TIDMGLR

RNS Number : 3962N

Galileo Resources PLC

29 January 2021

Galileo Resources PLC

("Galileo" or "the Company" or "the Group")

Unaudited interim results for the six months ended 30 September 2020

Galileo (AIM: GLR) , the exploration and development mining company, announces its unaudited interim results for the six-month period ended 30 September 2020. A copy of the interim results is available on the Company's website, www.galileoresources.com .

Operational Highlights

BOTSWANA

Acquisition of Exploration Assets in Botswana

Period under review

-- Galileo acquired 100% of Botswana-incorporated Crocus-Serv (Pty) Ltd ("Crocus"), whose assets comprise of 21 copper and nickel-PGE (Platinum Group Elements) exploration Prospecting Licences ("PLs") in the highly prospective Kalahari Copper Belt ("KCB") and the Limpopo Mobile Belt ("LMB") in western and eastern Botswana respectively. The consideration of GBP163,020 for the acquisition comprised the issue of a total 38,814,246 new Galileo ordinary shares of 0.1p at 0.42p each and a separate cash payment of GBP10,828.

   --    The Company commenced development of an exploration programme for the KCB properties. 

-- The Company's subsidiary, Crocus, submitted, in terms of the Botswana Environmental Assessment Act (2011), a draft Environmental Management Plan ("EMP") for the KCB project to the Department of Environmental Affairs ("DEA") Botswana for review.

Post the period under review

-- Galileo undertook a heliborne-EM geophysical surveying over several licences in its highly prospective Kalahari Copper Belt Project, specifically PL250/2018, PL251/2018, PL39/2018 and PL40/2018. Preliminary overview of the results is considered very promising, with the EM data interpreted to show several highly prospective geological settings for copper-silver mineralisation. Detailed data interpretation is under way, utilising Spectral Geophysics, a consultancy that was involved in the discovery of the A4 Dome deposit (targeted from EM data) and the Company will announce these conclusions once known. The most prospective EM targets will be selected for early drill testing.

-- On 16 October 2020, Galileo completed (the "Completion Date") of the acquisition of 100% of Africibum Co Pty Ltd ("Africibum") and its interests in the North East Kalahari Copper Belt Project in Botswana. The Company acquired 100% of Africibum Co (Pty) Ltd, incorporated in Botswana (Company number 1828747) ("Africibum") and its 100% interest in five prospecting licences PL366/2018, PL367/2018, PL368/2018, PL122/2020, PL123/2020 and two mining tenement applications in Botswana (the "North East Kalahari Copper Belt Project").

-- The Africibum licences include the Quirinus copper-silver prospect with historic shallow drill intercepts in a three- hole RC drilling programme which include 4m @ 1.7% Cu, 13g/t Ag and 6m @ 0.9% Cu, 14g/t Ag. The intercepts occur within a series of copper-in-soil anomalies that extend for 13.4km in total, much of it untested.

-- The Quirinus prospect lies within 15km of major copper-silver discoveries, part of Cupric Canyon Capital's Khoemacau Project.

-- On 25 January 2021 Galileo entered into two legally binding agreements with ASX listed Sandfire Resources Limited (ASX: SFR) ("Sandfire"). The first agreement being a conditional licence sale agreement (the "Licence Sale Agreement") and the second a share subscription agreement (the "Share Subscription Agreement"). The Licence Sale Agreement provides for the sale of 9 of the Company's Kalahari Copper Belt Licences (the "Included Licences") which the Company acquired in May and October 2020. Sandfire will pay an aggregate consideration of US$3 million payable on the Settlement Date of which US$1.5 million will be paid in cash and US$1.5 million by the issue of 370,477 Sandfire ordinary shares to the Company at an issue price of A$5.227 per share, being the VWAP of the Sandfire share price for the 10 trading days prior to the date of signing the Licence Sale Agreement. Under the terms of the agreements Sandfire committed to spend US$4 million on the Included Licences within two years of settlement and if the US$4 million is not spent, any shortfall will be paid to the Company. (Sandfire will have a first right of refusal in relation to the acquisition of the 15 Kalahari Copper Belt Licences being retained by the Company (the "Excluded Licences") ("ROFR: Excluded Licences"). Settlement is conditional upon:

o The parties having executed the Share Subscription Agreement;

o Ministerial consent for the transfer of the Included Licences by the Botswana Minister of the Ministry of Minerals, Energy and Water Resources ("Ministerial Consent");

o ASX and AIM regulatory approvals;

o Approval of the acquisition of the Included Licences by the Competition Authority of Botswana (or confirmation from such authority or from either party's Botswana legal counsel that such approval is not required) ("Competition Approval");

o Duly executed transfers of the Included Licences in the form required by the Mining Act under which a 100% interest in the Included Licences may be transferred.

