TIDMARCM
RNS Number : 8870Q
Arc Minerals Limited
30 June 2022
30 June 2022
Arc Minerals Ltd
('Arc Minerals' or the 'Company')
Annual Report - December 2021
Arc Minerals Limited announces its audited results for the year
ended 31 December 2021 (the "Annual Report") which is available to
view at the following link:
http://www.rns-pdf.londonstockexchange.com/rns/8870Q_1-2022-6-30.pdf
and will be made available on the Company's website at
http://www.arcminerals.com/investors/document-library/default.aspx
. The Chairman's Statement and primary financial statements are set
out below. The Annual Report will be sent today to any shareholders
who have requested a printed or electronic copy.
Notice of the Company's Annual General Meeting will be announced
in due course.
Market Abuse Regulation (MAR) Disclosure
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the Company's obligations under Article 17 of MAR.
Forward-looking Statements
This news release contains forward-looking statements that are
based on the Company's current expectations and estimates.
Forward-looking statements are frequently characterised by words
such as "plan", "expect", "project", "intend", "believe",
"anticipate", "estimate", "suggest", "indicate" and other similar
words or statements that certain events or conditions "may" or
"will" occur. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that could cause
actual events or results to differ materially from estimated or
anticipated events or results implied or expressed in such
forward-looking statements. Such factors include, among others: the
actual results of current exploration activities; conclusions of
economic evaluations; changes in project parameters as plans
continue to be refined; possible variations in ore grade or
recovery rates; accidents, labour disputes and other risks of the
mining industry; delays in obtaining governmental approvals or
financing; and fluctuations in metal prices. There may be other
factors that cause actions, events or results not to be as
anticipated, estimated or intended. Any forward-looking statement
speaks only as of the date on which it is made and, except as may
be required by applicable securities laws, the Company disclaims
any intent or obligation to update any forward-looking statement,
whether as a result of new information, future events or results or
otherwise. Forward-looking statements are not guarantees of future
performance and accordingly undue reliance should not be put on
such statements due to the inherent uncertainty therein.
Shareholder consent to receive information electronically
At the Annual General Meeting of the Company held in September
2012, Shareholders approved electronic communication and
dissemination of information via the Company's official website,
including but not limited to Notices of General Meetings, Forms of
Proxy and Annual Reports and Accounts. Shareholders are reminded
that their right to request information in print remains unaffected
and that they can do so by contacting the Company giving no less
than 14 days' notice.
**S**
Contacts
Arc Minerals Ltd
Nick von Schirnding (Executive Chairman) +44 (0) 20 7917 2942
SP Angel (Nominated Adviser & Joint
Broker)
Ewan Leggat / Adam Cowl +44 (0) 20 3470 0470
WH Ireland Limited (Joint Broker)
Harry Ansell / Katy Mitchell +44 (0) 20 7220 1666
Chairman's Statement
2021 Overview
2021 was a solid year for the Company. Notable milestones
included raising gross proceeds of GBP2 million through a placement
in January 2021, acquisition of a 75% interest in the Virgo copper
project in Botswana, continued exploration activities in Zambia
albeit at a slower pace as a result of the COVID restrictions,
continued discussions with strategic partners that culminated in a
Joint Venture Transaction with Anglo American plc ("Anglo
American") as a major partner for the Zambian copper and cobalt
assets.
The period of uncertainty and volatility before and during the
initial global pandemic lockdown dissipated and was followed by a
strong rebound in global markets commencing at the end of the first
lockdown in the UK and continuing throughout 2021 and into 2022.
Commodity prices performed strongly due to a significant increase
in demand, coupled with supply chain delays and staff shortages due
to the ongoing impacts of Covid-19.
At Arc Minerals, we moved quickly to ensure that business
activities were managed and conducted in a manner which continued
to provide a safe working environment and enable continuity of
operations. Our health and safety policies and procedures were all
updated for covid management, including PPE requirements, protocols
for testing, isolating and medical treatment and working from home
requirements. Staff and contractors were provided with appropriate
training and all personal visiting and operating on our sites were
updated on the covid protocols as part of health and safety
inductions.
Government imposed lockdowns and extensive travel restrictions
resulted in many businesses and government departments working at
reduced capacity, remotely or from home. The onset of Covid-19
impacted a number of our staff and contractors and certain work was
delayed due to travel restrictions. Despite these challenges our
team continued to make good progress on project activities and
discussions with potential strategic partners.
In January 2021, the company secured Hargreave Hale Ltd as a
significant shareholder on its register following a successful GBP2
million placing which was well supported by existing as well as new
shareholders.
