TIDMMMM
RNS Number : 3347G
Mining Minerals & Metals PLC
24 November 2020
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF EU REGULATION 596/2014.
24 November 2020
For Immediate Release
Mining, Minerals & Metals plc
("MMM" or the "Company")
Interim Results
MMM, which operates as a special purpose acquisition company
("SPAC") to undertake an acquisition of one or more businesses
(either shares or assets) that has operations involved in natural
resource exploration, announces its unaudited half year report for
the six months ended 31 July 2020.
Highlights
-- MMM joined the Official List of the London Stock Exchange (by
way of a Standard Listing) and raised gross proceeds of
approximately GBP0.52 million (gross of expenses) through a
subscription for new ordinary shares;
-- The Board has been active in its search for acquisition
opportunities and reviewed a number of potential candidates in the
mining and oil & gas sectors;
-- Total Comprehensive Loss of GBP147,379 has been recorded for
the period ended 31 July 2020, all historical losses are primarily
related to one-off costs associated with the IPO and expenditure on
the implementation of the Company's acquisition strategy; and
-- At 31 July 2020, the Company had cash of GBP389,146.
Enquiries
Mining, Minerals & Metals plc
Matthew Bonner, Non-Executive Chairman
Roy Pitchford, Non-Executive Director
VSA Capital Limited - Financial Adviser and Broker
Andrew Raca +44 (0) 20 3005 5000
Chairman's Statement and Management Report
I am pleased to present the maiden interim report of MMM for the
six month period ended 31 July 2020 and following our listing on
the London Stock Exchange in March 2020.
Since Admission, the Board has been active in its search for
acquisition opportunities. The Directors have reviewed a number of
opportunities in the mining and oil & gas sectors; there have
not been any satisfactory opportunities so far, however the
Directors have been encouraged by the breadth of potential
acquisition candidates. Discussions are at an exploratory stage and
we have not yet entered into advanced negotiations with any
parties.
Whilst it continues its assessment of potential acquisition
opportunities, the Board will prudently manage the Company's
remaining cash reserves and minimise its operating expenses in
order to put the Company in the best position possible to complete
a possible acquisition. The Board looks forward to updating the
market, as applicable, in due course.
Financial Review
The loss for the period to 31 July 2020 was GBP147,379. This
reflects the transaction costs associated with the Company's Main
Market Listing and fundraising as well as day-to-day administration
expenses.
The loss per share was 0.46 pence.
At 31 July 2020, the Company had cash of GBP389,146, derived
both from the subscription and admission to the Standard Listing
segment of the London Stock Exchange.
Principal Risks and Uncertainties
The Company is subject to a number of risk factors. The
Directors have identified the following key risk in the second six
months of this financial year. Other risk factors not presently
known or currently deemed immaterial may also apply.
The Company is dependent on its directors to manage the Company
and its future strategy. If the Company were to lose the services
of the directors, it could have a material adverse effect on the
Company and its ability to implement its future strategy.
Responsibility Statement
The Directors are responsible for preparing the Interim Report
in accordance with the Disclosure and Transparency Rules ('DTR') of
the United Kingdom's Financial Conduct Authority and with
International Accounting Standard 34 on Interim Financial Reporting
(IAS 34).
The Directors being Matthew Bonner, Andrew Monk, Roy Pitchford,
Kay Asare-Bediako and Mike Stewart confirm that to the best of
their knowledge:
-- the interim financial statements, prepared in accordance with
the applicable set of accounting standards, give a true and fair
view of the assets, liabilities, financial position and profit or
loss of the Company; and
-- the interim financial statements have been prepared in
accordance with IAS 34 and that as required by DTR 4.2.7 and DTR
4.2.8, the Interim Report gives a fair review of:
- important events that have occurred during the first six
months of the year;
- the impact of those events on the financial statements;
- a description of the principal risks and uncertainties for the
remaining six months of the financial year;
- details of any related party transactions that have materially
affected the Company's financial position
or performance in the six months ended 31 July 2020; and
- any changes in the related parties' transactions described in
the last annual report that could have a
material effect on the financial position or performance of the
enterprise in the first six months of the
current financial year.
Going Concern
These financial statements are prepared on the going concern
basis. The going concern basis assumes that the Company will
continue in operation for the foreseeable future and will be able
to realise its assets and discharge its liabilities and commitments
in the normal course of business.
