by the Board and authorised for issue on 30 September 2020.
 
These interim financial statements have been prepared in accordance with the recognition and measurement principles of the International Financial Reporting Standards ("IFRS") as endorsed by the EU.  
 
The accounting policies applied in the preparation of these consolidated interim financial statements are consistent with the accounting policies applied in the preparation of the consolidated financial statements for the year ended 31 December 2019.
 
The figures for the six months ended 30 June 2019 and 30 June 2020 are unaudited and do not constitute full accounts. The comparative figures for the year ended 31 December 2019 are extracts from the 2019 audited accounts. The independent auditor's report on the 2019 accounts was qualified but included an emphasis of matter relating to going concern.
 
Going Concern
 
The Directors have prepared cash flow forecasts for the next 12 months, taking into account working capital and expenditure forecasts for the rest of the Group including overheads and other development costs. 
 
The forecasts include additional equity finance which the directors believe can be met. In the event that the Company is unable to obtain additional equity finance for the Group's working capital, a material uncertainty exists which may cast significant doubt on the ability of the Group to continue as a going concern and therefore be unable to realise its assets and settle its liabilities in the normal course of business.
 
3.    SEGMENTAL REPORTING
 
Segmental information is presented in respect of the information reported to the Directors. The segmental information reports the revenue generating segments of RHA Tungsten (Pvt) Ltd ("RHA"), that operates the RHA Tungsten Mine, and Zulu Lithium (Pvt) Ltd ("Zulu"). The RHA segment derives income primarily from the production and sale of wolframite concentrate. All other segments are primarily focused on exploration and on administrative and financing segments. Segmental results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.
 
As at the reporting date, the company has significant holdings in Zimbabwe. As indicated in the audited annual financial statements, the Zimbabwean government mandated that with effect of 1 March 2019 the only functional currency is the RTGS Dollar. Since the introduction of RTGS Dollars the Zimbabwean inflation rate has gone into hyperinflationary percentages. Hyperinflationary accounting requires a restatement of the local currency assets and liabilities to reflect the effect of the hyperinflation before translating the local currency to the reporting currency. Refer to the audited annual financial statements of 31 December 2019 for more detailed information.

 
 




By operating segment


Unallocated Corporate


RHA Tungsten Mine Zimbabwe and RHA Mauritius*


Exploration Zulu Lithium Zimbabwe and Zulu Mauritius


Total continuing operations




June 2020


$ 000


$ 000


$ 000


$ 000




 


 


 


 


 




Result


 


 


 


 




Revenue 


- 


- 


- 


- 




Operating (income) / loss


503


(138)


9


374




Other Income


- 


(51)


- 


 




Fair value movement on investment


- 


- 


- 


- 




Fair value movement on warrant options cancelled


- 


- 


- 


- 




Impairment of RHA


- 


21


- 


21




Impairment of Zulu Lithium


- 


- 


- 


- 




Finance charges


51


10


- 


61




Loss before taxation


554


(158)


9


456




Assets


 


 


 


 




Exploration and evaluation assets


- 


- 


- 


- 




Investments 


7 559


- 


- 


7 559




Inventories


- 


1


- 


1




Trade and other receivables


708


7


- 


715




Cash


1


36


- 


37




Total assets


8 268


44


- 


8 312




Liabilities


 


 


 


 




Other financial liabilities


- 


- 


- 


- 




Borrowings


(1 255)


- 


- 


(1 255)




Bank overdraft


- 


- 


- 


- 




Trade and other payables


(1 082)


(410)


(3)


(1 495)




Provisions


- 


(165)


- 


(165)




Total liabilities


(2 337)


(575)


(3)


(2 915)




Net assets 


5 931


(531)


(3)


5 397




 


 


 


 


 




Other information


 


 


 


 




Depreciation and amortisation


-


-


-


- 




Property plant and equipment additions


-


31


-


31




Costs capitalised to intangible assets


-


-


- 


- 




 
 
 
 