I f the Ministerial Consent and / or the Competition Approval is not granted by the Long Stop Date (31 July 2021 or such later date agreed by the parties) the agreement shall automatically terminate and cease to have effect and no Party shall have any obligation or liability to any other Party.

ZAMBIA

Star Zinc & Kashitu

Period under review

-- Galileo agreed an arrangement ("Arrangement") with BMR to assume the rights to BMR's Mauritian subsidiary, Enviro Mining Limited and its wholly-owned Zambian subsidiaries, which include, amongst other things the title to the licences for Star Zinc and Kashitu (zinc willemite) Projects. The Arrangement, which is subject to Zambian Ministry approval, is for nil consideration since the Company has earned-in its 95% right to the two projects. Galileo has decided to cease seeking Ministry approval and therefore will no longer be assuming the rights from BMR.

Post the period under review

-- On 25 November 2020 Galileo announced that it had signed a Marketing Agreement with Zopco S.A. ("ZopCo") in relation to the potential sale of zinc willemite ore from the group's 95% owned Star Zinc project. Zopco is a Geneva based independent trading company focused on non-ferrous metals and concentrates.

SOUTH AFRICA

Glenover Phosphate Project ("Glenover")

Period under review

-- Glenover continued to progress Department of Mineral Resources approval of its application for a mining right, for which the only outstanding matter remains a Record of Decision ("RoD") from the Department of Water and Sanitation ("DWS") on the proposed Tailings Storage Facility ("TSF") design.

-- Glenover continued to identify potential investors in the Glenover project and initiated preliminary discussions, which are ongoing.

Post the period under review

-- The final TSF design report was completed by Golder Associates (Pty) Ltd in November 2020 and has been submitted to the DWS for its RoD, with a decision expected during Q1 2021.

FUNDRAISING

Period under review

-- In June 2020, the Company raised GBP900,000 before expenses (1 June 2020: AIM - RNS number 45490) by way of a placing of 112,500,000 Galileo ordinary 0.1p shares at a 14% discounted price of 0.8p per share. The Company intended to use the proceeds of the placing for general working capital towards exploration on the 15 Kalahari Copper Belt Licences in Botswana being retained by the Company under the Licence Sale Agreement and progressing its two Zambian zinc projects.

Post the period under review

-- On 25 January 2021, the Company entered into a Share Subscription Agreement with Sandfire who agreed to subscribe for 41,100,124 ordinary shares of 0.1p in the Company ("Sandfire Shares") at a price of 2.68p per share, being a 25% premium to the 10 day VWAP of the Company's share price as at 22 January 2021, raising GBP1.1 million (US$1.5 million at current conversion rates). The Sandfire Shares will be issued at a premium of 17% to the closing mid-price of the Galileo Shares on 25 January 2021 of 2.30p and admitted for trading on AIM on or around 9 February 2021. This will represent a 4.62% interest in Galileo.

For further information, please contact:

 
 Colin Bird, Chairman & CEO       Tel +44 (0) 20 7581 4477 
 Edward Slowey, Executive        Tel +353 (1) 601 4466 
  Director 
 
  www.galileoresources.com 
 
   Beaumont Cornish Limited 
   Nominated Advisor 
   Roland Cornish/James Biddle     Tel +44 (0)20 7628 3396 
 
   Novum Securities Limited 
   - Broker                        Tel +44 (0)20 7382 8416 
   Colin Rowbury/ Jon Belliss 
 

Statement of Responsibility for the six months ended 30 September 2020

The directors are responsible for preparing the consolidated interim financial statements for the six months ended 30 September 2020 and they acknowledge, to the best of their knowledge and belief, that:

-- the consolidated interim financial statements for the six months ended 30 September 2020 have been prepared in accordance with IAS 34 - Interim Financial Reporting, as adopted by the EU;

