TIDMBZT
RNS Number : 5234D
Bezant Resources PLC
29 June 2021
29 June 2021
Bezant Resources Plc
("Bezant", the "Company" or, together with its subsidiaries, the
"Group")
Final Results for the Year Ended 31 December 2020,
Publication of Annual Report and Update on Timing of AGM
Bezant (AIM: BZT), the copper-gold exploration and development
company, announces its audited final results for the year ended 31
December 2020.
Highlights :
Financial :
-- GBP1.0m loss after tax (2019: GBP1.1m loss).
-- No Impairment charge (2019: GBP211,000) relating to the
Company's Mankayan Copper-Gold Project, Philippines.
-- Approximately GBP1.1m cash at bank at the period end (2019: GBP0.3m).
Operational:
As explained in the Chairman's statement below during the year
the Company remained focused on seeking to develop its existing
projects through strategic alliances / joint ventures / sales and
the identification and acquisition of copper-gold resources moving
towards development of projects which pass the relevant criteria
for investment.
Kalengwa Project : Our 30% interest in the Kalengwa copper
silver project in Zambia, where Bezant acts as operator, was
acquired in April 2020 and comprises a large exploration licence
surrounding one of the richest open pits ever worked in Zambia.
During its working life, the Kalengwa mine, produced 1.9 million
tonnes of ore at an average grade of 9.4% copper with over 25% of
the ore mined exceeding 20% copper. The exploration licence has
numerous indications of similar geology, along with poorly tested
geochemical and geophysical anomalies, which could lead to
discovery of further typical Copper Belt mineralisation. The key
areas of interest include sparsely drilled copper mineralisation
just 4km northeast of the main pit and a 13km strike zone of
coincident geochemical and structural anomalism, which has not been
drill tested. Post the year end in April 2021 we announced the
provisional results of our initial two drill holes which were very
pleasing and our plans for 2021 are referred to in the Chairman's
statement below.
Hope Copper Gold Project : We completed the acquisition of 100%
of Virgo Resources +70% interest in the Hope and Gorob licences in
Namibia, in August 2020 which already have a combined Mineral
Resource of 10.2Mt @1.9% Cu and 0.3g/t Au at a 0.7% Cu cut-off,
reported in accordance with the JORC Code (2012). The concession
has a further untested potential mineralised area of over 150km as
well as additional targets for drill testing adjacent to the Hope
and Gorob deposits. Post-acquisition, archive search, showed that
the values of gold at Hope were on many occasions higher than the
average in the mineral resource statement, including some values
over 1g per tonne. Samples from the Gorob deposit were not assayed
for gold by previous owners, thus giving the impression that no
gold existed. During the period the Company commenced a
reconnaissance drilling programme to test the Gorob prospect for
gold and to increase the resource base in the area surrounding the
Hope property and in January 2021 announced that the result of this
initial programme achieved the objective of confirming our
assertion that gold should be present at the Gorob-Vendome deposit
since it is present at the Hope project and our plans for 2021 are
referred to in the Chairman's statement below.
Mankayan Project Philippines : In 2019 the Company sold 80% of
its interest in the Mankayan copper-gold porphyry project in the
Philippines to MMIH of Singapore who intend a reverse takeover or
listing on the Singapore or other suitable exchange. Post the
period end on 28 April 2021 the Company announced it had served
notice of termination of its transaction agreement (the
"Transaction Agreement") dated 4 October 2019 with Mining and
Minerals Industries Holding Pte. Ltd. ("MMIH"), a private company
incorporated in Singapore, with respect to the sale of 80 per cent.
of the Company's interest in the Mankayan copper -- gold project in
the Philippines (the "Mankayan Project") to MMJV Pte. Ltd.
("MMJV"), a 100 percent subsidiary of MMIH, (the "Transaction") as
MMIH has not met its Total Funding Commitment as defined in the
Transaction Agreement. Bezant, will explore and pursue options
including the possibility of re -- positioning the Mankayan project
within the Company's portfolio of copper and gold assets. The
Company will provide a further update(s) as and when appropriate
and the termination is referred to in notes 5 & 11.1 to the
accounts.
Eureka Project Argentina : The Eureka Project in Argentina has
been kept in good standing. We have previously undertaken the
initial desktop work, to define drilling programmes, which will
test various geophysical and geochemical anomalies and, when
complete, should define, the nature of the gold distribution and
overall potential of the project. Argentina has, like many
countries, been adversely affected by COVID-19 but we have received
expressions of interest to either joint venture or sell the project
and are still considering the best route to take for the
project.
Fundraising:
On 19 June 2020, the Company announced a GBP350,000 (before
expenses) fundraising. The fundraising comprised a placing of
406,250,000 new Ordinary Shares (the "Placing Shares") for
GBP325,000 at a price of 0.08 pence per Ordinary Share (the
"Placing Price") (the "Placing") and a subscription by Colin Bird,
Bezant's Executive Chairman, who invested GBP25,000 to subscribe
for 31,250,000 new Ordinary Shares at the Placing Price (the
"Subscription Shares") (the "Subscription"), representing 7.14 per
cent. of the total Fundraising amount. Each of the participants in
the Fundraising also received a warrant exercisable at a 100%
premium to the Placing Price for each Fundraising Share which they
have subscribed valid for 2 years from Admission. The Company also
issued a warrant to Novum to subscribe for 21,875,000 new Ordinary
Shares exercisable at the Placing Price for a period of 2 years
from Admission.
As announced on 28 August 2020, the Company raised GBP625,000
before expenses from a fundraising comprising 750,000,000 new
Ordinary Shares ("Placing Shares") for GBP600,000 at a price of
0.08 pence per Ordinary Share (the "Placing Price") (the "Placing")
and a subscription by Colin Bird, Bezant's Executive Chairman, who
invested GBP25,000 to subscribe for 31,250,000 new Ordinary Shares
at the Placing Price (the "Subscription Shares") (the
"Subscription"), representing 4.17 per cent. of the total
Fundraising amount. Each of the participants in the Fundraising
also received half a warrant exercisable at 0.16 pence for each
Fundraising Share which they have subscribed valid for two years
from Admission. The Company also issued a warrant to Novum to
subscribe for 37,500,000 new Ordinary Shares exercisable at the
Placing Price for a period of two years from Admission.