By operating segment


Unallocated Corporate


RHA Tungsten Mine Zimbabwe and RHA Mauritius*


Exploration Zulu Lithium Zimbabwe and Zulu Mauritius


Total continuing operations




June 2019


$ 000


$ 000


$ 000


$ 000




 


 


 


 


 




Result


 


 


 


 




Revenue


- 


- 


- 


- 




Operating (income) / loss


703


18 026


673


17 854




Other Income


(600)


(948)


- 


(1 548)




Fair value movement on investment


- 


- 


- 


- 




Fair value movement on warrant options cancelled


- 


- 


- 


- 




Impairment of RHA


- 


- 


- 


- 




Impairment of Zulu Lithium


- 


- 


- 


- 




Finance charges


4


64


- 


68




Loss before taxation


107


17 142


673


17 922




Assets


 


 


 


 




Exploration and evaluation assets


- 


- 


- 


- 




Investments 


6 263


- 


- 


6 263




Inventories


- 


4


- 


4




Trade and other receivables


- 


9


- 


9




Cash


348


844


- 


1 193




Total assets


6 611


857


- 


7 469




Liabilities


 


 


 


 




Other financial liabilities


- 


(65)


- 


(65)




Borrowings


(685)


- 


- 


(685)




Bank overdraft


- 


- 


(1)


(1)




Trade and other payables


(1 006)


1 864


(2)


856




Provisions


- 


(173)


- 


- 




Total liabilities


(1 691)


1 626


(3)


105




Net assets 


4 920


2 483


(3)


7 574




 


 


 


 


 




Other information


 


 


 


 




Depreciation and amortisation


-


-


-


- 




Property plant and equipment additions


-


483


-


483




Costs capitalised to intangible assets


-


-


- 


- 





 
 
 
 





By operating segment


Unallocated Corporate


RHA Tungsten Mine Zimbabwe and RHA Mauritius*


Exploration Zulu Lithium Zimbabwe and Zulu Mauritius


Total continuing operations




December 2019


$ 000


$ 000


$ 000


$ 000




 


 


 


 


 




Result


 


 


 


 




Revenue (1)


-


(168)


-


(168)




Operating loss


1 791


1 053


-


2 844




Other Income


(1 285)


- 


- 


(1 285)




Fair value movement on investment


- 


- 


- 


- 




Fair value movement on warrant options cancelled


- 


- 


- 


- 




Impairment of RHA


- 


483


- 


483




Impairment of Zulu Lithium


- 


- 


4 563


4 563




Finance charges


7


133


- 


140




Loss before taxation


513


1 669


4 563


6 745




Assets


 


 


 


 




Exploration and evaluation assets


- 


- 


- 


- 




Investments 


6 263


- 


- 


6 263




Inventories


-


26


- 


26




Trade and other receivables


15


38


- 


53




Cash


2


11


2


16




Total assets


6 280


75


2


6 358




Liabilities


 


 


 


 




Other financial liabilities


-


(94)


-


(94)




Borrowings


(213)


-


-


(213)




Bank overdraft


-


(288)


-


(288)




Trade and other payables


(1 313)


(1 645)


-


(2 957)




Provisions


-


(983)


-


(983)




Total liabilities


(1 526)


(3 009)


- 


(4 535)




Net assets 


4 754


(2 934)


2


1 823




 


 


 


 


 




Other information


 


 


 


 




Depreciation and amortisation


-


-


-


-




Property plant and equipment additions


-


196


-


196




Costs capitalised to intangible assets


-


-


272


272





 
 
 
* Represents 100% of the results and financial position of RHA Tungsten (Private) Limited ("RHA") whereas the Group owns 49%.
 