-- based on the information and explanations given by management, the system of internal control provides reasonable assurance that the financial records may be relied on for the preparation of the consolidated interim financial statements. However, any system of internal financial control can provide only reasonable, and not absolute, assurance against material misstatement or loss;

-- the going concern basis has been adopted in preparing the consolidated interim financial statements and the directors of Galileo have no reason to believe that the Group will not be a going concern in the foreseeable future, based on forecasts and available cash resources;

   --   these consolidated interim financial statements support the viability of the Company; and 

-- having reviewed the Group's financial position at the balance sheet date and for the period ending on the anniversary of the date of approval of these financial statements they are satisfied that the Group has, or has access to, adequate resources to continue in operational existence for the foreseeable future.

   Colin Bird                                Chairman and Chief Executive Officer 

29 January 2021

 
 CONSOLIDATED STATEMENT OF FINANCIAL              Six months       Six months           Year 
  POSITION                                             ended            ended          ended 
                                                30 September     30 September       31 March 
                                                        2020             2019           2020 
 
 
                                                 (Unaudited)      (Unaudited)      (Audited) 
                                                        GBPs             GBPs           GBPs 
 ASSETS 
 
 Intangible assets                                 3,610,194        3,268,814      3,348,019 
 Investment in joint ventures                      1,867,227        2,185,144      1,834,710 
 Loans to joint ventures and 
  associates                                         339,420          448,388        291,442 
 Other financial assets                              351,881          408,885        344,523 
                                           -----------------  ---------------  ------------- 
 Non-current assets                                6,168,722        6,311,231      5,818,694 
                                           -----------------  ---------------  ------------- 
 
 Trade and other receivables                           5,452           56,077          2,228 
 Cash and cash equivalents                         1,054,247          135,506        356,485 
                                           -----------------  ---------------  ------------- 
 Current assets                                    1,059,699          191,583        358,713 
                                           -----------------  ---------------  ------------- 
 
 Total Assets                                      7,228,421        6,502,814      6,177,407 
                                           -----------------  ---------------  ------------- 
 
 EQUITY AND LIABILITIES 
 
 Share capital and share premium                  27,774,345       26,073,551     26,469,319 
 Reserves                                            749,594          599,753        621,131 
 Accumulated loss                               (21,589,733)     (20,774,084)   (21,222,788) 
                                           -----------------  ---------------  ------------- 
 Equity                                            6,934,206        5,899,220      5,867,662 
                                           -----------------  ---------------  ------------- 
 
 Liabilities 
 Other financial liabilities                               5            4,078              5 
 Non-current liabilities                                   5            4,078              5 
                                           -----------------  ---------------  ------------- 
 
 
 Trade and other payables                            294,210          599,516        309,740 
                                           -----------------  ---------------  ------------- 
 Total liabilities                                   294,215          603,594        309,745 
                                           -----------------  ---------------  ------------- 
 
 Total Equity and liabilities                      7,228,421        6,502,814      6,177,407 
                                           -----------------  ---------------  ------------- 
 
 
 Joel Silberstein 
  29 January 2021 
  Company number: 05679987 
 CONSOLIDATED STATEMENT OF 
 COMPREHENSIVE                                    Six months       Six months                         Year 
 INCOME FOR THE SIX MONTHSED                       ended            ended                        ended 
 30 SEPTEMBER 2020                              30 September     30 September                     31 March 
                                                        2020             2019                         2020 
                                                 (Unaudited)      (Unaudited)                    (Audited) 
                                                        GBPs             GBPs                         GBPs 
 Revenue                                                   -                -                            - 
 Operating expenses                                (360,390)        (189,189)                    (630,384) 
                                       ---------------------  ---------------  --------------------------- 
 Operating loss                                    (360,390)        (189,189)                    (630,384) 
 Investment revenue                                        -                1                            2 
 Share of loss from equity accounted 
  investments                                        (6,555)          (4,296)                     (11,806) 
 Loss for the period                               (366,945)        (193,484)                    (642,188) 
 Other comprehensive loss: 
 Exchange differences on translating 
  foreign operations                               (119,646)           81,015                       26,078 
                                       ---------------------  ---------------  --------------------------- 
 Total comprehensive loss                          (486,591)        (112,469)                    (616,110) 
                                       ---------------------  ---------------  --------------------------- 
 
