TIDMCRCL

RNS Number : 7842G

Corcel PLC

31 March 2022

Corcel PLC

("Corcel" or the "Company")

Half Year Report

31 March 2022

Corcel Plc ("Corcel" or the "Company"), the battery metals and flexible grid solutions company announces its unaudited half-yearly results for the six months ended 31 December 2021.

Board Statement

Dear Shareholders,

Corcel plc (the "Company, "Corcel") remains strategically focused on all aspects of battery metals, spanning both the upstream and downstream alongside energy generation and storage. Our strategy was conceived two years ago in anticipation of a structural supply price hike driven by the global push towards electrification and decarbonisation. Whilst demand for battery metals continues ever stronger, recent events in Ukraine appear to have also accelerated the widely predicted supply squeeze. This has resulted in immediate, significant and potentially permanent structural price increases, with nickel markets, as an example, having recently hit unprecedented highs. These events arrive on the back of existing supply constraints and an acceleration of the energy transition as countries look to increase energy security, both by reducing hydrocarbon imports and by investing in domestic low-carbon generation options.

The principal development during the period was the agreement with Australian-registered Resource Mining Corporation Limited (ASX: RMI) ("RMI") to acquire 100% of the issued share capital in Australian-registered Niugini Nickel Pty Ltd, which owns 100% of the Wowo Gap nickel-cobalt project in Papua New Guinea. This followed our strategic acquisition of the majority of RMI's debt during 2020, at a time when it was it was trading at a material discount to par. The Wowo Gap acquisition has enabled the company to approximately double its nickel and cobalt resources and exposure at a heavily discounted price, and begins the journey of building a leading regional battery metal and nickel /cobalt business.

Following the development of the business over the last two years and specifically the Wowo Gap acquisition, Corcel is positioned to significantly benefit from recent market developments. It is therefore moving to accelerate the development of its two nickel deposits in Papua New Guinea, including a fast-track Mining Lease application at the Wowo Gap project (where JORC upgrade work and a Gap Analysis efforts are already ongoing). The Company further expects the award of a Mining Lease at the Mambare nickel project during 2022, and offtake discussions continue with Shandong New Powder COSMO AM&T ("NPC") with a view to supplying nickel to Chinese precursor plants, for ultimate use in NPC's Chinese cathode plant.

During the last two years the Company has also taken its initial steps towards building a UK based energy generation and storage business with exposure to both battery storage and gas peaker plants. The deployment of batteries and flexible energy generation underpins the variable nature of the production of clean energies (such as solar and wind), and is therefore a critical enabler for the energy transition. In building this part of the business, the Company recognises that it is selectively taking early-stage development risk, which it looks to mitigate by diversifying across multiple projects with varying timelines. The Company therefore expects to make further project acquisitions in this space alongside finalising the ongoing marketing process to secure project finance for the gas peaker plant portfolio including Avonmouth and Tring Road.

While the Company did not raise capital during the period, in assessing alternative funding options, the Board has balanced the often competing objectives of securing funding certainty, minimising equity dilution and retaining near term upside exposure. As a result of these funding choices, the Company remains well funded and has recently refinanced debt obligations of GBP1.3M, which expire in Q4 2022. Shortly after the period end, the Company announced a combination of funding facilities that resulted in up to an additional GBP1,050,000 of new funding becoming available to the business, and of this total, GBP365,000 was subsequently announced as having completed.

The Board and I want to thank our shareholders for their support through this challenging and volatile period spanning both the global pandemic and the ongoing conflict in Ukraine. The Board is focused on continuing to build both firm and net asset value based foundations for the future, alongside accelerating the development of our battery metals deposits.

James Parsons

Executive Chairman

Consolidated statement of financial position

as at 31 December 2021

 
                                  Notes   31 December   31 December    30 June 
                                                 2021          2020       2021 
                                           Unaudited,    Unaudited,   Audited, 
                                              GBP'000       GBP'000    GBP'000 
 ASSETS 
 Non-current assets 
 Investments in associates 
  and joint ventures                6           2,381         1,971      2,380 
 Exploration and evaluation 
  assets                            8           1,067             -          - 
 Goodwill                                           -            29          - 
 Property, plant and equipment                    110            62         62 
 FVTOCI financial assets            7               1             3          7 
 FVTPL financial assets             7              72             -         72 
 Trade and other receivables                    1,416         2,310      1,362 
                                                       ------------ 
 Total non-current assets                       5,047         4,375      3,883 
 
