Horizonte Minerals Plc, (AIM: HZM, TSX: HZM)
(‘Horizonte’ or ‘the Company’) a nickel company focused on Brazil,
announces that in connection with its previously announced offering
of $9.2 million of special warrants to be qualified by short form
prospectus of the Company to be filed as soon as practicable after
closing, the Company engaged its auditors to perform a review of
its unaudited financial results for the three and nine month
periods to 30 September 2020 (the “Previously Filed Interim
Financial Statements”).
As part of the review, certain adjustments were
made to the Previously Filed Interim Financial Statements and the
management discussion and analysis for the same period (the
“Previously Filed Interim MD&A”). The key adjustment is the
result of a new accounting policy adopted regarding the
capitalisation of borrowing costs due to the interest charge on the
royalty financing arrangement between the Company and Orion Mine
Finance.
None of the adjustments have a cash impact and
the net result is a £2.3 million reduction in losses and subsequent
£2.3 million increase in net assets. To reflect the adjustments,
the Company has today published amended unaudited financial results
for the three and nine month periods to 30 September 2020 (the
“Amended Interim Financial Statements”) and the Management
Discussion and Analysis for the same period (the “Amended Interim
MD&A”). Both the Amended Interim Financial Statements and the
Amended Interim MD&A have been posted on the Company's website
at www.horizonteminerals.com and are also available on the
Company’s profile at SEDAR at www.sedar.com.
For further information, visit
www.horizonteminerals.com or
contact:
Horizonte Minerals plcJeremy Martin (CEO)Anna
Legge (Corporate Communications) |
info@horizonteminerals.com +44 (0) 203 356 2901 |
|
Peel Hunt (NOMAD & Joint Broker)Ross
AllisterDavid McKeown |
+44 (0)20 7418 8900 |
BMO (Joint Broker)Thomas RiderPascal Lussier
DuquetteAndrew Cameron |
+44 (0) 20 7236 1010 |
|
|
About Horizonte
Minerals:Horizonte Minerals plc is an AIM and TSX-listed
nickel development company focused in Brazil. The Company is
developing the Araguaia project, as the next major ferronickel mine
in Brazil, and the Vermelho nickel-cobalt project, with the aim of
being able to supply nickel and cobalt to the EV battery market.
Both projects are 100% owned.
Horizonte Minerals plc
Unaudited Amended Condensed Consolidated Interim
Financial Statements for the nine months ended 30 September
2020
Amended Condensed Consolidated Statement of
Comprehensive Income
|
|
9 months ended30 September |
3 months ended30 September |
|
|
2020 |
|
2019 |
|
2020 |
|
2019 |
|
|
|
UnauditedAmended (note 2) |
|
Unaudited |
|
UnauditedAmended (note
2) |
|
Unaudited |
|
|
Notes |
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
Administrative expenses |
|
(2,342,987 |
) |
(1,910,913 |
) |
(777,847 |
) |
(941,996 |
) |
Charge for share options
granted |
|
- |
|
(290,833 |
) |
- |
|
(53,662 |
) |
Change in value of contingent
consideration |
|
(41,583 |
) |
145,561 |
|
163,209 |
|
(46,640 |
) |
Change in fair value of
derivative |
10 b |
(433,522 |
) |
- |
|
(433,522 |
) |
- |
|
Gain/(Loss) on foreign
exchange |
|
410,804 |
|
(21,706 |
) |
(716,015 |
) |
(17,657 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from
operations |
|
(2,407,288 |
) |
(2,077,891 |
) |
(1,764,175 |
) |
(1,059,955 |
) |
|
|
|
|
|
|
Finance income |
|
- |
|
50,085 |
|
- |
|
16,294 |
|
Finance costs |
6 |
(178,280 |
) |
(222,788 |
) |
(67,337 |
) |
(75,951 |
) |
|
|
|
|
|
|
Loss before
taxation |
|
(2,585,568 |
) |
(2,250,594 |
) |
(1,831,512 |
) |
(1,119,612 |
) |
|
|
|
|
|
|
Taxation |
|
(51,071 |
) |
- |
|
(51,071 |
) |
- |
|
|
|
|
|
|
|
Loss for the year from continuing operations |
|
(2,636,639 |
) |
(2,250,594 |
) |
(1,882,583 |
) |
(1,119,612 |
) |
|
|
|
|
|
|
Other comprehensive
income Items that may be reclassified subsequently to profit or
loss |
|
|
|
|
|
Currency translation differences on translating foreign
operations |
|
(9,232,975 |
) |
(1,093,862 |
) |
(1,165,298 |
) |
(1,559,385 |
) |
Other comprehensive income for the period, net of
tax |
|
(9,232,975 |
) |
(1,093,862 |
) |
(1,165,298 |
) |
(1,559,385 |
) |
Total comprehensive income for the period attributable to
equity holders of the Company |
|
(11,869,614 |
) |
(3,344,456 |
) |
(3,047,881 |
) |
(2,678,997 |
) |
|
|
|
|
|
|
Earnings per share from
continuing operations attributable to the equity holders of the
Company |
|
|
|
|
|
|
|
|
|
|
|
Basic & Diluted earnings per
share (pence per share) |
12 |
(0.182 |
) |
(0.157 |
) |
(0.130 |
) |
(0.078 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited Amended Condensed Consolidated Statement of
Financial Position
|
|
30 September2020 |
|
31 December2019 |
|
|
|
UnauditedAmended (note
2) |
|
Unaudited |
|
|
Notes |
£ |
|
£ |
|
Assets |
|
|
|
Non-current
assets |
|
|
|
Intangible assets |
7 |
6,347,659 |
|
7,057,445 |
|
Property, plant &
equipment |
8 |
28,894,718 |
|
32,260,544 |
|
|
|
35,242,377 |
|
39,317,989 |
|
Current assets |
|
|
|
Trade and other receivables |
|
84,703 |
|
134,726 |
|
Derivative financial asset |
10 b |
1,873,434 |
|
2,246,809 |
|
Cash and cash equivalents |
|
13,584,055 |
|
17,760,330 |
|
|
|
15,542,192 |
|
20,141,865 |
|
Total assets |
|
50,784,569 |
|
59,459,854 |
|
Equity and liabilities |
|
|
|
Equity attributable to
owners of the parent |