During the period 476,875,000 of the warrants issued in relation
to the two fundraisings announced on 19 June 2020 and 28 August
2020 were exercised and the Company was paid in aggregate
GBP739,250 in relation to the exercise of these warrants. As at the
year end.
2021 Annual General Meeting
In light of current restrictions on public gatherings and the
uncertainty as to when and to what extent these will be lifted and
to ensure shareholders comply with the Government measures, the
Company will as in 2020 be calling an Annual General Meeting at
which shareholders will not permitted to attend in person but
arrangement will be made for shareholders to dial into the AGM and
submit questions in advance of the AGM.
The Company will hold an Annual General Meeting on or around
Friday, 30 July 2021 and the wording of each resolution to be
tabled will be set out in a formal Notice of Annual General Meeting
to be sent to shareholders.
Shareholders who are unable to attend the Annual General Meeting
and who wish to appoint a proxy in their place must ensure that
their proxy is appointed in accordance with the provisions set out
in the Notice of Annual General Meeting.
Corporate
On 26 October the Company announced the appointment to the Board
of Raju Samtani as a Finance Director and Edward (Ed) Slowey as a
Technical Director of the Company.
Raju Samtani, Associate Chartered Management Accountant, serves
currently as Finance Director of the AIM-listed Tiger Royalties and
Investments Plc. His previous experience includes his position as a
Finance Director of Kiwara Plc which was acquired by First Quantum
Minerals Ltd in January 2010 and prior to that he spent three years
as Group Financial Controller at marketing services agency - WTS
Group Limited, where he was appointed by the Virgin Group to
oversee their investment in the WTS Group Ltd.
Ed Slowey holds a BSc degree in Geology from the National
University of Ireland and is a founder member of The Institute of
Geology of Ireland. Ed has more than 40 years' experience in
mineral exploration, mining and project management including
working as a mine geologist at Europe's largest zinc mine in Navan,
Ireland and was exploration manager for Rio Tinto in Ireland for
more than a decade, which led to the discovery of the Cavanacaw
gold deposit. Ed is an experienced exploration geologist, having
worked in Africa, Europe, America and the FSU and his experience
includes joint venture negotiation, exploration programme planning
and management through to feasibility study implementation for a
variety of commodities. As a professional consultant, Ed's work has
included completion of CPR's and 43-101 technical reports for
international stock exchange listings and fundraising, while also
undertaking assignments for the World Bank and European Union
bodies. Ed has also served as director of several private and
public companies, including the role of CEO and Technical Director
at AIM-listed Orogen Gold Plc which discovered the Mutsk gold
deposit in Armenia.
Post Period End :
1. Termination of Agreement with MMIH: In 2019 the Company
sold 80% of its interest in the Mankayan copper-gold porphyry
project in the Philippines to MMIH of Singapore who intend a
reverse takeover or listing on the Singapore or other suitable
exchange. Post the period end on 28 April 2021 the Company announced
it had served notice of termination of its transaction agreement
(the "Transaction Agreement") dated 4 October 2019 with Mining
and Minerals Industries Holding Pte. Ltd. ("MMIH"), a private
company incorporated in Singapore, with respect to the sale
of 80 per cent. of the Company's interest in the Mankayan copper
-- gold project in the Philippines (the "Mankayan Project")
to MMJV Pte. Ltd. ("MMJV"), a 100 percent subsidiary of MMIH,
(the "Transaction") as MMIH has not met its Total Funding Commitment
as defined in the Transaction Agreement. Bezant, is exploring
and pursuing options including the possibility of re -- positioning
the Mankayan project within the Company's portfolio of copper
and gold assets. As mentioned in note 5 the previous provisions
writing the Group investment in the Mankayan Project to Nil
have not been written back. Due to the termination of the Transaction
Agreement the contingent consideration due to the Company under
the Transaction Agreement of S$10m shares in a ListCo has not
been recognised.
2. Completion of acquisition of 100% of Metrock Resources:
On 12 February 2021 the Company announced the completion of
its share purchase agreement with the shareholders of Metrock
(the "Vendors") dated 21 December 2020 to acquire 100% of Metrock
Resources Ltd, incorporated in Australia (ACN 634 959 274) ("Metrock")
(the "Acquisition"). Metrock through its 100% owned Australian
subsidiary Coastal Resources Pty Ltd (ACN 624 968 752) owns
i) 100% of Cypress Sources Pty Ltd incorporated in Botswana
which owns PLs 377/2018, 378/2018, 379/2018, 420/2018, 421/2018,
423/2018, 424/2018, 425/2018, and ii) 100% of Coastal Minerals
Pty Ltd Incorporated in Botswana which owns PL129/2019.
The initial consideration payable by Bezant at completion of
the Acquisition ("Completion") was i) GBP405,000 by the issue
of 150,000,000 new ordinary shares of 0.002 pence each in the
capital of the Company ("Bezant Shares") at a deemed issue price
of 0.27 pence per Bezant Share ("Ordinary Shares Consideration")
which was a premium of 17.4% to the closing price of 0.23 pence
on 11 February 2021, ii) the issue of 31,800,000 Unlisted Options
in the share capital of Bezant. The options will have a strike
price of 0.40 pence per share and will have an expiry date of
30 September 2024 ("Option Consideration"). The Company also
issued a total of 84,597,407 Bezant Shares to acquire Loans
of GBP198,213 and settle creditors of GBP30,200 owed by Metrock
which will be issued i) to two of the Vendors namely 50,422,222
Bezant Shares to Breamline Pty Ltd and 5,860,370 Bezant Shares
to M&A Wealth Pty Ltd and ii) 28,314,815 Bezant Shares to Tiger
Royalties and Investments Plc (AIM:TIR) ("Loan Accounts Consideration
Shares") (the "Consideration"). The Company at Completion settled
creditors of Metrock of approximately A$26,508 (approximately
GBP14,900) in cash.