 Current assets 
 Cash and cash equivalents                         50           180        392 
 Trade and other receivables                      178           179      1,215 
                                                       ------------ 
 Total current assets                             228           359      1,607 
 
 TOTAL ASSETS                                   5,275         4,734      5,490 
 
 
 EQUITY AND LIABILITIES 
 Equity attributable to 
  owners of the parent 
 Called up share capital            9           2,746         2,736      2,746 
 Share premium account                         24,161        23,779     24,161 
 Shares to be issued                               75             -         75 
 Other reserves                                 2,048         1,117      2,018 
 Retained earnings                           (25,245)      (23,927)   (24,630) 
                                                       ------------ 
 Total equity attributable 
  to owners of the parent                       3,785         3,705      4,370 
 
 Non-controlling interest                           -            11          - 
                                         ------------  ------------  --------- 
 Total equity                                   3,785         3,716      4,370 
                                         ------------  ------------  --------- 
 
 LIABILITIES 
 Non-current liabilities 
 Lease liability                                    -            30          - 
 Total non-current liabilities                      -            30          - 
 
 Current liabilities 
 Trade and other payables                         218           185        237 
 Lease liability                                    -            12          - 
 Short term borrowings                          1,272           791        883 
                                                       ------------ 
 Total current liabilities                      1,490           988      1,120 
 
 TOTAL EQUITY AND LIABILITIES                   5,275         4,734      5,490 
 
 

The accompanying notes form an integral part of these financial statements.

Consolidated statement of income

for the period ended 31 December 2021

 
                                              Notes          6 months              6 months 
                                                       to 31 December        to 31 December 
                                                                 2021                  2020 
                                                           Unaudited,            Unaudited, 
                                                              GBP'000               GBP'000 
 
 
 Administrative expenses                        3               (507)                 (493) 
 Impairment of loans and receivables                                -                     - 
 Gain on sale of financial instruments 
  designated as FVTPL                                               -                   (5) 
 Exploration expenses                                               -                     - 
 Other operating income                                             -                     7 
 Foreign currency gain                                              -                     - 
 Finance costs, net                                             (105)                  (29) 
 Share of loss of associates and 
  joint ventures                                                  (2)                   (6) 
 Loss for the period before taxation                            (614)                 (526) 
 Tax expense                                                        -                     - 
                                                     ----------------  -------------------- 
 Loss for the period after taxation                             (614)                 (526) 
                                                     ----------------  -------------------- 
 
 
 (Loss)/profit for the period attributable 
  to: 
 Equity holders of the parent                                   (614)                 (524) 
 Non-controlling interest                                           -                   (2) 
                                                     ----------------      ---------------- 
                                                                (614)                 (526) 
                                                     ----------------      ---------------- 
 
 Earnings per share 
 Loss per share - basic, pence                  4                0.16                  0.23 
 Loss per share - diluted, pence                4                0.16                  0.23 
 
 

Consolidated statement of comprehensive income

for the period ended 31 December 2021

 
                                                       6 months          6 months 
                                                 to 31 December    to 31 December 
                                                           2021              2020 
                                                     Unaudited,        Unaudited, 
                                                        GBP'000           GBP'000 
 
 
 (Loss)/profit for the period                             (614)             (526) 
 Revaluation of FVTOCI investments          7               (6)               (1) 
 Total comprehensive loss for the period                  (620)             (527) 
 
 Total comprehensive loss attributable 
  to: 
 Equity holder of the Parent                              (620)             (525) 
 Non-controlling interest                                     -               (2) 
                                               ----------------  ---------------- 
                                                          (620)             (527) 
 

The accompanying notes form an integral part of these financial statements.

Consolidated statement of changes in equity

for the period ended 31 December 2021

The movements in equity during the period were as follows:

 
                       Share      Share    Shares    Retained       Other     Total Equity   Non-controlling     Total 
                     capital    premium     to be    earnings    reserves     attributable         interests    equity 
                                account    issued                                to owners 
                                                                             of the Parent 
                     GBP'000    GBP'000   GBP'000     GBP'000     GBP'000          GBP'000           GBP'000   GBP'000 
 