|
|
|
Issued capital |
11 |
14,493,773 |
|
14,463,773 |
|
Share premium |
11 |
41,848,306 |
|
41,785,306 |
|
Other reserves |
|
(13,899,905 |
) |
(4,666,930 |
) |
Accumulated losses |
|
(22,471,731 |
) |
(19,835,092 |
) |
Total equity |
|
19,970,443 |
|
31,747,057 |
|
Liabilities |
|
|
|
Non-current
liabilities |
|
|
|
Contingent consideration |
|
6,508,174 |
|
6,246,071 |
|
Royalty Finance |
|
23,489,407 |
|
20,570,411 |
|
Deferred tax liabilities |
|
155,692 |
|
212,382 |
|
|
|
30,153,273 |
|
27,028,864 |
|
Current liabilities |
|
|
|
Trade and other payables |
|
660,853 |
|
683,933 |
|
Deferred consideration |
|
- |
|
- |
|
|
|
660,853 |
|
21,254,344 |
|
Total liabilities |
|
30,814,126 |
|
27,712,797 |
|
Total equity and liabilities |
|
50,784,569 |
|
59,459,854 |
|
|
|
|
|
Unaudited Amended Condensed statement of changes in
shareholders’ equity
|
Attributable to the owners of the parent |
|
Sharecapital£ |
Share premium£ |
Accumulatedlosses£ |
|
Otherreserves£ |
|
Total£ |
|
|
|
|
|
|
|
As at 1 January 2019 |
14,325,218 |
41,664,018 |
(16,990,291 |
) |
(2,039,991 |
) |
36,958,954 |
|
Comprehensive income |
|
|
|
|
|
Loss for the period |
- |
- |
(2,250,594 |
) |
- |
|
(2,250,594 |
) |
Other comprehensive
income |
|
|
|
|
|
Currency translation differences |
- |
- |
- |
|
(1,093,862 |
) |
(1,093,862 |
) |
Total comprehensive income |
- |
- |
(2,250,594 |
) |
(1,093,862 |
) |
(3,344,456 |
) |
Transactions with owners |
|
|
|
|
|
Issue of ordinary shares |
138,555 |
121,288 |
- |
|
- |
|
259,843 |
|
Issue costs |
- |
- |
- |
|
- |
|
- |
|
Share based payments |
- |
- |
290,833 |
|
- |
|
290,833 |
|
Total transactions with owners |
138,555 |
121,288 |
290,833 |
|
- |
|
550,676 |
|
As at 30 September 2019 (unaudited) |
14,463,773 |
41,785,306 |
(18,950,052 |
) |
(3,133,853 |
) |
34,165,174 |
|
|
|
Attributable to the owners of the parent |
|
Sharecapital£ |
Share premium£ |
Accumulatedlosses£ |
|
Otherreserves£ |
|
Total£ |
|
|
|
|
|
|
|
As at 1 January 2020 |
14,463,773 |
41,785,306 |
(19,835,092 |
) |
(4,666,930 |
) |
31,747,057 |
|
Comprehensive income |
|
|
|
|
|
Loss for the period |
- |
- |
(2,636,639 |
) |
- |
|
(2,636,639 |
) |
Other comprehensive
income |
|
|
|
|
|
Currency translation differences |
- |
- |
- |
|
(9,232,975 |
) |
(9,232,975 |
) |
Total comprehensive income |
- |
- |
(2,636,639 |
) |
(9,232,975 |
) |
(11,313,185 |
) |
Transactions with owners |
|
|
|
|
|
Issue of ordinary shares |
30,000 |
63,000 |
- |
|
- |
|
93,000 |
|
Issue costs |
- |
- |
- |
|
- |
|
- |
|
Share based payments |
- |
- |
- |
|
- |
|
- |
|
Total transactions with owners |
30,000 |
63,000 |
- |
|
- |
|
93,000 |
|
As at 30 September 2020 (unaudited) Amended
(note2) |
14,493,773 |
41,848,306 |
(22,471,731 |
) |
(13,899,905 |
) |
19,970,443 |
|
|
|
|
|
|
|
|
|
|
Amended Condensed Consolidated Statement of Cash
Flows
|
9 months ended30 September |
3 months ended30 September |
|
2020 |
|
2019 |
|
2020 |
|
2019 |
|
|
UnauditedAmended
(note2) |
|
Unaudited |
|
UnauditedAmended(note2) |
|
Unaudited |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
Cash flows from operating activities |
|
|
|
|
Loss before taxation |
(2,585,568 |
) |
(2,250,594 |
) |
(1,831,512 |
) |
(1,119,612 |
) |
Interest income |
(122,907 |
) |
(50,085 |
) |
(32,177 |
) |
(16,294 |
) |
Finance costs |
178,280 |
|
222,788 |
|
67,337 |
|
75,951 |
|
Exchange differences |
(338,547 |
) |
21,706 |
|
697,121 |
|
17,657 |
|
Employee share options
charge |
- |
|
290,833 |
|
- |
|
53,662 |
|
Change in fair value of
contingent consideration |
41,538 |
|
(145,561 |
) |
(163,209 |
) |
46,640 |
|
Fair value of Derivative
asset |
433,522 |
|
- |
|
433,522 |
|
- |
|
Depreciation |
- |
|
- |
|
- |
|
- |
|
Operating loss before changes in working
capital |
(2,393,682 |
) |
(1,910,913 |
) |
(828,918 |
) |
(941,996 |
) |
Decrease/(increase) in trade and
other receivables |
50,742 |
|
(45,771 |
) |
(2,384 |
) |
(42,496 |
) |
(Decrease)/increase in trade and other payables |
(23,080 |
) |
468,782 |
|
290,166 |
|
442,376 |
|
Net cash outflow from operating activities |
(2,336,020 |
) |
(1,487,902 |
) |
(541,136 |
) |
(542,116 |
) |
Cash flows from investing activities |
|
|
|
|
Purchase of intangible
assets |
- |
|
(1,944,388 |
) |
- |
|
(655,180 |
) |
Purchase of property, plant and
equipment |
(2,436,966 |
) |
- |
|
(878,685 |
) |
- |
|
Interest received |
122,907 |
|
50,085 |
|
32,177 |
|
16,294 |
|
Net cash used in investing activities |
(2,314,059 |
) |
(1,894,303 |
) |
(846,508 |
) |
(638,886 |
) |
Cash flows from financing activities |
|
|
|
|
Proceeds form issue of ordinary
shares |
93,000 |
|
- |
|
93,000 |
|
- |
|
Issue costs |
- |
|
- |
|
- |
|
- |
|
Net cash used in financing activities |
93,000 |
|
- |
|
93,000 |
|
- |
|
Net decrease in cash and cash equivalents |
(4,587,079 |
) |
(3,382,205 |
) |
(1,294,644 |
) |
(1,181,002 |
) |
Cash and cash equivalents at
beginning of period |
17,760,330 |
|
6,527,115 |
|
15,594,717 |
|
4,322,699 |
|
Exchange gain/(loss) on cash and cash equivalents |
410,804 |
|
(20,870 |
) |
(716,018 |
) |
(17,657 |
) |
Cash and cash equivalents at end of the
period |
13,584,055 |
|
3,124,040 |
|
13,584,055 |
3,124,040 |
|
|
|
|
|
|
|
|
|
Notes to the Financial Statements
1. General information
The principal activity of the Company and its subsidiaries
(together ‘the Group’) is the exploration and development of
