TIDMBZT
RNS Number : 4558N
Bezant Resources PLC
30 September 2021
30 September 2021
Bezant Resources Plc
("Bezant" or the "Company")
Interim Results for the Six Months Ended 30 June 2021
Bezant (AIM: BZT), the copper-gold exploration and development
company, announces its unaudited interim results for the six months
ended 30 June 2021.
Chairman's Statement
Dear Shareholder,
The first half of 2021 has been one of consolidation and a
further acquisition for Bezant in Southern Africa where we now have
projects in Zambia, Namibia and Botswana.
Financial highlights:
-- GBP486K loss after tax (2020: GBP261K)
-- Approximately GBP407K cash at bank at the period end (31 December 2020: GBP1,128K).
Operational and corporate events in six months to 30 June 2021
:
Copper and Gold Strategy: The period under review has been very
active in our mission to drive the company towards copper and gold,
with a view to establish new positions, consolidating current
positions and monetarising legacy positions.
Battery Metals Opportunity: In early February using our
connections in Southern Africa we acquired several licences for
manganese in the Kanye area of southern Botswana. High grade
manganese is forecasted to play a significant role in the storage
battery space. Whilst manganese is in relatively good supply, the
availability of high-grade manganese gives the Kanye Project a
decisive edge against other manganese projects. This project
provides an opportunity in the battery metal and storage new age
metal arena in a part of the world we know well.
Kalengwa Project in Zambia: During the period we drill tested
and geophysically tested several targets in the Zambian Kalengwa
copper licence area. The results in general were encouraging and we
have discovered an anomaly, which appears to have geological
signature similar to the high-grade open pit worked in the
1970s.
Hope Copper Gold Project In Namibia : We continued with our
efforts to further understand the open Gorob deposit and the
Matchless Copper Belt. We had in the latter part of 2020 drilled
the Gorob mine to test our theory that gold was present, when
previously it was unreported. We were pleased to report, that gold
was discovered, complementary to high grade copper, thus destroying
the myth that only the Hope area had gold values. We reported in
June that we had completed our helicopter-bourne survey of the
Matchless Copper Belt, which is over 130 km long and had identified
up to 8 potential drill targets based on the initial review.
Particularly encouraging is a cluster of anomalies nearby open
Gorob-Vendome projects, which provides encouragement for resource
expansion. As announced on 29 September 2021 we intend to drill
test these anomalies during the last quarter of 2021.
Mankayan Project in the Philippines: On the 28(th) of April 2021
we announced that we had terminated our transaction agreement with
MMIH for continuing exploration and potential development of the
Mankayan copper/gold project in the Philippines. Post balance sheet
on 13 September 2021 we announced that we have entered into a
conditional agreement with IDM Mankayan Pty Ltd (IDM) Australia to
take the Mankayan project forward. The new company is likely to be
listed on the Australian Stock Exchange and we believe that this
monetarising event will potentially add value to our project, since
we are working with a competent group well experienced in the
region.
Other prospects and outlook:
Caerus copper gold projects in Cyprus: Post balance sheet on 2
August 2021 we entered into an agreement with Caerus Mineral
Resources Plc ("Caerus") for exploration and possible development
of a number of copper/gold licences in Cyprus. We recently attended
a review meeting in Cyprus with Caerus and have selected the
initial targets for an exploration programme, which has already
commenced. We are extremely excited about the potential of this
joint venture and currently are establishing all the structural
components for the proposed joint venture to proceed on the chosen
projects and potential other projects.
Market Outlook: During the period the copper price has been
volatile, but generally very positive and the consensus for the
short term is that copper prices will gain momentum in 2022 and
beyond. We firmly believe that our copper initiatives are timeous,
well located and have the propensity for serious shareholder value
enhancement.
Eureka Project in Argentina: We maintain our Eureka Project in
good standing, but COVID-19 restrictions have delayed previous
plans to attempt to work the project either alone or in
collaboration or joint venture has a route to monetarising the
project. The effects of COVID-19 have not affected any of the other
of our operations and we remain optimistic that this will remain to
be the case.
We look forward to adding value to all of projects during the
second half and will keep shareholders fully advised of our
progress in this exciting new age metal arena.
