TIDMCICR
RNS Number : 2031U
CIC Mining Resources Ltd
24 December 2012
CIC MINING RESOURCES LIMITED
("CIC or the "COMPANY")
Half year report for the 6 months ended 31 July 2012
CHAIRMAN'S STATEMENT
Our focus is to earn-in equity interests in quality companies as
compensation for our services.
As at July 31 2012, the Company earned revenues of CAD$491,383
(2011: CAD$750,065) and a pre tax profit of CAD$115,437 (2011:
CAD$269,746). Whilst cash at end of period was CAD$2,151 this low
cash position is a result of us using the cash pre tax profit to
reduce cost and the Company has continued its focus not to take on
any further debt either by loans or by expenditure.
The Company has excellent work in progress and earned equity in
these enterprises. From this focus we see the company continue to
earn a profit in the second quarter (2012: CAD$115,437 versus
2011:CAD$135,355) and reduce debt. For the next fiscal year we aim
to reduce debt further.
We have successfully negotiated pre IPO finance for CIC Fuels
Limited (Emulsion) and CIC Gold Limited both at 30 pence per share.
This demonstrates the significant value of the Company's non-public
equity interests. Future IPO's of companies in which we hold equity
interests should result in potential significant increases in asset
value. For the first time, we have included our equity investments
in our balance sheet. These have been valued on the basis of the
pre IPO price set by non-related inventors. The impact of this is
to transform our balance sheet from a net deficit to a net asset
position (CAD$ 28,273,505 compared to CAD $ 2,857,138 at 31 January
2012). The Company has significant tax credits to offset any
capital gain taxes. Funds received from capital raised byway of
selling some of our equity interests at pre IPO of companies in
which we hold equity in are being used to cover expenditure and
reduce debt.
The Company has continued to earn equity interests in some great
companies that are struggling in the current financial climate. The
Company's footprint in Asia can greatly assist these companies in
mergers with well-funded companies in similar fields from among of
our client's base.
The operating costs of the Company are exceptionally low this
half-year and we will strive to maintain these efficiencies and
invest in our staff resources and expand our capabilities.
I would like to take this opportunity to thank shareholders for
their continued support and belief in the Board strategies for the
Company direction.
Stuart J. Bromley
Chairman/Founder CIC Group
11 December 2012
Enquiries
CIC Mining Resources Ltd
Stuart J Bromley +86 136 0113 1912
Cairn Financial Advisers LLP
Nominated Adviser
Tony Rawlinson +44 (0)20 7148 7900
CIC MINING RESOURCES LTD.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Six Months Ended July 31, 2012
(In Canadian Dollars)
Note Six months Six months Year ended
ended ended January
July 31, July 31, 31, 2012
2012 2011 Audited
Unaudited Unaudited
--- ----------------------------------- ----- -------------- -------------- -------------
Revenue
Consulting & advisory services 3 491,383 750,065 1,661,077
General & administrative
costs
Depreciation - 4,611 9,223
Bank charges & interest
on outstanding taxes 618 7,249 10,385
Consulting fees 66,482 (23,293) 210,878
Filing fees & transfer agent 3,277 12,352 54,315
Director fees - - 121,005
Management fees - 150,000 -
Office & administration 91,151 145,067 100,713
Professional fees 50,125 (59,605) 194,949
Rent/Office 78,976 168,105 456,314
Salaries 69,447 60,542 123,836
Travel & promotion 15,870 15,291 55,080
--------------------------------------- ----- -------------- -------------- -------------
Total general & administrative
costs 375,946 480,319 1,336,698
Profit before income taxes 115,437 269,746 324,379
Income tax 4 - - -
--- ----------------------------------- ----- -------------- -------------- -------------
Net Profit for the period 115,437 269,746 324,379
Changes in fair value of
available for sale investments
(net of tax) 31,019,645 - -
Exchange differences on translation
of foreign operation 1,864 (14,731) 202,689