 As at 1 July 
  2020 (audited)       2,726     23,032         -    (23,403)         908            3,263                13     3,276 
 Changes in 
 equity 
 for six months 
 ended 31 
 December 
 2020 
 Profit/ (loss) 
  for the period           -          -         -       (524)           -            (524)               (2)     (526) 
 Other 
  comprehensive 
  (loss)/income 
  for the period           -          -         -           -         (1)              (1)                 -       (1) 
                   ---------  ---------  --------  ----------  ----------  ---------------  ----------------  -------- 
 Total 
  comprehensive 
  (loss)/income 
  for the period           -          -         -       (524)         (1)            (524)               (2)     (527) 
 Transactions 
  with owners 
 Issue of shares          10      1,002         -           -           -            1,012                 -     1,012 
 Share issue 
  and fundraising 
  costs                    -       (45)         -           -           -             (45)                 -      (45) 
 Warrants issued           -      (210)         -           -         210                -                 -         - 
 Total 
  Transactions 
  with owners             10        747         -           -         210              967                 -       967 
                   ---------  ---------  --------  ----------  ----------  ---------------  ----------------  -------- 
 As at 31 
  December 
  2020 
  (unaudited)          2,736     23,779         -    (23,927)       1,117            3,705                11     3,716 
                   ---------  ---------  --------  ----------  ----------  ---------------  ----------------  -------- 
 
 
 As at 1 July 
  2021 (audited)         2,726    24,161            75   (24,630)   2,018   4,370   -   4,370 
 Changes in equity 
  for six months 
  ended 31 December 
  2021 
 Profit/ (loss) 
  for the period             -         -             -      (615)       -   (615)   -   (615) 
 Other comprehensive         -         -             -          -       -       -   -       - 
  (loss)/income 
  for the period 
 Revaluation of 
  FVTOCI investments         -         -             -          -     (6)     (6)   -     (6) 
                       -------  --------  ------------  ---------  ------  ------      ------ 
 Total comprehensive 
  (loss)/income 
  for the period             -         -             -      (615)     (6)   (621)   -   (621) 
 Transactions 
  with owners 
 Issue of shares             -         -             -          -       -       -   -       - 
 Share issue and             -         -             -          -       -       -   -       - 
  fundraising costs 
 Warrants issued             -         -             -          -      36      36   -      36 
 Total Transactions 
  with owners                -         -             -      (615)      30   (585)   -   (585) 
 As at 31 December 
  2021 (unaudited)       2,746    24,161            75   (25,245)   2,048   3,785   -   3,785 
                       -------  --------  ------------  ---------  ------  ------      ------ 
 
 
 
                                               FVTOCI   Share-based   Warrants        Foreign       Total 
                                          investments      payments    Reserve       currency       other 
                                              reserve       reserve               translation    reserves 
                                                                                      reserve 
                                              GBP'000       GBP'000    GBP'000        GBP'000     GBP'000 
 As at 1 July 2020 (audited)                        1            99        273            535         908 
 Changes in equity for six 
  months ended 31 December 2020 
 Other Comprehensive income 
 Transfer of FVTOCI reserve 
  relating to impaired assets 
  and disposals                                   (1)             -          -              -         (1) 
 Unrealised foreign currency                        -             -          -              -           - 
  gains arising upon retranslation 
  of foreign operations 
                                        -------------  ------------  ---------  -------------  ---------- 
 Total comprehensive income/(loss) 
  for the period                                  (1)             -          -              -         (1) 
 Warrants issued                                    -             -        210              -         210 
 Total transactions with shareholders               -             -        210              -         210 
 As at 30 June 2021 (audited)                       -            99        483            535       1,117 
                                        -------------  ------------  ---------  -------------  ---------- 
 
 
 As at 1 July 2021 (audited)             4   99   1,380   535   2,018 
 Changes in equity for six 
  months ended 31 December 2021 
 Other Comprehensive income 
 Revaluation of FVTOCI investments     (6)    -       -     -     (6) 
 Share options granted during            -    -       -     -       - 
  the year 
 Warrants granted during the 
  year                                   -    -      36     -      36 
 Unrealised foreign currency             -    -       -     -       - 
  gains arising upon retranslation 
  of foreign operations 
                                      ----  ---  ------  ----  ------ 
 Total comprehensive income/(loss) 
  for the period                       (6)    -      36     -      30 
                                      ----  ---  ------  ----  ------ 
 As at 31 December 2021 (unaudited)    (2)   99   1,416   535   2,048 
                                      ----  ---  ------  ----  ------ 
 