Colin Bird
Executive Chairman
30 September 2021
For further information, please contact :
Bezant Resources plc
Colin Bird +44 (0) 20 3416 3695
Executive Chairman
Beaumont Cornish (Nominated Adviser) +44 (0) 20 7628 3396
Roland Cornish
Novum Securities Limited (Broker) Tel: +44 (0) 20 7399
Jon Belliss 9400
or visit http://www.bezantresources.com
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.
Group Statement of Profit and Loss
For the six months ended 30 June 2021
Notes Unaudited Unaudited
Six months Six months
ended ended
30 June 30 June
2021 2020
GBP'000 GBP'000
CONTINUING OPERATIONS
Group revenue - -
Cost of sales - -
------------ ------------
Gross profit - -
Operating expenses (350) (261)
Share based payments 4.1 (160) -
------------ ------------
Group operating loss (510) (261)
Interest income - -
Loss before taxation (510) (261)
Taxation - -
------------ ------------
Loss for the period (510) (261)
============ ============
Loss per share (pence)
Basic and diluted from continuing operations 4.2 (0.02) (0.02)
======= ========
Group Statement of Other Comprehensive Income
For the six months ended 30 June 2021
Unaudited Unaudited
Six months Six months
ended ended
30 June 30 June
2021 2020
GBP'000 GBP'000
Other comprehensive income :
Loss for the period (510) (261)
Items that may be reclassified to profit
or loss:
Foreign currency reserve movement (1) 1
------------ ------------
Total comprehensive loss for the period (511) (260)
============ ============
Group S tatement of Changes in Equity
For the six months ended 30 June 2021
Share Share Retained Non-Controlling Total
Capital Premium Other Reserves(1) Losses interest Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Unaudited - six months
ended 30 June 2021
Balance at 1 January
2021 2,049 39,125 1,523 (35,674) (12) 7,011
Current period loss - - - (510) - (510)
Foreign currency reserve - - (1) - - (1)
Total comprehensive
loss for the period - - (1) (510) - (511)
--------- --------- ------------------ --------- ---------------- ---------
Proceeds from shares -
issued - - - - -
Shares issued - Acquisitions 5 755 - - - 760
Warrants exercised 2 145 (51) 51 - 147
Share options granted - - 217 - - 217
--------- --------- ------------------ --------- ---------------- ---------
Balance at 30 June
2021 2,056 40,025 1,688 (36,133) (12) 7,624
========= ========= ================== ========= ================ =========
Unaudited - six months
ended 30 June 2020
Balance at 1 January
2020 2,003 36,429 840 (34,489) - 4,783
Current period loss - - - (261) - (261)
Foreign currency reserve - - 1 - - 1
Total comprehensive
loss for the period - - 1 (261) - (260)
------ ------- ---- --------- ---- ------
Proceeds from shares
issued 9 341 - - - 350
Share issue cost - (20) - - - (20)
Balance at 30 June
2020 2,012 36,750 841 (34,750) - 4,853
====== ======= ==== ========= ==== ======
(1) Other reserves is made up of the share-based payment and
foreign exchange reserve.
Group Balance Sheet
As at 30 June 2021
Unaudited Audited
30 31
June December
2021 2020
Notes GBP'000 GBP'000
ASSETS
Non-current assets
Plant and equipment 5 3 3
Investments 6 - -
Exploration and evaluation assets 8 7,554 6,405
---------- ----------
Total non-current assets 7,557 6,408
---------- ----------
Current assets
Trade and other receivables 47 28
Cash and cash equivalents 407 1,128
---------- ----------
Total current assets 454 1,156
----------
TOTAL ASSETS 8,011 7,564
----------
LIABILITIES
Current liabilities
Trade and other payables 387 553
Total current liabilities 387 553
---------- ----------
NET ASSETS 7,624 7,011
========== ==========
EQUITY
Share capital 9 2,056 2,049
Share premium 9 40,025 39,125
Share-based payment reserve 1,026 858
Foreign exchange reserve 662 665
Retained losses (36,133) (35,674)
---------- ----------
7,636 7,023
Non-controlling interests (12) (12)
---------- ----------
TOTAL EQUITY 7,624 7,011
========== ==========
Group Statement of Cash Flows
For the six months ended 30 June 2021
Unaudited Unaudited
Six months Six months
ended ended
30 June 30 June
2021 2020
Notes GBP'000 GBP'000
Net cash outflow from operating activities 10 (515) (271)
----------- -----------
Cash flows from/(used) in investing activities
Other income - 24
Deferred exploration expenditure (378) -
(378) 24
----------- -----------
Cash flows from financing activities
Proceeds from issuance of ordinary shares 148 330
----------- -----------
148 330
----------- -----------
Decrease in cash (745) 83
Cash and cash equivalents at beginning
of period 1,128 330
Foreign exchange movement 24 -
----------- -----------
Cash and cash equivalents at end of period 407 413
=========== ===========
Notes to the interim financial information
For the six months ended 30 June 2021
1. Basis of preparation
The unaudited interim financial information set out above,
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") and with those parts
of the Companies Act 2006 applicable to companies reporting
under IFRS.
