TIDMATM

RNS Number : 9864M

AfriTin Mining Ltd

27 September 2021

AfriTin Mining Limited

("AfriTin" or the "Company" and with its subsidiaries the "Group")

Unaudited Interim Results

for the six months ended 31 August 2021

AfriTin Mining Limited (AIM: ATM), an African tech-metals mining company with a portfolio of production, development and exploration assets in Namibia in tin, lithium and tantalum, is pleased to announce its unaudited interim results for the six months ended 31 August 2021.

Financial and Operational Highlights:

-- Revenue of GBP5.1 million, an increase of 468% over the corresponding six-month period ended 31 August 2020 with gross profit margin recorded of 22%;

-- Positive free cash flow generated of GBP560k during the six-month period;

-- Cash and cash equivalents of GBP6.3 million at period end; debt free following the remaining 2019 and 2020 convertible loan notes settled during the period;

-- Phase 1 pilot processing plant exceeded targets and nameplate producing 368 tonnes of tin concentrate (227 tonnes of contained tin) for the six-month period;

-- 313 tonnes of tin concentrate (199 tonnes of contained tin) shipped to offtake partner, Thaisarco, during the six-month period;

-- Commencement of Uis Phase 1 expansion project with commissioning expected to be completed Q2 2022;

-- Lithium and tantalum test work programmes have been designed to increase the confidence levels of their by-product potential;

-- Process flow design for a pilot tantalum concentrate production facility at Uis, with implementation planned for Q4 of 2021; and

-- Since the end of the period under review, outline terms for a NAD 90 million (GBP4.5 million) Senior Secured Term Loan has been agreed with Standard Bank Namibia Ltd subject to final documentation.

Chief Executive Officer's Statement

Against a backdrop of the COVID-19 pandemic and maintaining the health and safety of all our employees as a priority, the AfriTin team has once again managed to produce an impressive half-yearly performance. The Company has continued to exceed production targets at the Uis Tin Mine, resulting in a marked increase in revenue during the period. Whilst a firm focus has been on exceeding steady-state production and ensuring the Phase 1 pilot processing plant cost base becomes more efficient, attention has also been directed to the potential for additional revenue streams and consolidating our tech-metal exposure. We believe the Erongo region will become a globally significant metallogenic province for new technology metals, allowing for significant revenues and potentially substantial economies of scale within the licence areas and region.

During the period, the operation of the Phase 1 pilot processing plant achieved production of 368 tonnes of tin concentrate (227 tonnes of contained tin), with 313 tonnes of tin concentrate (199 tonnes of contained tin) shipped to our offtake partner Thaisarco, resulting in revenues of GBP5.1 million. This represents a 468% increase from the corresponding six-month period ended 31 August 2020 with an average tin price achieved of US$ 33 794 and a gross profit margin recorded of 22%. Tin is a critical component of the decarbonisation revolution, and an increased need for semi-conductors has seen the demand for tin increase significantly. On the supply side, COVID-related smelter closures, shipping delays and decades of underspending on exploration and mine development have resulted in supply constraints, the net effect of which is the unprecedented prices that were sustained throughout the period. We expect these strong prices to continue in the period ahead.

With a firm focus on the Phase 2 operation, a key milestone on the Company's growth path was the publication in May 2021 of the Definitive Feasibility Study ("DFS") for the expansion of the Uis Phase 1 pilot processing plant. The robust economics of the DFS provides us with an opportunity to increase the production of tin concentrate by 67%, thereby increasing the revenue and profit margin of the current operation while importantly de-risking the expansion of the project into the much larger Phase 2 operation. The expansion project has since commenced with the ordering of long-lead items, the appointment of a project implementation team and engineering detailing to facilitate procurement and fabrication. Post-period end, headline terms for a NAD 90 million (approximately GBP 4.5 million) Senior Secured Term Loan were agreed with Standard Bank Namibia Ltd to finance the Phase 1 expansion.

The Company also plans to capitalise on the opportunity to develop additional revenue streams to the Company's tin concentrate product by expediting the lithium and tantalum by-product test work programmes. The launch of a new technology metal regional expansion programme in the second half of the financial year is a step toward unlocking the potential of a new metallogenic province that is the Erongo region of Namibia. While the current JORC (2012) Ore Reserve estimate over the V1 and V2 pegmatites only considers tin mineralisation, the Company intends to add the potential by-product minerals of tantalum and lithium oxide in due course. In this vein, the period under review saw the commencement of a larger exploration focus with the initiation of 8,000 metre lithium and tantalum exploration drilling programme over the V1/V2 ore body to run over the next 12 months. This will lead to the existing Ore Reserve Estimate for tin to be updated for tantalum and lithium oxide.

In tandem with the exploration focus, lithium and tantalum extraction test work programmes have been designed to increase the confidence levels of their by-product potential. This is a significant step in the movement towards the realisation of additional revenue streams. While optimisation test work continues, the Company will proceed with the process flow design for a pilot tantalum concentrate production facility, with implementation planned for Q4 of 2021.

In May 2021, the Company announced the placing of 216 666 667 ordinary shares to raise GBP 13 million (before expenses). The capital raised enables the Company to commence the Phase 1 expansion of our flagship Uis Tin Mine and develop the inherent value of our Namibian licence portfolio through the unlocking of its metallurgy and exploration potential. The 2019 convertible loan notes and 2020 loan notes were also settled during the period.

Namibia continues to be an incredibly gracious host country within which to operate. An overarching theme in all decisions and corporate strategy is the safety, health and wellbeing of all employees and those in the surrounding communities where we operate. We remain conscious of the environment and its people, and this will continue to be built into our corporate DNA as we strive to become a significant African multi-commodity tech-metals producer.

The 2022 financial year continues to be an exciting one for AfriTin. We look forward to updating the market on the expansion of the Phase 1 pilot processing plant which is expected to complete in Q2 2022.

Anthony Viljoen

CEO

 
 AfriTin Mining Limited                +27 (11) 268 6555 
 Anthony Viljoen, CEO 
 Nominated Adviser                     +44 (0) 20 7220 1666 
 WH Ireland Limited 
  Katy Mitchell 
 Corporate Advisor and Joint Broker 
 H&P Advisory Limited 
  Andrew Chubb 
  Jay Ashfield 
  Nilesh Patel                         +44 (0) 20 7907 8500 
 Turner Pope Investments 
  Andy Thacker 
  James Pope                           +44 (0) 20 3657 0050 
 Tavistock Financial PR (United 
  Kingdom)                             +44 (0) 20 7920 3150 
 Jos Simson 
  Nick Elwes 
  Oliver Lamb 
 

About AfriTin Mining Limited

Notes to Editors

AfriTin Mining Limited is the first pure tin company listed in London and its vision is to create a portfolio of globally significant, conflict-free, tin-producing assets. The Company's flagship asset is the Uis Tin Mine in Namibia, formerly the world's largest hard-rock open cast tin mine.