Consolidated statement of cash flows

for the period ended 31 December 2021

 
                                              Note           6 months          6 months 
                                                       to 31 December    to 31 December 
                                                                 2021              2020 
                                                            Unaudited         Unaudited 
                                                              GBP'000           GBP'000 
 
 Cash flows from operating activities 
 (Loss)/profit before taxation                                  (614)             (526) 
 Decrease/(increase) in receivables                              (14)              (68) 
 Increase in payables                                            (95)                23 
 Share-based payments                                              36                 - 
 Finance cost, net                                                 69                29 
 Share of loss of associates and 
  joint ventures, net of tax                                        2                 6 
 Net cash flows from operations                                 (616)             (536) 
 
 
 Cash flows from investing activities 
 Proceeds from sale of FVTPL and 
  FVTOCI investments                                                -                14 
 Additional investments in JVs and 
  investment in associates                                        (3)              (34) 
 Purchase of financial assets carried 
  at amortised cost                                              (31)             (355) 
 Purchase of property, plant and 
  equipment                                                         -              (62) 
 Cash acquired on business combination                              2                 - 
 Net cash flows from investing activities                        (32)             (437) 
 
 
 Cash flows from financing activities 
 Proceeds from issue of shares                                      -               738 
 Interest paid                                                   (69)                 - 
 Proceeds of new borrowings, as received                          475                 - 
  net of associated fees 
 Repayment of borrowings                                        (100)                 - 
 Net cash flows from financing activities                         306               738 
 
 
 Net decrease in cash and cash equivalents                      (342)             (235) 
 
 Cash and cash equivalents at the 
  beginning of period                                             392               415 
 Cash and cash equivalents at end 
  of period                                                        50               180 
 
 

Half-yearly report notes

for the period ended 31 December 2021

 
 1   Company and Group 
 
 
   As at 30 June 2021 and 31 December 2021 the Company had one 
    or more operating subsidiaries and has therefore prepared 
    full and interim consolidated financial statements respectively. 
   The Company will report again for the full year ending 30 
    June 2022. 
 
    The financial information contained in this half yearly report 
    does not constitute statutory accounts as defined in section 
    435 of the Companies Act 2006. The financial information 
    for the year ended 30 June 2021 has been extracted from the 
    statutory accounts of the Group for that year. Statutory 
    accounts for the year ended 30 June 2021, upon which the 
    auditors gave an unqualified audit report which did not contain 
    a statement under Section 498(2) or (3) of the Companies 
    Act 2006, have been filed with the Registrar of Companies. 
 
 
 2   Accounting Polices 
 
 
   Basis of preparation 
   The consolidated interim financial information has been 
   prepared in accordance with IAS 34 'Interim Financial 
   Reporting'. 
   The accounting policies applied by the Group in these 
   condensed 
   consolidated interim financial statements are the same as 
   those applied by the Group in its consolidated financial 
   statements as at and for the year ended 30 June 2021, 
   which 
   have been prepared in accordance with IFRS. 
 
   Business combinations 
   On the acquisition of a subsidiary, the business 
   combination 
   is accounted for using the acquisition method. In the 
   consolidated 
   statement of financial position, the acquiree's 
   identifiable 
   assets, liabilities are initially recognised at their 
   fair 
   values at the acquisition date. The cost of an 
   acquisition 
   is measured as the aggregated amount of the consideration 
   transferred, measured at the date of acquisition. The 
   consideration 
   paid is allocated to the assets acquired and liabilities 
   assumed on the basis of fair values at the date of 
   acquisition. 
   The results of acquired operations are included in the 
   consolidated 
   statement of comprehensive income from the date on which 
   control is obtained. 
 
   If the cost of acquisition exceeds the identifiable net 
   assets attributable to the Group, the difference is 
   considered 
   as purchased goodwill, which is not amortised but 
   annually 
   reviewed for impairment. In the case that the 
   identifiable 
   net assets attributable to the Group exceed the cost of 
   acquisition, the difference is recognised in profit or 
   loss 
   as a gain on bargain purchase. 
 
   If the initial accounting for a business combination 
   cannot 
   be completed by the end of the reporting period in which 
   the combination occurs, only provisional amounts are 
   reported, 
   which can be adjusted during the measurement period of 12 
   months after acquisition date. 
 