3. Issue of Namibian Licence: On 12 February 2021 the Company,
further to its announcement of 19 June 2020 announced that EPL
7170 has been granted and is registered in the name of the group's
80% owned subsidiary Hope Namibia Mineral Exploration Pty Ltd
. The consideration for the acquisition of EPL 7170 was the
issue of 15,763,889 new ordinary shares at a deemed issue price
of 0.27 pence per share, which was at a premium of 17.4% to
the closing price of 0.23 pence on 11 February 2021 issued to
Bezant's local partner in relation to the issue of EPL 7170
and its transfer to Hope Namibia (the "Initial Shares") and
a further 15,763,889 Bezant Shares are to be issued on 13 July
2021 (the "Balance Shares") (together the "New Shares").
4. Issue of equity regarding acquisition of Virgo Resources
Ltd: On 1 March 2021 the Company announced the issue of 34,000,000
ordinary shares representing the Balance of Assets Sellers Shares
referred to the Company's 17 August 2020 announcement.
5. Exercise of warrants . On the following dates the Company
announced the exercise of warrants at a price on 0.16p per share;
i) 28 April 2021- 16,250,000 warrants for GBP26,000;
ii) 7 May 2021 - 26,250,000 warrants for GBP42,000;
iii) 11 May 2021 - 6,250,000 warrants for GBP10,000; and
17 May 2021 - 43,437,500 warrants GBP69,500
Other that these matters, no significant events have occurred
subsequent to the reporting date that would have a material
impact on the consolidated financial statements.
Colin Bird, Executive Chairman of Bezant, today commented :
"During 2020 we have increased the Company's copper projects in
Southern Africa by acquire a 30% interest in the Kalengwa copper
silver project in Zambia and a >70% interest in the Hope Copper
Gold project in Namibia which means the Company is well positioned
in the gold-copper space when the demand for copper is expected to
double by 2030. Post the year end we increased our position in
Southern Africa by the acquisition of the Kanye Manganese Project
in Botswana."
The Company's Annual Report and Financial Statements for the
year ended 31 December 2020 has been published today and will
shortly be available on the Company's website at:
https://www.bezantresources.com/financial-reports
The audited financial information contained in this announcement
does not constitute the Company's full financial statements for the
year ended 31 December 2020, but is derived from those financial
statements, approved by the board of directors. The auditors'
report on the 2020 financial statements was unqualified and did not
contain any statement under section 498(2) or (3) of the Companies
Act 2006 but did contain an 'material uncertainty' paragraph
relating to going concern. The full audited financial statements
for the year ended 31 December 2020 will be delivered to the
Registrar of Companies and filed at Companies House.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
UK Domestic Law by virtue of the European Union (Withdrawal) Act
2018 ("UK MAR").
For further information, please contact :
Bezant Resources plc
Colin Bird
Executive Chairman
Beaumont Cornish (Nominated Adviser) +27 726 118 724
Roland Cornish
Novum Securities Limited (Broker) +44 (0) 20 7628 3396
Jon Belliss
or visit http://www.bezantresources.com +44 (0) 20 7399 9400
EXTRACTS FROM THE 2020 ANNUAL REPORT
Chairman's Statement
Dear Shareholder,
In last year's Chairman's letter, I mentioned the Board's move
to focus on Southern Africa and during the year under review,
Bezant acquired a 30% interest in the Kalengwa Copper Silver
Project in Zambia, and +70% interest in the Hope Copper Gold
Project in Namibia and also entered into an agreement to acquire
the Kanye Manganese Project in Botswana which closed after the year
end. We remained focused on seeking to develop existing projects
through strategic alliances / joint ventures / sales and the
identification and acquisition of copper-gold resources moving
towards development of projects which pass the relevant criteria
for investment.
Kalengwa Project : Our 30% interest in the Kalengwa copper
silver project in Zambia, where Bezant acts as operator, was
acquired in April 2020 and comprises a large exploration licence
surrounding one of the richest open pits ever worked in Zambia.
During its working life, the Kalengwa mine, produced 1.9 million
tonnes of ore at an average grade of 9.4% copper with over 25% of
the ore mined exceeding 20% copper. The exploration licence has
numerous indications of similar geology, along with poorly tested
geochemical and geophysical anomalies, which could lead to
discovery of further typical Copper Belt mineralisation. The key
areas of interest include sparsely drilled copper mineralisation
just 4km northeast of the main pit and a 13km strike zone of
coincident geochemical and structural anomalism, which has not been
drill tested. Post the year end on 12(th) and 22(nd) April 2021 we
announced the provisional results of our initial two drill holes
which were very pleasing. We have identified 350m of mineralised
strike to date and, in order to build up a significant copper
tonnage, we intend to carry out a ground IP geophysics survey as
well as drilling at least two further holes in the vicinity of the
two already completed holes. We are pleased with the results to
date as we have not yet tested several other targets on the large
Kalengwa property, including a 13km zone of enhanced soil
geochemistry along an interpreted structure. We plan to carry out
initial geophysical surveying on this target while the geophysics
crew is on site.
Hope Copper Gold Project : We completed the acquisition of 100%
of Virgo Resources +70% interest in the Hope and Gorob licences in
Namibia, which already have a combined Mineral Resource of 10.2Mt
@1.9% Cu and 0.3g/t Au at a 0.7% Cu cut-off, reported in accordance
with the JORC Code (2012). The concession has a further untested
potential mineralised area of over 150km as well as additional
targets for drill testing adjacent to the Hope and Gorob deposits.
Post-acquisition, archive search, showed that the values of gold at
Hope were on many occasions higher than the average in the mineral
resource statement, including some values over 1g per tonne.
Samples from the Gorob deposit were not assayed for gold by
previous owners, thus giving the impression that no gold existed.
During the period the Company commenced a reconnaissance drilling
programme to test the Gorob prospect for gold and to increase the
resource base in the area surrounding the Hope property and in
January 2021 announced that the result of this initial programme
achieved the objective of confirming our assertion that gold should
be present at the Gorob-Vendome deposit since itis present at the
Hope project. Both copper and gold values were pleasing, and we
will obviously internally rework the valuation of Gorob based on
the new results. In the first half of 2021 we tested the130km of
strike under license by a heli-airborne electromagnetic survey and
the preliminary evaluation of this announced on 2 June 2021 showed
good results as the survey covered areas suspected to be
prospective and has also identified further prospective EM and
magnetic targets with significant strike lengths. We are currently
interrogating the raw data to refine target selection. Our focus
will be on near surface anomalies and/or targets with significant
strike lengths.