 Total comprehensive loss 
 attributable 
 to: 
 Owners of the parent                              (486,591)        (112,469)                    (616,110) 
 
 Weighted average number of shares 
  in issue                                     600,066,170        353,542,063                  484,524,276 
 
 Basic loss per share - pence                         (0.06)           (0.03)                       (0.14) 
 
 

STATEMENT OF CHANGES IN EQUITY as at 30 September 2020

 
                                                                                       Share    Total      Foreign  Convertible   Share      Total  Accumulated   Total 
                                                                                       Share    share                             based   reserves               equity 
                                                                                                                                          --------               ------ 
                                                                                   Capital    capital     currency  instruments  payment                   loss 
                                                                                   premium 
                                                                                                                                          --------               ------ 
Figures in Pound Sterling                                                                              translation               reserve 
                                                                                                           reserve 
 
 
                                                                                                           reserve 
--------------------------------------------------------------------------------------------  -------  -----------  -----------  -------  --------  -----------  ------ 
 
 
Balance at 1 
 April 2019         5,915,231   19,525,088             25,440,319             (736,060)             1,047,821      149,793       461,554  (20,580,600)    5,321,273 
Loss for the 
 year                       -            -                      -                     -                     -            -             -     (642 188)    (642,188) 
Other 
 comprehensive 
 income                     -            -                      -                26 078                     -            -        26,078             -       26,078 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
Total 
 comprehensive 
 income for 
 the year                   -            -                      -                26 078                     -            -        26,078     (642 188)    (616,110) 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
Issue of 
 warrants                   -    (133,499)              (133,499)                     -                     -      133,499       133,499             -            - 
Issue of shares       253,215      909,284              1,162,499                     -                     -            -             -             -    1,162,499 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
Total 
 contributions 
 by and 
 distributions 
 to owners of 
 company 
 recognised 
 directly in                                                                                                - 
 equity               253,215      775,785              1,029,000                     -                     -      133,499       133,499             -    1,295,998 
Balance at 1 
 April 2020         6,168,446   20,300,873             26,469,319             (709 982)             1,047,821      283,292       621,131  (21 222 788)    5,867,662 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
Loss for the 6 
 months               -             -                           -           -                               -            -             -     (366 945)    (366,945) 
Other 
 comprehensive 
 income               -             -                          -              (119 646)                     -            -     (119,646)             -    (119,646) 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
Total 
 comprehensive 
 income for 
 the 6 months         -             -                          -              (119 646)                     -            -     (119,646)             -    (486,591) 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
Warrants issued       -          (150,544)              (150,544)                     -                     -      150,544       150,544             -            - 
Warrants 
 exercised            -             65,650                 65,650                     -                     -     (65,650)      (65,650)             -            - 
Options granted       -                  -                      -                     -                     -      163,215       163,215             -      163,215 
Issue of shares    216,964       1,172,957              1,389,920  - --                                     -            -             -             -    1,389,920 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
Total 
 contributions 
 by and 
 distributions 
 to owners of 
 company 
 recognised 
 directly in 
 equity             216,964      1,088,063              1,305,026                     -                     -      248,109       248,109             -    1,553,135 
Balance at 30 
 September 2020   6,385,410     21,388,936             27,774,345             (829,628)             1,047,821      531,401       749,594                - 6,934,206 
                 ------------  -----------  ---------------------  --------------------  --------------------  -----------  ------------  ------------  ----------- 
 
 
 
 
 
 
 
 CONSOLIDATED STATEMENT OF                 Six months      Six months        Year 
  CASH FLOW FOR THE SIX MONTHS                  ended           ended       endedED 30 SEPTEMBER 2020                30 September    30 September    31 March 
                                                 2020            2019        2020 
                                          (Unaudited)     (Unaudited)   (Audited) 
                                                 GBPs            GBPs        GBPs 
 
 Cash used in operations                    (315 552)       (179 723)   (331,288) 
 Interest income                                    -               1           2 
 Net cash from operating activities         (315 552)       (179 722)   (331,286) 
                                       --------------  --------------  ---------- 
 
 Investment in intangible assets            (167 738)        (94 778)   (290,232) 
 Increase in investment in                          -        (54 602)           - 
  joint ventures 
 Loans advanced                              (45 848)         (4 384)    (13,072) 
 Net cash from investing activities         (213 586)        (153 764   (303,304) 
                                       --------------  --------------  ---------- 
 