 
 
4.    INTANGIBLE EXPLORATION AND EVALUATION ASSETS
 





 


Exploration & Evaluation assets 


 Total




 


$ 000


$ 000




 


 


 




Opening carrying value 1 January 2019


-  


-  




Expenditure on Exploration and evaluation


-  


-  




Closing carrying value 30 June 2019


-  


-  




Expenditure on Exploration and evaluation


-  


-  




Closing carrying value 31 December 2019


-  


-  




Expenditure on Exploration and evaluation


-  


-  




Closing carrying value 30 June 2020


-  


-  





 
 
During the period to 30 June 2020 $ Nil was capitalised to the Zulu (six months to 30 June 2019: $ Nil, year to 31 December 2019: $ Nil).
 
Exploration work conducted on Zulu during prior periods indicated that both lithium and tantalum recovery may be a viable option. The Group views this project as strategic and exploration work will be continued in the future, cash flow permitting.
 
5.    INVESTMENTS





 


Circum


MNH


 




Available-for-sale:


Minerals


Holdings


Total




Closing carrying 30 June 2019


6 263


-


6 263




Shares acquired


-


1 181


1 181




Closing carrying 31 December 2019


6 263


1 181


7 444




Shares acquired


-


115


115




Closing carrying 30 June 2020


6 263


1 296


7 559





 
 





Reconciliation of movements in investments


 


 


 




Investment in Circum Minerals Limited - 15 May 2014


1 400


-


1 400




Fair value adjustment - February 2015


1 100


-


1 100




Fair value adjustment - June 2015


1 500


-


1 500




Acquisition at fair value 2017


2 936


-


2 936




Issue of Premier shares 


1 216


-


1 216




Fair value adjustment - 31 December 2017


(1 889)


-


(1 993)




Carrying value at 31 December 2018 and 30 June 2019


6 263


-


2 159




Acquisition at fair value 


-


1 181


1 181




 


6 263


1 181


3 340




Acquisition at fair value 


-


115


115




Carrying value at 31 December 2019 and 30 June 2020


6 263


1 296


7 559





 
Premier's investment in Circum Minerals Limited ('Circum') was designated as FVOCI as such is required to be measured at fair value at each reporting date. As Circum is unlisted there are no quoted market prices. The fair value of Circum shares was derived using the previous issue price and validating it against the most recent placing price on 30 April 2019. The shares are considered to be level 3 financial assets under the IFRS 13 categorisation of fair value measurements. We continue to hold 5 010 333 shares in Circum currently valued in total at $6.263 million. 
Premier's investment in MN Holdings ('MNH') is classified as an FVOCI as such is required to be measured at fair value at the reporting date. As MNH is unlisted there are no quoted market prices. The Fair value of the MNH shares as at 30 June 2020 and 31 December 2019 was derived using the purchase price in July 2019.
 
6.    PROPERTY, PLANT AND EQUIPMENT
 




 


Mine Development


Plant and Equipment


Land and Buildings


Total




 


$ 000


$ 000


$ 000


$ 000




Cost


 


 


 


 




At 1 January 2019


8 409 


4 310 


852 


13 571 




Foreign Currency Translation effect


(6 786)


(1 055)


(732)


(8 573)




Additions


-  


-  


-  


-  




At 30 June 2019


1 623 


3 255 


120 


4 998 




Foreign Currency Translation effect


2 046 


(252)


193 


1 987 




Transfer from Capital Work in Progress


62 


(62)


-  


-  




Additions


31


452


-  


483 




At 31 December 2019


3 762 


3 393 


313 


7 468 




Foreign Currency Translation effect


(1 677)


(650)


(182)


(2 509)




Additions


31 


-  


-  


31 




At 30 June 2020


2 116 


2 743 


131 


4 990 




 


 


 


 


 




Accumulated Depreciation and Impairment Losses


 


 


 




At 1 January 2019


8 409 


4 310 


852 


13 571 




Foreign Currency Translation effect


(6 786)


(1 055)


(732)


(8 573)




Charge for the year


-  


-  


-  


-  




At 30 June 2019


1 623 


3 255 


120 


4 998 




Exchange differences


2 046 


(252)


193 


1 987 




Charge for the year


-  


-  


-  


-  




Impairment of RHA


93 


390 


-  


483 




At 31 December 2019


3 762 


3 393 


313 


7 468 




Foreign Currency Translation effect


(1 677)