Kanye Manganese Project Botswana: We announced on 22 December
2020 the conditional acquisition of a 100% interest in the Kanye
Manganese Project and announced the completion of the acquisition
on 12 February 2021. The project comprises a collection of nine
prospecting licenses, located in south-central Botswana south of
the town of Jwaneng and west of the town of Kanye and 150 km by
road from the capital Gaborone. The licenses cover a total area of
4,043 km2 and provide the holder with the right to prospect for
Metals. The target for manganese mineralisation is manganiferous
shale horizons located on the contact between the Taupone Group and
the underlying Black Reef Formation. This geological setting is
similar to that of the Giyani Metals Corp manganese occurrences on
their Kwgakgwe Hill (K-Hill), Otse and Lobatse projects which are
located just a few kilometres off the Kanye property. The most
significant of these (K-Hill) comprises a manganese-rich black
shale formation within the lower Taupone Group containing an
Inferred Mineral Resource of 1.24Mt @ 27.3% MnO at a cut-off grade
of 8.9% MnO prepared in accordance with Canadian National
Instrument 43-101. (As reported by Giyani Metals Corp. in April
2020). Post-acquisition the Company has in 2021 commenced an
initial exploration programme involving filed work and
trenching.
Mankayan Project Philippines : In 2019 the Company sold 80% of
its interest in the Mankayan copper-gold porphyry project in the
Philippines to MMIH of Singapore who intend a reverse takeover or
listing on the Singapore or other suitable exchange. Post the
period end on 28 April 2021 the Company announced it had served
notice of termination of its transaction agreement (the
"Transaction Agreement") dated 4 October 2019 with Mining and
Minerals Industries Holding Pte. Ltd. ("MMIH"), a private company
incorporated in Singapore, with respect to the sale of 80 per cent.
of the Company's interest in the Mankayan copper -- gold project in
the Philippines (the "Mankayan Project") to MMJV Pte. Ltd.
("MMJV"), a 100 percent subsidiary of MMIH, (the "Transaction") as
MMIH has not met its Total Funding Commitment as defined in the
Transaction Agreement. Bezant, will explore and pursue options
including the possibility of re -- positioning the Mankayan project
within the Company's portfolio of copper and gold assets. The
Company will provide a further update(s) as and when appropriate
and the termination is referred to in notes 5 & 11.1 to the
accounts
Eureka Project Argentina : The Eureka Project in Argentina has
been kept in good standing. We have previously undertaken the
initial desktop work, to define drilling programmes, which will
test various geophysical and geochemical anomalies and, when
complete, should define, the nature of the gold distribution and
overall potential of the project. Argentina has, like many
countries, been adversely affected by COVID-19 but we have received
expressions of interest to either joint venture or sell the project
and are still considering the best route to take for the
project.
Market Outlook : The gold price is always difficult to predict,
but in our projects where gold occurs it is secondary and has the
potential for significant revenue addition particularly in Namibia.
We are particularly confident for the prospects of copper, and as I
have indicated before there are forecast that the demand for copper
is expected to double by 2030. The supply fundamentals have
deteriorated over the last 3 to 4 years, mainly due to do the weak
financing conditions for explorers and social challenges in places
such as Chile and the DRC and this has been borne out by a strong
increase in the copper price over the last year. It remains our
view, that the copper industry will return to its structure of the
1990s, where small high-grade mines existed, medium sized open pit
and underground mines existed and of course, the large open pits
which were the key contributors.
COVID-19 and Brexit : Following on from last year's Chairman's
letter it is now 15 months or so when we all first learnt about the
COVID-19 pandemic and notwithstanding success in the development of
vaccinations it is still very much with us as second and third
waves have emerged. Geo-political tensions have not in the meantime
got any better which has led to a very uncertain world. The paradox
against this uncertainty is sharply rising base metal prices and
bullish forecast for commodities for the coming years. We continue
to believe that for the coming year uncertainties will be
increased, but that the underlying strong trend in commodities will
be maintained. As COVID-19 remains very much a live issue to be
carefully monitored, at the corporate level we have continued to
work from home. Notwithstanding COVID-19 in the period we completed
two acquisitions and two fundraisings both of which I participated
in. Notwithstanding local COVID-19 requirements during the period
we commenced our planned reconnaissance drilling in Namibia and
post year end were able to do the same in Zambia. With no projects
in Europe Brexit has had a minimal effect on the Company.
I would like to thank my fellow directors of Bezant and
management, who have seen many changes during the year and have
been resilient during the transition phase.
I look forward to reporting positive developments in our
projects, with the Company well positioned in the copper-gold
space.
