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RNS Number : 1440O Premier African Minerals Limited 29 September 2023
29 September 2023
Premier African Minerals Limited
('Premier' or 'the Company')
Unaudited Interim Results for the six months ended 30 June 2023
Chief Executive Statement
Dear Shareholders,
I believe this will be the last time that I potentially report Interim Results
that do not include details of cash generative operations. The six months to
30 June 2023 have been difficult and this has been widely reported in various
announcements over the past 4 months. The plant did not achieve name plate
throughput production as per the original design and our relationship with
Canmax Technologies Co. Ltd ("Canmax") came under severe duress. That said,
the outcome in the past month has the hallmarks of setting aside all that
disappointment and with the completion of the installation of the RHA mill and
restarting operations in the latter part of September 2023, we expect to meet
the production target for shipments in November 2023. At the same time, this
use of the RHA mill only allows for up to 50% of target production and the
supply of a new mill to meet full design throughput is expected ex works in Q4
of 2023. This is expected to be installed and commissioned in early Q1 of 2024
following a two-week installation shutdown that we plan to coincide with the
festive break.
The first six months activity of 2023 (the "Period") has been extensively
reported as post financial year end events in our annual financial statements
that were released just a few months ago.
Our interim financial statements for the period to 30 June 2023 are attached.
Of particular note is the substantially improved financial position of the
company.
Financial and Statutory Information
The Group incurred an operating loss of US$7.166 million for the six months
ended 30 June 2022. The loss was principally due to the on-going overheads and
administration costs associated with the construction, installation and
optimisation of the Zulu Lithium mine in Zimbabwe. Cash at hand on 30 June
2023 was $0.231 million.
Premier received continued financial support from its shareholders and Canmax
throughout the period.
These interim statements to 30 June 2023 have not been reviewed by the
auditors.
Mr. George Roach
Chief Executive Officer
29 September 2023
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.
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the
European Union (Withdrawal) Act 2018.
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
(http://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 Tel: +44 (0) 20 7628 3396
(Nominated Adviser)
Douglas Crippen CMC Markets UK Plc Tel: +44 (0) 20 3003 8632
Toby Gibbs/Rachel Goldstein Shore Capital Stockbrokers Limited Tel: +44 (0) 20 7408 4090
CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION
EXPRESSED IN US DOLLARS
31 December
Six months to Six months to 2022
EXPRESSED IN US DOLLARS 30 June 2023 30 June 2022 (Audited)
Notes $ 000 $ 000 $ 000
ASSETS
Non-current assets
Intangible assets 4 5,031 4,686 4,739
Investments 5 501 8,342 501
Property, plant and equipment 6 43,390 4,345 35,997
Loans receivable 7 243 859 -
49,165 18,232 41,237
Current assets
Inventories 1,039 21 11
Trade and other receivables 728 373 180
Cash and cash equivalents 231 10,228 9,627
1,998 10,622 9,818
TOTAL ASSETS 51,163 28,854 51,055
LIABILITIES
Non-current liabilities
Provisions - rehabilitation 362 748 360
362 748 360
Current liabilities
Trade and other payables 38,152 3,989 33,725
Borrowings 8 196 180 180
38,348 4,169 33,905
TOTAL LIABILITIES 38,710 4,917 34,265
NET ASSETS 12,453 23,937 16,790
EQUITY
Share capital 9 74,305 70,951 70,951
Share based payment and warrant reserve 3,708 2,366 3,708
Revaluation reserve 711 711 711
Foreign currency translation reserve (13,288) (13,213) (13,150)
Accumulated loss (40,041) (24,253) (32,713)
Total equity attributed to the owners of the parent company 25,395 36,562 29,507
Non-controlling interest (12,942) (12,625) (12,717)
TOTAL EQUITY 12,453 23,937 16,790
CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME
EXPRESSED IN US DOLLARS
31 December