---------------------------------------- ----- -------------- -------------- -------------
Total Comprehensive Income
attributable to the shareholders 31,136,946 255,015 527,068
---------------------------------------- ----- -------------- -------------- -------------
Basic earnings per share 7 0.0007 0.0018 0.002
Diluted earnings per share 7 0.0007 0.0017 0.002
Weighted average number of
shares outstanding 152,451,777 153,600,803 152,451,777
---------------------------------------- ----- -------------- -------------- -------------
CIC MINING RESOURCES LTD.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
For the Six Months Ended July 31, 2012
(In Canadian Dollars)
-------------------------------------------------------------------------------------------------
Note As at July As at July As at January
31, 2012 31, 2011 31, 2012
Unaudited Unaudited Audited
ASSETS
Non-current assets
Available for sale financial
assets 5 36,493,700 - -
--------------------------------- ----- --------------------- --------------- --------------
36,493,700 - -
Current assets
Cash 2,151 15,858 7,608
Amounts receivable 29,434 134,339 20,406
Available for sale financial
assets 5 2,652 2,652 2,652
Prepaid expenses and deposits 95,849 91,795 91,795
--------------------------------- ----- --------------------- --------------- --------------
130,086 244,644 122,461
Property & equipment - 4,645 41
---------------------------------- ----- --------------------- --------------- --------------
TOTAL ASSETS 36,623,786 249,289 122,502
--------------------------------- ----- --------------------- --------------- --------------
LIABILITIES & SHAREHOLDERS'
EQUITY
Current liabilities
Accounts payable & accrued
liabilities 1,713,617 1,787,399 1,799,476
Income taxes payable 102,788 98,440 103,307
Due to related parties 8 1,058,821 1,057,800 1,076,853
--------------------------------- ----- --------------------- --------------- --------------
2,875,226 2,943,639 2,979,636
Non-current liabilities
Deferred income tax liabilities 5,474,055 - -
5,474,055 - -
Shareholder's equity
Share capital 6 24,592,434 24,592,434 24,592,434
Contributed surplus 4,646,153 4,646,153 4,646,153
--------------------------------- ----- --------------------- --------------- --------------
29,238,587 29,238,587 29,238,587
Accumulated deficit (32,136,193) (32,306,264) (32,251,631)
Foreign currency translation
reserve 150,884 373,329 154,328
Other reserve 31,021,227 - 1,582
(964,082) (31,932,935) (32,095,721)
28,273,505 (2,694,348) (2,857,138)
TOTAL EQUITY & LIABILTIES 36,623,786 249,291 122,502
--------------------------------- ----- --------------------- --------------- --------------
CIC MINING RESOURCES LTD.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the Six Months Ended July 31, 2012
(In Canadian Dollars)
Foreign Currency
Share Contributed Accumulated Translation
Capital Surplus Deficit Reserve Other Reserve
------------------------------- ------------- ------------ -------------- ----------------- ---------------
Balance, January 31, 2011 24,592,434 4,646,153 (32,576,010) 357,017 1,582
--------------------------------- ------------- ------------ -------------- ----------------- ---------------
Net profit for the year - - 324,379 - -
Foreign exchange translation - - - (202,689) -
------------ -------------- ----------------- ---------------
Balance, January 31, 2012 24,592,434 4,646,153 (32,251,631) 154,328 1,582
--------------------------------- ------------- ------------ -------------- ----------------- ---------------
Net profit for the period - - 115,437 - -
Foreign exchange translation - - - (1,864) -
Unrealised gain on available
for sale financial assets
(net of tax) - - - - 31,019,645
--------------------------------- ------------- ------------ -------------- ----------------- ---------------
Balance, July 31, 2012 24,592,434 4,646,153 (32,136,193) 152,464 31,021,227
--------------------------------- ------------- ------------ -------------- ----------------- ---------------
Other reserves includes the unrealised movements on available
for sale financial assets.