AfriTin is managed by an experienced board of directors and management team with a current strategy to ramp-up production at the Uis Tin Mine in Namibia to 10,000 tonnes of concentrate in a Phase 2 expansion, having reached Phase 1 commercial production in 2020. The Company strives to capitalise on the solid supply/demand fundamentals of tin by developing a critical mass of tin resource inventory, achieving production in the near term and further scaling production by consolidating tin assets in Africa.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the 6 months ended 31 August 2021

 
                                                      6 months                 6 months                  12 months 
                                                         ended 
                                                     31 August                    ended                      ended 
                                              2021 (unaudited) 
                                                           GBP                31 August                28 February 
                                                                                   2020                       2021 
                                                                            (unaudited)                  (audited) 
                                 Notes                                              GBP                        GBP 
Continuing operations 
Revenue                            5                 5 073 337                1 083 996                4 985 107 
                                                        (3 959 
Cost of Sales                                             149)              (1 070 239)              (4 987 696) 
                                        ----------------------  -----------------------  ----------------------- 
Gross Profit                                         1 114 188                   13 757                  (2 589) 
Impairment of exploration 
 licences                                                    -                        -              (3 069 232) 
                                                        (1 390 
Other administrative expenses      6                      177)                (946 182)              (2 539 762) 
                                        ----------------------  -----------------------  ----------------------- 
                                                        (1 390 
Total administrative expenses                             177)                (946 182)              (5 608 994) 
                                        ----------------------  -----------------------  ----------------------- 
Operating loss                                       (275 989)                (932 425)              (5 611 583) 
Finance income                                               -                       14                        - 
Finance cost                       7                 (228 285)                (109 410)                (184 300) 
                                        ----------------------  -----------------------  ----------------------- 
Loss before tax                                      (504 274)              (1 041 821)              (5 795 883) 
Income tax expense                 8                         -                        -                        - 
                                        ----------------------  -----------------------  ----------------------- 
Loss for the period                                  (504 274)              (1 041 821)              (5 795 883) 
                                        ======================  =======================  ======================= 
Other comprehensive 
income/(loss) 
Items that will or may be 
reclassified 
to profit or loss: 
Exchange differences on 
 translation 
 of share-based payment reserve                          1 180                  (4 342)                    (531) 
Exchange differences on 
 translation 
 of foreign operations                                 658 735              (1 293 490)                (526 231) 
Exchange differences on 
 non-controlling 
 interest                                              (7 788)                    6 213                    1 390 
 
Total comprehensive 
 income/(loss) 
 for the period                                        147 853              (2 333 440)              (6 321 255) 
                                        ======================  =======================  ======================= 
 
Profit/((loss) for the period 
attributable 
to: 
Owners of the parent                                 (692 252)                (999 434)              (5 694 962) 
Non-controlling interests                              187 978                 (42 387)                (100 921) 
                                        ---------------------- 
                                                     (504 274)              (1 041 821)              (5 795 883) 
                                        ======================  =======================  ======================= 
 
Total comprehensive 
income/(loss) 
for the period attributable to: 
Owners of the parent                                  (32 337)              (2 297 266)              (6 221 724) 
Non-controlling interests                              180 190                 (36 174)                 (99 531) 
                                        ---------------------- 
                                                       147 853              (2 333 440)              (6 321 255) 
                                        ======================  =======================  ======================= 
 
Loss per ordinary share 
 
Basic and diluted loss per 
 share 
 (in pence)                        9                    (0.07)                   (0.15)                   (0.76) 
 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 August 2021

Company number: 63974

 
                                           31 August          31 August                          28 February 
                                                2021               2020                                 2021 
                                         (unaudited)        (unaudited)                            (audited) 
                                Notes            GBP                GBP                                  GBP 
Assets 
Non-current assets 
Intangible assets                 10       6 195 625          7 247 261                            5 240 461 
                                              15 095             12 961                               13 634 
Property, plant and equipment     11             878                697                                  701 
                                        ------------      -------------                --------------------- 
                                              21 291             20 163                               18 875 
Total non-current assets                         503                958                                  162 
                                        ============      =============                ===================== 
 
Current assets 
Inventories                       12       1 429 694            610 171                              996 698 
Trade and other receivables       13       1 136 053            362 756                            1 188 152 
Cash and cash equivalents         14       6 290 694          2 578 612                            1 351 200 
                                        ------------      -------------                --------------------- 
Total current assets                       8 856 441          3 551 539                            3 536 050 
                                        ============      =============                ===================== 
 
                                                                 23 715                               22 411 
Total assets                              30 147 944                497                                  212 
                                        ============      =============                ===================== 
 
Equity and liabilities 
Equity 
                                              38 297             23 604                               25 608 
Share capital                     19             431                665                                  001 
Convertible loan note reserve                      -          3 770 645                            2 170 645 
                                             (10 733                                            (10 030 
Accumulated deficit                             570)        (5 364 934)                           679) 
Warrant reserve                   20         192 632            215 956                            211 348 
Share-based payment reserve                  769 658            729 808                              743 615 
Foreign currency translation                  (1 402                                                  (2 061 
 reserve                                        604)        (2 828 598)                                 339) 
                                        ------------ 
Equity attributable to the                    27 123             20 127                               16 641 
 owners of the parent                            547                542                                  591 
                                        ------------      -------------                --------------------- 
Non-controlling interests                     28 846           (87 986)                            (151 344) 
                                        ------------      -------------                --------------------- 
                                              27 152             20 039                               16 490 
Total equity                                     393                556                                  247 
                                        ============      =============                ===================== 
 
Non-current liabilities 
Environmental rehabilitation 
 liability                        17         202 242             80 968                              180 917 
Lease liability                   18         232 858            140 527                              260 512 
                                        ------------ 
Total non-current liabilities                435 100            221 495                              441 429 
                                        ============      =============                ===================== 
 
Current liabilities 
Trade and other payables          16       1 890 700            894 008                            1 484 482 
Borrowings                        15         505 267          2 517 536                            3 869 489 
Lease liability                   18         164 484             42 902                              125 565 
Total current liabilities                  2 560 451          3 454 446                            5 479 536 
                                        ============      =============                ===================== 
 
                                              30 147             23 715 
Total equity and liabilities                     944                497                           22 411 212 
                                        ============      =============                ===================== 
 
 

The notes that follow in this report form part of these financial statements.

The financial statements were authorised and approved for issue by the Board of Directors and authorised for issue on 24 September 2021.

ANTHONY VILJOEN

Chief Executive Officer

24 September 2021

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the period ended 31 August 2021