These interim results for the six months ended 30 June 2021
are unaudited and do not constitute statutory accounts as
defined in section 434 of the Companies Act 2006. The financial
statements for the year ended 31 December 2020 have been delivered
to the Registrar of Companies and the auditors' report on
those financial statements was unqualified and contained a
material uncertainty pertaining to going concern.
Going concern basis of accounting
The Group made a loss from all operations for the six months
ended 30 June 2021 after tax of GBP0.5 million (2020: GBP0.3
million), had negative cash flows from operations and is currently
not generating revenues. Cash and cash equivalents were GBP407,000
as at 30 June 2021. 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 Organization
on 20 January 2020 has had and may in the future have markedly
negative impacts on global stock markets, currencies and general
business activity. The Company has developed a policy and
is evolving procedures to address the health and wellbeing
of its directors, consultants and contractors, and their families,
in the face of the COVID-19 outbreak. The timing and extent
of the impact and recovery from COVID-19 is still unknown
but it may have an impact on activities and potentially a
post balance sheet date impact. Furthermore, the COVID-19
pandemic may adversely impact the ability of the Group to
raise the necessary funding.
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 realize 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. Significant events
The World Health Organization declared coronavirus and COVID-19
a global health emergency on 30 January 2020 which is not
over and has had and may in the future have markedly negative
impacts on global stock markets, currencies and general business
activity. The directors have considered the impact of COVID-19
on the Group and do not believe that it has had a material
impact on carrying values and results during the reporting
period but given the timing and extent of the impact on recovery
from COVID-19 is unknown, it may have an impact on activities
of the company in the future.
3. Segment reporting
For the purposes of segmental information, the operations of
the Group are focused in geographical segments, namely the UK,
Argentina the Philippines, Namibia, Zambia and Botswana and comprise
one class of business: the exploration, evaluation and development
of mineral resources. The UK is used for the administration of
the Group.
The Group's loss before tax arose from its operations in the
UK, Argentina Namibia and Botswana.
For the six months
ended 30 June
2021 - unaudited
UK Argentina Philippines Namibia Zambia Botswana Total
GBP'000 GBP'000 GBP'000 GBP'000
Consolidated loss
before tax (437) (45) - (3) - (1) (486)
-------- ---------- ------------ -------- ------- --------- --------
Included in the
consolidated loss
before tax are
the following
income/(expense)
items:
Foreign currency
gain - - - -
Total Assets 430 5,581 - 1,792 208 8,011
Total Liabilities (357) (30) - (387)
-------- ---------- ------------ -------- ------- --------- --------
For the six months ended
30 June 2020 - unaudited
UK Argentina Philippines Total
GBP'000 GBP'000 GBP'000 GBP'000
Consolidated loss before
tax (228) (33) - (261)
-------- ---------- ------------ --------
Included in the consolidated
loss before tax are the
following income/(expense)
items:
Foreign currency gain - - - -
Total Assets 503 4,790 - 5,293
Total Liabilities (386) (54) - (440 )
-------- ---------- ------------ --------
4.1 Share based payments
6 months 6 months
ended 30 ended 30
June 2021 June 2020
GBP'000 GBP'000
Share option expense - Directors 115 -
Share option expense - Management 45 -
160 -
=========== ===========
4.2 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
six months ended 30 June 2021 of GBP510,000 (2020: GBP261,000).