precious and base metals. There is no seasonality or cyclicality of
the Group’s operations.
The Company’s shares are listed on the Alternative Investment
Market of the London Stock Exchange (AIM) and on the Toronto Stock
Exchange (TSX). The Company is incorporated and domiciled in the
United Kingdom. The address of its registered office is Rex House,
4-12 Regent Street, London SW1Y 4RG.
2. Basis of preparation
The condensed consolidated interim financial statements have
been prepared using accounting policies consistent with
International Financial Reporting Standards and in accordance with
International Accounting Standard 34 Interim Financial Reporting.
The condensed interim financial statements do not include all
disclosures that would otherwise be required in a complete set of
financial statements and should be read in conjunction with the
annual financial statements for the year ended 31 December 2019,
which have been prepared in accordance with International Financial
Reporting Standards (IFRS).
The condensed consolidated interim financial statements set out
above do not constitute statutory accounts within the meaning of
section 434 (3) of the Companies Act 2006. Statutory financial
statements for the year ended 31 December 2019 were approved by the
Board of Directors on 7 April 2020 and delivered to the Registrar
of Companies. The report of the auditors on those financial
statements was unqualified, did not draw attention to any matters
by way of emphasis and did not contain a statement under sections
498(2) or 498(3) of the Companies Act 2006.
Amendment to current period figuresThese
financial statements have been restated to include certain
amendments to the figures for both the 9 months and 3 months to 30
September 2020. The amendments are driven by the revision to the
carrying value of the Orion Royalty finance arrangement, embedded
derivative asset and contingent consideration to reflect up to date
assumptions as well as the adoption of a new accounting policy at
the beginning of 2020 in respect of the capitalisation of borrowing
costs (refer to note 3). In addition, certain costs have been
capitalised to the Mine Development Asset that had previously been
capitalised to intangible assets. None of these adjustments have a
cash impact on the balance sheet.
The effect of these amendments on the statement of financial
position and statement of comprehensive are set out in the table
below:
|
Derivative asset |
Royalty finance |
Contingent consideration |
Mine development asset |
Trade Creditors |
Intangible assets |
Accumulated losses |
|
£ |
£ |
£ |
£ |
£ |
£ |
£ |
30 September 2020 - as previously stated |
2,306,955 |
(23,594,661) |
(6,666,016) |
24,924,599 |
(1,026,966) |
8,241,277 |
(24,743,918) |
Transfer of capitalised costs from intangibles assets to Mine
development asset |
- |
- |
- |
1,893,618 |
- |
(1,893,618) |
- |
Revision to carrying value of
derivative financial asset |
(433,522) |
- |
- |
- |
- |
- |
(433,522) |
Revision to carrying value of
Royalty finance & capitalisation |
- |
105,254 |
- |
- |
- |
- |
105,254 |
Revision to carrying value of
Contingent consideration & capitalisation |
- |
- |
157,842 |
- |
- |
- |
157,842 |
Capitalisation of borrowing
costs |
- |
- |
- |
2,442,614 |
- |
- |
2,442,614 |
Derecognition of accruals |
- |
- |
- |
(366,113) |
366,113 |
- |
- |
30 September 2020 - Amended |
1,873,433 |
(23,489,407) |
(6,508,174) |
28,894,718 |
(660,853) |
6,347,659 |
(22,471,731) |
|
as previously stated 30/9/20 |
Revision to carrying value of derivative financial asset |
Revision to carrying value of Royalty finance |
Revision to carrying value of Contingent consideration |
Capitalisation of borrowing costs |
Amended as at 30/9/20 |
|
£ |
£ |
£ |
£ |
£ |
£ |
Statement of comprehensive income |
|
|
|
|
|
|
Administrative expenses |
(2,342,987) |
- |
- |
- |
- |
(2,342,987) |
Charge for share options
granted |
- |
- |
- |
- |
- |
- |
Change in value of contingent
consideration |
(79,425) |
- |
- |
157,841 |
(119,999) |
(41,584) |
Change in fair value of
derivative |
- |
(433,522) |
- |
- |
- |
(433,522) |
Gain/(Loss) on foreign
exchange |
410,804 |
- |
- |
- |
- |
410,804 |
Loss from operations |
(2,011,610) |
(433,522) |
0 |
157,841 |
(119,999) |
(2,407,288) |
|
|
|
|
|
|
|
Finance income |
122,907 |
- |
- |
- |
(122,907) |
- |
Finance costs |
(2,969,053) |
- |
105,254 |
- |
2,685,519 |
(178,280) |
|
|
|
|
|
|
|
Loss before taxation |
(4,857,756) |
(433,522) |
105,254 |
157,841 |
2,442,614 |
(2,585,568) |
|
|
|
|
|
|
|
Taxation |
(51,071) |
- |
- |
- |
- |
(51,071) |
|
|
|
|
|
|
|
Loss for the year from continuing operations |
(4,908,827) |
(433,522) |
105,254 |
157,841 |
2,442,614 |
(2,636,639) |
Going concern
The condensed consolidated interim financial statements have
been prepared on a going concern basis. Although the Group’s assets
are not generating revenues and an operating loss has been
reported, the Directors consider that the Group has sufficient
funds to undertake its operating activities for a period of at
least the next 12 months including any additional expenditure
required in relation to its current exploration projects. In
February 2021 the Group raised £18.8m by way of a placing of
ordinary shares for a total of approx. £12.2m and a concurrent
£6.6m Canadian offering. As at the date of these financial
statements the placing had closed but the Canadian offering