Six months to Six months to 2022
Continuing operations Notes 30 June 2023 30 June 2022 (Audited)
EXPRESSED IN US DOLLARS $ 000 $ 000 $ 000
Revenue - - -
Cost of sales excluding depreciation and amortisation expense - - -
Gross profit / (loss) - - -
Administrative expenses (7,166) (4,890) (4,622)
Operating profit / (loss) (7,166) (4,890) (4,622)
Depreciation and amortisation 6 (141) (15) (54)
Other Income 9 - 3 34
Loss on disposal of property, plant and equipment (11) - -
Finance charges (231) (36) -
Impairment loss for investments and loans receivable - - (1,161)
(383) (48) (1,181)
Profit / (Loss) before income tax (7,549) (4,938) (5,803)
Income tax expense 10 - - -
Profit / (Loss) from continuing operations (7,549) (4,938) (5,803)
Profit / (Loss) for the year (7,549) (4,938) (5,803)
Other comprehensive income:
Items that are or may be reclassified subsequently to profit or loss:
Fair Value adjustment on investments - - (7,841)
(142) (559) (7,710)
Total comprehensive income for the year (7,691) (5,497) (13,513)
Loss attributable to:
Owners of the Company (7,328) (4,683) (5,492)
Non-controlling interests (221) (255) (444)
(7,549) (4,938) (5,936)
Total comprehensive income attributable to:
Owners of the Company (7,465) (5,076) (13,134)
Non-controlling interests (225) (421) (512)
Total comprehensive income for the year (7,690) (5,497) (13,646)
Loss per share attributable to owners of the parent (expressed in US cents)
Basic loss per share 11 (0.035) (0.041) (0.042)
Diluted loss per share 11 (0.035) (0.041) (0.042)
ONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY
EXPRESSED IN US DOLLARS
Share capital Share option and warrant reserve Revaluation reserve Foreign currency translation 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 2022 56,113 2,366 711 (13,217) (19,512) 26,461 (12,205) 14,256
Loss for the period - - - - (4,683) (4,683) (255) (4,938)
Other comprehensive income for the period - - - (559) - (559) (166) (725)
Total comprehensive income for the period - - - (559) (4,683) (5,242) (421) (5,663)
Transactions with Owners
Issue of equity shares 15,782 - - - - 15,782 - 15,782
Share issue costs (944) - - - - (944) - (944)
At 30 June 2022 70,951 2,366 711 (13,213) (24,253) 36,057 (12,626) 23,431
Loss for the period - - - - (809) (809) (189) (998)
Other comprehensive income for the period - - - 63 (7,651) (7,588) 98 (7,490)
Total comprehensive income for the period - - - 63 (8,460) (8,397) (91) (8,488)
Transactions with Owners
Issue of equity shares - - - - - - - -
Share issue costs - - - - - - - -
Share based payments - 1,342 - - - 1,342 - 1,342
At 31 December 2022 70,951 3,708 711 (13,150) (32,713) 29,002 (12,717) 16,285
Profit / (Loss) for the period - - - - (7,328) (7,328) (221) (7,549)
Other comprehensive income for the period - - - (138) - (138) (4) (142)
Total comprehensive income for the period - - - (138) (7,328) (7,466) (225) (7,691)
Transactions with Owners
Issue of equity shares 4,298 - - - - 4,298 - 4,298
Share issue costs (944) - - - - (944) - (944)
At 30 June 2023 74,305 3,708 711 (13,288) (40,041) 24,890 (12,942) 11,948
CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS
EXPRESSED IN US DOLLARS
31 December
Six months to Six months to 2022
30 June 2023 30 June 2022 (Audited)
$ 000 $ 000 $ 000
Net cash outflow from operating activities (936) (1,222) 30,116
Investing activities
Acquisition of property plant and equipment (11,295) (4,328) (35,912)
Acquisition of intangible assets (292) - (53)
Loans advanced (243) - (302)
Net cash used in investing activities (11,830) (4,328) (36,267)
Financing activities
Proceeds from borrowings granted 16 - -
Net proceeds from issue of share capital 3,354 14,838 14,838
Net cash from financing activities 3,370 14,838 14,838
Net decrease in cash and cash equivalents (9,396) 9,288 8,687
Cash and cash equivalents at beginning of year 9,627 940 940
Net cash and cash equivalents at end of year 231 10,228 9,627
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 2023 were approved by the Board and authorised for
issue on 29 September 2023.
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 UK.
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 2022.