 Proceeds on share issue                    1 226 900         467 917     990,000 
                                       --------------  --------------  ---------- 
 Net cash flows from financing 
  activities                                1 226 900         467 917     990,000 
 Total cash movement for the 
  period                                      697 762         134 431     355,410 
 Cash at the beginning of the 
  period                                      356 485           1 075       1,075 
                                       --------------  --------------  ---------- 
 Total cash at end of the period            1 054 247         135 506     356,485 
                                       --------------  --------------  ---------- 
 
 

Notes to the Financial Statements

   1.         Status of interim report 

The Group unaudited condensed interim results for the 6 months ended 30 September 2020 have been prepared using the accounting policies applied by the Company in its 31 March 2020

annual report, which are in accordance with International Financial Reporting Standards (IFRS and IFRC interpretations) issued by the International Accounting Standards Board ("IASB") as adopted for use in the EU ("IFRS"), including the SAICA financial reporting guides as issued by the Accounting Practices Committee, IAS 34 - Interim Financial Reporting, , the AIM rules of the London Stock Exchange and the Companies Act 2006 (UK). This condensed consolidated interim financial report does not include all notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 March 2020 and any public announcements by Galileo Resources Plc. All monetary information is presented in the presentation currency of the Company being Great British Pound. The Group's principal accounting policies and assumptions have been applied consistently over the current and prior comparative financial period. The financial information for the year ended 31 March 2020 contained in this interim report does not constitute statutory accounts as defined by section 435 of the Companies Act 2006. A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The auditor's report on those accounts was unqualified and did not contain a statement under section 498(2)-(3) of the Companies Act 2006.

   2.         Basis of preparation 

The consolidated annual financial statements incorporate the annual financial statements of the Company and all entities, including special purpose entities, which are controlled by the Company. Control exists when the Company has the power to govern the financial and operating policies of an entity to obtain benefits from its activities. The results of subsidiaries are included in the consolidated annual financial statements from the effective date of acquisition to the effective date of disposal. Adjustments are made when necessary to the annual financial statements of subsidiaries to bring their accounting policies in line with those of the Group.

All intra-group transactions, balances, income and expenses are eliminated in full on consolidation. Non-controlling interests in the net assets of consolidated subsidiaries are identified and recognised separately from the Group's interest therein and are recognised within equity. Losses of subsidiaries attributable to non-controlling interests are allocated to the non-controlling interest even if this results in a debit balance being recognised for non-controlling interest. Transactions which result in changes in ownership levels, where the Group has control of the subsidiary both before and after the transaction, are regarded as equity transactions and are recognised directly in the statement of changes in equity. The difference between the fair value of consideration paid or received and the movement in non-controlling interest for such transactions is recognised in equity attributable to the owners of the parent.

   3.         Segmental analysis 

Business segments

The Company's investments in subsidiaries and associates, that were operational during the period, operate in four geographical locations being South Africa, Zambia, Botswana and USA, and are organised into one business unit, namely Mineral Assets, from which the Group's expenses are incurred and future revenues are expected to be earned. This being the exploration for and extraction of its mineral assets through direct and indirect holdings. The reporting on these investments to the board focuses on the use of funds towards the respective projects and the forecasted profit earnings potential of the projects. An analysis of the loss on ordinary activities before taxation is given below:

 
 
                                               Six months     Six months          Year 
                                                 ended 30       ended 30 
                                                September      September         ended 
                                                     2020           2019      31 March 
                                              (Unaudited)    (Unaudited)          2020 
                                                                             (Audited) 
                                                     GBPs           GBPs          GBPs 
Loss on ordinary activities 
 before taxation: 
Rare earths, aggregates 
 and iron ore and manganese                       (6,555)        (4,296)      (11,806) 
Gold, Copper                                            -          (191)      (23,187) 
Corporate costs                                 (360,390)      (188,997)     (607,195) 
                                                (366,945)      (193,484)     (642,188) 
                                            -------------  -------------  ------------ 
 
 

An analysis of the assets and liabilities of the geographical segments as at 30 September 2020 are presented below:

 
 