In May 2021, we engaged Rothschild & Co as a financial
advisor in respect of an anticipated transaction on our copper and
cobalt assets. We also continued to work on restructuring our
Zambian entities to optimise the corporate structure for an
anticipated transaction.
During the year, the company carried out exploratory diamond
drilling activities at both the Fwiji and Cheyeza targets in
Zambia. At Fwiji, drilling tested a coninident magnetic and soil
anomaly 2.5km southwest of the previous years drilling, with the
last hole drilled intersecting copper sulphide mineralisation in
quartz veins and associated wall rock alteration.
At Cheyeza East, further drilling was carried out 500m to the
northwest of the previous year's oxide drilling campaign. The
programme was designed test an anomalous structural feature, with
one of the holes intersecting a zone of massive and disseminated
sulphide mineralisation.
In October, the Company flew a high resolution (50m line
spacing) airborne magnetic and radiometric survey away with c.5,000
line kilometres flown over the Cheyeza, Muswema and Lumbeta target
areas. The survey has resulted in a new and simplified
mineralisation model that opens over 20km of strike length for
focussed exploration in lower stratigraphy.
In November, Arc acquired a 75% interest in the Virgo copper
project in Namibia from Kopore Metals Limited. The Virgo project is
located in a emerging copper district in the Kalahari district in
close proximity of some larger discoveries. As Arc focuses on
identifying early stage opportunities that can become world-class
operations, this acquisition is a very exciting opportunity for the
group and we are looking forward to reporting on the developments
on this exciting exploration asset.
Anglo American transaction
During the period, Arc continued to progress its joint venture
discussions with Anglo American plc in respect to its copper and
cobalt projects. In May 2022, the Company announced that it has
signed a Letter Agreement with Anglo American whereby Anglo
American will have the right to retain a 70% ownership in the Joint
Venture company for an aggregate investment by Anglo American of up
to USD 88.5 million including cash consideration of up to USD 14.5
million. This transaction is subject to regulatory and shareholder
approval but this transaction is a major validation of our
geological modelling and work to date and now paves the way for the
execution of a comprehensive exploration and development programme
which will unlock significant value for the group.
Casa transaction
In 2020, Arc entered into a sale and purchase agreement with
Golden Square Equity Partners Limited ("Golden Square") for the
sale of its interest in Casa Mining Limited ("Casa") which has a
73.84% stake in the Misisi gold claims in the Democratic Republic
of Congo ("DRC"). Despite Golden Square's best efforts, they failed
to raise the funds for the acquisition and were subsequently
replaced by Regency Mining Limited ("Regency"). As announced on 29
April 2022, Arc concluded a transaction for its interest in Casa
and accepted 3 million shares in Tingo Inc. (OTC:TMNA) in
settlement of the USD 5 million loan note.
Governance
At a corporate level, we bolstered the board with the
appointment of Mr Valentine Chitalu. Mr Chitalu is a prominent
entrepreneur in Zambia and southern Africa specialising in private
equity and local private sector development. He is the co-founder
and Chairman of Phatisa Group, a private equity fund manager in
Sub-Saharan Africa, and has previously worked for the CDC Group in
London and Lusaka. Mr Chitalu already brings invaluable insights to
the group and we look forward to his advise as the group grows.
In addition the company has continued to strengthen its
technical team in Zambia and Botswana and will continue to do so
throughout 2022 as the company progresses its exploration
assets.
Sustainability
From an ESG perspective, I am proud to report that the Company
continued with its local outreach programme to support a number of
communities in Zambia and we will continue to increase our levels
of community engagement as the copper and cobalt assets develop in
2022 and beyond.
Outlook
At the time of writing this report, it appears that the worst of
the global pandemic is behind us, many of the major economies have
committed to large infrastructure development programmes focussed
on decarbonisation and the transition to renewable energy and
electrification of transport.
The COP26 conference held in Glasgow in November 2021, again
underlined the importance of energy transition minerals as more and
more countries aim to achieve net zero by 2050. This enormous task
will continue to add pressure on the mining industry to deliver the
critical minerals required for the build out of renewable energy
generation and distribution infrastructure.
Copper is expected to be a major beneficiary of these policies
as the energy transition will require significant additional copper
supply over and above the current baseload requirements. This
anticipated uplift in demand comes at a time when supply is likely
to be constrained due to prolonged underinvestment in exploration
and new mine development. Most market analysts suggest the gap
between supply and demand is widening and are expecting a prolonged
period of strong prices.
Existing copper producers will inevitability need to replace or
replenish dwindling reserves and the level of exploration and
M&A activity in the sector is expected to increase to meet this
objective. With its portfolio of copper assets, Arc Minerals is
well positioned to benefit from a sustained strong outlook for
copper.