Mr Colin Bird
Executive Chairman
28 June 2021
Consolidated Statement of Profit and Loss
For the year ended 31 December 2020
Notes Year ended Year ended
31 December 31 December
2020 2019
GBP'000 GBP'000
CONTINUING OPERATIONS
Group revenue - -
Cost of sales - -
------------- -------------
Gross profit/(loss) - -
Operating expenses (658) (911)
Share based payments (380) (6)
Operating loss (1,038) (917)
Interest received - 1
Other income 12 -
Impairment of assets 2 - (211)
Loss before taxation (1,026) (1,127)
Taxation - -
------------- -------------
Loss for the financial year from
continuing operations (1,026) (1,127)
Loss for the financial year (1,026) (1,127)
============= =============
Attributable to:
Owners of the Company (977) (1,127)
------------- -------------
- Continuing operations (977) (1,127)
- Discontinued operations - -
------------- -------------
Non-controlling interest (49) -
------------- -------------
(1,026) (1,127)
============= =============
Loss per share (pence)
Basic loss per share from continuing
operations 3 (0.05) (0.11)
============= =============
Diluted loss per share from continuing
operations 3 (0.05) (0.11)
============= =============
Consolidated Statement of Other Comprehensive Income
For the year ended 31 December 2020
Year ended Year ended
31 December 31 December
2020 2019
GBP'000 GBP'000
Other comprehensive income:
Loss for the financial year (1,026) (1,127)
Items that may be reclassified
to profit or loss:
Foreign currency reserve movement (1) (17)
------------- -------------
Total comprehensive loss for the
financial year (1,027) (1,144)
============= =============
Attributable to:
Owners of the Company (978) (1,144)
------------- -------------
Non-controlling interest (49) -
------------- -------------
(1,027) (1,144)
============= =============
Consolidated Statement of Changes in Equity
For the year ended 31 December 2020
Non
Share Share Other Retained Controlling Total
Capital Premium Reserves1 Losses interest Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Year ended 31 December
2020
Balance at 1 January
2020 2,003 36,429 840 (34,489) - 4,783
Current year loss - - - (977) (49) (1,026)
Foreign currency reserve - - (1) - - (1)
Total comprehensive
loss for the year - - (1) (977) (49) (1,027)
--------- --------- ----------- --------- ------------- ---------
Proceeds from shares
issued 24 951 - - - 975
Share issue costs - (105) - - - (105)
Shares issued - Acquisitions 12 1,120 - - - 1,132
Warrants issued to
shareholders - - 486 (451) - 35
Warrants exercised 10 730 (243) 243 - 740
Share options granted - - 441 - - 441
Non-controlling interests
on acquisition of
subsidiary - - - - 37 37
Balance at 31 December
2020 2,049 39,125 1,523 (35,674) (12) 7,011
========= ========= =========== ========= ============= =========
Non
Share Share Other Retained Controlling Total
Capital Premium Reserves(1) Losses interest Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Year ended 31 December
2019
Balance at 1 January
2019 1,998 36,074 840 (33,362) - 5,550
Current year loss - - - (1,127) - (1,127)
Foreign currency reserve - - (17) - - (17)
Total comprehensive
loss for the year - - (17) (1,127) - (1,144)
--------- --------- ------------- --------- ------------- ---------
Proceeds from shares
issued 5 366 - - - 371
Warrants issued - (38) 38 - - -
Lapsed warrants - 27 (27) - - -
Share options granted - - 6 - - 6
Balance at 31 December
2019 2,003 36,429 840 (34,489) - 4,783
========= ========= ============= ========= ============= =========
(1) Other reserves is made up of the share-based payment and
foreign exchange reserve.
Consolidated and company Balance Sheet
As at 31 December 2020
Consolidated Company
2020 2019 2020 2019
Notes GBP'000 GBP'000 GBP'000 GBP'000
ASSETS
Non-current assets
Plant and equipment 4 3 4 - 1
Investments 5 - - 4,516 2,870
Exploration and evaluation
assets 6 6,405 4,778 3,129 3,129
--------- --------- --------- -----------
Total non-current
assets 6,408 4,782 7,645 6,000
--------- --------- --------- -----------
Current assets
Trade and other receivables 28 65 16 58
Cash and cash equivalents 1,128 330 1,094 329
--------- --------- --------- -----------
1,156 395 1,110 387
Total current assets 1,156 395 1,110 387
--------- --------- --------- -----------
TOTAL ASSETS 7,564 5,177 8,755 6,387
LIABILITIES
Current liabilities
Trade and other payables 553 394 399 371
Total current liabilities 553 394 399 371
--------- --------- --------- -----------
NET ASSETS 7,011 4,783 8,356 6,016
========= ========= ========= ===========
EQUITY
Share capital 7 2,049 2,003 2,049 2,003
Share premium 7 39,125 36,429 39,125 36,429
Share-based payment
reserve 858 174 858 174
Foreign exchange reserve 665 666 142 142
Retained losses (35,674) (34,489) (33,818) (32,732)
--------- --------- --------- -----------
7,023 4,783 8,356 6,016
Non-controlling interests (12) - - -
--------- --------- --------- -----------
TOTAL EQUITY 7,011 4,783 8,356 6,016
========= ========= ========= ===========
In accordance with the provisions of Section 408 of the
Companies Act 2006, the Parent Company has not presented a separate
income statement. A loss for the year ended 31 December 2020 of
GBP878,000 (2019: GBP1,216,000) has been included in the
consolidated income statement.
Consolidated and Company Statement of Cash Flows
For the year ended 31 December 2020
Consolidated Company
Year ended Year ended Year ended Year ended
31 December 31 December 31 December 31 December
2020 2019 2020 2019
Notes GBP'000 GBP'000 GBP'000 GBP'000
Net cash outflow from operating
activities 8 (629) (437) (460) (352)
------------- ------------- ------------- -------------
Cash flows from investing
activities
Interest received - 1 - -
Other income 53 43 53 43
Option payments - (27) - -
Proceeds from sale of PP&E 12 - - -
Deferred exploration expenditure (271) - - -
Investment in subsidiary - - (245) -
Loans to associates - (58) - (58)
Loans to subsidiaries - - (227) (108)
------------- ------------- ------------- -------------
(206) (41) (419) (123)
------------- ------------- ------------- -------------
Cash flows from financing
activities
Proceeds from issuance of
ordinary shares 1,644 329 1,644 329
------------- ------------- ------------- -------------
Increase/(decrease) in cash 809 (149) 765 (146)
Cash and cash equivalents
at beginning of year 330 492 329 481
Foreign exchange movement (11) (13) - (6)
------------- ------------- ------------- -------------
Cash and cash equivalents
at end of year 1,128 330 1,094 329
============= ============= ============= =============
Notes to the financial information
For the year ended 31 December 2019
1. Basis of preparation
The financial information, which incorporates the financial
information of the Company and its subsidiary undertakings
(the "Group"), has been prepared using the historical cost
convention and in accordance with International Financial
Reporting Standards ("IFRS") including IFRS 6 'Exploration
for and Evaluation of Mineral Resources', as adopted by the
European Union ("EU").
The audited financial information contained in this announcement
does not constitute the Company's full financial statements
for the year ended 31 December 2020, but is derived from those
financial statements, approved by the board of directors.