(650)


(182)


(2 509)




Charge for the year


-  


-  


-  


-  




Impairment of RHA


31 


-  


-  


31 




At 30 June 2020


2 116 


2 743 


131 


4 990 




 


 


 


 


 




Net Book Value


 


 


 


 




At 30 June 2019


-  


-  


-  


-  




At 31 December 2019


-


-


-


-




At 30 June 2020


-


-


-


-




 
 
 
7.    BORROWINGS
 





 


30 June


30 June


 




 


30 June 2020


30 June 2019


2019




 


(Unaudited)


(Unaudited)


(Audited)




 


$ 000


$ 000


$ 000




 


 


 


 




Loan - G. Roach 


442 


216 


219




Loan - Regent Mercantile


387


350


368




Loan - B. Roach


132


119


128 




Convertible Loan Notes - Riverfort, D-Beta, YA


294


-  


-  




 


1 255 


685 


715 




 


 


 


 




Reconciliation of movement in borrowings


 


 


 




As at 1 January


715 


213 


213 




Loans received (1) (2)


490 


468 


468 




Accrued interest


50 


4 


34 




As at 30 June / 31 December


1 255 


685 


715 




 


 


 


 




Current


1 255 


685 


715 




Non-current


-  


-  


-  




 


1 255 


685 


715 





 
 
Borrowings comprise loans from a related party and a non-related party.
 
1)    On the 9th of April 2020 the company announced the conclusion of a loan instrument of US$0.200 million with a company owned by a Trust of which George Roach is a beneficiary, for a gross value of US$0.200 million. The proceeds of the New Loan will be used to support ongoing development and provide additional general working capital for the Company. The annual interest rate payable on the outstanding amounts under the New Loan is 10% per annum. 
 
2)    On the 7th of May 2020 Premier announced the conclusion of an investment agreement of US$0.290 million before costs with D-Beta One EQ, Ltd ("D-Beta"), YA II PN, Ltd ("YA") and Riverfort Global Opportunities PCC Limited ("Riverfort"). The annual interest rate payable on the outstanding investment amount is 10%. The principal amount (plus any accrued interest) under the Investment Agreement is repayable six months from the date of this announcement. The proceeds of the Investment Agreement will be used to reduce existing liabilities and general working capital for the Company.
 
8.    SHARE CAPITAL
 
Authorised share capital
 
Authorised share capital
 
At the Annual General Meeting held on 5th August 2019, the shareholders approved the following:
 
1)    the removal of the restrictions on the number of no-par value ordinary shares of a single class that the Company is authorised to issue; and
 
2)    for the period commencing twenty-four (24) months following the date of the above general meeting, the disapplication of the pre-emption provisions in Company's articles of association in relation to the issue of up to six billion and five hundred million (6 500 000 000) ordinary shares. 
 
The total number of voting rights in the Company on the 30 June 2020 was 11 935 375 754.
Issued share capital




 


 


Number of Shares


Value




 


 


 '000


$ 000




As at January 2019


 


7 383 679 


48 798 




 


 


 


 




Shares issued on conversion for fees


 


161 986 


710 




As at 30 June 2019


 


7 545 665 


49 508 




 


 


 


 




Shares issued under subscription agreement 


 


1 956 737 


525 




Shares issued on conversion of loan


 


1 763 669 


569 




As at 31 December 2019


 


11 266 071 


51 035 




 


 


 


 




Shares issued for direct Investment 


 


669 304 


893 




As at 30 June 2020


 


11 935 375 


51 928 




 
Reconciliation to balance as stated in the consolidated statement of financial position
 




 


 Issued 


 Share Issue 


 Share Capital 




 


 Share Capital 


 Costs 


 (Net of Costs) 




 


 $ '000 


 $ '000 


 $ '000 




 


 


 


 




As at 31 December 2018 - Audited


48 798


(2 925)