 
                                                                                        Foreign 
                             Convertible                               Share-based     currency 
                      Share    loan note  Accumulated        Warrant       payment  translation                      Non-controlling 
                    capital      reserve      deficit        reserve       reserve      reserve               Total        interests        Total equity 
                        GBP          GBP          GBP            GBP           GBP          GBP                 GBP              GBP                 GBP 
Total equity 
 at 29 
 February 
 2020            20 487 239    3 770 645  (4 365 500)         78 651       559 534  (1 535 108)          18 995 461         (51 812)          18 943 649 
Loss for the 
 period                   -            -    (999 434)              -             -            -           (999 434)         (42 387)         (1 041 821) 
Other 
 comprehensive 
 income/(loss)            -            -            -              -       (4 342)  (1 293 490)         (1 297 832)            6 213         (1 291 619) 
Total 
 comprehensive 
 income/(loss)            -            -    (999 434)              -       (4 342)  (1 293 490)         (2 297 266)         (36 174)         (2 333 440) 
Transactions 
with owners: 
Issue of 
 shares           3 370 743            -            -              -             -            -           3 370 743                -           3 370 743 
Share issue 
 costs            (253 317)            -            -              -             -            -           (253 317)                -           (253 317) 
Share-based 
 payments                 -            -            -              -       174 616            -             174 616                -             174 616 
Warrants 
 granted                  -            -            -        137 305             -            -             137 305                -             137 305 
Total equity 
 at 31 August 
 2020            23 604 665    3 770 645  (5 364 934)        215 956       729 808  (2 828 598)          20 127 542         (87 986)          20 039 556 
Loss for the 
 period                   -            -  (4 695 528)              -             -            -         (4 695 528)         (58 534)         (4 754 062) 
Other 
 comprehensive 
 income/(loss)            -            -            -              -         3 811      767 259             771 070          (4 824)             766 246 
Total 
 comprehensive 
 income/(loss)            -            -  (4 695 528)              -         3 811      767 259         (3 924 458)         (63 358)         (3 987 816) 
Transactions 
with owners: 
Share-based 
 payments                 -            -            -              -       106 815            -             106 815                -             106 815 
Issue of 
 shares             403 336            -            -              -      (96 819)            -             306 517                -             306 517 
Share issue 
 costs                    -            -            -         25 175             -            -              25 175                -              25 175 
Conversion of 
 convertible 
 loan notes       1 600 000  (1 600 000)            -              -             -            -                   -                -                   - 
Warrants 
 expired                  -            -       29 783       (29 783)             -            -                   -                -                   - 
Total equity 
 at 28 
 February                                     (10 030                                                        16 641                               16 490 
 2021            25 608 001    2 170 645         679)        211 348       743 615  (2 061 339)                 591        (151 344)                 247 
Loss for the 
 period                   -            -    (692 252)              -             -            -           (692 252)          187 978           (504 274) 
Other 
 comprehensive 
 income/(loss)            -            -            -              -         1 180      658 735             659 915          (7 788)             652 127 
Total 
 comprehensive 
 income/(loss)            -            -    (692 252)              -         1 180      658 735            (32 337)          180 190           (147 853) 
Transactions 
with owners: 
Issue of             13 019                                                                                  13 009                               13 009 
 shares                 672            -            -              -      (10 000)            -                 672                -                 672 
Share issue 
 costs            (823 447)            -            -              -             -            -           (823 447)                -           (823 447) 
Share-based 
 payments                 -            -            -              -        34 863            -              34 863                -              34 863 
Warrants 
 exercised           63 150            -       18 716       (18 716)             -            -              63 150                -              63 150 
Issue costs 
 reclassified 
 to 
 accumulated 
 deficit                  -       29 355     (29 355)              -             -            -                   -                -                   - 
Settlement of 
 convertible 
 loan note in 
 shares             430 055    (430 055)            -              -             -            -                   -                -                   - 
Settlement of 
 convertible 
 loan note in                     (1 769                                                                     (1 769                               (1 769 
 cash                     -         945)            -              -             -            -                945)                -                945) 
                -----------  -----------  -----------  -------------  ------------  -----------  ------------------  ---------------  ------------------ 
Total equity 
 at 31 August        38 279                   (10 733                                    (1 402              27 123                               27 152 
 2021                   431            -         570)        192 632       769 658         604)                 547           28 846                 393 
                ===========  ===========  ===========  =============  ============  ===========  ==================  ===============  ================== 
 

CONSOLIDATED STATEMENT OF CASH FLOWS

For the period ended 31 August 2021

 
                                                Period ended                      Period ended            Year ended 
                                                   31 August                         31 August 
                                            2021 (unaudited)                  2020 (unaudited) 
                                                         GBP                               GBP           28 February 
                                                                                                                2021 
                                                                                                           (audited) 
                                 Notes                                                                           GBP 
Cash flows from operating 
activities 
Loss before taxation                               (504 274)                       (1 041 821)           (5 795 883) 
Adjustments for: 
Fair value adjustment to 
 customer 
 contract                          5                (15 238)                                 -             (205 635) 
Depreciation of property, plant 
 and equipment                    11                 736 792                           181 520               898 528 
Depreciation of intangible 
 assets                                                6 086                                 -                     - 
Impairment of exploration 
 licences                                                  -                                 -             3 069 232 
Share-based payments                                  22 527                           114 385               217 407 
Equity-settled transactions       19                   9 672                           320 743               618 260 
Finance income                                             -                              (14)                     - 
Finance costs                      7                 228 285                           109 410               184 300 
Changes in working capital: 
Decrease/(increase) in 
 receivables                      13                 124 981                           232 192             (352 953) 
Increase in inventory             12               (382 786)                         (397 485)             (753 688) 
Increase in payables              16                 334 662                            81 600               619 573 
Net cash generated/(used) in 
 operating 
 activities                                          560 707                         (399 470)           (1 500 858) 
                                        --------------------      ----------------------------  -------------------- 
 
Cash flows from investing 
activities 
Finance income                                             -                                14                     - 
Purchase of intangible assets     10               (822 753)                          (72 828)             (964 191) 
Purchase of property, plant and 
 equipment                        11             (1 511 632)                       (1 751 822)           (1 990 856) 
                                        --------------------      ----------------------------  -------------------- 
Net cash used in investing 
 activities                                      (2 334 385)                       (1 824 636)           (2 955 047) 
                                        --------------------      ----------------------------  -------------------- 
 
Cash flows from financing 
activities 
Finance costs                      7               (157 458)                           (1 881)              (37 612) 
Lease payments                    18                (91 258)                          (30 700)             (128 600) 
Net proceeds from issue of 
 shares                           19              12 239 703                         2 796 683             2 796 683 
Settlement of convertible loan 
 notes                                           (1 769 945)                                 -                     - 
Proceeds from borrowings          15               5 298 880                         3 834 387             7 908 028 
                                                                                        (2 501 
Repayment of borrowings           15             (8 700 696)                              805)           (5 378 742) 
                                        --------------------      ----------------------------  -------------------- 
Net cash generated from 
 financing 
 activities                                        6 819 226                         4 096 684             5 159 757 
                                        --------------------      ----------------------------  -------------------- 
 
Net decrease in cash and cash 
 equivalents                                       5 045 548                         1 872 578               703 852 
Cash and cash equivalents at 
 the 
 beginning of the period                           1 351 200                           574 600               574 600 
Exchange differences                               (106 054)                           131 434                72 748 
                                        --------------------      ----------------------------  -------------------- 
Cash and cash equivalents at 
 the 
 end of the period                                 6 290 694                         2 578 612             1 351 200 
                                        ====================      ============================  ==================== 
 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the period ended 31 August 2021

   1.     Corporate information and principal activities 

AfriTin Mining Limited ("AfriTin") was incorporated and domiciled in Guernsey on 1 September 2017, and admitted to the AIM market in London on 9 November 2017. The company's registered office is PO Box 282, Oak House, Hirzel Street, St Peter Port, Guernsey GY1 3RH and operates from Illovo Edge Office Park, 2nd Floor, Building 3, Corner Harries and Fricker Road, Illovo, Johannesburg, 2116, South Africa.

These financial statements are for the period ended 31 August 2021 and the comparative figures for the 6 month period ended 31 August 2020 and for the year ended 28 February 2021 are shown.

The AfriTin Group comprises AfriTin Mining Limited and its subsidiaries as noted below.

AfriTin Mining Limited ("AML") is an investment holding company and holds 100% of Guernsey subsidiary, Greenhills Resources Limited ("GRL").

GRL is an investment holding company that holds investments in resource-based tin and tantalum exploration companies in Namibia and South Africa. The Namibian subsidiary is AfriTin Mining (Namibia) Pty Limited ("AfriTin Namibia"), in which GRL holds 100% equity interest. The South African subsidiaries are Mokopane Tin Company Pty Limited ("Mokopane") and Pamish Investments 71 Pty Limited ("Pamish 71"), in which GRL holds 100% equity interest.

AfriTin Namibia owns an 85% equity interest in Uis Tin Mining Company Pty Limited ("UTMC"). The minority shareholder in UTMC is The Small Miners of Uis who own 15%.

Mokopane owns a 74% equity interest in Renetype Pty Limited ("Renetype") and a 50% equity interest in Jaxson 641 Pty Limited ("Jaxson").