The Company has limited administrative expenses associated with
its continuing operations and its liabilities are limited to trade
payables associated with the administrative expenditure. The
Directors have prepared budgetary forecasts for the period ended 31
July 2022, considering operating cashflows and expenditure
requirements for the Company.
The Directors are of the opinion that the Company will be able
to undertake its planned activities through to the period ended 31
July 2022 and have prepared the financial statements on the going
concern basis. The financial statements do not include any
adjustments that would result if the Group was unable to continue
as a going concern.
Dividend Policy and Dividends
The Company's current intention is to retain any earnings for
use in its business operations, and the Company does not anticipate
declaring any dividends in the foreseeable future. The Company will
only pay dividends to the extent that to do so is in accordance
with all applicable laws.
The Directors do not propose a dividend for the period ended 31
July 2020.
Matthew Bonner
Non-Executive Chairman
24 November 2020
STATEMENT OF COMPREHENSIVE INCOME
Period Period
ended ended
31-Jul-20 31-Jul-19
Note GBP GBP
Revenue - -
Administrative expenses 147,379 12,207
-------------------- ----------
Operating profit (147,379) (12,207)
Finance costs - -
----------
Profit before taxation (147,379) (12,207)
Income tax - -
-------------------- ----------
Total comprehensive loss
for the year (147,379) (12,207)
Loss per share
Basic (pence per share) 7 (0.46) (0.04)
STATEMENT OF FINANCIAL POSITION
Period Period
ended ended
Note 31-Jul-20 31-Jul-19
GBP GBP
ASSETS
Current assets
Debtors and prepayments 8,712 -
Cash and cash equivalents 389,146 83,993
---------- ----------
Total assets 397,858 83,993
========== ==========
EQUITY
Equity Attributable to Owners
of the company
Share capital 318,833 145,500
Share premium 401,167 54,500
Retained earnings (323,074) (139,374)
---------- ----------
Total equity 396,926 60,626
---------- ----------
LIABILITIES
Trade and other payables 932 23,267
---------- ----------
Total liabilities 932 23,267
TOTAL EQUITY AND LIABILITIES 397,858 83,993
========== ==========
The notes to the financial statements form an integral part of
these financial statements.
This report was approved by the board and authorised for issue
on 24 November 2020 and signed on its behalf by:
Matthew Bonner
Non-Executive Chairman
NOTES TO FINANCIAL STATEMENTS
1. GENERAL INFORMATION
The Company was incorporated on 28 January 2013 in England and
Wales as a limited company, limited by shares and with Registered
Number 08377465 under the Companies Act 2006. The Company's
registered office address is: New Liverpool House, 15-17 Eldon
Street, London EC2M 7LD. The Company has not yet commenced
business. The company re-registered as a public limited company on
22 October 2018.
The Company's objective is to undertake an acquisition of a
target company or business in the natural resources sector.
The Company does not have a defined life as it has no fixed time
limit to conduct the Acquisition
Other than the Directors the company did not have any staff.
2. ACCOUNTING POLICIES
Basis of preparation
The principal accounting policies adopted by the Company in the
preparation of the Company Financial Information are set out
below.
The Company Financial Information has been presented in Pounds
Sterling, being the functional currency of the Company.
The Company Financial Information has been prepared in
accordance with International Financial Reporting Standards as
adopted by the European Union, including interpretations made by
the International Financial Reporting Interpretations Committee
(IFRIC) issued by the International Accounting Standards Board
(IASB). The standards have been applied consistently.
Standards and interpretations issued but not yet applied
A number of new standards and amendments to standards and
interpretations have been issued but are not yet effective and, in
some cases, have not yet been adopted by the EU. The Directors do
not expect that the adoption of these standards will have a
material impact on the Company Financial Information.
Going concern
These financial statements have been prepared on a going concern
basis as the Directors have reasonable expectation that the Company
has adequate resources to continue in operational existence. The
Company is a start-up company and does not currently have any
service offering or customer base, however, it has successfully
been admitted to the London Stock Exchange ("LSE") - Main Market
where it has already raised GBP514,000 to fund its business
plans.
The Directors consider there to be uncertainty over the timing
and occurrence of a potential acquisition, however given the
proceeds raised to the date of this report and having regard to
forecast operating costs there is sufficient headroom to remain in
operational existence for a period of at least 12 months from the
date the financial statements were approved. .