The figures for the six months ended 30 June 2023 and 30 June 2022 are
unaudited and do not constitute full accounts. The comparative figures for the
year ended 31 December 2022 are extracts from the 2022 audited accounts. The
independent auditor's report on the 2022 accounts was unqualified.
Going Concern
The Directors have prepared cash flow forecasts for the next 12 months, taking
into account working capital, Zulu revenue and expenditure forecasts for the
rest of the Group including overheads and other exploration costs. As
previously announced, certain contractors also agreed to collectively accept
payment of a limited number of future invoices until the end of December 2023
in new ordinary shares of the Company at the closing middle market price on
the day prior to settlement which is included in the forecasts.
The forecasts assume that the Company will commence generating revenue later
this calendar year, which the directors believe can be met. In the event that
revenue generation is delayed for any reason, the Company may require further
funding and, if the Company is unable to obtain additional finance for the
Group's working capital and capital expenditure requirements, a material
uncertainty may exist which could 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 Private Limited ("RHA"), that operates the RHA
Tungsten Mine, and Zulu Lithium Private Limited ("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 2022 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 2023 $ 000 $ 000 $ 000 $ 000
Result
Revenue - - 6 -
Operating loss / (income) 1,343 46 6,061 7,450
Other income - - 5 5
Fair value movement on investment - - - -
Finance charges 232 - - 232
Impairment of investments and - - - -
loans receivable
Loss before taxation 1,575 46 6,066 7,687
Assets
Exploration and evaluation assets 468 - 4,563 5,031
Investments 501 - - 501
Property, plant and equipment 84 - 43,306 43,390
Loans receivable 243 - - 243
Inventories - - 1,039 1,039
Trade and other receivables 4 5 719 728
Cash 137 6 88 231
Total assets 1,437 11 49,715 51,163
Liabilities
Other financial liabilities - - - -
Borrowings (196) - - (196)
Trade and other payables (37,729) (7) (416) (38,152)
Provisions - (362) - (362)
Total liabilities (37,925) (369) (416) (38,710)
Net (liabilities) /assets (36,488) (358) 49,299 12,453
Other information
Depreciation and amortisation 5 - 136 141
Property plant and equipment additions 70 - 35,981 36,051
Costs capitalised to intangible assets 345 - - 345
By operating segment Unallocated Corporate RHA Tungsten Mine Zimbabwe and RHA Mauritius* Exploration Zulu Lithium Zimbabwe and Zulu Mauritius Total continued operations
June 2022 $ 000 $ 000 $ 000 $ 000
Result
Revenue - - - -
Operating loss / (income) 1,756 47 2,976 4,779
Other income - - (3) (3)
Finance charges - 18 - 18
Reversal of Impairment of Zulu - - - -
Loss before taxation 1,756 65 2,973 4,794
Assets
Exploration and evaluation assets 108 - 4,563 4,671
Investments 8,312 - - 8,312
Inventories - 1 20 21
Trade and other receivables 26 3 341 370
Cash 10,005 13 164 10,182
Total assets 19,353 17 9,391 28,761
Liabilities
Borrowings (180) - - (180)
Trade and other payables (3,975) (8) - (3,983)
Provisions - (380) - (380)
Total liabilities (4,155) (388) - (4,543)
Net assets 15,198 (371) 9,391 24,218
Other information
Depreciation and amortisation - - 15 15
Property plant and equipment additions - - 347 347
Costs capitalised to intangible assets (12) - - (12)
By operating segment Unallocated Corporate RHA Tungsten Mine Zimbabwe and RHA Mauritius* Exploration Zulu Lithium Zimbabwe and Zulu Mauritius Total continued operations
December 2022 $ 000 $ 000 $ 000 $ 000
Result
Revenue - - - -
Operating loss / (income) 3,774 213 689 4,676
Other income - - (34) (34)
Finance charges - - - -
Impairment of investments and 1,161 - - 1,161
loans receivable
Loss before taxation 4,935 213 655 5,803
Assets
Exploration and evaluation assets 176 - 4,563 4,739
Investments 501 - - 501
Property, plant and equipment 63 - 35,934 35,997
Loans receivable - - - -
Inventories - - 11 11
Trade and other receivables 65 3 112 180
Cash 9,238 12 377 9,627
Total assets 10,043 15 40,997 51,055
Liabilities
Other financial liabilities - - - -
Borrowings (180) - - (180)
Trade and other payables (33,792) - 67 (33,725)
Provisions - (360) - (360)
Total liabilities (33,972) (360) 67 (34,265)
Net assets (23,929) (345) 41,064 16,790
Other information
Depreciation and amortisation 7 - 47 54
Property plant and equipment additions 70 - 35,981 36,051
Costs capitalised to intangible assets 53 - - 53
* Represents 100% of the results and financial position of RHA whereas the
Group owns 49%.