remained conditional. With this new placing money of £12.2m the
Group has cash reserves which are considered sufficient by the
Directors to fund the Group’s committed expenditure both
operationally and on its exploration project for the foreseeable
future. However, as additional projects are identified and the
Araguaia project moves towards production, additional funding will
be required.
The uncertainty as to the future impact of the Covid-19 pandemic
has been considered as part of the Group’s adoption of the going
concern basis. In response to government instructions the Group’s
offices in London and Brazil have been closed with staff working
from home, international travel has stopped and all site work for
the two projects has been restricted to a minimum level. However, a
number of the key project milestones are still advancing and are
currently on track being run by the teams in a virtual
capacity.
Whilst the board considers that the effect of Covid-19 on the
Group’s financial results at this time is constrained to
inefficiencies due to remote working, restrictions on travel and
some minor potential delays to consultants work streams, the Board
considers the pandemic could delay the Araguaia project financing
timeline by a number of months (this will be dependent on the
duration of the effects of the Covid-19 virus across global
markets). However, the additional funding described above provides
sufficient financing to enable the Company to continue its
operations for at least 12 months should any additional cost arise
as a result of any potential deterioration in the global Covid-19
situation.
As a result of considerations noted above, the
Directors have a reasonable expectation that the Group has adequate
resources to continue in operational existence for the foreseeable
future. Thus, they continue to adopt the going concern basis of
accounting in preparing these Financial Statements.
Risks and uncertainties
The Board continuously assesses and monitors the key risks of
the business. The key risks that could affect the Group’s medium
term performance and the factors that mitigate those risks have not
substantially changed from those set out in the Group’s 2019 Annual
Report and Financial Statements, a copy of which is available on
the Group’s website: www.horizonteminerals.com and on Sedar:
www.sedar.com The key financial risks are liquidity risk, foreign
exchange risk, credit risk, price risk and interest rate risk.
Use of estimates and judgements
The preparation of condensed consolidated interim financial
statements requires management to make estimates and judgements
that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the end of the
reporting period. Significant items subject to such estimates are
set out in note 4 of the Group’s 2019 Annual Report and Financial
Statements. The nature and amounts of such estimates and judgements
have not changed significantly during the interim period.
Assessment of the impact of COVID-19
During the period of these financial statements there has been
an ongoing significant global pandemic which has had significant
knock on effects for the majority of the world’s population, by way
of the measures governments are taking to tackle the issue. This
represents a risk to the Group’s operations by restricting travel,
the potential to detriment the health and wellbeing of its
employees, as well as the effects that this might have on the
ability of the Group to finance and advance its operations in the
timeframes envisaged. The Group has taken steps to try and ensure
the safety of its employees and operate under the current
circumstances and feels the outlook for its operations remains
positive, however risk remain should the pandemic worsen or changes
its impact on the Group. The assessment of the possible impact on
the going concern position of the Group is set out in the going
concern note above. In addition, because of the long term nature of
the Group’s nickel projects and their strong project economics
management do not consider that COVID has given rise to any
impairment indicators. The Group has not received any government
assistance.
3. Significant
accounting policies
Other than in respect of the capitalisation of borrowing costs
the same accounting policies, presentation and methods of
computation have been followed in these condensed consolidated
interim financial statements as were applied in the preparation of
the Group’s audited Financial Statements for the year ended 31
December 2019
Capitalisation of borrowing costs
Borrowing costs are expensed except where they relates to the
financing of construction or development of qualifying assets.
Borrowing costs directly related to financing of qualifying assets
in the course of construction are capitalised to the carrying value
of the Araguaia mine development property. Where funds have been
borrowed specifically to the finance the Project, the amount
capitalised represents the actual borrowing costs incurred net of
all interest income earned on the temporary re-investment of these
borrowings prior to utilisation. Borrowing costs capitalised
include:
- Interest charge on royalty finance
- Adjustments to the carrying value of the royalty finance
- Unwinding of discount on contingent consideration payable for
Araguaia
All other borrowing costs are recognized as part of interest
expense in the year which they are incurred.