The basic loss per share was calculated using a weighted average
number of shares in issue of 3,249,309,193 (2020: 1,503,488,058).
The weighted average number of shares in issue and to be issued
if calculating the diluted loss per share would amount to 3,540,171,693
(2020: 1,503,488,058).
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.
5. Plant and equipment
Unaudited Audited
30 31
June December
2021 2020
GBP'000 GBP'000
5.1 Cost
Balance at beginning of period 67 68
Exchange differences - (1)
---------- ----------
At end of period 67 67
---------- ----------
5.2 Depreciation
Balance at beginning of period 64 64
Charge for the period - 1
Exchange differences - (1)
---------- ----------
At end of period 64 64
---------- ----------
Net book value at end of period 3 3
========== ==========
6. Investments
Unaudited Audited
30 31
June December
2021 2020
GBP'000 GBP'000
Investment in associates - -
Loan to associate 211 211
Impairment provision (211) (211)
---------- ----------
Total investments - -
========== ==========
The Mankayan project owned by Crescent Mining and Development
Corporation was fully impaired in 2016 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, the 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 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
and that the Company, would 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.
As per Note 11 post the period end on 13 September 2021 the Company,
announced that it had entered into a conditional agreement with
IDM Mankayan Pty Ltd ("IDM"), a company incorporated in Australia,
to take the Mankayan Project in the Philippines forward (the
"IDM Agreement").
The project's MPSA was originally issued for a standard 25 year
period, which expires on 11 November 2021, and the current exploration
period under the MPSA, which is subject to certain work programme
commitments (the "Exploration Period Requirements"), was scheduled
to expire in April 2020 and was subsequently also extended to
11 November 2021.
7. Acquisition of subsidiaries
7.1 Acquisition of Metrock Resources Limited
Botswana
On 12 February 2021 the Company completed the acquisition of
100% of Metrock Resources Pty Ltd and its interest in the Kanye
Manganese Project.
The fair value of the assets and liabilities acquired were as
follows:
Unaudited
30
June
2021
GBP'000
Consideration
Equity consideration
- Ordinary shares (issued) 633
- Options 57
Cash consideration 13
----------
703
Net assets acquired (171)
Deemed fair value of exploration assets acquired 532
==========
8. Exploration and evaluation assets
Unaudited Audited
30 31
June December
2021 2020
GBP'000 GBP'000
Balance at beginning of period 6,405 4,778
Acquisitions during period
- Zambia - 131
- Botswana (Note 7.1) 532 -
- Namibia - 1,283
Exploration expenditure 617 218
Exchange differences (5)
Carried forward at end of period 7,554 6,405
========== ==========
Argentina
The amount of capitalised exploration and evaluation expenditure
relates to 12 licences comprising the Eureka Project and are
located in north-west Jujuy near to the Argentine border with
Bolivia and are formally known as Mina Eureka, Mina Eureka II,
Mina Gino I, Mina Gino II, Mina Mason I, Mina Mason II, Mina
Julio I, Mina Julio II, Mina Paul I, Mina Paul II, Mina Sur Eureka
and Mina Cabereria Sur, covering, in aggregate, an area in excess
of approximately 5,500 hectares and accessible via a series of
gravel roads. All licences remain valid and in May 2019 the Company
obtained a two-year renewal of its Environmental Impact Assessment
(EIA) approvals in respect of its Mina Eureka, Mina Gino I, Mina
Gino II, Mina Mason I, Mina Mason II, Mina Julio I, Mina Julio
II, Mina Paul I, Mina Paul II, being the 9 northern most licences
which are the intended focus of a future exploration programme
the Company is in the process of applying for the extension of
the validity period of the May 2019 EIA approvals.
Notwithstanding the absence of new exploration activities on-site
during the period the directors have assessed the value of the
intangible asset having considered any indicators of impairment,
and in their opinion, based on a review of the expiry dates of
licences, future expected availability of funds to develop the
Eureka Project and the intention to continue exploration and
evaluation, no impairment is necessary.