The auditors' report on the 2020 financial statements was
unqualified and did not contain any statement under section
498(2) or (3) of the Companies Act 2006 but did contain an
'material uncertainty' paragraph relating to going concern.
The full audited financial statements for the year ended 31
December 2020 will be delivered to the Registrar of Companies
and filed at Companies House.
Going concern basis of accounting
The Group made a loss from all operations for the year ended
31 December 2020 after tax of GBP1,026,000 (2019: GBP1.1 million),
had negative cash flows from operations and is currently not
generating revenues. Cash and cash equivalents were GBP1.1
million as at 31 December 2020. An operating loss is expected
in the year subsequent to the date of these accounts and as
a result the Company will need to raise funding to provide
additional working capital to finance its ongoing activities.
Management has successfully raised money in the past, but
there is no guarantee that adequate funds will be available
when needed in the future.
The COVID-19 pandemic announced by the World Health Organisation
in the period initially had a markedly negative impact on
global stock markets although many sectors and stock market
losses have been recovered there is increased volatility as
stock markets react to ongoing news in relation to the short-term
and long-term impact of COVID-19 and the financially implications
of the economic stimulus packages adopted by most governments
to protect and / or support their economies this has also,
affected currencies and general business activity. Notwithstanding
this the Company was able to complete and announce fundraisings
of GBP350,000 on 19 June 2020 and GBP625,000 on 28 August
2020. The timing and extent of the impact and recovery from
COVID-19 is still not certain as although certain countries
have implemented successful vaccination programs others lag
behind , many international travel restrictions remain in
place and different countries are experiencing new waves of
infection so COVID-19 remains an issue that requires ongoing
monitoring in 2021 and likely at least into 2022 but possibly
longer.
Based on the Board's assessment that the Company will be able
to raise additional funds, as and when required, to meet its
working capital and capital expenditure requirements, the
Board have concluded that they have a reasonable expectation
that the Group can continue in operational existence for the
foreseeable future. For these reasons the Group continues
to adopt the going concern basis in preparing the annual report
and financial statements.
There is a material uncertainty related to the conditions
above that may cast significant doubt on the Group's ability
to continue as a going concern and therefore the Group may
be unable to realise its assets and discharge its liabilities
in the normal course of business.
The financial report does not include any adjustments relating
to the recoverability and classification of recorded asset
amounts or liabilities that might be necessary should the
entity not continue as a going concern.
2. Impairment
Year ended Year ended
31 December 31 December
2020 2019
GBP'000 GBP'000
Impairment loss on loan to associate - 211
- 211
================================================================== ==============
The Mankayan project owned by Crescent Mining and Development
Corporation is part of the continuing operations and was fully
impaired in 2016 (see note 11) due to then significant lingering
uncertainty concerning the political and tax environment in
the Philippines. Although the political and tax environment
has subsequently improved it was not considered prudent in
the 2019 accounts to write back any of the provision made
in prior years.
In 2019, as per note 11.1, of the accounts Group sold 80%
of its interest in the Mankayan copper-gold project and derecognised
its investment in its subsidiary, Asean Copper Investments
Limited and the loan balances outstanding have been fully
impaired.
On 28 April 2021 post the period end ( see note 25 of the
accounts) the Company announced that it had served notice
of termination of its transaction agreement (the "Transaction
Agreement") dated 4 October 2019 with Mining and Minerals
Industries Holding Pte. Ltd. ("MMIH"), a private company incorporated
in Singapore, with respect to the sale of 80 per cent. of
the Company's interest in the Mankayan copper -- gold project
in the Philippines (the "Mankayan Project") to MMJV Pte. Ltd.
("MMJV"), a 100 percent subsidiary of MMIH, (the "Transaction")
as MMIH has not met its Total Funding Commitment as defined
in the Transaction Agreement. Bezant, will explore and pursue
options including the possibility of re -- positioning the
Mankayan project within the Company's portfolio of copper
and gold assets but in the meantime the previous provisions
against the Company's investment in the Mankayan Project writing
it down to Nil have not been written back.
3. Loss per share
The basic and diluted loss per share have been calculated
using the loss attributable to equity holders of the Company
for the year ended 31 December 2020 of GBP977,000 (2019: GBP1,127,000)
of which GBP977,000 (2019: GBP1,127,000) was from Continuing
Operations and GBPnil (2019: nil) was from Discontinued Operations.
The basic loss per share was calculated using a weighted average
number of shares in issue of 2,046,170,268 (2019: 1,018,075,876).
The diluted loss per share has been calculated using a weighted
average number of shares in issue and to be issued of 2,397,420,278
(2019: 1,018,075,876).
The diluted loss per share and the basic loss per share are
recorded as the same amount, as conversion of share options
decreases the basic loss per share, thus being anti-dilutive.