---
CIC MINING RESOURCES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended July 31, 2012
(In Canadian Dollars)
----------------------------------------------------------------------------------------------
Note Six months Six months Year ended
ended July ended January
31, 2012 July 31, 31, 2012
2011
--- ------------------------------------- ------ ------------ ----------- -----------
Operating Activities
Net profit for the period 115,437 269,746 324,379
Items not affecting cash:
Depreciation - 4,611 9,223
115,437 274,357 333,602
Changes in operating assets and
liabilities:
Amounts receivable (9,029) (102,617) 11,316
Prepaid expenses (4,054) (35,143) (35,143)
Accounts payable and accrued
liabilities (86,377) (290,309) (476,071)
--------------------------------------------- ----- ------------ ----------- -----------
Cash provided by (used in) operating
activities 15,977 (153,712) (166,296)
Financing activities
(Decrease) / Increase in amounts
due to related parties (18,032) 150,000 169,053
----------------------------------------- ---------- ------------ ----------- -----------
Cash provided by financing activities (18,032) 150,000 169,053
Investing activity
Proceeds from disposal of available - - -
for sale financial assets
--- ----------------------------------------- ------ ------------ ----------- -----------
Cash provided by investing activities - - -
Effects of exchange rate change
in cash (3,403) 14,719 -
----------------------------------------- ---------- ------------ ----------- -----------
Increase/(decrease) in cash during
the period (5,456) 11,007 2,757
Cash, beginning of the period 7,608 4,851 4,851
---------------------------------------------- ------ ------------ ----------- -----------
Cash, end of the period 2,151 15,858 7,608
---------------------------------------------- ------ ------------ ----------- -----------
1. General information
CIC Mining Resources Ltd. (the "Company") is a public company
incorporated on June 20, 2003 under the Canada Business
Corporations Act listed on the AIM market of the London Stock
Exchange. The Company subsequently de-listed its shares from
trading on the Canadian CNSX as of June 24, 2011but remains a
reporting issuer in Canada.
The Company is a consulting and advisory company, operating
primarily in the mining and energy infrastructure sectors. The
Company seeks to provide consulting and advisory services to
entities operating at various stages of resource development, and
the exclusive right to control the public listing process of any
client company if the client company is an unlisted company. The
Company principally seek equity interests in client companies in
return for its services.
This financial information has been prepared in accordance with
IAS 34 "Interim financial reporting" as adopted by the European
Union. The standards have been applied consistently. The
non-statutory financial statements for the year ended 31 January
2012, which are available from the Company's website, were prepared
under IFRS and IFRIC interpretations as adopted by the European
Union. The auditors reported on those accounts and their Audit
Report was unqualified with an emphasis of matter.
The Interim Report is unaudited, does not constitute statutory
financial statements and has not been reviewed by the Company's
auditors. The Interim Report for the six months ended 31 July 2012
was approved by the Directors on 11 December 2012.
The directors consider the going concern basis to be appropriate
based on cash flow forecasts and projections and current levels of
commitments, cash and cash equivalents.
The comparative period presented is that of 31 July 2011. The
directors are of the opinion that due to the nature of the group's
activities and the events during that period these are the most
appropriate comparatives for the current period. The interim
financial information is presented in Canadian Dollars (CAD$),
unless otherwise stated.
2. Significant Accounting Policies
The interim financial information for the six months ended 31
July 2012 have been prepared on the basis of the accounting
policies set out in the most recently published financial
statements for the Group for the year ended 31 January 2012 which
are available on the Company's website www.cicresources.com, as the
Company does not anticipate the addition of new standards to the
Group's results for the year ended 31 December 2012.
Significant accounting judgments, estimates and assumptions
Equity interests held by the Company or options to acquire
equity interests in non public companies, valuation of those
interests is not recorded unless equity has been sold pre IPO to
non related investors or parties. Actual sale of any equity in
those companies is recorded.
Paragraph 27A of IFRS 7 states that the level within the fair
value hierarchy, at which an instrument measured at fair value is
categorised, is determined on the basis of the lowest level input
that is significant to the measurement of fair value in its
entirety. The Company therefore values shares companies we hold
equity in at the pre IPO price established by arms length investors
(Level 2 in the established Fair Value hierarchy). Specifically CIC
Gold Limited at 30 pence and CIC Fuels Limited at 30 pence.