The minority shareholders in Renetype are African Women Enterprises Investments Pty Limited and Cannosia Trading 62 CC who own 10% and 16% respectively.

The minority shareholder in Jaxson is Lerama Resources Pty Limited who owns a 50% interest in Jaxson. Pamish 71 owns a 74% interest in Zaaiplaats Mining Pty Limited ("Zaaiplaats"). The minority shareholder in Zaaiplaats is Tamiforce Pty Limited who owns 26%.

AML holds 100% of Tantalum Investment Pty Limited, a company containing Namibian exploration licenses EPL5445 and EPL5670 for the exploration of tin, tantalum and associated minerals.

As at 31 August 2021, the AfriTin Group comprised:

 
                                  Equity holding 
                                    and voting      Country of 
Company                               rights       incorporation     Nature of activities 
AfriTin Mining Limited                 N/A           Guernsey          Ultimate holding 
                                                                            company 
                                  --------------  --------------  -------------------------- 
Greenhills Resources Limited(1)        100%          Guernsey          Holding company 
                                  --------------  --------------  -------------------------- 
AfriTin Mining Pty Limited(1)          100%        South Africa     Group support services 
                                  --------------  --------------  -------------------------- 
Tantalum Investment Pty                100%          Namibia 
 Limited(1)                                                       Tin & tantalum exploration 
                                  --------------  --------------  -------------------------- 
AfriTin Mining (Namibia)               100%          Namibia 
 Pty Limited(2)                                                   Tin & tantalum operations 
                                  --------------  --------------  -------------------------- 
Uis Tin Mining Company                 85%           Namibia 
 Pty Limited(3)                                                   Tin & tantalum operations 
                                  --------------  --------------  -------------------------- 
Mokopane Tin Company Pty               100%        South Africa 
 Limited(2)                                                            Holding company 
                                  --------------  --------------  -------------------------- 
Renetype Pty Limited(4)                74%         South Africa   Tin & tantalum exploration 
                                  --------------  --------------  -------------------------- 
Jaxson 641 Pty Limited(4)              50%         South Africa   Tin & tantalum exploration 
                                  --------------  --------------  -------------------------- 
Pamish Investments 71 Pty              100%        South Africa 
 Limited(2)                                                            Holding company 
                                  --------------  --------------  -------------------------- 
Zaaiplaats Mining Pty Limited(5)       74%         South Africa        Property owning 
                                  --------------  --------------  -------------------------- 
 

(1) Held directly by AfriTin Mining Limited

(2) Held by Greenhills Resources Limited

(3) Held by AfriTin Mining (Namibia) Pty Limited

(4) Held by Mokopane Tin Company Pty Limited

(5) Held by Pamish Investments 71 Pty Limited

These financial statements are presented in Pound Sterling (GBP) because that is the currency in which the Group has raised funding on the AIM market in the United Kingdom. Furthermore, Pound Sterling (GBP) is the functional currency of the ultimate holding company, AfriTin Mining Limited.

The Group's key subsidiaries, AfriTin Namibia and UTMC, use the Namibian Dollar (N$) as their functional currency. The year-end spot rate used to translate all Namibian Dollar balances was GBP1 = N$20.08 and the average rate for the period was GBP1 = N$20.07.

   2.     Significant accounting policies 

Basis of accounting

These financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations (collectively "IFRS") issued by the International Accounting Standards Board ("IASB") as adopted by the European Union ("EU adopted IFRS"). The interim financial information has been prepared using the accounting policies which will be applied in the Group's statutory financial statements for the year ended 28 February 2022 and which were applied in the Group's statutory financial statements for the year ended 28 February 2021.

The Group has adopted the standards, amendments and interpretations effective for annual periods beginning on or after 1 March 2021. The adoption of these standards and amendments did not have a material effect on the financial statements of the Group. See Note 3.

The interim financial information for the six months to 31 August 2021 is unaudited and does not constitute statutory financial information. The statutory accounts for the year ended 28 February 2021 are available on the Company's website. The auditors' report on those accounts was unqualified.

The consolidated financial statements have been prepared under the historical cost convention. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity and areas where assumptions and estimates are significant to the consolidated financial statements are discussed further in this note.

Going concern

These financial statements have been prepared on the basis of accounting principles applicable to a going concern which assumes the company will be able to continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations.

At 31 August 2021, the company had cash in the bank of GBP6.3m and had drawn down GBP0.5m of the GBP2m Nedbank working capital facility.

Subsequent to period end, outline terms for a N$90m (c. GBP4.5m) term loan has been agreed with Standard Bank Namibia to finance the Phase 1 expansion. This is subject to matters such as legal due diligence and the finalisation of documentation, and whilst there can be no guarantee that these will be executed the Directors and Standard Bank have every confidence that this arrangement will be executed. The intention is that the term loan will have a term of five years and will incur an interest of 3-month JIBAR (currently 3.67%) plus 4.5% (currently 8.17%). Furthermore, the intention is that the Group's GBP2m working capital and VAT facility will be transferred from Nedbank Namibia to Standard Bank Namibia. The intention is that these short-term banking facilities will incur an interest rate of Namibian prime lending rate (currently 7.5%) minus 1%.

Management have prepared a detailed cash flow forecast for the period to 30 September 2022 and stress tests of those forecasts. The base case forecast demonstrates that the Group will have sufficient funds to meet its liabilities as they fall due and includes the following key assumptions:

   --      Prices have been set at $28,100 per tonne of tin. 

-- The base case forecast assumes continuing steady state production for the current mining and processing facility and expanded production from May 2022 onwards.

   --      The base case forecast includes capital expenditure required for the Phase 1 expansion. 

-- The base case forecast includes exploration drilling programme expenditure for lithium and tantalum.

In addition, the Board have considered the risks and uncertainties associated with COVID-19 on the Group's operations including the potential impact of production stoppages as a result of potential outbreaks of the virus at the operation as well as downside scenarios in relation to commodity pricing and production across the period. The scenarios demonstrated that the Group will be able to maintain liquidity.

Accordingly, the Directors have concluded that the going concern basis in the preparation of the financial statements is appropriate and that there are no material uncertainties that would cast doubt on that basis of preparation.

Critical accounting estimates and judgements

In the application of the Group's accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. In particular, information about significant areas of estimation uncertainty considered by management in preparing the financial statements are described below.

Estimates and judgements are continually evaluated. Revisions to accounting estimates are recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of revision and in future periods if the revision affects both current and future periods.

   i)      Going concern and liquidity 

Significant estimates were required in forecasting cash flows used in the assessment of going concern including tin and tantalum prices, the levels of production, operating costs and capital expenditure requirements. Additionally, judgement has been applied in assessing the risks associated with COVID-19, together with mitigating steps available to the Group if required. Refer to going concern considerations noted earlier in Note 2 for further details.

   ii)     Decommissioning and rehabilitation obligations 

Estimating the future costs of environmental and rehabilitation obligations is complex and requires management to make estimates and judgements as most of the obligations will be fulfilled in the future and contracts and laws are often not clear regarding what is required. The resulting provisions (see Note 17) are further influenced by changing technologies, political, environmental, safety, business and statutory considerations.

The Group's rehabilitation provision is based on the net present value of management's best estimates of future rehabilitation costs. Judgement is required in establishing the disturbance and associated rehabilitation costs at period end, timing of costs, discount rates and inflation. In forming estimates of the cost of rehabilitation which are risk adjusted, the Group assessed the Environmental Management Plan and reports provided by internal and external experts. Actual costs incurred in future periods could differ materially from the estimates, and changes to environmental laws and regulations, life of mine estimates, inflation rates, and discount rates could affect the carrying amount of the provision.