Also during period, Zambia elected President Hakainde Hichilema
whose new government has made the commitment to become Africa's
largest copper producer by 2025. To date his new government has
attracted significant investment into the mining sector and is
expected to continue to do so in the coming years.
Acknowledgements
I would like to extend my gratitude to our shareholders for
their continued support over the past year and look forward to
reporting further on our progress during 2022.
As a final note, I would like to thank our employees,
consultants and contractors for their continued hard work and
express my sincere thanks to all our stakeholders in Zambia,
Botswana and internationally for their support throughout the year.
It is much appreciated.
Nicholas von Schirnding
Executive Chairman
30 June 2022
Consolidated Statement of Comprehensive Income for the year
ended 31 December 2021
31 December 31 December
2021 2020
GBP 000s GBP 000s
Administrative expenses (5,447) (1,529)
Interest and finance costs - (163)
Loss on change of ownership status - -
Operating loss (5,447) (1,692)
Gain on disposal of held for sale
investments - 52
Loss for the year before tax (5,447) (1,640)
------------- -------------
Income tax expense - -
Loss for the year (5,447) (1,640)
------------- -------------
Other comprehensive income:
Item that may be subsequently
reclassified to profit or loss
Currency translation differences 597 (3,020)
------------- -------------
Total comprehensive loss for
the year, net of tax (4,850) (4,660)
------------- -------------
Loss attributable to:
Equity holders of the parent (5,359) (1,525)
Non-controlling interest (88) (115)
------------- -------------
(5,447) (1,640)
------------- -------------
Total comprehensive loss attributable
to:
Equity holders of the parent (5,142) (4,545)
Non-controlling interest 292 (115)
------------- -------------
(4,850) (4,660)
------------- -------------
Earnings per share attributable
to owners of the parent during
the year
- Basic (pence per share) (0.50) (0.49)
- Diluted (pence per share) (0.40) (0.40)
- From continuing operations -
Basic (0.50) (0.49)
- From continuing operations -
Diluted (0.40) (0.40)
Consolidated Statement of Financial Position as at 31 December
2021
31 December 31 December
2021 2020
GBP 000s GBP 000s
ASSETS
Non-current assets
Intangible assets 4,490 2,440
Fixed assets 22 2,118
Total non-current assets 4,512 4,558
------------ ------------
Current assets
Inventory - 15
Trade and other receivables 4,410 3,932
Assets held for sale 3,592 -
Cash and cash equivalents 1,735 700
Total current assets 9,737 4,647
TOTAL ASSETS 14,249 9,205
------------ ------------
LIABILITIES
Current liabilities
Trade and other payables (1,338) (351)
Total current liabilities (1,338) (351)
Non-current liabilities
Long term payables (4,735) (3,308)
------------ ------------
TOTAL LIABILITIES (6,067) (3,659)
NET ASSETS 8,182 5,546
------------ ------------
Share Capital - -
Share premium 62,019 55,755
Share based payment reserve 273 1,368
Warrant reserve 84 84
Foreign exchange reserve (1,885) (3,111)
Retained earnings (53,385) (49,056)
------------ ------------
Equity attributable to equity
holders of the parent 7,106 5,040
Non-controlling interest 1,076 506
TOTAL EQUITY 8,182 5,546
------------ ------------
These financial statements were approved by the Board of
Directors on 30 June 2022 and signed on its behalf by:
Nicholas von Schirnding
Executive Chairman
Consolidated Statement of Cash Flows for the period ended
31 December 2021
Period to Year to
31 December 31 December
2021 2020
GBP 000s GBP 000s
----------------------------------------------- ---- ------------ ----------------------------------
Cash flows from operating activities
Loss before income tax and including
discontinued operations (5,447) (1,529)
Interest Expense - (163)
Share based payment and warrants issued 23 390
Gain on disposal of held for sale investments - 52
Foreign exchange 114 122
Depreciation and amortisation 31 53
Net cash used in operating activities
before changes in working capital (5,279) (1,075)
------------ ----------------------------------
Decrease in inventories 15 -
Decrease in trade and other receivables (431) 83
Increase (Decrease) in trade and other
payables 2,116 (1,466)
------------ ----------------------------------
Net cash used in operating activities 1,700 (2,458)
------------ ----------------------------------
Cash flows from investing activities
Purchase of intangible assets (367) (290)
Purchase of fixed assets - (33)
Proceeds on disposal of held for sale
investments - 178
Net cash used in investing activities (367) (145)