45 873




Shares issued


710


(33)


677




As at 30 June 2019


49 508


(2 958)


46 550




Shares issued


1 527


(35)


1 492




As at 31 December 2019 - Audited


51 035


(2 993)


48 042




Shares issued


893


-


893




As at 30 June 2020


51 928


(2 993)


48 935




 
 
 
9.    OTHER INCOME





 


30 June 2020


30 June 2019


2019




 


(Unaudited)


(Unaudited)


(Audited)




 


$ 000


$ 000


$ 000




 


 


 


 




NIEEF refund of expenses


51


948


404




Reversal of prescribed debt


-


600


881




 


51


1 548


1 285





 
10.  FOREIGN EXCHANGE GAINS AND LOSSES
 
As indicated in note 3. Segmental Reporting, the company has significant holdings in Zimbabwe. With effect from the 1st of March 2019, the Zimbabwean government mandated that the only functional currency is RTGS Dollar. Since the introduction of RTGS Dollar the currency has devalued from the introductory rate of RTGS Dollar 1: $ 1 to RTGS Dollar 57.3582 at 30 June 2020 (RTGS Dollar 6.622 - 30 June 2019). This currency has continued to devalue in the period to 30 September 2020.  As defined in IAS29, the Zimbabwean economy is considered to be hyperinflationary. As most of the group's Zimbabwean assets have been impaired the result in liabilities are adjusted for the hyperinflationary effect. This leads to a net gain on translation into the reporting currency. For further information refer to the audited financial statement of 31 December 2019.
11.  TAXATION
 
There is no taxation charge for the period ended 30 June 2020 (30 June 2019 and 31 December 2019: Nil) because the Group is registered in the British Virgin Islands where no corporate taxes or capital gains tax are charged. However, the Group may be liable for taxes in the jurisdictions of the underlying operations.
The Group has incurred tax losses in Zimbabwe; however, a deferred tax asset has not been recognised in the accounts due to the unpredictability of future profit streams.  
Contingent liability
 
The Group operates across different geographical regions and is required to comply with tax legislation in various jurisdictions. The determination of the Group's tax is based on interpretations applied in terms of the respective tax legislations and may be subject to periodic challenges by tax authorities which may give rise to tax exposures.
 
12.  LOSS PER SHARE
 
The calculation of loss per share is based on the loss after taxation attributable to the owners of the parent divided by the weighted average number of shares in issue during each period.
 





 


Six months to


Six months to


31 December




 


30 June 2020


30 June 2019


2019




 


(Unaudited)


(Unaudited)


(Audited)




 


$ '000


$ '000


$ '000




 


 


 


 




Net loss attributable to owners of the company ($'000)


(434)


(9 567)


(1 227)




 


 


 


 




Weighted average number of Ordinary Shares in calculating


 


 




basic earnings per share ('000)


11 455 420 


7 413 376 


11 266 071 




 


 


 


 




Basic loss per share (US cents)


(0.004)


(0.13)


(0.1)





 
 
As the Group incurred a loss for the period, there is no dilutive effect from the share options and warrants in issue or the shares issued after the reporting date.
 
13.  EVENTS AFTER THE REPORTING DATE
 
1)            RHA Tungsten (Pvt) Ltd ("RHA") 
 
The Ministry of Industry and Commerce ("Ministry"), acting on behalf the National Indigenisation and Economic Empowerment Fund (NIEEF) confirmed in July 2020 that the previously appointed directors of RHA could now continue to act in their capacity as directors on behalf of NIEEF. This has resulted in the removal of an ongoing stumbling blocks to finding a mutually acceptable solution to the funding and equity dilemma at RHA as the Ministry required that the board of RHA be properly constituted before final decisions could be taken on how this wish to proceed with RHA .
 
2)            Zulu Lithium and Tantalum ("Zulu")
 
Communication received during July 2020 from the Ministry of Mines and Mining Development, reaffirmed Premier view that finality regarding the conclusion of the procedural process of Premier's Exclusive Prospecting Order application will be concluded in the near future.
 