3. Business Segments
For the purpose of IFRS8, the Chief Operating Decision Maker
"CODM" takes the form of the board of Directors, the Directors are
of the opinion that the business of the Group comprises a single
activity being investments and advice within emerging markets.
The analysis of the Group's turnover, gross profit, assets,
liabilities, additions to plant, property and equipment and
depreciation and amortisation by the component used by the CODM to
make decisions about operating matters is as follows:
Six months Six months Year ended
ended ended January
July 31, 2012 July 31 2011 31 2012
CAD$ CAD$ CAD$
Revenue 491,383 750,065 1,661,077
--------------- -------------- -----------
Gross profit 115,437 269,746 324,379
--------------- -------------- -----------
Carrying amount of
assets 36,632,786 244,644 122,502
--------------- -------------- -----------
Liabilities 2,875,231 2,943,639 2,979,640
--------------- -------------- -----------
4. TAXATION
Profit from operations has been arrived at after charging:
Six months Six months Year ended
ended ended January 31
July 31 2012 July 31 2011 2012
CAD$ CAD$ CAD$
Total tax charge - - -
-------------- -------------- ------------
Factors affecting tax
charge:
Profit before tax 115,437 269,746 324,379
Tax on profit at standard
rate (15%) 17,316 40,462 48,656
Losses utilised (17,316) (40,462) (48,656)
5. AVAILABLE FOR SALE FINANCIAL ASSETS
Shares, options and warrants ("securities") received as
consideration are recognised when the services have been performed
or the agreed effort has been expended, pursuant to a contract or
agreement, the securities have been received by the Company, and
the value of the securities received is measurable by way of the
securities being listed on a stock exchange.
The fair value of the listed equity securities are based upon
their current bid prices in active markets. A market is regarded as
active if quoted prices are readily and regularly available from an
exchange, dealer, broker, industry group, pricing service or
regulatory agency, and those prices represent actual and regularly
occurring market transactions on an arm's length basis.
Equity interests held by the Company or options to acquire
equity interests in non-public companies, valuation of those
interests is not recorded unless equity has been sold pre IPO to
non-related investors or parties. Actual sale of any equity in
those companies is recorded.
Paragraph 27A of IFRS 7 states that the level within the fair
value hierarchy, at which an instrument measured at fair value is
categorised, is determined on the basis of the lowest level input
that is significant to the measurement of fair value in its
entirety. The Company therefore values shares in companies in which
it holds equity in at the pre IPO price established by arms-length
investors (Level 2 in the established Fair Value hierarchy).
Six months Six months Year ended
ended ended 31 January
31 July 2012 31 July 2011 2012
CAD$ CAD$ CAD$
Listed equity
securities* 2,652 2,652 2,652
Non trading securities** 36,493,700
-------------- -------------- ------------
36,496,352 2,652 2,652
-------------- -------------- ------------
* In 2009, the Company received 6,000,000 shares from Sirius
Exploration PLC ("Sirius"), a Company listed on the Alternative
Investment Market of the London Stock Exchange, for advisory
services. These shares were sold prior to fiscal year ending 31
January 2012. There are 10,000 shares remaining as at year-end.
** Non-Trading Investments
As noted above, the Company values shares in companies in which
it holds equity in at the pre IPO price established by arms-length
investors. Specifically CIC Gold Limited at 30 UK pence and CIC
Fuels Limited at 30 UK pence.
6. SHARE CAPITAL
Authorised:
Unlimited common shares without par value.