The carrying amount of the rehabilitation obligations for the Group at 31 August 2021 was GBP202 242 (August 2020: GBP80 968 and February 2021: GBP180 917). In determining the amount attributable to the rehabilitation liability, management used a discount rate of 12.8% (August 2020: 9.35% and February 2021: 12.8%), an inflation rate of 6% (August 2020: 5.5% and February 2021: 6%) and an estimated mining period of 18 years, being the Phase 1 expansion life of mine.

   iii)    Impairment indicator assessment for exploration & evaluation assets 

Determining whether an exploration and evaluation asset is impaired requires an assessment of whether there are any indicators of impairment, including specific impairment indicators prescribed in IFRS 6: Exploration for and Evaluation of Mineral Resources. If there is any indication of potential impairment, an impairment test is required based on value in use of the asset. The valuation of intangible exploration assets is dependent upon the discovery of economically recoverable deposits which, in turn, is dependent on future tin prices, future capital expenditures, environmental and regulatory restrictions, and the successful renewal of licences. The Group considers the South African exploration and evaluation assets to be non-core as it continues to primarily focus on developing its Namibian assets. Accordingly, the capitalised exploration and evaluation expenditure relating to the South African assets was impaired to nil in the 2021 financial year, on the basis that the Group does not intend to incur any further expenditure on its South African licences. The directors have concluded that there are no indications of impairment in respect of the carrying value of Namibian intangible assets at 31 August 2021 based on planned future development of the Namibian projects, and current and forecast tin prices. Exploration and evaluation assets are disclosed fully in Note 10.

   iv)   Impairment assessment for property, plant and equipment 

Management have reviewed the Uis mine for indicators of impairment and have considered, among other factors, the operations to date at the Uis mine, planned Phase 1 Stage II expansion of the Uis operations, forecast commodity prices and market capitalisation of the group. In undertaking the indicator review, management have also reviewed the underlying LoM valuation model for Uis and have concluded that no indicators of impairment have been noted at 31 August 2021. The LoM valuation model is on a fair value less cost to develop basis and includes assessments of different scenarios associated with capital development and expansion opportunities.

The forecasts required estimates regarding forecast tin and tantalum prices, ore resources and production, and operating and capital costs. The discounted cash flows use a discount rate of 11.7% post tax nominal. Under the base case forecast using a forecast tin price of $23 889 rising to $24 505 by 2025 and forecast tantalum price of $150 000, the forecast indicates headroom as at 31 August 2021. Whilst the valuation based on the operations limited to the Phase 1 Stage II expansion is sensitive to pricing with a 6% reduction being required to reach break-even point, the planned additional expansion indicates significant headroom and reduced pricing sensitivity.

   v)    Depreciation 

Judgement is applied in making assumptions about the depreciation charge for mining assets when using the unit-of-production method in estimating the ore tonnes held in reserves. The relevant reserves are those included in the current approved LoM plan which relates to the Phase 1 expansion. Judgement is also applied when assessing the estimated useful life of individual assets and residual values. The assumptions are reviewed at least annually by management and the judgement is based on consideration of the LoM plan, as well as the nature of the assets. The reserve assumptions included in the LoM plan are evaluated by management.

   vi)   Commercial production 

Judgement is required to determine when a construction asset is in the location and condition intended. No specific guidance exists within IFRS, particularly as to what it means for an asset to be "in the location and condition necessary for it to be capable of operating as intended by management", but it is common to simply refer to the achievement of "commercial production" as the point at which the assets are commissioned, i.e. ready for their intended use.

In determining the commercial production date, management uses certain criteria that are required to be met before commercial production is achieved. Commercial production is determined to have been reached when the asset is operating at its designed production level. The Uis Tin Mine achieved commercial production based on production levels at 1 December 2020 and commercial production was declared. At that date, capitalisation of cost to the mining asset ceased and depreciation commenced.

vii) Determination of ore reserves

The estimation of ore reserves primarily impacts the depreciation charge of evaluated mining assets, which are depreciated based on the quantity of ore reserves. Reserve volumes are also used in calculating whether an impairment charge should be recorded where an impairment indicator exists.

The Group estimates its ore reserves and mineral resources based on information, compiled by appropriately qualified persons, relating to geological and technical data on the size, depth, shape and grade of the ore body and related to suitable production techniques and recovery rates. The estimate of recoverable reserves is based on factors such as tin prices, future capital requirements and production costs, along with geological assumptions and judgements made in estimating the size and grade of the ore body.

There are numerous uncertainties inherent in estimating ore reserves and mineral resources. Consequently, assumptions that are valid at the time of estimation may change significantly if or when new information becomes available.

viii) Waste stripping cost capitalised

Judgement is required in determining a suitable production measure to allocate waste stripping cost incurred between waste stripping that provided access to ore mined in the current period and waste stripping that provides access to ore that is expected to be mined in future periods. The Group capitalises waste stripping costs based on waste mining that has occurred related to future phases of the mineral reserve estimate.

   ix)   Valuation of inventories 

Judgement is applied in making assumptions about the value of inventories and inventory stockpiles, including tin prices, plant recoveries and processing costs, to determine the extent to which the Group values inventory and inventory stockpiles. The Group uses forecast tin prices to determine the net realisable value of the run-of-mine stockpile and the tin concentrate inventory on hand at period end. Inventory stockpiles are measured using actual mining and processing costs.

   x)    Determining the lease term 

In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise, or not to exercise, an extension option. Extension options are only included in the lease term where the company is reasonably certain that it will extend or will not terminate the lease when the lease expires. For all leases, the most relevant factors include:

-- If there are significant penalties to terminate, the group is typically reasonably certain to extend.

-- The group considers other factors including historical lease durations, related costs and the possible business disruption as a result of replacement of the leased asset.

The lease term is reassessed on an ongoing basis, especially when the option to extend becomes exercisable or on occurrence of a significant event or a significant change in circumstances which affects this assessment, and that is within the control of the group.

   xi)   Determining the incremental borrowing rate to measure lease liabilities 

The interest rate implicit in leases is not available, therefore, the group uses the relevant incremental borrowing rate (IBR) to measure its lease liabilities. The IBR is estimated to be the interest rate that the group would pay to borrow:

   --      over a similar term 
   --      with similar security 
   --      the amount necessary to obtain an asset of a similar value to the right of use asset 
   --      in a similar economic environment 

The IBR, therefore, is considered to be the best estimate of the incremental rate and requires management's judgement as there are no observable rates available.

xii) Determining the fair value of trade receivables classified at fair value through profit or loss

The consideration receivable in respect of certain sales for which performance obligations have been satisfied at period end and for which the Group has received prepayment under the terms of the offtake agreement, remain subject to pricing adjustments with reference to market prices at the date of finalisation. Under the Group's accounting policies, the fair value of the consideration is determined, and the remaining receivable is adjusted to reflect fair value. Management estimated the forward price based on the London Metal Exchange (LME) 3-month tin price at period end. As at 31 August 2021 the Group recognised a receivable at fair value through profit or loss of GBP465 529 (August 2020: nil and February 2021: GBP531 583).

   3.     Adoption of new and revised standards 

The following standards, amendments and interpretations to existing standards are effective and have been adopted by the Group:

 
Amendments to IFRS 3 "Business Combinations": Definition of business 
Amendments to IAS 1 "Presentation of Financial Statements" and 
 IAS 8 "Accounting Policies, Changes in Accounting Estimates and 
 Errors": Definition of material 
Amendments to References to the Conceptual Framework in IFRS Standards 
 

The adoption of these amendments did not have a material impact on the financial statements of the Group.