3)            Corporate matters
 
In June 2020, Premier entered into a conditional sale and purchase agreement to acquire a portfolio of hard-rock lithium assets located in Zimbabwe and Mozambique from Lithium Consolidated Ltd ("Li3") following Li3's strategic shift of focus to their Australian based projects. Premier conditionally agreed to purchase the Li3 African projects for a gross consideration of AUD$ 150 000, (approximately US$104 000) that was to be satisfied through issuance of new ordinary in Premier. Premier completed the purchase in July 2020 by the issuance of 124 512 702 in favour of Li3.
 
On 24 July 2020, the Company received a notice of exercise by Regent to convert their loan plus accrued interest in the amount of US$390 040.92 (£305 836.77) in accordance with the terms of the loan agreement as announced on the 21 June 2019 into new ordinary shares in the Company. The Company therefor has issued 431 241 920 new ordinary shares to Regent at an issue price of 0.07092p per share.
 
On 27 July 2020, the Company received a notice of exercise by D-Beta One EQ, Ltd, YA II PN, Ltd and Riverfort Global Opportunities PCC Limited, collectively referred to as the ("Investors") to convert US$50 000 of the investment plus accrued interest of US$6 276.71, amounting to US$56 276.71 (£44 115.31) in accordance with the terms of the loan agreement as announced on the 7 May 2020 into new ordinary shares in the Company. The Company therefor has issued 70 426 740 new ordinary shares to the Investors an issue price of 0.062640p per share.
 
On 30 July 2020, the Company received a notice of exercise by the company owned by a trust of which George Roach is a beneficiary to convert the loan, plus accrued interest, amounting to US$206 027 (£159 131.07) in accordance with the terms of the loan agreement as announced on the 9 April 2020 into new ordinary shares in the Company. The Company therefor has issued 232 647 763 new ordinary shares to the company an issue price of 0.0684 per share.
 
On 11 August 2020, the Company received a notice of exercise by the Investors to convert a further US$50 000  of the investment plus accrued interest of US$1 183.56, amounting to US$51 183.56 (£39 165.66) in accordance with the terms of the loan agreement as announced on the 7 May 2020 into new ordinary shares in the Company. The Company therefor has issued 64 470 222 new ordinary shares to the Investors an issue price of 0.06075p per share.
 
On 11 August 2020, the Company issued new ordinary shares to Directors, employees, and other creditors in settlement of accrued but unpaid contractual amounts due, amounting in aggregate to £337 428. The Company issued 374 920 533 new shares in settlement of accrued but unpaid fees at an issue price of 0.09p per share.
 
On 18 August 2020, the Company received a notice of exercise by the Investors to convert a further US$50 000   of the investment plus accrued interest of US$312.33, amounting to US$50 312.33 (£38 388.31) in accordance with the terms of the loan agreement as announced on the 7 May 2020 into new ordinary shares in the Company. The Company therefor has issued 62 450 479 new ordinary shares to the Investors an issue price of 0.06147p per share.
 
On 21 August 2020, the Company received a notice of exercise by the Investors to convert a further US$75 000  of the investment plus accrued interest of US$1 189.04, amounting to US$76 189.04 (£58 810.32) in accordance with the terms of the loan agreement as announced on the 7 May 2020 into new ordinary shares in the Company. The Company therefor has issued 125 905 202 new ordinary shares to the Investors an issue price of 0.04671p per share.
 
4)            MN Holdings Limited ("MNH")
 
On the 15th July 2020, the managers of the mine provided updates on recent operations, mine production and shipping. The Covid-19 pandemic continues to have an impact. Internal operations have been adversely affected by new mine operating procedures required to limit the potential spread of Covid-19. The mining operational team has adjusted to the new operating procedures and the mine management has informed us that they have recorded no infections, in contrast to certain other manganese producers and Otjozondu has continued to produce and/or ship manganese throughout the Covid-19 pandemic.

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