Issued and allotted shares outstanding:
Number of
shares Amount
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
Balance, January 31, 2010 144,807,492 $ 27,491,066
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
Issued for cash
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
Pursuant to
private
placements
of shares
and units 350,000 17,500
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
Shares issued
but unpaid - (12,500)
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
Issued for top up of
previous
private placement 25,294,285 -
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
Cancellation of
escrow shares (18,000,000) (2,903,632)
Balance, January 31, 2011 152,451,777 $ 24,592,434
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
Balance, July 31, 2012 152,451,777 $ 24,592,434
-------------------------------------------------------- ------------------------------------------ -------------------------------- -----------------------------------------
No securities were issued in the half year ending July 31,
2012
Warrants:
The following is the summary of the changes in the Company's
outstanding warrants at July 31, 2012 and 2011:
July 31 2012 January 31 2012
---------------------------- ------------------------------------------------------- ----------------------------------------------------------
Weighted Weighted
Average Average
Exercise Exercise
Warrants Price Warrants Price
---------------------------- --------------------------- -------------------------- ------------------------------ --------------------------
Balance of
warrants
at
beginning
of the
period 350,000 $ 0.10 35,112,170 $ 0.15
Issued - - - -
Expired (350,000) 0.10 (34,762,170) 0.15
Balance of
warrants
at
end of
the
period - $ - 350,000 $ 0.10
---------------------------- --------------------------- -------------------------- ------------------------------ --------------------------
At July 31, 2012, the Company had no warrants outstanding.
July 31 January
2012 31
Expiry Exercise Number 2012
date price of Number
warrants of
warrants
--------------------------------- --------------------------------- -------------------------------- --------------------------------
February
4, 2010 $0.28 - -
February
4, 2010 $0.25 - -
July 13,
2011 $0.15 - -
July 14,
2012 $0.10 - 350,000
- 350,000
--------------------------------- --------------------------------- -------------------------------- --------------------------------
Share Purchase Options:
The Company has a stock option plan which authorises the board
of directors to grant incentive stock options to directors,
officers and employees. The exercise price and vesting provisions
of the options are determined by the board based on the market
values of the shares using the closing price on the date prior to
date of the grant. The continuity of options outstanding is as
follows:
July 31 2012 January 31 2012
------------------------------- -------------------------------------------------------- ---------------------------------------------------------
Weighted Weighted
Average Average
Stock Exercise Stock Exercise
Options Price Options Price
------------------------------- ---------------------------- -------------------------- ----------------------------- --------------------------
Balance,
beginning of
period 14,150,000 $0.07 15,775,000 $0.32
Granted - - - -
Expired (100,000) 0.68 (1,625,000) 0.75
Balance, end
of period 14,050,000 $0.06 14,150,000 $0.07
------------------------------- ---------------------------- -------------------------- ----------------------------- --------------------------
Exercisable,
end of
period 14,050,000 14,150,000
------------------------------- ---------------------------- -------------------------- ----------------------------- --------------------------
As at July 31, 2012, there were 14,050,000 employee, director
and consultant options outstanding. The weighted average remaining
life for outstanding options is 1.06years, and weighted average
exercise price is $0.06.
Weighted Options Options
Expiry average Exercise Outstanding Exercisable
date remaining price
life
---------------------------------- --------------------------------- --------------------------------- ----------------------------------- -----------------------------------
October
17,
2012 0.21 $0.10 1,600,000 1,600,000
September
24, 2012 0.15 $0.10 150,000 150,000
February
7, 2013 0.52 $0.10 1,700,000 1,700,000
November
15, 2013 1.29 $0.05 10,600,000 10,600,000
---------------------------------- --------------------------------- --------------------------------- ----------------------------------- -----------------------------------
1.06 $0.06 14,050,000 14,050,000
---------------------------------- --------------------------------- --------------------------------- ----------------------------------- -----------------------------------
The fair value of the options granted and the options re-priced
during the year was $153,519 (share based payment charge). The
assumptions used in the Black-Scholes model and the resulting grant
date fair valuefor the 14,150,000 optionsgranted during the 2012
fiscal year are indicated below.
Risk-free interest rate 0.78%
Expected dividend yield 0%
Expected option life (years) 1.06
Expected stock price volatility 72.83%
Issue date fair value per option $0.025
7. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the profit
attributable to equity holders of the Group by the weighted average
number of ordinary shares in issue during the period:
Profit attributable to equity holders of the Group: CAD$115,437
(July 31, 2011: CAD$269,746)
Weighted average number of ordinary shares in issue: 152,451,777
(July 31, 2011: 153,600,803)
Basic earnings per share: CAD$0.0007 (July 31, 2011:
CAD$0.0018)
Diluted earnings per share is calculated by adjusting the
weighted average number of ordinary shares outstanding to assume
conversion of all dilutive potential ordinary shares. The Group has
two categories of dilutive potential ordinary shares: share options
and warrants. Where the Group makes a loss attributable to the
equity holders of the Group, the warrants and share options are
anti-dilutive and these contingently issuable shares are not
included in the calculation.
