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| Name | Symbol | Market | Type |
|---|---|---|---|
| Premier African Minerals Limited | AQSE:PREM.GB | Aquis Stock Exchange | Equity Warrant |
| Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.005 | 2.50% | 0.205 | 0.19 | 0.22 | 0.205 | 0.20 | 0.20 | 0 | 16:00:11 |
From May 2023 to May 2024
TIDMPREM
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 or contact the following:
Hot Features
Premium
Premier African Minerals Tel: +27 (0) 100 201
George Roach Limited 281
Michael Cornish / Beaumont Cornish Limited Tel: +44 (0) 20 7628
Roland Cornish (Nominated Adviser) 3396
--------------------------- ---------------------
Tel: +44 (0) 20 3003
Douglas Crippen CMC Markets UK Plc 8632
--------------------------- ---------------------
Toby Gibbs/Rachel Shore Capital Stockbrokers Tel: +44 (0) 20 7408
Goldstein Limited 4090
--------------------------- ---------------------
CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION
EXPRESSED IN US DOLLARS
31 December
Six months Six months
to to 2022
EXPRESSED IN US DOLLARS 30 June 30 June
2023 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 Six months
to to 2022
30 June 30 June
Continuing operations Notes 2023 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 Share Revaluation Foreign Retained Total Non-controlling Total
capital option reserve currency earnings attributable interest("NCI") equity
and translation to owners
warrant reserve of parent
reserve
$ 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 Six months
to to 2022
30 June 30 June
2023 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.
Exploration
RHA Tungsten Zulu Lithium
Mine Zimbabwe Zimbabwe Total
Unallocated and RHA and Zulu continuing
By operating segment Corporate Mauritius* Mauritius 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
Exploration
RHA Tungsten Zulu Lithium
Mine Zimbabwe Zimbabwe Total
Unallocated and RHA and Zulu continued
By operating segment Corporate Mauritius* Mauritius 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)
Exploration
RHA Tungsten Zulu Lithium
Mine Zimbabwe Zimbabwe Total
By operating Unallocated and RHA and Zulu continued
segment Corporate Mauritius* Mauritius 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
loans
receivable 1,161 - - 1,161
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 Land and Capital Total
and Equipment Buildings Work-in-Progress
$ 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 Six months
to to 2022
30 June 30 June
2023 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 Six months
to to 2022
30 June 30 June
2023 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 Six months
to to 2022
30 June 30 June
2023 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 Six months
to to 2022
30 June 30 June
2023 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 Six months
to to 2022
30 June 30 June
2023 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 GBP1.7 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 GBP1.7 million to GBP2 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 GBP2 million.
On 18 August 2023, Premier announced that the Company had received total net proceeds of GBP1,708,532.51 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 GBP4 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 GBP5 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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END
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September 29, 2023 02:00 ET (06:00 GMT)
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