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. On 12 February 2021 further to its announcement
on 19 June 2020 that EPL 7170 which was under application when
the Company acquired Virgo Resources Ltd ("Virgo") the Company
announced that EPL 7170 has been granted and is now registered
in the name of the group's 80% owned subsidiary Hope Namibia
Mineral Exploration Pty Ltd Incorporated in Namibia ("Hope Namibia")
which also owns EPL 6605. The group also owns EPL 5796 through
its 70% owned subsidiary Hope and Gorob Mining Pty Ltd incorporated
in Namibia ("Hope and Gorob"). On 14 January 2021 and 2 June
2021 the Company announced positive results in relation to exploration
activities undertaken post acquisition which support the Company's
confidence in the Hope Copper-Gold Project. Post-acquisition
there have been no indications that any impairment provisions
are required in relation to the carrying value of the Hope Copper-Gold
Project.
Zambia
On 27 April 2020 the Company entered into a binding agreement
with KPZ International Limited ("KPZ Int") (the "KPZ Agreement")
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") (the "Kalengwa Project") by
acquiring a 30 per cent. shareholding in KPZ Int. Under the terms
of the KPZ Agreement the Company has the right to appoint the
majority of directors to the Board of KPZ Int and has operational
control of the Kalengwa Project therefore in accordance with
IFRS 10 the Company's investment in KPZ Int has been consolidated.
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. Cash consideration for the acquisition was US$250,000 (LIR202,493)
which was settled on 6 November by the issue of 76,923,077 shares
and costs of GBP23,775. During the period on 12 April 2021 and
24 April 2021 and post the period end on 20 September 2021 the
Company announced results in relation to exploration activities
undertaken post acquisition which support the Company's confidence
in the Kalengwa Project. Post-acquisition there have been no
indications that any impairment provisions are required in relation
to the carrying value of the Kalengwa Project.
Botswana
On 12 February 2021 the Company further to its announcement on
22 December 2020 announced the completion of the acquisition
of 100% of Metrock Resources Ltd ("Metrock") and its manganese
mineral exploration licences in Southern Botswana comprising
the Kanye Manganese Project (the "Kanye Manganese Project").
The Kanye Manganese Project i) comprises a 4,043 sq km land package
with 125 km of potential on trend manganese mineralisation across
the licences ii) has historical trenching results have yielded
in the case on one prospect of between 53% and 74% manganese
oxide ("MnO"), and iii) project area is near the ground of a
TSX listed public company that has a preliminary economic assessment
showing high rates of return based on a MnO grade of 27.3.
On 24 June 2021 the Company announced it had completed reconnaissance
mapping, prospecting and sampling work on the Kanye Manganese
Project and that i) Up to four historic manganese occurrences
were successfully located and sampled in the field within an
8km-belt ii) 40 grab samples were obtained which assayed from
traces up to high-grade results of 67.18% MnO occurring at the
Moshaneng borrow pit and 68.01% MnO at the Mheelo prospect; iii)
the Mheelo prospect is located just 6km from the Giyani Metals
K-Hill manganese project where a feasibility study is due for
completion in Q3 2021 (April 2021 PEA indicates an 80% IRR) iv)
the Company plans to follow-up the main targets with clearance/trenching
by mechanical excavator to facilitate detailed mapping, prospecting
and more systematic sampling ; and confirmed targets will be
drill tested to define lateral and depth extent of deposits.
Note 7.1 provides details of the deemed fair value of the exploration
assets of GBP532,000 arising on the acquisition of Metrock. Post-acquisition
there have been no indications that any impairment provisions
are required in relation to the carrying value of the Kanye Manganese
Project.