Impact of accounting standards to be applied in future
periods
There are a number of standards and interpretations which have
been issued by the International Accounting Standards Board that
are effective for periods beginning subsequent to 31 December 2020
(the date on which the company’s next annual financial statements
will be prepared up to) that the Group has decided not to adopt
early. The Group does not believe these standards and
interpretations will have a material impact on the financial
statements once adopted.
4 Segmental reporting
The Group operates principally in the UK and
Brazil, with operations managed on a project by project basis
within each geographical area. Activities in the UK are mainly
administrative in nature whilst the activities in Brazil relate to
exploration and evaluation work. The newly established subsidiary
responsible for the project finance for the Araguaia Project is
domiciled in the Netherlands. The operations of this entity are
reported separately and so it is recognised as a new segment. The
reports used by the chief operating decision-maker are based on
these geographical segments.
2020 |
UK |
|
Brazil |
|
Netherlands |
|
Total |
|
|
9 months ended30 September
2020£ |
|
9 months ended30 September
2020£ |
|
9 months ended30 September
2020£ |
|
9 months ended30 September
2020£ |
|
Intragroup sales |
164,958 |
|
(164,958 |
) |
- |
|
- |
|
Administrative expenses |
(1,636,689 |
) |
(407,779 |
) |
(298,521 |
) |
(2,342,989 |
) |
Loss on foreign exchange |
731,429 |
|
(338,984 |
) |
18,359 |
|
410,804 |
|
(Loss) from operations per reportable segment |
(740,302 |
) |
(911,721 |
) |
(280,162 |
) |
(1,932,185 |
) |
Depreciation charges |
- |
|
- |
|
- |
|
- |
|
Additions to non-current
assets |
- |
|
2,436,966 |
|
- |
|
2,436,966 |
|
Capitalisation of interest |
- |
|
2,442,614 |
|
- |
|
2,442,614 |
|
Foreign exchange movements to
non-current assets |
- |
|
(8,245,405 |
) |
- |
|
(8,245,405 |
) |
Reportable segment assets |
7,303,457 |
|
38,384,276 |
|
5,096,835 |
|
50,784,569 |
|
Reportable segment
liabilities |
6,918,614 |
|
397,018 |
|
23,498,444 |
|
30,814,126 |
|
|
|
|
|
|
2019 |
UK |
|
Brazil |
|
Netherlands |
|
Total |
|
|
9 months ended30 September
2019£ |
|
9 months ended30 September
2019£ |
|
9 months ended30 September
2019£ |
|
9 months ended30 September
2019£ |
|
Intragroup sales |
128,784 |
|
(128,784 |
) |
- |
|
- |
|
Administrative expenses |
(1,433,182 |
) |
(477,731 |
) |
- |
|
(1,910,913 |
) |
Loss on foreign exchange |
(6,655 |
) |
(15,051 |
) |
- |
|
(21,706 |
) |
(Loss) from operations per reportable segment |
(1,311,053 |
) |
(621,566 |
) |
- |
|
(1,932,619 |
) |
Depreciation charges |
- |
|
- |
|
- |
|
- |
|
Additions and foreign exchange
movements to non-current assets |
- |
|
774,255 |
|
- |
|
774,255 |
|
Reportable segment assets |
2,767,328 |
|
36,932,142 |
|
- |
|
39,699,470 |
|
Reportable segment
liabilities |
5,172,502 |
|
361,794 |
|
- |
|
5,534,296 |
|
|
|
|
|
|
|
|
|
|
|
2020 |
UK |
|
Brazil |
|
Netherlands |
|
Total |
|
|
3 months ended30 September
2020 |
|
3 months ended30 September
2020 |
|
3 months ended30 September
2020 |
|
3 months ended30 September
2020 |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
Intragroup sales |
54,986 |
|
(54,986 |
) |
- |
|
- |
|
Administrative expenses |
(554,880 |
) |
(213,928 |
) |
(9,037 |
) |
(777,847 |
) |
Loss on foreign exchange |
(334,566 |
) |
(374,326 |
) |
(7,126 |
) |
(716,018 |
) |
(Loss) from operations per reportable segment |
(834,460 |
) |
(643,240 |
) |
(16,163 |
) |
(1,493,865 |
) |
Depreciation charges |
- |
|
- |
|
- |
|
- |
|
Additions to non-current
assets |
- |
|
833,400 |
|
- |
|
833,400 |
|
Capitalisation of interest |
- |
|
687,260 |
|
- |
|
687,260 |
|
Foreign exchange movements to
non-current assets |
- |
|
(617,092 |
) |
- |
|
(617,092 |
) |
|
|
|
|
|
2019 |
UK |
|
Brazil |
|
Netherlands |
|
Total |
|
|
3 months ended30 September
2019 |
|
3 months ended30 September
2019 |
|
3 months ended30 September
2019 |
|
3 months ended30 September
2019 |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
Revenue |
- |
|
- |
|
- |
|
- |
|
Administrative expenses |
(794,076 |
) |
(147,920 |
) |
- |
|
(941,996 |
) |
Profit/(Loss) on foreign
exchange |
5,689 |
|
(23,346 |
) |
- |
|
(17,657 |
) |
(Loss) from operations per reportable segment |
(788,387 |
) |
(171,266 |
) |
- |
|
(959,653 |
) |
Inter segment revenues |
- |
|
- |
|
- |
|
- |
|
Depreciation charges |
- |
|
- |
|
- |
|
- |
|
Additions and foreign exchange
movements to non-current assets |
- |
|
(969,007 |
) |
- |
|
(969,007 |
) |
|
|
|
|
|
|
|
A reconciliation of adjusted loss from operations per reportable
segment to loss before tax is provided as follows:
|
9 months ended 30 September
2020 |
|
9 months ended 30 September
2019 |
|
3 months ended30 September
2020 |
|
3 months ended30 September
2019 |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
Loss from operations per reportable segment |
(1,932,185 |
) |
(1,932,619 |
) |
(1,493,865 |
) |
(959,653 |
) |
– Change in fair value of
contingent consideration |
(41,583 |
) |
145,561 |
|
163,212 |
|
(46,640 |
) |
|
|
|
|
|
– Charge for share options
granted |
- |
|
(290,833 |
) |
- |
|
(53,662 |
) |
– Fair value of derivative
asset |
(433,522 |
) |
- |
|
(433,522 |
) |
|
– Finance income |
- |
|
50,085 |
|
- |
|
16,294 |
|
– Finance costs |
(178,280 |
) |
(222,788 |
) |
(67,337 |
) |
(75,951 |
) |
Loss before tax |
(2,585,568 |
) |
(2,250,594 |
) |
(1,831,512 |
) |
(1,119,612 |
) |
|
|
|
|
|
5 Change in Fair Value of Contingent
Consideration
Contingent Consideration payable to Xstrata Brasil
Mineração Ltda.