                             Corporate           Corporate       Gold/Copper      Zinc            Copper 
  GBPs                            (UK)               (RSA)         (USA/RSA)    Zambia          Botswana            Total 
 -------------------  ----------------  ------------------  ----------------  --------  ----------------  --------------- 
       Non-current                                   2 320             1 705     1 608                              6 168 
        Assets                 237 568                 960               271       231           296 691              721 
       Current                   1 050                                                                              1 059 
        Assets                     909               7 701             1 093         -                 -              702 
       Non-current 
        liabilities                  -                 (5)                 -         -                 -              (5) 
       Current 
        liabilities          (275 186)            (19 026)                 -         -                 -        (294 213) 
                      ----------------  ------------------  ----------------  -------- 
                                 1 013               2 309             1 706     1 608                              6 934 
       Net assets                  288                 629               364       231           296 691              206 
                      ----------------  ------------------  ----------------  --------  ----------------  --------------- 
 
 

An analysis of the assets and liabilities of the geographical segments as at 30 September 2019 are presented below:

 
 
                                     Corporate           Corporate      Gold/Copper      Zinc 
 GBPs                                     (UK)               (RSA)        (USA/RSA)    Zambia            Total 
-------------------------------  -------------  ------------------  ---------------  --------  --------------- 
                                                                              1 718     1 550            6 311 
       Non-current Assets              330 037           2 712 381              744       070              231 
       Current Assets                  160 396               2,714           28 473         -          191 583 
       Non-current liabilities               -                 (6)          (4 072)         -          (4 078) 
       Current liabilities           (240 181)            (31 569)        (327 766)         -        (599 516) 
                                 -------------  ------------------  ---------------  --------  --------------- 
                                                                              1 415     1 550            5 899 
       Net assets                      250 252           2 680 806              379       070              220 
                                 -------------  ------------------  ---------------  --------  --------------- 
 
 
 An analysis of the assets and liabilities of the geographical segments 
  as at 31 March 2020 are presented below: 
 
                         Corporate             Corporate         Gold/Copper         Zinc 
 GBPs                         (UK)                 (RSA)           (USA/RSA)       Zambia               Total 
-------------------  -------------  --------------------  ------------------  -----------  ------------------ 
       Non-current                                                                  1 574 
        Assets             357 354             2 287 255           1 773 859          160           5 992 628 
       Current 
        Assets             422 341                 2 405              28 102            -             455 848 
       Non-current 
        liabilities              -                   (5)             (4 047)            -             (4 052) 
       Current 
        liabilities      (216 849)              (34 137)           (325 775)            -           (576 761) 
                                                                                    1 574 
       Net assets          562 846             2 258 518           1 472 139          160           5 867 662 
                     -------------  --------------------  ------------------  -----------  ------------------ 
 
 
   4.         Financial review 

The Group reported a net loss of GBP 366 945 (2019: GBP 193 484) before and after taxation. Basic loss reported is 0.06 pence (2019: 0.03 pence) per share. Loss per share is based on a weighted average number of ordinary shares of 600 066 170 (2019: 345 966 425 ).

   5.         Share Capital 
 
                                             Six months     Six months           Year 
                                             Six months     Six months     Six months 
                                                  ended          ended          ended 
                                           30 September   30 September   30 September 
                                                   2020           2020           2020 
                                                  ended          ended          ended 
                                           30 September   30 September       31 March 
                                                                            September 
                                                   2020           2019           2020 
                                            (Unaudited)    (Unaudited)      (Audited) 
                                                   GBPs           GBPs           GBPs 
 
Authorise d sha re capital 
Unlimi t e d o r dinary sha r es 
 of 0.01 pen ce (2019: 0.01) pen 
 c e) 
I s sue d sha re capital 
R epor t e d as at 1 April                  557,811,947    304,596,562      304,596,562 
Sha r e i s su es                           216,964,246    128,215,385      253,215,385 
                                          =============  =============  =============== 
R epor t e d as at 30 September             774,776,193    432,811,947      557,811,947 
                                          =============  =============  =============== 
R e c oncili a tio n of sha re capital: 
O r dinar y sha r es of 0.1p                    774,776        432,812          557,812 
                                            5 ,61 0 ,63    5 ,61 0 ,63      5 ,61 0 ,63 
D e f er r e d sha r es of 4.9p                       4              4                4 
Sha r e p r emium                            21,323,286     20,030,105       20,300,873 
                                          =============  =============  =============== 
                                             27,708,695     26,073,551       26,469,319 
                                          =============  =============  =============== 
 