4. INTANGIBLE EXPLORATION AND EVALUATION ASSETS
Exploration & Evaluation assets Total
$ 000 $ 000
Opening carrying value 1 January 2022 4,686 4,686
Expenditure on Exploration and evaluation - -
Reversal of Impairment - -
Closing carrying value 30 June 2022 4,686 4,686
Expenditure on Exploration and evaluation 53 53
Closing carrying value 31 December 2022 4,739 4,739
Expenditure on Exploration and evaluation 292 292
Closing carrying value 30 June 2023 5,031 5,031
5. INVESTMENTS
Vortex / Manganese Total
( Circum Namibian
Minerals ) Holdings
$ 000 $ 000 $ 000
Available-for-sale:
Closing carrying 31 December 2021 6,263 2,079 8,342
Shares acquired - - -
Closing carrying 30 June 2022 6,263 2,079 8,342
Shares acquired - - -
Impairment of investments (5,762) (2,079) (7,841)
Closing carrying 31 December 2022 501 - 501
Shares acquired - - -
Closing carrying 30 June 2023 501 - 501
Reconciliation of movements in investments
Carrying value at 31 December 2020 6,263 2,079 8,342
Acquisition at fair value - - -
Carrying value at 30 June 2022 6,263 2,079 8,342
Acquisition at fair value - - -
Impairment of investments (5,762) (2,079) (7,841)
Carrying value at 31 December 2022 and 30 June 2023 501 - 501
During the six months ended 30 June 2022, Premier sold its shares in Circum
Minerals Limited ("Circum"), together with other minority shareholders, to
Vortex Limited ("Vortex") in exchange for an equal value investment in Vortex.
Premier's investment in Vortex / Circum was designated as FVOCI. As such the
investment is required to be measured at fair value at each reporting date. As
Vortex / Circum is unlisted there are no quoted market prices. The fair value
of Vortex shares was derived using the previous issue price of Circum shares
and validating it against the most recent placing price on 11 May 2021. The
shares are considered to be level 3 financial assets under the IFRS 13
categorisation of fair value measurements. Premier continues to hold
5 010 333 shares in Vortex / Circum currently valued in total at $0.501
million.
Premier's investment in MN Holdings Limited ('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 2023 and 31 December 2022 was based on most recent
unaudited financial statements of MNH. These financial statements showed
significant operating losses. Accordingly, Premier's investment in MNH has
been fully impaired as at 31 December 2022.