   After initial recognition, goodwill is measured at cost 
   less any accumulated impairment losses. 
 3                                                           Administrative expenses 
                                                                                                  6 months to    6 months to 
                                                                                                  31 December    31 December 
                                                                                                         2021           2020 
                                                                                                    Unaudited      Unaudited 
                                                                                                      GBP'000        GBP'000 
                                                              Staff Costs: 
                                                              Payroll                                     220            220 
                                                              Pension                                      10             10 
                                                              Share based Payments -Staff                   -              - 
                                                              Consultants                                   -             10 
                                                              Staff Welfare                                 -              - 
                                                              HMRC / PAYE                                  26             26 
                                                                                                -------------  ------------- 
                                                              Total:                                      256            266 
 
                                                              Professional Services: 
                                                              Accounting                                   43             26 
                                                              Legal                                        11             26 
                                                              Business Development                          -              - 
                                                              Marketing & Investor Relations               20             43 
                                                              Funding costs                                 -              9 
                                                              Other                                        12             34 
                                                                                                -------------  ------------- 
                                                              Total:                                       86            138 
 
                                                              Regulatory Compliance                        55             57 
                                                                                                -------------  ------------- 
 
                                                              Travel                                        4              2 
                                                                                                -------------  ------------- 
 
                                                              Office and Admin Costs: 
                                                              General                                      18              8 
                                                              IT costs                                      5              4 
                                                              Depreciation                                  -              - 
                                                              Rent - Main Office                            6             12 
                                                              Insurance                                    77              6 
                                                                                                -------------  ------------- 
                                                              Total:                                      106             89 
 
                                                              Total administrative expenses               507            493 
                                                                                                =============  ============= 
 
 
 
 
 4   Loss per share 
 
 
   The following reflects the loss and share data used in the 
    basic and diluted profit/(loss) per share computations: 
 
 
                                                                6 months to            6 months to 
                                                                31 December            31 December 
                                                                       2021                   2020 
                                                                  Unaudited              Unaudited 
 
  Loss attributable to equity holders 
  of the parent company, in Thousand 
  Sterling (GBP'000)                                                    614                    524 
 
  Weighted average number of Ordinary 
  shares of GBP0.0001 in issue, 
  used for basic and diluted EPS                                384,787,602            225,302,423 
 
  Loss per share - basic and diluted, 
  pence                                                                0.16                   0.23 
 
 
       At 31 December 2021 and at 31 December 2020, the effect 
        of all the instruments is anti-dilutive as it would lead 
        to a further reduction of loss per share, therefore they 
        were not included into the diluted loss per share calculation. 
       Options and warrants that could potentially dilute basic 
        EPS in the future, but were not included in the calculation 
        of diluted EPS because they are anti-dilutive for the periods 
        presented: 
                                                                   6 months            6 months to 
                                                                         to            31 December 
                                                                31 December                   2020 
                                                                       2021 
                                                                  Unaudited              Unaudited 
 
       Share options granted to employees 
        - total, of them                                          6,215,334              6,212,534 
 
         *    Vested at the end of the reporting period             125,000                122,900 
 
         *    Not vested at the end of the reporting period       6,090,334              6,089,634 
       Warrants given to shareholders 
        as a part of placing equity instruments 
        - not all conditions met and/or 
        out of the money                                        141,999,329             98,339,078 
                                                              -------------      ----------------- 
 
       Total number of instruments in 
        issue not included into the fully 
        diluted EPS calculation                                 148,214,663            104,551,612 
                                                              -------------      ----------------- 
 
 
 
 5   Segmental analysis 
 
 
  Since the last annual financial statements, the Group has 
   re-considered its operational segments. 
       For the six-month period            Battery    Flexible Grid          Corporate 
        to 31 December 2021         Metals (Nickel        Solutions    and unallocated 
                                     and Vanadium)    (FGS and WDD)                        Total 
                                           GBP'000          GBP'000            GBP'000   GBP'000 
       Revenue                                   -                -                  -         - 
 
       Result 
       Segment results                         (5)             (24)              (480)     (509) 
                                  ----------------  ---------------  -----------------  -------- 
       Loss before tax and 
        finance costs 
       Finance costs                             -                -              (105)     (105) 
                                  ----------------  ---------------  -----------------  -------- 
       Loss for the period 
        before taxation 
       Taxation expense                          -                -                  -         - 
                                  ----------------  ---------------  -----------------  -------- 
       Loss for the period 
        after taxation                         (5)             (24)              (585)     (614) 
       Total assets at 31 
        December 2021                        4,497              487                291     5,275 
                                  ----------------  ---------------  -----------------  -------- 
 