Accounting standards and interpretations not applied

The following standards, amendments and interpretations to existing standards are not yet effective and have not been early adopted by the Group:

 
 Annual Improvements to IFRS: 2018-2020 Cycle 
 Amendments to IFRS 3 "Business Combinations": Conceptual Framework 
  for Financial Reporting 
 Amendments to IAS 37 "Provisions, Contingent Liabilities and Contingent 
  Assets": Onerous Contracts - Cost of Fulfilling a Contract 
 Amendments to IAS 16 "Property, Plant and Equipment": Proceeds 
  before Intended Use 
 IFRS 17 "Insurance Contracts" 
 Amendments to IAS 1 "Presentation of Financial Statements": Classification 
  of Liabilities as Current or Non-Current 
 Amendment to IFRS 16 "Leases": COVID-19-Related Rent Concessions 
 Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16: Interest 
  Rate Benchmark Reform - Phase 2 
 

The Directors anticipate that the adoption of these standards and interpretations in future periods will have no material impact on the financial statements of the Group based on current operations.

   4.     Segmental reporting 

The reporting segments are identified by the management steering committee (who are considered to be the chief operating decision-makers) by the way that the Group's operations are organised. As at 31 August 2021, the Group operated within two operating segments, tin exploration and operational activities in Namibia and tin exploration activities in South Africa.

Segment results

The following is an analysis of the Group's results by reportable segment.

 
                            South Africa     Namibia      Total 
                                     GBP         GBP        GBP 
Period ended 31 August 
 2021 
Results 
Revenue                           17 778   5 055 559  5 073 337 
                                              (4 498     (4 500 
Associated costs                 (2 006)        287)       293) 
                            ------------  ----------  --------- 
Segmental profit/(loss)           15 772     557 272    573 044 
                            ============  ==========  ========= 
 
Period ended 31 August 
 2020 
Results 
                                                          1 083 
Revenue                           13 757   1 070 239        996 
                                              (1 385     (1 387 
Associated costs                 (2 715)        083)       798) 
                            ------------  ----------  --------- 
Segmental profit/(loss)           11 042   (314 844)  (303 802) 
                            ============  ==========  ========= 
 
Year ended 28 February 
 2021 
Results 
                                               4 950      4 985 
Revenue                           34 863         244        107 
                                              (5 715     (5 724 
Associated costs                 (8 786)        954)       740) 
Impairment of exploration                                (3 069 
 licence                     (3 069 232)           -       232) 
                            ------------  ----------  --------- 
                                                         (3 808 
Segmental loss               (3 043 155)   (765 710)       865) 
                            ============  ==========  ========= 
 

The reconciliation of segmental gross loss to the Group's loss before tax is as follows:

 
                 Period ended     Period ended    Year ended 
                    31 August   31 August 2020   28 February 
                         2021              GBP          2021 
                          GBP                            GBP 
Segmental loss        573 044        (303 802)   (3 808 865) 
Unallocated 
 costs              (849 033)        (628 623)   (1 802 718) 
Finance income              -               14             - 
Finance costs       (228 285)        (109 410)     (184 300) 
                 ------------  ---------------  ------------ 
Loss before 
 tax                (504 274)      (1 041 821)   (5 795 883) 
                 ============  ===============  ============ 
 

Unallocated costs are mainly comprised of corporate overheads and costs associated with being listed in London.

Other segmental information

 
                                    South Africa            Namibia      Total 
                                             GBP                GBP        GBP 
As at 31 August 2021 
                                                              6 182 
Intangible assets                         12 718                907  6 195 625 
Other reportable segmental                                   17 326     17 424 
 assets                                   98 119                294        413 
Other reportable segmental                                   (2 080     (2 144 
 liabilities                            (63 974)               988)       962) 
Unallocated net asset                          -                  -  5 677 317 
                                ----------------  -----------------  --------- 
                                                             21 428     27 152 
Total consolidated net assets             46 863                213        393 
                                ================  =================  ========= 
 
As at 31 August 2020 
                                                              4 252 
Intangible assets                      2 994 786                475  7 247 261 
Other reportable segmental                                   13 570     13 632 
 assets                                   61 314                933        247 
Other reportable segmental 
 liabilities                            (58 909)          (820 345)  (879 254) 
Unallocated net asset                          -                  -     39 302 
                                ----------------  -----------------  --------- 
                                                             17 003     20 039 
Total consolidated net assets          2 997 191                063        556 
                                ================  =================  ========= 
 
As at 28 February 2021 
Intangible assets                         11 309          5 229 152  5 240 461 
Other reportable segmental                                   15 494     15 571 
 assets                                   76 460                907        367 
Other reportable segmental                                   (1 651     (1 713 
 liabilities                            (62 302)               016)       318) 
                                                                        (2 608 
Unallocated net liabilities                    -                  -       263) 
                                ----------------  -----------------  --------- 
                                                             19 073     16 490 
Total consolidated net assets             25 467                043        247 
                                ================  =================  ========= 
 

Unallocated net assets/liabilities are mainly comprised of cash and cash equivalents and the borrowings which are managed at a corporate level.

   5.     Revenue 
 
                                  Period ended  Period ended    Year ended 
                                     31 August     31 August   28 February 
                                          2021          2020          2021 
                                           GBP           GBP           GBP 
Revenue from the sale of tin         5 040 321     1 070 239     4 744 609 
Revenue from the sale of sand           17 778        13 757        34 863 
                                 -------------  ------------  ------------ 
Total revenue from customers         5 058 099     1 083 996     4 779 472 
 
Other revenue - change in fair 
 value of 
 customer contract                      15 238             -       205 635 
                                 -------------  ------------ 
Total revenue                        5 073 337     1 083 996     4 985 107 
                                 =============  ============  ============ 
 
   6.     Other administrative expenses 

The loss for the period has been arrived at after charging:

 
                                  Period ended  Period ended    Year ended 
                                     31 August     31 August   28 February 
                                          2021          2020          2021 
                                           GBP           GBP           GBP 
Staff costs                            506 904       381 625     1 201 489 
Depreciation of property, plant 
 & equipment                            97 166        57 671       275 987 
Professional fees                      132 991        67 044       127 902 
Travelling expenses                     56 969         9 128        44 793 
Uis administration expenses            230 007       218 759       361 509 
Auditor's remuneration                   1 500         1 500        69 250 
Other costs                            364 641       210 455       458 832 
                                     1 390 177       946 182     2 539 762 
                                  ============  ============  ============ 
 
   7.     Finance cost 
 
                                           Period ended  Period ended    Year ended 
                                              31 August     31 August   28 February 
                                                   2021          2020          2021 
                                                    GBP           GBP           GBP 
Interest on lease liability                      21 060        12 528        39 691 
Interest on environmental rehabilitation 
 liability                                       12 173         3 704         7 593 
Bank interest                                    60 891             -        31 696 
Interest on loan notes                           68 836        52 096        49 863 
Amortisation of warrant charge                   37 594        39 202        49 541 
Other interest                                   27 731         1 880         5 916 
                                           ------------  ------------  ------------ 
                                                228 285       109 410       184 300 
                                           ============  ============  ============ 
 
   8.     Taxation 

The tax expense represents the sum of the tax currently payable and deferred tax.