Share capital
Proceeds from issuance of ordinary shares are classified as
equity. Amounts in excess of the nominal value of the shares issued
is recognised as share premium. Incremental costs directly
attributable to the issuance of new ordinary shares are deducted
against share capital.
Financial assets and liabilities
Financial assets and financial liabilities are recognised when
the Company becomes a party to the contractual provisions of a
financial instrument. Financial assets and financial liabilities
are offset if there is a legally enforceable right to set off the
recognised amounts and interests and it is intended to settle on a
net basis.
Financial assets
Financial liabilities
The company does not currently have any financial liabilities
measured at fair value through profit or loss, therefore all the
financial liabilities are initially measured at fair value net of
transaction costs and are subsequently measured at amortised
cost.
Use of assumptions and estimates
In preparing the Company Financial Information, the Directors
have to make judgments on how to apply the Company's accounting
policies and make estimates about the future. The Directors do not
consider there to be any critical judgments or sources of
estimation uncertainty that have been made in arriving at the
amounts recognised in the Company Financial Information .
3. DIRECTORS' EMOLUMENTS
No amount was paid or become payable to any of the Directors of
the Company and there were no staff costs as no staff was employed
by the Company during the period ended 31 July 2020 (2019:
NIL).
4. FINANCIAL RISK MANAGEMENT
The Company uses a limited number of financial instruments,
comprising cash and various items such as trade payables, which
arise directly from operations. The Company does not trade in
financial instruments.
Financial risk factors
The Company's activities expose it to a variety of financial
risks: credit risk and liquidity risk. The Company's overall risk
management programme focuses on the unpredictability of financial
markets and seeks to minimise potential adverse effects on the
Company's financial performance.
a) Credit risk
The Company does not have any major concentrations of credit
risk related to any individual customer or counterparty.
b) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient
cash, the Company ensures it has adequate resource to discharge all
its liabilities. The directors have considered the liquidity risk
as part of their going concern assessment. (See note 2).
Fair values
Management assessed that the fair values of cash trade payables
and other current liabilities approximate their carrying amounts
largely due to the short-term maturities of these instruments.
5. CAPITAL MANAGEMENT POLICY
The Company's objectives when managing capital are to safeguard
the Company's ability to continue as a going concern in order to
provide returns for shareholders and benefits for other
stakeholders and to maintain an optimal capital structure to reduce
the cost of capital. The capital structure of the Company consists
of equity attributable to equity holders of the Company, comprising
issued share capital and reserves.
6. FINANCIAL INSTRUMENTS
The Company's principal financial instruments comprise cash and
cash equivalents and other payable. The Company's accounting
policies and method adopted, including the criteria for
recognition, the basis on which income and expenses are recognised
in respect of each class of financial assets, financial liability
and equity instrument are set out in Note 2. The Company does not
use financial instruments for speculative purposes.
The principal financial instruments used by the Company, from
which financial instrument risk arises, are as follows:
31 July
2020
GBP
Financial assets
Cash and cash equivalents 389,146
--------
Total financial assets 389,146
--------
Financial liabilities measured at amortised
cost
Trade and other payables 37,336
--------
Total financial liabilities 37,336
--------
There are no financial assets that are either past due or
impaired. The financial liabilities are due for payment in 1 to 3
months.
7. LOSS PER SHARE
The loss per share has been calculated using the loss for the
year and the weighted average number of ordinary shares entitled to
dividend rights which were outstanding during the year. There were
no potentially dilutive ordinary shares at the year end.
31 July 2020
GBP
Loss for the period attributable to equity holders of the Company (147,379)
Weighted average number of ordinary shares (number of shares) 31,883,333
-------------
Loss per share (pence per share) (0.46)
-------------
8. RELATED PARTY TRANSACTIONS
Key management are considered to be the directors and the key
management personnel compensation has been disclosed in note 7.
During the period, VSA Capital Limited provided financial
advisory and broker services to the Company. Andrew Monk is a
director and shareholder of VSA Capital Limited. The total amount
of the services provided was GBP10,000.
9. POST BALANCE SHEET EVENT
No notable post-balance sheet events have occurred. The Company
continues to monitor the changes to the global business conditions
and overall global business environment resulting from COVID-19
lockdowns and restrictions.
10. ULTIMATE CONTROLLING PARTY
At 31 July 2020, there was no ultimate controlling party.
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