The contingent consideration payable to Xstrata Brasil Mineração
Ltda has a carrying value of £3,018,176 at 30 September 2020 (31
December 2019: £2,975,935). It comprises US$5,000,000 consideration
in cash as at the date of first commercial production from any of
the resource areas within the Enlarged Project area. The key
assumptions underlying the treatment of the contingent
consideration the US$5,000,000 and a discount factor of 7.0% along
with the estimated date of first commercial production.
As at 30 September 2020, there was a finance
expense of £nil (2019: £222,788) recognised in finance costs within
the Statement of Comprehensive Income in respect of this contingent
consideration arrangement, as the discount applied to the
contingent consideration at the date of acquisition was unwound.
During 2020 the project entered the development phase and as a
result borrowing costs including the unwinding of discount on
deferred consideration for qualifying assets has been capitalised
to the mine development asset during the first 9 months of the year
£200,083 was capitalised.
The change in the fair value of contingent
consideration payable to Xstrata Brasil Mineração Ltda generated a
loss of £37,842 for the nine months ended 30 September 2020 (30
September 2019: £145,561 debit) due to changes in the exchange rate
of the functional currency in which the liability is payable.
Contingent Consideration payable to Vale Metais Basicos
S.A.
The contingent consideration payable to Vale Metais Basicos S.A.
has a carrying value of £3,489,996 at 30 September 2020 (31
December 2019: £3,270,134). It comprises US$6,000,000 consideration
in cash as at the date of first commercial production from the
Vermelho project and was recognised for the first time in December
2019, following the publication of a PFS on the project. The key
assumptions underlying the treatment of the contingent
consideration the US$6,000,000 are the same as those for the
Xstrata contingent consideration and a discount factor of 7.0%
along with the estimated date of first commercial production.
As at 30 September 2020, there was a finance expense of £178,280
(2019: £nil ) recognised in finance costs within the Statement of
Comprehensive Income in respect of this contingent consideration
arrangement, as the discount applied to the contingent
consideration at the date of acquisition was unwound.
The change in the fair value of contingent
consideration payable to Vale Metais Basicos S.A. generated a loss
of £41,583 for the nine months ended 30 September 2020 (2019: £nil)
due to changes in the value of the functional currency in which the
liability is payable (USD).
6 Finance income and costs
|
9 months ended30 September
2020 |
|
9 months ended30 September 2019 |
|
|
£ |
|
£ |
|
Finance income |
|
|
– Interest income on cash and
short-term deposits |
122,907 |
|
50,085 |
|
Finance costs |
|
- |
|
– Contingent and deferred
consideration: unwinding of discount |
(340,520 |
) |
(222,788 |
) |
– Contingent and deferred
consideration: Fair value adjustment |
120,000 |
|
- |
|
– Amortisation of Royalty
Finance |
(2,449,542 |
) |
- |
|
– Royalty finance carrying value
adjustment |
(73,737 |
) |
- |
|
– Movement in fair value of
derivative asset |
- |
|
- |
|
Total finance costs pre-capitalisation |
(2,620,894 |
) |
- |
|
Finance costs capitalised to the Araguaia mine development
project |
2,442,614 |
|
|
Net finance costs |
(178,280 |
) |
(172,703 |
) |
7 Intangible assets
Intangible assets comprise exploration and
evaluation costs and goodwill. Exploration and evaluation costs
comprise internally generated and acquired assets.
|
|
|
Exploration and |
|
|
|
Goodwill |
|
Exploration licences |
|
evaluation costs |
|
Total |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
Cost |
|
|
|
|
At 1 January 2019 |
226,757 |
|
6,130,296 |
|
29,380,849 |
|
35,737,903 |
|
Transfers to PPE |
- |
|
(3,483,363 |
) |
(29,808,123 |
) |
(33,291,486 |
) |
Additions |
- |
|
3,324,005 |
|
2,604,911 |
|
5,928,916 |
|
Exchange rate movements |
(16,172 |
) |
(813,572 |
) |
(488,143 |
) |
(1,317,887 |
) |
Net book amount at 31 December 2019 |
210,585 |
|
5,157,366 |
|
1,689,495 |
|
7,057,444 |
|
Additions |
- |
|
- |
|
- |
|
- |
|
Exchange rate movements |
(56,209 |
) |
(527,535 |
) |
(126,043 |
) |
(709,785 |
) |
Net book amount at 30 September 2020 |
154,376 |
|
4,629,831 |
|
1,563,452 |
|
6,347,659 |
|
Following determination of the technical feasibility and
commercial viability of the Araguaia Ferronickel Project, the
relevant expenditure was transferred from exploration and
evaluation assets to evaluated mineral property in the fourth
quarter of 2019.