July 31 2012 July 31 2011
Profit attributable CAD$115,437 CAD$269,746
to the equity holders
of the Group
Weighted average number
of ordinary shares
in issue: 152,451,777 153,600,803
Adjustments for:
Share Options 14,150,000 15,775,000
Warrants 350,000 350,000
166,951,777 169,725,803
------------------------------ ------------------------------
Diluted earnings per
share (CAD$) 0.0007 0.0016
8. RELATED PARTY TRANSACTIONS
Loans to Directors
The Group has provided its directors with short-term loans at
rates comparable to the average commercial rate of interest.
At the period end amounts outstanding are:
July 31 July 31 January 31
2012 2011 2012
CAD$ CAD$ CAD$
Loans to directors 29,433 134,339 20,405*
* Cash advance to Stuart J. Bromley against travel and other
expenditures.
Loans from Directors
Stuart J. Bromley Executive Director provided the Group with
short-term non-interest bearing loans in previous fiscal year. In
the current fiscal year no loans to the Company was made by
Directors
At the period-end amounts payable are:
July 31 July 31 January
31 2012
2012 2011 CAD$
CAD$ CAD$
Loans from
directors 1,076,853 1,057,800 1,076,853
Directors transactions
Stuart J. Bromley historically charged CAD25,000 per month
management fee to the company. This current fiscal year management
charges were not charged.
Stuart J. Bromley received RMB10,000 per month (approximately
GBP1,000) in China to comply with business visa compliance,
During the year each of the Directors earned GBP 25,000 per year
to be converted into shares.
9. SUBSEQUENT EVENTS
a) CIC Gold Limited ("CICG")
CIC holds a 43% interest in CICG which is a non publicly listed
entity.
CIC Gold Limited is a newly established precious metals company
focused initially on gold mineral assets. The Company was
established by CIC Mining Resources Ltd and its Chinese precious
metals miner shareholders to establish a specific publicly traded
Precious Metals Company.
The Company focus is on mineral property assets where medium to
large gold oxide mining may be conducted in the short term, mineral
property assets that the directors consider to be undervalued or
have strong fundamentals and attractive growth prospects, and
de-risk those assets by way of exploration or mining. At present it
has two assets, one in China and the other in Eastern Congo further
details of which are below.
The Company has as its shareholder base certain of China's oxide
and hard rock gold miners who will be conducting initial mining and
processing. The Company and its Directors intend to utilize their
collective prior experience and informal network of contacts in the
mining sectors to grow the mineral property asset portfolio. The
mineral assets include an indirect 48% interest in two properties
adjacent to Lixian Gold Deposit, Gansu China, Jin Ce gold project
Guizhou Province, China located next to Eldorado Gold mine
(formally Sino Gold and China's second largest operating gold
mine). In addition CICPM holds 48% of CIC Congo which owns certain
mineral leases in Eastern Congo located adjacent to Banro Corp. All
CICG leases have full mining licenses.
The Group equity sale transaction
CICM has sold part of the equity held by CICM in CICG (" CICG
transaction').
Balfour Transaction (December 2011)
The Transaction was for a total consideration of US$3,000,000.
An initial payment of US$300,000 was made in December 2011 on
agreement with the balance of the purchase price (US$2.7 million
approximately GBP1.7 million) to be paid after the IPO of CICG. The
CICG shares were issued in March 2012.
Miyazawa Transaction
The Transaction was for a total consideration of US$3,000,000.
An initial payment of US$126,000 on agreement with the balance of
the purchase price (US$2.7 million approximately GBP1.7 million) to
be paid after the IPO of CICG. The lower initial payment in respect
to Balfour transaction was due to the fact that Miyazawa is
contributing significant costs to the gold leases in Eastern Congo.