6. PROPERTY, PLANT AND EQUIPMENT
Mine Development Plant and Equipment Land and Buildings Capital Work-in-Progress Total
$ 000 $ 000 $ 000 $ 000 $ 000
Cost
At 1 January 2022 895 2,812 41 - 3,748
Foreign Currency Translation effect - 4,229 - 4,229
Additions - - - -
At 30 June 2022 895 7,041 41 - 7,977
Foreign Currency Translation effect (122) (3,790) 219 - (3,693)
Transfer from Capital Work in Progress - - - - -
Additions - 206 15 34,956 35,177
At 31 December 2022 773 3,457 275 34,956 39,461
Foreign Currency Translation effect 8,140 3,711 1,394 - 13,245
Additions - 4,328 - 6,967 11,295
At 30 June 2023 8,913 11,496 1,669 41,923 64,001
Accumulated Depreciation and Impairment Losses
At 1 January 2022 895 2,687 27 - 3,609
Foreign Currency Translation effect - 22 1 - 23
Charge for the year - - - - -
At 30 June 2022 895 2,709 28 - 3,632
Exchange differences (122) (32) (14) - (168)
Charge for the year - - - - -
At 31 December 2022 773 2,677 14 - 3,464
Foreign Currency Translation effect 8,140 7,562 1,430 - 17,132
Charge for the year - 15 - - 15
At 30 June 2023 8,913 10,254 1,444 - 20,611
Net Book Value
At 30 June 2022 - 4,332 13 - 4,345
At 31 December 2022 - 780 261 34,956 35,997
At 30 June 2023 - 1,242 225 41,923 43,390
7. LOANS RECEIVABLE
31 December
Six months to Six months to 2022
30 June 2023 30 June 2022 (Audited)
$ 000 $ 000 $ 000
Outback Investments (Pty) Ltd - 414 -
Otjozondu Mining (Pty) Ltd - 445 -
Vortex Limited 243 - -
243 859 -
Reconciliation of movement in loans receivable
As at 1 January - - -
Loans advanced 243 859 859
Repayment - - -
Accrued interest - - -
Impairment of loans advanced - - (859)
Total 243 859 -
Current 243 859 -
Non-current - - -
243 859 -
The above loans to Outback Investments (Pty) Ltd and Otjozondu Mining (Pty)
Ltd were made to a subsidiary and a related party of MN Holdings (Pty) Ltd
("MNH") and were held at amortised cost. The loans were fully impaired as at
31 December 2022.
The purpose of the Outback Investments Pty Ltd loan was to enable MNH to lease
and acquire the remaining extent of the Ebenezer No 377 Farm which contains
untreated tailings facilities from the Purity Mining Project as announced on
the 8(th) of July 2019. The loan will be forgiven following the uninterrupted
use of the farmland for the treatment of the tailing facilities for a period
of up to 10 years. During this period Premier has rights to these tailings
facilities. The loan is interest free. The loan is only repayable upon default
by Outback Investments.
The loan to Otjozondu Mining (Pty) Ltd was to assist with funding the
day-to-day operations and is in accordance with the announcement dated of 31
August 2021. Premier provided a loan of $265,000 which bears interest of 20%
and is repayable in instalments of $25,000 per shipment of manganese shipped
from Namibia. The balance of $180,000 has been provided interest free as it is
linked to the loan from Neil Herbert, further details of which are set out in
note 8 below.
8. BORROWINGS
31 December
Six months to Six months to 2022
30 June 2023 30 June 2022 (Audited)
$ 000 $ 000 $ 000
Loan - joint venture partner - Li3 Lithium Corp 16 - -
Loan - Neil Herbert 180 180 180
196 180 180
31 December
Six months to Six months to 2022
30 June 2023 30 June 2022 (Audited)
$ 000 $ 000 $ 000
Reconciliation of movement in borrowings
As at 1 January 180 180 180
Investment by joint venture partner - Li3 Lithium Corp 16 - -
Loans received - - -
Accrued interest - - -
Total 196 180 180
Current 196 180 180
Non-current - - -
196 180 180
Borrowings comprise loans from a related party and a non-related party.
Neil Herbert, a former director of the Company, made available a loan of
US$180,000 to the Company in August 2021. Under the terms of the Director
Loan, the loan is both unsecured and will not attract any interest and is
repayable in full by the Company on the signing of a new off-take agreement at
Otoconium. The purpose of the Director Loan was to provide funding to Premier
to allow an amendment to the Otoconium Loan while Premier, acting collectively
with Otoconium, looked to secure the best possible off-take funding package.
At 30 June 2023 the off-take funding had not been secured and Mr. Herbert has
agreed to the deferment of the repayment of the loan until such off-take
agreement has been secured.
Premier entered into a joint venture agreement with Li3 Lithium Corp (Li3) for
the purpose of prospecting for additional lithium bearing ore in Zimbabwe. The
net investment by Li3 represents the net amount due to Li3 after apportioning
all expenses and amounts invested by both Premier and Li3.
9. SHARE CAPITAL
Authorised share capital
The total number of voting rights in the Company on the 30 June 2023 was
22,836,049,123.