Impairment assessments for exploration and
evaluation assets are carried out either on a project by project
basis or by geographical area.
8 Property, plant and equipment
|
|
|
Mine Development Property |
|
|
£ |
|
Cost |
|
At 1 January 2019 |
- |
|
Transfers to from exploration and
evaluation assets |
33,291,486 |
|
Additions |
238,701 |
|
Exchange rate movements |
(1,269,643 |
) |
Net book amount at 31 December 2019 |
32,260,544 |
|
Additions |
2,436,966 |
|
Capitalised interest |
2,442,614 |
|
Exchange rate movements |
(8,245,404 |
) |
Net book amount at 30 September 2020 |
28,894,718 |
|
Following determination of the technical feasibility and
commercial viability of the Araguaia Ferronickel Project, the
relevant expenditure was transferred from exploration and
evaluation assets to evaluated mineral property during 2019.
In December 2018, a Canadian NI 43-101 compliant
Feasibility Study (“FS’) was published by the Company regarding the
enlarged Araguaia Project which included the Vale dos Sonhos
deposit acquired from Glencore.
The financial results and conclusions of the FS
clearly indicate the economic viability of the Araguaia Project
with an NPV of $401M using a nickel price of $14,000/t Ni. Nothing
material had changed with the economics of the FS between the
publication date and the date of this report and the Directors
undertook an assessment of impairment for the 2019 audited
financial statements through evaluating the results of the FS along
with recent market information relating to capital markets and
nickel prices and judged that there are no impairment indicators
with regards to the Araguaia Project. Since then no impairment
indicators have been identified.
9 Share Capital and Share Premium
Issued and fully paid |
Number of shares |
Ordinary shares£ |
Share premium£ |
Total£ |
At 1 January 2020 |
1,446,377,287 |
14,463,773 |
41,785,306 |
56,249,079 |
Issue of equity |
3,000,000 |
30,000 |
63,000 |
93,000 |
At 30 September 2020 |
1,449,377,287 |
14,493,773 |
41,848,306 |
56,342,079 |
10 a) Royalty financing liability
On 29 August 2019 the Group entered into a royalty funding
arrangement with Orion Mine Finance (“OMF") securing a gross
upfront payment of $25,000,000 before fees in exchange for a
royalty, the rate being in a range from 2.25% to 3.00% and
determined by the date of funding and commencement of major
construction. At the current period end the rate has been estimated
to be 2.65%. The royalty is paid over the first 426k tonnes of
nickel produced from the Araguaia Ferronickel project. The royalty
is linked to production and therefore does not become payable until
the project is constructed and commences commercial production more
detail is contained within the audited financial statements for the
year ended 31 December 2019.
The Royalty liability has initially been recognised using the
amortised cost basis using the effective interest rate of 14.5%.
When circumstances arise that lead to payments due under the
agreement being revised, the group adjusts the carrying amount of
the financial liability to reflect the revised estimated cash
flows. This is achieved by recalculating the present value of
estimated cash flows using the original effective interest rate of
14.5%. any adjustment to the carrying value is recognised in the
income statement.
|
|
|
Royalty valuation |
|
|
£ |
|
Initial recognition of
royalty |
19,379,845 |
|
Fees |
(1,138,640 |
) |
Fair value of embedded derivative
on initial recognition |
2,232,558 |
|
Unwinding of discount |
572,294 |
|
Change in carrying value |
91,476 |
|
Effects of foreign exchange |
(567,122 |
) |
Net book amount at 31 December 2019 |
20,570,411 |
|
Unwinding of discount |
2,449,542 |
|
Change in carrying value |
73,737 |
|
Effects of foreign exchange |
395,717 |
|
Net book amount at 30 September 2020 |
23,489,407 |
|
During the current period the carrying value of the royalty was
revised to reflect the recent assumptions on expected long term
nickel price, update headline royalty rate as well as the timing of
payments related to expected date of commencement of production and
hence payment to be made under the royalty agreement.
Management have sensitised the carrying value of the royalty
liability by a change in the royalty rate of 0.1% and it would be
£832,201 higher/lower and for a $1,000/t Ni increase/decrease in
future nickel price the carrying value would change by
£1,408,077.
10 b) Derivative financial asset
The aforementioned agreement includes several options embedded
within the agreement as follows:
- If there is a change of control of the
Group and the start of major construction works (as defined by the
expenditure of in excess of $30m above the expenditure envisaged by
the royalty funding) is delayed beyond a certain pre agreed
timeframe the following options exist: ° Call Option – which
grants Horizonte the option to buy back between 50 – 100% of the
royalty at a valuation that meets certain minimum economic returns
for OMF;° Make Whole Option – which grants Horizonte the
option to make payment as if the project had started commercial
production and the royalty payment were due; and° Put Option
– should Horizonte not elect for either of the above options, this
put option grants OMF the right to sell between 50 – 100% of the
Royalty back to Horizonte at a valuation that meets certain minimum
economic returns for OMF.
- Buy Back Option - At any time from the
date of commercial production, provided that neither the Call
Option, Make Whole Option or the Put Option have been actioned,
Horizonte has the right to buy back up to 50% of the Royalty at a
valuation that meets certain minimum economic returns for OMF.
The directors have undertaken a review of the fair value of all
of the embedded derivatives and are of the opinion that the Call
Option, Make Whole Option and Put Option currently have immaterial
values as the probability of both a change of control and project
delay are currently considered to be remote. There is considered to
be a higher probability that the Group could in the future exercise
the Buy Back Option and therefore has undertaken a fair value
exercise on this option.
The initial recognition of the Buy Back Option has been
recognised as an asset on the balance sheet with any changes to the
fair value of the derivative recognised in the income statement. It
been fair valued using a Monte Carlo simulation which runs a high
number of scenarios in order to derive an estimated valuation.