 

During the period under review the Company issued new ordinary shar es as follows:

 
                                     Number of 
  Da te                          ordinary shar                                 Issue price   Purpose of issue 
                                            es 
================  ============================  ==========================================  ================== 
Opening balance                    557,811,947 
28-May-20                           38,814,246                                       0.40p  Acquisition 
================  ============================  ==========================================  ==================== 
28-May-20                           26,505,000                                       0.60p  Warrants exercised 
================  ============================  ==========================================  ==================== 
2-Jun-20                            18,625,000                                       0.60p  Warrants exercised 
================  ============================  ==========================================  ==================== 
4-Jun-20                            11,820,000                                       0.60p  Warrants exercised 
================  ============================  ==========================================  ==================== 
12-Jun-20                           54,562,500                                       0.80p  Placing for cash 
================  ============================  ==========================================  ==================== 
24-Jun-20                           57,937,500                                       0.80p  Placing for cash 
================  ============================  ==========================================  ==================== 
28-Aug-20                            1,200,000                                       0.60p  Warrants exercised 
================  ============================  ==========================================  ==================== 
14-Sep-20                            1,250,000                                       0.60p  Warrants exercised 
================  ============================  ==========================================  ==================== 
22-Sep-20                            6,250,000                             0.60p Warrants 
                                                                           exercised 
================  ============================  ==========================================  ==================== 
Closing balance                    774,776,193 
================  ============================  ==========================================  ==================== 
 
 

During the period under review the Company issued a total of 216,964,246 ordinary shares, through the placing of 112,500,000 shares for cash to raise GBP900,000 before expenses, 38,814,246 shares issued for the acquisition of its Botswana-incorporated Crocus-Serv (Pty) Ltd and further 65,650,000 shares through the exercise of warrants with total proceeds of GBP393,900.

Post the period under review to the date of this report, the Company issued 73,925,000 new ordinary shares as follows:

 
                         Number of 
Date               ordinary shares  Issue price   Purpose of issue 
===========  =====================  ===========  ================== 
22-Oct-20               42,000,000     0.78p     Acquisition 
-----------  ---------------------  -----------  ------------------ 
18-Nov-20                  300,000     0.60p     Warrants exercised 
-----------  ---------------------  -----------  ================== 
26-Nov-20                1,125,000     0.60p     Warrants exercised 
===========  =====================  ===========  ================== 
07-Dec-20               12,500,000     0.60p     Warrants exercised 
===========  =====================  ===========  ================== 
21-Dec-20                1,000,000     0.60p     Warrants exercised 
-----------  ---------------------  -----------  ================== 
06- Jan-21               3,750,000     0.60p     Warrants exercised 
-----------  ---------------------  -----------  ================== 
13-Jan-21                5,000,000     0.60p     Warrants exercised 
===========  =====================  ===========  ================== 
18-Jan-21                3,000,000     0.60p     Warrants exercised 
===========  =====================  ===========  ================== 
28-Jan-21                3,000,000     0.75p     Warrants exercised 
===========  =====================  ===========  ================== 
28-Jan-21                2,250,000     0.60p     Warrants exercised 
-----------  ---------------------  -----------  ================== 
 
 
   6.         Going concern 

The Group has sufficient financial resources to enable it to continue in operational existence for the foreseeable future, to continue the current development programme and meet its liabilities as they fall due. During the period under review the Group raised GBP900,000 before expenses and the Company has no external debt or overdrafts. Up to the date of this report the Group raised a further GBP1.1 million net of expenses.

The directors have further reviewed the Group's cash flow forecast, and in light of this review and the financial position at the date of this report, they are satisfied that the Company and Group have access to adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors consider it appropriate to continue to adopt the going-concern basis in preparing these financial statements. This basis presumes that funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent obligations and commitments will occur in the ordinary course of business.

   7.         Changes to the Board 

As announced on 4 September 2020, Andrew Sarosi has, because of his retirement, resigned as a director of the Company and its subsidiaries and Edward (Ed) Slowey has joined the Board as Technical Director on the same date. As announced on 7 October, Joel Silberstein was appointed Finance Director of the Company.

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END

IR SEAFFUEFSEIF

(END) Dow Jones Newswires

January 29, 2021 07:03 ET (12:03 GMT)

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