9. Share capital
Unaudited Audited
30 31
June December
2021 2020
GBP'000 GBP'000
Number
Authorised (1)
5,000,000,000 ordinary shares of 0.002p
each 100 100
5,000,000,000 deferred shares of 0.198p
each 9,900 9,900
---------- ----------
10,000 10,000
========== ==========
Allotted ordinary shares, called up and
fully paid
As at beginning of the period 71 25
Share subscription - 24
Shares issued for exploration project acquisitions 5 12
Shares issued on exercise of warrants 2 10
Total ordinary shares at end of period 78 71
------ ------
Allotted deferred shares, called up and
fully paid
As at beginning of the period 1,978 1,978
Total deferred shares at end of period 1,978 1,978
Ordinary and deferred as at end of period 2,056 2,049
====== ======
Number of
Number of shares 31
shares 30 December
June 2021 2020
Ordinary share capital is summarised below:
As at beginning of the period 3,543,699,116 1,269,755,181
Share subscription - 1,218,750,000
Shares issued for exploration project acquisitions 304,064,999(2) 578,318,935(3)
Shares issued on exercise of warrants 92,187,500 476,874,500
As at end of period 3,939,951,615 3,543,699,116
================ ================
Deferred share capital is summarised below:
As at beginning of the period 998,773,038 998,773,038
As at end of period 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 pursuant to this resolution on 24 May 2019 share
capital of the Company was re-designated and sub-divided into
1 (one) new ordinary share of GBP0.00002 each ("Ordinary Shares")
and 1 (one) deferred share of GBP0.00198 each ("Deferred Shares").
The Ordinary Shares continue to carry the same rights (save for
the reduction in their nominal value) as the ordinary shares
in existence on 24 May 2019. 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) The 304,064,999 shares issued during the period were detailed
in the Company's announcements' dated;
a) 12 February 2021 when the Company announced the completion
of its acquisition of 100% of Metrock Resources Pty Ltd and its
interest in the Kanye Manganese Project. The acquisition consideration
included the issue of 234,597,407 ordinary shares to the vendors
of the project (note 7.1);
b) 18 February 2021 when the Company announced the issue of 35,467,592
shares in relation to the acquisition of Virgo Resources Ltd
which completed on 14 August 2020; and
c) 1 March 2021 when the Company announced the issue of 34,000,000
deferred acquisition shares issued to the vendors of Virgo Resources
Ltd.
(3) The 578,318,935 shares issued during 2020 were detailed
in the Company's announcements dated;
a) 14 August 2020 when the Company announced the completion
of the acquisition of 100% of Virgo Resources Ltd and its interests
in the Hope Copper-Gold Project in Namibia. The acquisition
consideration included the issue of 501,395,858 ordinary shares
to the vendors of the project; and
b) 6 November 2020 when the Company announced that the consideration
of US$250,000 for a 30% shareholding in KPZ International Limited
("KPZ Int") had been settled by the issue of 76,923,077 shares.
Unaudited Audited
30 31
June December
2021 2020
GBP'000 GBP'000
The share premium was as follows:
As at beginning of year 39,125 36,429
Share subscription - 951
Share issued - Acquisitions 755 1,120
Share issue costs - (105)
Warrants exercised 145 730
As at end of period 40,025 39,125
========== ==========
Each fully paid ordinary share carries the right to one vote
at a meeting of the Company. Holders of ordinary 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.
10. Reconciliation of operating loss to net cash
outflow from operating activities
Unaudited Unaudited
Six Six
months months
ended ended
30 June 30 June
2020 2019
GBP'000 GBP'000
Operating loss from all operations (510) (261)
Depreciation and amortisation - -
VAT refunds received - (24)
Foreign exchange (gain)/loss 21 2
Share option expense 160 -
(Increase)/decrease in receivables (19) (34)
Increase in payables (167) 46
---------- ----------
Net cash outflow from operating activities (515) (271)
========== ==========
11. Subsequent events
On 2 August 2021 the Company announced it had entered into an
exclusive option agreement commencing 1 August 2021 with Caerus
Mineral Resources PLC (LON: CMRS) ("Caerus") to allow the parties
to review Caerus extensive portfolio of copper / gold projects
in Cyprus with a view to possible joint venture mining operations
(the "Agreement"). The Agreement; i) grants Bezant 18 months
to assess the merits and economic prospects of all Caerus potential
copper / gold hard rock mining assets in Cyprus ("Caerus' Cyprus
Properties") ; ii) provides for Bezant to review Caerus' Cyprus
Properties and for both parties to identify one project as a
potential development project; iii) provides that on identification
of a project the parties agree to jointly fund and explore up
to USD1million on the selected project; iv) provides that should
the project selected surpass the development criteria then Bezant
and Caerus will form a joint venture company to develop the
project and that Bezant will be responsible for the designing,
construction and operation of any mine developed under this
agreement; and v) that Caerus' expenditure during the pre-mining
exploration phase will be recovered from future cashflows and
Caerus will retain a 20% beneficial interest in all future revenues.