4. Plant and equipment
2020 2019
GBP'000 GBP'000
Plant and equipment
Cost
At beginning of year 68 73
Exchange differences (1) (5)
-------- --------
At end of year 67 68
-------- --------
Depreciation
At beginning of year 64 67
Charge for the year 1 1
Exchange differences (1) (4)
-------- --------
At end of year 64 64
-------- --------
Net book value at end of year 3 4
======== ========
5. Investments
2020 2019
GBP'000 GBP'000
Loan to associate 211 211
Impairment provision (note 2) (211) (211)
-------- --------
- 279
======== ========
6. Exploration and evaluation assets 2020 2019
GBP'000 GBP'000
Balance at beginning of year 4,778 4,781
Acquisitions during year -
Namibia (note 9) 1,283 -
Zambia (note 9) 131 -
Exploration expenditure 218 -
Exchange differences (5) (3)
----------- --------
Carried forward at end of year 6,405 4,778
=========== ========
7. Share capital
2020 2019
Number GBP'000 GBP'000
Authorised
5,000,000,000 ordinary shares of 0.002p 100 -
each
5,000,000,000 deferred shares of 0.198p 9,900 -
each
--------------- --------------
10,000 10,000
=============== ==============
Allotted ordinary shares, called up
and fully paid
As at beginning of the year 25 1,998
Share subscription 24 5
Shares issued to directors and management 12 -
Shares issued to settle third party
fees 10 -
Sub-divided to deferred shares (1) - (1,978)
--------------- --------------
Total ordinary shares at end of year
r 71 25
--------------- --------------
Allotted deferred shares, called up
and fully paid
As at beginning of the period 1,978 -
Sub-divided from ordinary shares (1) - 1,978
--------------- --------------
Total deferred shares at end of period 1,978 1,978
--------------- --------------
Ordinary and deferred as at end of
year 2,049 2,003
=============== ==============
Number of Number of
shares 2020 shares 2019
Ordinary share capital is summarised
below:
As at beginning of the year 1,269,755,181 998,773,038
Share subscription 1,218,750,000 250,000,000
Shares issued for exploration project
acquisitions 578,318,935(3)
Shares issued on exercise of warrants 476,875,000 -
Shares issued to settle third party
fees (-) 20,982,143(2)
--------------- --------------
As at end of year 3,543,699,116 1,269,755,181
=============== ==============
Deferred share capital is summarised
below:
As at beginning of the year - -
Issued due to sub-division (1) 998,773,038 998,773,038
--------------- --------------
As at the end of the year 998,773,038 998,773,038
=============== ==============
(1) On 24 May 2019, a resolution was passed at the Company's
Annual General Meeting to approve the reorganisation of
the Company's share capital in order to reduce the nominal
value of the Company's ordinary shares such that the Company
is able to issue new ordinary shares at a price below GBP0.02
per ordinary share in the event that the Directors seek
to raise additional equity finance at such a price to provide,
inter alia, additional working capital for the group. Pursuant
to this resolution, every existing ordinary share in the
capital of the Company in issue of GBP0.002 each ("Existing
Ordinary Shares") on 24 May 2019 was re-designated and
sub-divided into 1 (one) new ordinary share of GBP0.00002
each ("New Ordinary Shares") and 1 (one) deferred share
of GBP0.00198 each ("Deferred Shares"). The New Ordinary
Shares have been admitted for trading on AIM in place of
the Existing Ordinary Shares. The New Ordinary Shares continue
to carry the same rights as attached to the Existing Ordinary
Shares (save for the reduction in their nominal value).
The Deferred Shares have very limited rights and are effectively
valueless as they have no voting rights and have no rights
as to dividends and only very limited rights on a return
of capital. The Deferred Shares are not admitted to trading
or listed on any stock exchange and are not freely transferable.
(2) On 5 December 2019, certain professional fees amounting
to GBP29,375 owed to Novum Securities Ltd was settled by
the issue of 20,982,143 new Ordinary Shares (the "Fee Shares").
The Fee Shares were issued at a price of 0.14 pence per
share, being the price at which the Company completed its
fundraise announced on 5 December 2019 which represented
a discount of approximately 30 per cent. to the Company's
closing mid-market share price of 0.2 pence on 4 December
2019.
(3) On 14 August 2020 the Company completed the acquisition
of 100% of Virgo Resources Ltd and its interests in the
Hope Copper-Gold Project in Namibia. Acquisition consideration
included the issue of 501,395,858 ordinary shares to the
vendors of the project (note 12). On 27 April 2020 the
Company entered into a binding agreement with KPZ International
Limited ("KPZ Int") in relation to the acquisition of a
30 per cent. interest in the approximate 974 km(2) large
scale exploration licence numbered 24401-HQ-LEL in the
Kalengwa greater exploration area in The Republic of Zambia
(the "Licence") by acquiring a 30 per cent. shareholding
in KPZ Int. The Licence is held by Kalengwa Processing
Zone Ltd ("KPZ"), a 100 per cent. (less one share) Zambian
subsidiary of KPZ Int, and is for the exploration of copper,
cobalt, silver, gold and certain other specified minerals.
The Licence was granted on 2 April 2019 and is valid for
an initial period up to 1 April 2023. Consideration for
the acquisition was US$250,000 (LIR202,493) settled on
6 November by the issue of 76,923,077 shares and costs
of GBP23,77
2020 2019
GBP'000 GBP'000
The share premium was as follows:
As at beginning of year 36,429 36,074
Share subscription 951 345
Shares issued to directors and management - -
Shares issued to settle third party
fees - 42
Shares issued - Acqusitions 1,120 -
Share issue costs (105) (21)
Warrants lapsed - 27
Warrants exercised 730 -
Warrants issued - (38)
As at end of year 39,125 36,429
======== ========
Each fully paid ordinary share carries the right to one vote
at a meeting of the Company. Holders of shares also have the
right to receive dividends and to participate in the proceeds
from sale of all surplus assets in proportion to the total
shares issued in the event of the Company winding up.
8. Reconciliation of operating loss to net
cash outflow from operating activities
Year ended Year ended
31 December 31 December
2020 2019
GBP'000 GBP'000
Operating loss from all operations (1,038) (917)
Depreciation and amortisation - 1
VAT refunds received (53) (43)
Share options 380 6
Shares converted at a discount - 13
Foreign exchange gain 5 154
Decrease in receivables 37 29
Increase in payables 40 320
------------- -------------
Net cash outflow from operating activities (629) (437)
============= =============
9. Acquisition of subsidiaries
Acquisition of Virgo Resources Limited
Namibia
On 14 August 2020 the Company completed the acquisition of
100% of Virgo Resources Ltd and its interests in the Hope
Copper-Gold Project in Namibia.
The fair value of the assets and liabilities acquired were
as follows:
2020
GBP'000
Consideration
Equity consideration
* Ordinary shares (issued) 939
* Ordinary shares (deferred) 126
* Options 61
Cash consideration 86
----------
1,212
Fair value of assets and
liabilities acquired
* Assets 33
* Liabilities (104)
----------
(71)
Deemed fair value of
exploration assets acquired 1,283
==========
On 27 April 2020 the Company entered into a binding joint
venture agreement with KPZ International Limited ("KPZ Int")
in relation to the acquisition of a 30 per cent. interest
in the approximate 974 km(2) large scale exploration licence
numbered 24401-HQ-LEL in the Kalengwa greater exploration
area in The Republic of Zambia (the "Licence") by acquiring
a 30 per cent. shareholding in KPZ Int. The Licence is held
by Kalengwa Processing Zone Ltd ("KPZ"), a 100 per cent. (less
one share) Zambian subsidiary of KPZ Int, and is for the exploration
of copper, cobalt, silver, gold and certain other specified
minerals. The Licence was granted on 2 April 2019 and is valid
for an initial period up to 1 April 2023.