 
                                        Period ended  Period ended    Year ended 
                                           31 August     31 August   28 February 
                                                2021          2020          2021 
                                                 GBP           GBP           GBP 
Factors affecting tax for the period: 
The tax assessed for the period 
 at the Guernsey corporation 
 tax charge rate of 0%, as explained 
 below: 
Loss before taxation                       (504 274)   (1 041 821)   (5 795 883) 
                                        ------------  ------------  ------------ 
 
Loss before taxation multiplied 
 by the Guernsey 
 Corporation tax charge rate of 
 0%                                                -             -             - 
Effects of: 
Differences in tax rates (overseas 
 jurisdictions)                            (452 848)     (188 301)     (549 615) 
Tax losses carried forward                   452 848       188 301       549 615 
                                        ------------  ------------  ------------ 
Tax for the period                                 -             -             - 
                                        ============  ============  ============ 
 

Accumulated losses in the subsidiary undertakings for which there is an unrecognised deferred tax asset are GBP3 919 522 (August 2020: GBP2 180 918 and February 2021: GBP3 244 873).

   9.     Loss per share from continuing operations 

The calculation of a basic loss per share of pence 0.07 (August 2020: loss per share of 0.15 pence and February 2021: loss per share of 0.76 pence), is calculated using the total loss for the period attributable to the owners of the Company of GBP692 251 (August 2020: GBP999 434 and February 2021: GBP5 694 962) and the weighted average number of shares in issue during the period of 1 016 465 204 (August 2020: 677 705 520 and February 2021: 749 085 933).

Due to the loss for the period, the diluted loss per share is the same as the basic loss per share. The number of potentially dilutive ordinary shares, in respect of share options, warrants and shares to be issued as at 31 August 2021 is 84 895 572 (August 2020: 89 723 725 and February 2021: 86 882 728). These potentially dilutive ordinary shares may have a dilutive effect on future earnings per share.

10. Intangible assets

 
                               Exploration 
                            and evaluation   Computer 
                                    assets   software        Total 
Cost                                   GBP        GBP          GBP 
As at 31 August 2020             7 139 010    108 251    7 247 261 
Additions for the period           899 133      1 064      900 197 
Impairment for the year        (3 069 232)          -  (3 069 232) 
Exchange differences               155 775      6 460      162 235 
As at 28 February 2021           5 124 686    115 775    5 240 461 
Additions for the period           835 088          -      835 088 
Exchange differences               120 295      5 862      126 157 
As at 31 August 2021             6 080 069    121 637    6 201 706 
                           ===============  =========  =========== 
 
Accumulated Depreciation 
As at 31 August 2020                     -          -            - 
Charge for the period                    -          -            - 
Exchange differences                     -          -            - 
                           ---------------  ---------  ----------- 
As at 28 February 2021                   -          -            - 
Charge for the period                    -      6 086        6 086 
Exchange differences                     -        (5)          (5) 
                           ---------------  ---------  ----------- 
As at 31 August 2021                     -      6 081        6 081 
                           ---------------  ---------  ----------- 
 
Net Book Value 
As at 31 August 2021             6 080 069    115 556    6 195 625 
As at 28 February 2021           5 124 686    115 775    5 240 461 
As at 31 August 2020             7 139 010    108 251    7 247 261 
 

11. Property, plant and equipment

 
                                                  Mining 
                        Mining                    Asset 
                        asset under    Mining     -           Decommissioning   Right-of-use   Computer 
                Land    construction    Asset     Stripping    asset             Asset         Equipment   Furniture   Vehicles   Total 
Cost              GBP            GBP        GBP         GBP               GBP            GBP         GBP         GBP        GBP       GBP 
As at 31 
 August                       12 549                                                     230                                       13 098 
 2020          11 187            130          -           -            71 499            213      88 737      76 277     71 174       217 
Additions for                                                              90            259          42          21 
 the period                  353 125    123 803           -               323            957         591         598          -   891 397 
Disposals for 
 the period         -              -          -           -                 -              -     (1 955)           -          -   (1 955) 
Transfer 
 between 
 categories 
 of                          (13 550    (13 550 
 assets                         114)       114)           -                 -              -           -           -          -         - 
Exchange                                                                                  16 
 differences      675        647 859      1 236           -             5 221            501       5 685       4 790      4 299   686 266 
               ------  -------------  ---------  ----------  ----------------  -------------  ----------  ----------  ---------  -------- 
As at 28 
 February          11                    13 675                           167            506         135         102         75    14 673 
 2021             862              -        153           -               043            671         058         665        473       925 
Additions for                                           746                                                                         1 576 
 the period         -        390 218    332 990         257                 -         61 909      31 081      14 147          -       602 
Disposals for                                                                                         (3 
 the period         -              -          -           -                 -              -        060)           -          -   (3 060) 
Exchange 
 differences      601              -    621 259       (502)             8 458         25 613       6 819       5 161      3 821   671 230 
               ------  -------------  ---------  ----------  ----------------  -------------  ----------  ----------  ---------  -------- 
As at 31 
 August                                  14 629         745               175            594         169         121               16 918 
 2021          12 463        390 218        402         755               501            193         898         973     79 294       697 
               ======  =============  =========  ==========  ================  =============  ==========  ==========  =========  ======== 
 
Accumulated 
Depreciation 
As at 31 
 August 
 2020               -              -          -           -                 -         72 699      52 018      24 181     32 622   181 520 
Charge for 
 the                                                                                      83          19 
 period             -              -    717 864           -                 -            975         467       9 980      9 571   840 857 
Exchange 
 differences        -              -      6 118           -                 -          4 600       2 948       1 346      1 835    16 847 
               ------  -------------  ---------  ----------  ----------------  -------------  ----------  ----------  ---------  -------- 
As at 28 
 February                                                                                161          74          35         44     1 039 
 2021               -              -    723 982           -                 -            274         433         507        028       224 
Charge for 
 the 
 period             -              -    622 781           -             4 778         68 404      19 514      11 397      9 918   736 792 
Exchange 
 differences        -              -     30 918           -               (3)          8 120       3 774       1 772      2 223    46 803 
               ------  -------------  ---------  ----------  ----------------  -------------  ----------  ----------  ---------  -------- 
As at 31 
 August                                                                                  237                                        1 822 
 2021               -              -  1 377 680           -             4 775            798      97 721      48 676     56 169       819 
               ======  =============  =========  ==========  ================  =============  ==========  ==========  =========  ======== 
 
Net Book 
Value 
As at 31 
 August                                  13 251         745               170            356                                      15 095 
 2021          12 463        390 218        722         755               726            395      72 177      73 297     23 125     878 
As at 28 
 February          11                    12 951                           167            345          60          67         31    13 634 
 2021             862              -        171           -               043            397         625         158        445       701 
As at 31 
 August                       12 549                                                     157                                       12 916 
 2020          11 187            130          -           -            71 499            514      36 719      52 096     38 552       697 
 

12. Inventories

 
                           31 August  31 August  28 February 
                                2021       2020         2021 
                                 GBP        GBP          GBP 
Run-of-mine stockpile        962 781    261 424      373 310 
Tin concentrate on hand      167 367    285 971      427 423 
Consumables                  299 546     62 776      195 965 
                          ----------  ---------  ----------- 
                           1 429 694    610 171      996 698 
                          ==========  =========  =========== 
 

13. Trade and other receivables

 
                              31 August  31 August  28 February 
                                   2021       2020         2021 
                                    GBP        GBP          GBP 
Trade receivables               120 042    164 573      185 451 
Trade receivables at fair 
 value through profit 
 or loss                        465 529          -      531 583 
Other receivables               165 475    100 690      204 779 
VAT receivables                 385 007     97 493      266 339 
                            -----------  --------- 
                              1 136 053    362 756    1 188 152 
                            ===========  =========  =========== 
 

14. Cash and cash equivalents

 
                           31 August      31 August    28 February 
                                2021           2020           2021 
                                 GBP            GBP            GBP 
                           ---------      --------- 
Cash on hand and in bank   6 290 694      2 578 612        1 351 200 
                           =========      =========      =========== 
 
 

15. Borrowings

 
                           31 August      31 August    28 February 
                                2021           2020           2021 
                                 GBP            GBP            GBP 
Working capital facility     505 267        763 543        1 710 247 
Loan note facility                 -      1 753 993        2 159 242 
                             505 267      2 517 536        3 869 489 
                           =========      =========      =========== 
 
 

On 16 August 2019, a working capital facility of N$35 000 000 (c. GBP1.659 million) and a VAT facility for N$8 000 000 (c. GBP379 000) was entered into between the Company's subsidiary, AfriTin Mining (Namibia) Proprietary Limited and Nedbank Namibia.