US$63,000 was received in November 2011 and US$63,000 received in
April 2012. The CICG shares were issued in March 2012.
Subject to market conditions, the directors of the Company are
making every effort to progress the IPO of CICG. The Company has
not included future payments in the accounts as the outcome of a
successful IPO is uncertain.
b) CIC Fuels Limited ("CICF")
The Company holds a 31.5% interest in CICF focuses worlds
leading alternative heavy oil technology company. CICF technologies
allow up to fifty (50%) percent water to be molecularly bonded with
heavy oil without the loss of calorific value (energy loss) whilst
reducing CO(2) gases by up to 75% and No(x) gasses to 0.4%.
A pilot operation has commenced in Fukuoka Japan located in
heavy industry multiple boiler operation and has, to date,
demonstrated significant fuel cost savings.
The Group equity sale transaction
The Group facilitated a pre IPO of CICF on sale of part of the
equity (" CICF transaction").
Balfour Transaction (May 2011)
The Transaction was for a total consideration of US$1,500,000.
Payment of US$150,000 in May 2012 on agreement with the balance of
the purchase price (US$1.35M) to be paid after the IPO of CICF.
c) Bonus Dividend
The Company issued a Special Series B Class Non-Voting shares
(the 'B Shares') to all registered shareholders as a bonus dividend
to encourage all non registered shareholder to become a shareholder
of record. The number of B Shares that registered shareholders
shall be entitled to shall be the equivalent to 4 percent of their
shareholding at the Record Date, being 30 July 2012.
The B Shares will not be admitted to trading on AIM and will be
non-voting. The B Shares will however have the right to convert
into common ordinary shares at an equivalent price of one B Share
for one common ordinary share at which point application for the
converted shares to be admitted to trading on AIM shall be
made.
Stuart J. Bromley, CEO, and Mr. Hao Quan, a substantial
shareholder, have elected not to receive their dividend entitlement
in respect to their combined shareholding 147,127,470.
d) Benxi Shares
The Company has been providing advisory services since 2005 to
Benxi Steel Group. Benxi conducted a placement in the Company in
2005 and the Company held the placement shares namely 33,000,000 as
security against service provided.
The Company received approval to sell the 33,000,000 shares in
the Company in respect of those services to a syndicate of
sophisticated investors at current trading price raising
GBP800,000. The transaction will enable further reduction in debt,
reduce major shareholders interests and increase free float common
stock.
10. LITIGATION SUMMARY
The "Gardner" Litigation in Canada and Hong Kong continues to
remain dormant. This litigation relates to gold properties in Gansu
China provided to Dragon Mountain Gold "Libar/Jinshan" and Tao Jin
"golden Harvest" in 2003 to 2005.
Hong Kong Litigation
In December 2011 ZirJin, China's leading SOE Gold miner
purchased Libar/Jinshan for US$175,000,00. They purchased only the
Hong Kong Company and the Sino Joint Venture Companies which owned
Libar/Jinshan referred to as the "Bromley Structure". Mr Bromley
founded Libar, Jinshan and Tao Jin.
In 2005 debts owned by Bromley provided to the said Sino Joint
Venture Companies and to Hong Kong remain payable (approx.
RMB4,500,00). Negotiations are underway to recover those debts
which have been included in publish documents by Zirjin and in the
accounts of Sino Joint Venture Companies. Any settlements will be
for the benefit of CIC Mining Resources Ltd and given fair value at
that time.
Canadian Litigation
The litigation as detailed in CIC Mining Admission Document
remains the same and dormant. The B.C. Supreme Court did issue an
order to hold in trust 9,000,000 shares worth AUD$0.41 per share.
The transfer of those shares or proceeds is subject to further
litigation by the Company and funding for this has been deferred
until the debts of the company has been satisfied. Dragon Mountain
Gold under the control of Gardner has distributed the proceeds of
Zirjin purchase excluding Mr Bromley.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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