The assumptions for the valuation of the Buy Back Option are the
future nickel price ($16,188/t Ni), the start date of commercial
production (2024), the prevailing royalty rate (2.65%), the
inflation rate (1.5%) and volatility of nickel prices (22.6%).
|
|
|
£ |
|
Initial recognition of derivative |
2,232,558 |
|
Change in fair value |
75,372 |
|
Effects of foreign
exchange |
(61,121 |
) |
Value
as at 31 December 2019 |
2,246,809 |
|
Change in fair value |
(433,522 |
) |
Effects of foreign
exchange |
60,147 |
|
Value
as at 30 September 2020 |
1,873,434 |
|
|
|
Sensitivity analysis
The valuation of the Buyback option is most sensitive to
estimates for nickel price and nickel price volatility.
An increase in the estimated future nickel price by $1,000 would
give rise to a $1,190,000 increase in the value of the option.
The nickel price volatilities based on both 5 and 10 year
historic prices are in close proximity and this is the period in
which management consider that the option would be exercised.
Therefore, management have concluded that currently no reasonably
possible alternative assumption for this estimate would give rise
to a material impact on the valuation.
11 Fair value
Carrying Amount versus Fair ValueThe following
table compares the carrying amounts versus the fair values of the
group’s financial assets and financial liabilities as at 30
September 2020.
The group considers that the carrying amount of the following
financial assets and financial liabilities are a reasonable
approximation of their fair value:
- Trade receivables
- Trade payables
- Cash and cash equivalents
|
As at 30
September 2020 |
As at 31
December 2019 |
Financial Assets |
Carrying amount |
Fair Value |
Carrying amount |
Fair Value |
|
£ |
£ |
£ |
£ |
Derivative financial assets |
1,873,434 |
1,873,434 |
2,246,809 |
2,246,809 |
Total Assets |
1,873,434 |
1,873,434 |
2,246,809 |
2,246,809 |
|
|
|
|
|
Financial Liabilities |
|
|
|
|
Loans and Borrowings |
23,489,407 |
23,489,407 |
20,570,411 |
20,570,411 |
Total Liabilities |
23,489,407 |
23,489,407 |
20,570,411 |
20,570,411 |
Fair value HierarchyThe level in the fair value
hierarchy within which the financial asset or financial liability
is categorised is determined on the basis of the lowest level input
that is significant to the fair value measurement. Financial assets
and financial liabilities are classified in their entirety into
only one of the three levels. The fair value hierarchy has the
following levels:
Level 1 – Quoted prices (unadjusted) in active markets for
identical assets or liabilities Level 2 – inputs other than
quoted prices included within level 1that are observable for the
asset or liability, either directly, (i.e. as prices) or indirectly
(i.e. derived from prices) Level 3 – inputs for the asset or
liability that are not based on observable market data
(unobservable inputs)
The derivative financial asset has been deemed to be a level
three fair value. Information related to the valuation method and
sensitivities analysis for the derivative financial asset are
included in note 10 b.
12 Dividends
No dividend has been declared or paid by the Company during the
nine months ended 30 September 2020 (2019: nil).
13 Earnings per share
The calculation of the basic loss per share of
0.182 pence for the 9 months ended 30 Sept 2020 (30 Sept 2019 loss
per share: 0.157 pence) is based on the loss attributable to the
equity holders of the Company of £ (2,636,639) for the nine month
period ended 30 Sept 2020 (30 Sept 2019: (£2,250,594)) divided by
the weighted average number of shares in issue during the period of
1,446,643,856 (weighted average number of shares for the 9 months
ended 30 Sept 2019: 1,435,584,489).
The calculation of the basic loss per share of
0.130 pence for the 3 months ended 30 Sept 2020 (30 Sept 2019 loss
per share: 0.078 pence) is based on the loss attributable to the
equity holders of the Company of £ (1,882,583) for the three month
period ended 30 September 2020 (3 months ended 30 Sept 2019:
(£1,119,612) divided by the weighted average number of shares in
issue during the period of 1,447,217,722 (weighted average number
of shares for the 3 months ended 30 Sept 2019: 1,435,866,256).
Details of share options that could potentially
dilute earnings per share in future periods are disclosed in the
notes to the Group’s Annual Report and Financial Statements for the
year ended 31 December 2019 and in note 11 below.
14 Issue of Share Options
No share options have been issued during the nine months ended
30 September 2020. On 12 February 2019, the Company awarded
2,000,000 share options to leading members of the Brazilian
operations team. All of these share options have an exercise price
of 4.80 pence. One third of the options are exercisable from August
2019, one third from February 2019 and one third from August
2020.
15 Ultimate controlling party
The Directors believe there to be no ultimate controlling
party.
16 Related party transactions
The nature of related party transactions of the
Group has not changed from those described in the Group’s Annual
Report and Financial Statements for the year ended 31 December
2019.
17 Commitments
The Company has conditional capital commitments totaling £7.9
million relating to certain items of plant and equipment. These
commitments remain subject to a number of conditions precedent
which have not been met at the date of this report.
18 Events after the reporting period
On 23 February 2021 the company announced a fund
raising of approximately £18.8 million comprising approximately
£12.2m received for the issue of issued 162,718,353 new ordinary
shares by way of a placing, alongside approximately £6.6m for a
Canadian offering undertaken by way of the issue of 88,060,100
special warrants. The special warrants entitled the holder to
convert the warrants into ordinary shares in the company following
the publication of a prospectus to meet the requirement of the
Toronto Stock Exchange. As at the date of these financial
statements the Canadian offering had not closed and remained
conditional.
Approval of interim financial
statements
These Condensed Consolidated Interim Financial Statements were
originally approved by the Board for issue on 10th November 2020,
the amended version of these accounts have been approved by the
Board of Directors on 12 March 2021.
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