The fair value of the assets and liabilities acquired were
as follows:
2020
GBP'000
Consideration
Consideration
* Was due to be paid in cash but subsequently agreed to
be settled by Ordinary shares (issued) 193
193
Fair value of assets and
liabilities acquired
* Assets 53
-
* Liabilities
--------
53
Deemed fair value of
exploration assets acquired 140
========
10. Availability of Annual Report and Financial Statements
Copies of the Company's full Annual Report and Financial Statements
are being posted to those shareholders who have elected to
receive hardcopy shareholder communications from the Company
and are also available to download from the Company's website
at www.bezantresources.com .
The Annual Report and Financial Statements will also be made
available for inspection at the Company's registered office
during normal business hours on any weekday. Bezant Resources
Plc is registered in England and Wales with registered number
02918391. The registered office is at Floor 6, Quadrant House,
4 Thomas More Square, London E1W 1YW.
11 Subsequent events
. 1. Termination of Agreement with MMIH: In 2019 the Company
sold 80% of its interest in the Mankayan copper-gold porphyry
project in the Philippines to MMIH of Singapore who intend
a reverse takeover or listing on the Singapore or other
suitable exchange. Post the period end on 28 April 2021
the Company announced it had served notice of termination
of its transaction agreement (the "Transaction Agreement")
dated 4 October 2019 with Mining and Minerals Industries
Holding Pte. Ltd. ("MMIH"), a private company incorporated
in Singapore, with respect to the sale of 80 per cent.
of the Company's interest in the Mankayan copper -- gold
project in the Philippines (the "Mankayan Project") to
MMJV Pte. Ltd. ("MMJV"), a 100 percent subsidiary of MMIH,
(the "Transaction") as MMIH has not met its Total Funding
Commitment as defined in the Transaction Agreement. Bezant,
is exploring and pursuing options including the possibility
of re -- positioning the Mankayan project within the Company's
portfolio of copper and gold assets. As mentioned in note
5 the previous provisions writing the Group investment
in the Mankayan Project to Nil have not been written back.
Due to the termination of the Transaction Agreement the
contingent consideration due to the Company under the Transaction
Agreement of S$10m shares in a ListCo has not been recognised.
2. Completion of acquisition of 100% of Metrock Resources:
On 12 February 2021 the Company announced the completion
of its share purchase agreement with the shareholders of
Metrock (the "Vendors") dated 21 December 2020 to acquire
100% of Metrock Resources Ltd, incorporated in Australia
(ACN 634 959 274) ("Metrock") (the "Acquisition"). Metrock
through its 100% owned Australian subsidiary Coastal Resources
Pty Ltd (ACN 624 968 752) owns i) 100% of Cypress Sources
Pty Ltd incorporated in Botswana which owns PLs 377/2018,
378/2018, 379/2018, 420/2018, 421/2018, 423/2018, 424/2018,
425/2018, and ii) 100% of Coastal Minerals Pty Ltd Incorporated
in Botswana which owns PL129/2019.
The initial consideration payable by Bezant at completion
of the Acquisition ("Completion") was i) GBP405,000 by
the issue of 150,000,000 new ordinary shares of 0.002 pence
each in the capital of the Company ("Bezant Shares") at
a deemed issue price of 0.27 pence per Bezant Share ("Ordinary
Shares Consideration") which was a premium of 17.4% to
the closing price of 0.23 pence on 11 February 2021, ii)
the issue of 31,800,000 Unlisted Options in the share capital
of Bezant. The options will have a strike price of 0.40
pence per share and will have an expiry date of 30 September
2024 ("Option Consideration"). The Company will also issued
a total of 84,597,407 Bezant Shares to acquire Loans of
GBP198,213 and settle creditors of GBP30,200 owed by Metrock
which will be issued i) to two of the Vendors namely 50,422,222
Bezant Shares to Breamline Pty Ltd and 5,860,370 Bezant
Shares to M&A Wealth Pty Ltd and ii) 28,314,815 Bezant
Shares to Tiger Royalties and Investments Plc (AIM:TIR)
("Loan Accounts Consideration Shares") (the "Consideration").
The Company at Completion settled creditors of Metrock
of approximately A$26,508 (approximately GBP14,900) in
cash.
3. Issue of Namibian Licence: On 12 February 2021 the
Company, further to its announcement of 19 June 2020 announced
that EPL 7170 has been granted and is registered in the
name of the group's 80% owned subsidiary Hope Namibia Mineral
Exploration Pty Ltd . The consideration for the acquisition
of EPL 7170 was the issue of 15,763,889 new ordinary shares
at a deemed issue price of 0.27 pence per share, which
was at a premium of 17.4% to the closing price of 0.23
pence on 11 February 2021 issued to Bezant's local partner
in relation to the issue of EPL 7170 and its transfer to
Hope Namibia (the "Initial Shares") and a further 15,763,889
Bezant Shares are to be issued on 13 July 2021 (the "Balance
Shares") (together the "New Shares").
4. Issue of equity regarding acquisition of Virgo Resources
Ltd: On 1 March 2021 the Company announced the issue of
34,000,000 ordinary shares representing the Balance of
Assets Sellers Shares referred to the Company's 17 August
2020 announcement
5. Exercise of warrants . On the following dates the Company
announced the exercise of warrants at a price on 0.16p
per share;
iv) 28 April 2021- 16,250,000 warrants for GBP26,000;
v) 7 May 2021 - 26,250,000 warrants for GBP42,000;
vi) 11 May 2021 - 6,250,000 warrants for GBP10,000; and
17 May 2021 - 43,437,500 warrants GBP69,500
Other that these matters, no significant events have occurred
subsequent to the reporting date that would have a material
impact on the consolidated financial statements.
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END
FR BXGDLXGDDGBC
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June 29, 2021 09:08 ET (13:08 GMT)
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