Issued share capital
Number of Shares Value
'000 $ 000
As at 1 January 2022 19,418,009 59,432
Shares issued for direct Investment 3,000,000 15,782
As at 30 June 2022 22,418,009 75,214
Shares issued for direct Investment - -
As at 31 December 2022 22,418,009 75,214
Exercise of options 161,877 687
Shares issued for direct Investment 190,216 2722
Shares issued for direct Investment 65,947 889
As at 30 June 2023 22,836,049 79,512
Reconciliation to balances 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 2021 - Audited 59,432 (3,319) 56,113
Shares issued 15,782 (944) 14,838
As at 30 June 2022 75,214 (4,263) 70,951
Shares issued - - -
As at 31 December 2022 - Audited 75,214 (4,263) 70,951
Shares issued 4,298 (944) 3,354
As at 30 June 2023 79,512 (5,207) 74,305
10. OTHER INCOME
31 December
Six months to Six months to 2022
30 June 2023 30 June 2022 (Audited)
$ 000 $ 000 $ 000
(Loss) / Profit on disposal of PPE (11) 3 -
Reversal of prescribed debt - - -
(11) 3 -
11. FOREIGN EXCHANGE GAINS AND LOSSES
As indicated in note 3. Segmental Reporting, the company has significant
holdings in Zimbabwe. With effect from the 1(st) 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: US$ 1 to RTGS Dollar 5,739.7961 at 30 June 2023 (RTGS Dollar
370.9646 at 30 June 2022). This currency has continued to devalue. 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 2022.
12. TAXATION
There is no taxation charge for the period ended 30 June 2023 (30 June 2022
and 31 December 2022: 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.
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.
13. 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.
31 December
Six months to Six months to 2022
30 June 2023 30 June 2022 (Audited)
(Unaudited) (Unaudited) (Audited)
$ '000 $ '000 $ '000
Net profit / (loss) attributable to owners of the company ($'000) (7,328) (4,683) (5,492)
Weighted average number of Ordinary Shares in calculating
basic earnings per share ('000) 20,959,445 11,455,420 13,167,281
Basic earnings / (loss) per share (US cents) (0.035) (0.041) (0.042)
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.
14. EVENTS AFTER THE REPORTING DATE
Offtake and Prepayment Agreement
On 15 August 2023, the Company agreed with Canmax to amend and restate the
Offtake and Prepayment Agreement which the parties had previously agreed in
August 2022 ("Amended Agreement"). The Amended Agreement restored the working
arrangements between Premier and Canmax and the Force Majeure and default
notices were withdrawn by the respective parties. The major and essential
elements of the Amended Agreement remained the same as the original agreement
entered into in August 2022, save that the parties agreed:
- A revised Product supply schedule in respect of the prepayment of US$34.6
million plus; and
- A revised hybrid pricing agreement with the payment for SC6 supplied by
Premier based on the SC6 price and a profit share whereby Premier and Canmax
will share in the profit from production by Canmax of Lithium Hydroxide from
SC6 supplied by Premier.
Director Loan
On 21 July 2023, the Company announced that it had agreed an unsecured £1.7
million Loan Facility Agreement with George Roach ("Facility"). On 9 August
2023, Premier and George Roach agreed to vary the Facility by increasing the
size of the Facility from £1.7 million to £2 million and to waive any
interest on a repayment by Premier of the Facility in cash
("Amended Facility"). Premier and the Lender further agreed that Premier
would make one request of a draw-down under the Amended Facility in the amount
of £2 million.
On 18 August 2023, Premier announced that the Company had received total net
proceeds of £1,708,532.51 from the sales of 370,000,000 Premier Ordinary
Shares by George Roach at an average price 0.4513 pence per share, in
accordance with the Facility. The Company and George Roach agreed that no
further shares would be sold by George Roach under the Facility and that, upon
settlement of the repayment of the existing amounts outstanding under the
Facility by the issue of the new Premier Ordinary Shares, the Facility would
be terminated with immediate effect.
Funding
On 25 August 2023, the Company announced a placing and subscription to raise
£4 million before expenses at an issue price of 0.35 pence per new ordinary
share for the ongoing Zulu Pilot Optimisation.
On 30 August 2023, the Company announced a conditional subscription for new
ordinary shares by Canmax to raise £5 million before expenses at an issue
price of 0.35 pence per new ordinary share for the ongoing Zulu Pilot
Optimisation.
ENDS
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