 
 
 
  For the six-month period            Battery   Flexible Grid          Corporate 
   to 31 December 2020         Metals (Nickel       Solutions    and unallocated 
                                and Vanadium)                                        Total 
                                      GBP'000         GBP'000            GBP'000   GBP'000 
  Revenue                                   -               -                  -         - 
 
  Result 
  Segment results                        (10)            (30)              (454)     (494) 
                             ----------------  --------------  -----------------  -------- 
  Loss before tax and 
   finance costs 
  Finance costs                             -                               (30)      (30) 
                             ----------------  --------------  -----------------  -------- 
  Loss for the period 
   before taxation 
  Taxation expense                          -               -                  -         - 
                             ----------------  --------------  -----------------  -------- 
  Loss for the period 
   after taxation                                                                    (524) 
  Total assets at 31 
   December 2020                        4,281             158                295     4,734 
                             ----------------  --------------  -----------------  -------- 
 
 
 
 
 6    Investments in associates and joint ventures 
                                        31 December   31 December    30 June 
                                               2021          2020       2021 
                                          Unaudited     Unaudited    Audited 
                                            GBP'000       GBP'000    GBP'000 
  At the beginning of the period              2,380         1,947      1,947 
  Additional investments in JVs                   3            30        439 
  Share of loss for the period 
   using equity method                          (2)           (6)        (6) 
  At the end of the period                    2,381         1,971      2,380 
                                       ------------  ------------  --------- 
 
 
 7   Financial assets 
 
 
                                        31 December   31 December    30 June 
                                               2021          2020       2021 
                                          Unaudited     Unaudited    Audited 
                                            GBP'000       GBP'000    GBP'000 
  FVTOCI financial instruments 
   at the beginning of the period                 7             4          4 
  Disposals                                       -             -          - 
  Revaluations and impairment                   (6)           (1)          3 
  FVTOCI financial assets at 
   the end of the period (unaudited)              1             3          7 
                                       ------------  ------------  --------- 
 
 
                                        31 December   31 December    30 June 
                                               2021          2020       2021 
                                          Unaudited     Unaudited    Audited 
                                                GBP           GBP        GBP 
  FVTPL financial instruments 
   at the beginning of the period                72             5          5 
  Additions                                                               72 
  Disposals                                       -           (5)        (5) 
  FVTPL financial assets at 
   the end of the period (unaudited)             72             -         72 
                                       ------------  ------------  --------- 
 
 
 8   Business Combination - Niugini Nickel Pty Ltd 
 
      On 18 October 2021 the Company, via its 100% owned subsidiary 
      Corcel Australasia Pty Ltd, completed the acquisition of 
      100% of the shares in Niugini Nickel Pty Ltd ("NN") from 
      Resource Mining Corporation Pty Ltd ("RMC"). Consideration 
      paid by the Company for the acquisition of NN was the forgiveness 
      of the corporate debt held by the Company and payable by 
      RMC totalling AUD 4,761,087. The Company has accounted for 
      the fair value of this consideration based on the cost to 
      acquire the debt, at a substantial discount to face value, 
      plus transaction costs. As at 18 October 2021 the total cost 
      of acquisition of the debt payable by RMC stood at GBP1,013,302. 
 
      The Company has determined the fair value of the assets and 
      liabilities of NN to be recognised in these consolidated 
      interim financial statements as follows: 
                                                           Fair value 
                                                           recognised 
                                                       on acquisition 
                                                           GBP(000's) 
       Assets 
       Cash                                                         2 
       Receivables                                                 15 
       Property, plant and equipment                               47 
       Exploration and evaluation assets                        1,067 
                                                     ---------------- 
 
       Total Assets                                             1,131 
 
       Liabilities 
       Trade and other payables                                  (63) 
       Non current loans payable                                 (55) 
                                                     ---------------- 
 
       Total liabilities                                        (118) 
                                                     ---------------- 
 
 
       Total identifiable net assets at fair value              1,013 
                                                     ---------------- 
 
       Purchase consideration                                   1,013 
                                                     ---------------- 
 
 
 9   Share Capital of the company 
 
 
   The share capital of the Company is as follows: 
 
 
                                               Number of   Nominal, 
                                                  shares    GBP'000 
 
  Allotted, issued and fully paid 
  Deferred shares of GBP0.0009 each        1,788,918,926      1,610 
  A Deferred shares of GBP0.000095 each    2,497,434,980        237 
  B Deferred shares of GBP0.000099 each    8,687,335,200        860 
  Ordinary shares of GBP0.0001 each          384,787,602         39 
                                                          --------- 
  As at 1 July 2021 (Audited) and 31 
   December 2021 (Unaudited)                                  2,746 
 
   10       Capital Management 

Management controls the capital of the Group in order to control risks, provide the shareholders with adequate returns and ensure that the Group can fund its operations and continue as a going concern.