On 26 August 2021 the Company announced the Company and Caerus
had selected the Caerus ' Cyprus Projects for initial exploration
and, if appropriate, mining development (the "Selected Projects").
The Selected Projects comprise the Troulli, Kokkinapetra and
Anglisides licences. Having identified the Selected Projects
the parties intend to hold site meetings during early September
2021, to agree exploration and assessment programmes.
On 13 September 2021 the Company further to its announcements
on 28 April 2021 regarding the termination of its transaction
with Mining and Minerals Industries Holding Pte Ltd. ("MMIH")
in relation to the Mankayan project ("MMIH Transaction Agreement")
, has entered into a conditional agreement with IDM Mankayan
Pty Ltd ("IDM"), a company incorporated in Australia, to take
the Mankayan Project in the Philippines forward (the "IDM Agreement").
The main commercial terms of the IDM Agreement are that at completion
i) IDM will acquire 100% ownership of Asean Copper Investments
Ltd which holds its interest in the Mankayan Project via the
Asean Copper Ownership Structure (defined below); ii) Bezant
will own 27.5% of IDM with the remaining 72.5% owned by es tablished
investors in the mining sector (the "Other IDM Shareholders");
iii) Bezant will provide A$90,000 (approximately GBP48K) of
initial funding and the Other IDM Shareholders will provide
A$210,000 (approximately GBP 112K) ("Initial Funding"); iv)
IDM's initial objective is to assist and support Crescent Mining
Development Corporation ("CMDC") in its application to renew
t he Mineral Production Sharing Agreement No. 057-96-CAR (the
" MPSA ") in respect of the Mankayan Project which is due for
renewal on 11 November 2021. CMDC submitted its renewal application
on 16 March 2021 to the Mines and Geosciences Bureau of the
Department of Environment and Natural Resources of the Philippines
government ; and v) upon the renewal of the MPSA and the payment
of the Conditional Renewal Proceed Payment defined below of
up to A$500,000 due by IDM to MMIH which is to be funded by
the Other IDM Shareholders. Bezant's shareholding in IDM will
be increased to 27.5% of the then issued share capital of IDM
after the payment of the Conditional Renewal Proceed Payment.
Asean Copper holds a 40 per cent. shareholding in Crescent Mining
and Development Corporation (" CMDC "), which is incorporated
in the Philippines and is the sole holder of Mineral Production
Sharing Agreement No. 057-96-CAR (the " MPSA ") in respect of
the Mankayan Project. Asean Copper also holds a 40 per cent.
shareholding in Bezant Holdings Inc., which is incorporated
in the Philippines and holds the balancing 60 per cent. interest
in CMDC, and has a conditional option (scheduled to expire on
30 June 2022) to acquire the balancing 60 per cent. of Bezant
Holdings Inc. (together, the " Asean Copper Ownership Structure
").
Conditional upon renewal of the MPSA an amount of up to A$500,000
(approx. GBP267K) will be due to be paid to MMIH in two equal
instalments 7 days and 3 months after the renewal of the MPSA
which is to be funded by the Other IDM Shareholders rather than
Bezant (the "Conditional Renewal Proceed Payment") which will
be reduced by:
1. the Renewal Expenditure Excess being the amount in excess
of $200,000 incurred to renew the MPSA;
2. the Creditors Payment Excess being payments to c ertain creditors
in excess of $100,000; and
3. outstanding fees due to a consultant.
Other than these matters, no significant events have occurred
subsequent to the reporting date that would have a material
impact on the consolidated financial statements.
12. Availability of Interim Report
A copy of these interim results will be available from the Company's
registered office during normal business hours on any weekday
at Floor 6, Quadrant House, 4 Thomas More Square, London E1W
1YW and can also be downloaded from the Company's website at
www.bezantresources.com . Bezant Resources Plc is registered
in England and Wales with company number 02918391.
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END
IR EAXNNASAFEFA
(END) Dow Jones Newswires
September 30, 2021 02:00 ET (06:00 GMT)
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