------------ ----------------------------------
Cash flows from financing activities
Proceeds from issue of ordinary shares
- net of share issue costs 3,564 2,258
Proceeds from exercise of share based
payments 1,199 474
Minority shareholder loans 292 402
Net cash from financing activities 5,055 3,134
------------ ----------------------------------
Net increase in cash and cash equivalents 1,035 531
Cash and cash equivalents at beginning
of year 700 169
------------ ----------------------------------
Cash and cash equivalents at end of
the year 1,735 700
------------ ----------------------------------
In 2020, the major non-cash transactions were shares issued in
lieu of payment under the drill for equity programme
Consolidated Statement of Changes in Equity as at 31 December
2021
Attributable to equity holders of the Company
Share Share Foreign Share Warrant Retained Total Non-controlling Total
capital premium exchange based reserve earnings interest equity
reserve payment
reserve
GBP GBP GBP GBP GBP
000s 000s GBP 000s 000s 000s GBP 000s 000s GBP 000s GBP 000s
Balance as at
1 Jan 2021 - 55,755 (3,111) 1,368 84 (49,056) 5,040 506 5,546
Loss for the
year - - - - - (5,447) (5,447) - (5,447)
Other
comprehensive
income(loss)
for the year
- currency
translation
differences - - 597 - - - 597 - 593
Total
comprehensive
income (loss)
for the year - - 597 - - (5,447) (4,850) - (4,854)
Share capital
issued - 6,264 - - - - 6,264 - 6,264
Granted during
the period - - - 23 - - 23 - 23
Surrendered
during the
period - - - (1,118) - 1,118 - - -
Share options
expired during
the
period - - - - - - - - -
Effect of
foreign
exchange on
opening
balance - - 629 - - - 629 145 774
Investment by
NCI in the
year - - - - - - - 425 425
Total
transactions
with owners,
recognised
directly in
equity - 6,264 629 (1,095) - 118 5,916 570 7,486
--------- -------- --------- -------- -------- ---------- -------- ---------------- ---------
Balance as at
31 December
2021 - 62,019 (1,885) 273 84 (53,385) 7,106 1,076 8,182
--------- -------- --------- -------- -------- ---------- -------- ---------------- ---------
Attributable to equity holders of the Company
Share Share Foreign Share Warrant Retained Total Non-controlling Total
capital premium exchange based reserve earnings interest equity
reserve payment
reserve
GBP GBP GBP GBP GBP
000s 000s GBP 000s 000s 000s GBP 000s 000s GBP 000s GBP 000s
Balance as at
1 April 2020 - 51,231 (91) 998 84 (47,436) 4,786 896 5,682
Loss for the
period - - - - - (1,640) (1,640) - (1,640)
Other
comprehensive
(loss) for
the year -
currency
translation
differences - - (3,020) - - - (3,020) - (3,020)
Total
comprehensive
loss for
the year - - (3,020) - - (1,640) (4,660) - (4,660)
Share capital
issued - 4,524 - - - - 4,524 - 4,524
Granted during
the period - - - 390 - - 390 - 390
Expired during
the period - - - (20) - 20 - - -
Share options - - - - - - - - -
expired during
the
period
Effect of
foreign
exchange on
opening
balance - - - - - - - (168) (168)
Investment by
NCI in the
period - - - - - - - (222) (222)
Total
transactions
with owners,
recognised
directly in
equity - 4,524 - 370 - 20 4,914 (390) 4,524
--------- -------- --------- -------- -------- ---------- -------- ---------------- ---------
Balance as at
31 December
2020 - 55,755 (3,111) 1,368 84 (49,056) 5,040 506 5,546
--------- -------- --------- -------- -------- ---------- -------- ---------------- ---------
Share capital: This represents the nominal value of equity
shares in issue and is nil as the shares have a nil par value.
Share premium: This represents the premium paid above the
nominal value of shares in issue.
Foreign exchange reserve: This reserve represents exchange
differences arising from the translation of the financial
statements of foreign subsidiaries and the retranslation of
monetary items forming part of the net investment in those
subsidiaries.
Share-based payments reserve: This represents the value of
share-based payments provided to employees and Directors as part of
their remuneration and provided to consultants and advisors hired
from time to time as part of the consideration paid. The reserve
represents the fair value of options and performance share rights
recognised as an expense. Upon exercise of options or performance
share rights, any proceeds received are credited to share capital
and share premium.
Retained earnings: This represents the accumulated profits and
losses since inception of the business and adjustments relating to
options and warrants.
Non-Controlling Interest: This represents the Non-Controlling
Interest element of Zamsort Limited and Zaco Investments
Limited.
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