The Group's debt and capital includes ordinary share capital and financial liabilities, supported by financial assets.

There are no externally imposed capital requirements.

Management effectively manages the Group's capital by assessing the Group's financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders and share issues.

There have been no changes in the strategy adopted by management to control the capital of the Group since the prior year.

   11       Events after the reporting period 

Shandong New Powder COSMO AM&T ("NPC") - MOU on Nickel Offtake Agreement

On 10 January 2022, the Company announced that it had executed an MOU with NPC for the entering into a nickel offtake agreement for up to 0.5 Mt per annum, to be supplied from the Company's Mambare and Wowo gap nickel projects in Papua New Guinea. The term of the MOU is 12 months, during which time both parties will seek to negotiate a binding offtake agreement, intended to operate for a period of 3-5 years.

Avonmouth and Tring Road Gas Peaker Project Extensions

On 4 February 2022, the Company announced that its rights to participate in the Avonmouth and Tring Road Gas Peaker projects had each been extended, by mutual indication and formal lease extension respectively, to allow the parties more time to conclude the financing arrangements necessary to take the projects to financial close and then construction.

Debt Conversion, Funding & Refinancing and Equity Share Agreement

On 21 February 2022, the Company announced the restructuring of a portion of its existing debt facility with Align Research and Riverfort Global Opportunities PCC Limited (the "Funding Parties") including:

-- Entering into of a new debt facility of up to GBP450,000 - including the issuance of warrants exercisable at GBP0.015

   --     Entering into an Equity Share Agreement for up to GBP600,000 with a floor price of GBP0.015 
   --     Conversion of GBP135,000 of the existing drawn down debt with the Funding Parties and 
   --     Refinancing of GBP270,000 of drawn down debt to mature at the end of October 2022 

The conversion, refinancing, new debt facility and new equity share facility has resulted in up to an additional GBP1,050,000 of new funding becoming available to the Company with the majority of the existing debt refinanced to October 2022.

On 16 March 2022, the Company further announced that the GBP135,000 debt previously agreed to be converted, plus an additional amount of GBP35,000 due 30 April 2022, was converted into 11,333,333 Company shares. This left GBP270,000 of debt due for settlement by the end of October 2022 and GBP100,000 due for settlement on 30 April 2022.

T-4 Capacity Market Auction

On 24 February 2022 the Company announced that its Avonmouth gas peaker project had been provisionally awarded a 15-year Capacity Market contract with National Grid, for commencement in 2025/26. The clearing price of the auction was GBP30.59/kW/annum which, following formal award and completion of the peaker project, would equate to approx. GBP1.5 million per annum in revenue for the 50MW project.

Debt Conversion and Option Awards

On 28 February 2022, the Company announced that GBP128,586 of Company debt held by C4 Energy Limited, a company controlled by the Company's chairman Mr James Parsons, had agreed to convert the entirety of its holding of Company debt into 8,572,400 new ordinary shares in the Company with an 18-month lock-in period.

Also on 28 February 2022, the Company announced the issuance of 20,606,278 options to subscribe for Company shares at a strike price of GBP0.017 per share and for an exercise period of 5 years. The Options vest only after both (a) the awarding of a mining lease at the Company's Mambare Nickel project in Papua New Guinea and (b) following 3 years of the date of grant.

Equity Fundraising

On 16 March 2022 the Company announced that it had raised a further GBP365,000 in funding by the placing of 24,333,332 new ordinary shares in the Company at a price of GBP0.015 per share.

For further information, please contact:

Scott Kaintz 020 7747 9960 Corcel Plc CEO

James Joyce / Andrew de Andrade 0207 220 1666 WH Ireland Ltd NOMAD & Broker

Simon Woods 0207 3900 230 Vigo Consulting IR

This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

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END

IR BGGDXDUXDGDB

(END) Dow Jones Newswires

March 31, 2022 06:54 ET (10:54 GMT)

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