The VAT facility is secured by assessed/audited VAT returns (refunds) which have not been paid by Namibia Inland Revenue. Nedbank Namibia provides a facility amounting to 70% of the total unpaid refunds. Any drawdowns against this facility are repaid to the bank upon receipt of cash from Namibia Inland Revenue.

In addition to the facility amount of N$35 000 000, Nedbank Namibia have provided AfriTin Mining (Namibia) Pty Limited with a N$4 117 500 guarantee to Namibia Power Corporation Pty Limited in relation to a deposit for the supply of electrical power. As a result of the guarantee provided by Nedbank Namibia, no cash was paid over for the deposit.

On 5 May 2020, GBP2.05 million financing was secured by way of a loan note facility. The notes, which were issued in tranches of GBP50 000, accrued interest at a rate of 10% per annum which was payable in full on redemption, and had a 12-month term. These notes were settled in full in cash in May 2021.

16. Trade and other payables

 
                  31 August  31 August  28 February 2021 
                       2021       2020               GBP 
                        GBP        GBP 
Trade payables    1 436 435    676 674         1 094 390 
Other payables       78 520    109 690           141 677 
Accruals            375 745    107 644           248 415 
                 ----------  --------- 
                  1 890 700    894 008         1 484 482 
                 ==========  =========  ================ 
 

17. Environmental rehabilitation liability

 
                                   GBP 
Balance at 31 August 2020       80 968 
Increase in provision           90 323 
Interest expense                 3 888 
Foreign exchange differences     5 738 
                               ------- 
Balance at 28 February 
 2021                          180 917 
Increase in provision                - 
Interest expense                12 173 
Foreign exchange differences     9 152 
                               ------- 
Balance at 31 August 2021      202 242 
                               ======= 
 

Provision for future environmental rehabilitation and decommissioning costs are made on a progressive basis. Estimates are based on costs that are regularly reviewed and adjusted appropriately for new circumstances. The environmental rehabilitation liability is based on disturbances and the required rehabilitation as at 31 August 2021.

The rehabilitation provision represents the present value of decommissioning costs relating to the dismantling of mechanical equipment and steel structures related to the Phase 1 Pilot Plant, the demolishing of civil platforms and reshaping of earthworks. A provision for this requires estimates and assumptions to be made around the relevant regulatory framework, the magnitude of the possible disturbance and the timing, extent and costs of the required closure and rehabilitation activities. In calculating the appropriate provision, cost estimates of the future potential cash outflows based on current studies of the expected rehabilitation activities and timing thereof are prepared. These forecasts are then discounted to their present value using a risk-free rate specific to the liability. In determining the amount attributable to the rehabilitation liability, management used a discount rate of 12.8% (August 2020: 9.35% and February 2021: 12.8%), an inflation rate of 6% (August 2020: 5.5% and February 2021: 6%) and an estimated mining period of 18 years , being the Phase 1 expansion life of mine. Actual rehabilitation and decommissioning costs will ultimately depend upon future market prices for the necessary rehabilitation works and timing of when the mine ceases operation.

18. Lease liability

The Company assessed all rental agreements and concluded that the following rentals fall within the scope of IFRS 16: Leases and therefore a lease liability has been recognised:

 
                      Lease      Option to extend/terminate                Incremental 
                       term                                                 borrowing 
                                                                            rate 
                                 Option to extend not specified 
                                  in contract. Term of lease determined 
 Office building      5 years     to be 5 years.                           13.75% 
                     ---------  ----------------------------------------  ------------ 
                                 Option to extend not specified 
                                  in contract. Term of lease determined 
 Workshop facility    2 years     to be 2 years.                           7.5% 
                     ---------  ----------------------------------------  ------------ 
                                 The lease will continue automatically 
                                  after the initial period for 
                                  an open-ended period. Either 
                                  party must provide written notice 
 Residential                      if they wish to terminate. Lease 
  housing             5 years     term determined to be 5 years.           8.5% 
                     ---------  ----------------------------------------  ------------ 
 
 
                               Office Building  Workshop   Housing     Total 
                                           GBP       GBP       GBP       GBP 
Balance at 31 August 2020              183 429         -         -   183 429 
Additions                                    -   108 252   151 705   276 547 
Interest expense                        11 891     3 923    11 349    33 128 
Lease payments                        (33 501)  (30 319)  (34 080)  (68 015) 
Foreign exchange differences            11 323       818     1 287  (17 987) 
                               --------------- 
Balance at 28 February 
 2021                                  173 142    82 674   130 261   386 077 
Additions                               61 909         -         -    61 909 
Interest expense                        13 193     2 611     5 256    21 060 
Lease payments                        (45 150)  (27 595)  (18 513)  (91 258) 
Foreign exchange differences             8 747     4 202     6 605    19 554 
                               --------------- 
Balance at 31 August 2021              211 841    61 892   123 609   397 342 
                               ===============  ========  ========  ======== 
 

The following is the split between the current and the non-current portion of the liability:

 
                        31 August  31 August  28 February 
                             2021       2020         2021 
                              GBP        GBP          GBP 
Non-current liability     232 858    140 527      260 512 
Current liability         164 484     42 902      125 565 
                        ---------  --------- 
                          397 342    183 429      386 077 
                        =========  =========  =========== 
 

19. Share capital

 
                                       Number of ordinary 
                                             shares of no 
                                         par value issued  Share Capital 
                                           and fully paid            GBP 
Balance at 31 August 2020                     813 657 942     23 604 665 
Shares issued to directors/employees           16 133 440        403 336 
Loan note conversion                           44 898 630      1 600 000 
                                       ------------------  ------------- 
Balance at 28 February 2021                   874 690 012     25 608 001 
Warrants exercised - 22 April 
 2021                                           1 686 666         63 150 
Capital raise - 13 May 2021                   216 666 667     13 000 000 
Share issue costs                                       -      (823 447) 
Convertible loan note settled 
 - 25 May 2021                                 18 963 699        430 055 
Shares issued to broker                           327 868         19 672 
                                       ------------------  ------------- 
Balance at 31 August 2021                   1 112 334 912     38 297 431 
                                       ==================  ============= 
 

Authorised: 1 220 486 913 ordinary shares of no par value

Allotted, issued and fully paid: 1 112 334 912 shares of no par value

On 4 January 2021, 16 133 440 ordinary shares of no par value were issued to various directors and employees in lieu of payment of director fees and part settlement of salaries. These shares were issued at a price of 2.5 pence per share.

On 15 February 2021, AfriMet Resources AG elected to convert its portion of outstanding convertible loan notes, totalling GBP1 600 000 into fully paid ordinary shares.

On 22 April 2021, warrant holders exercised 1 186 666 warrants at an exercise price of 4.5 pence and 500 000 warrants at an exercise price of 1.95 pence.

On 12 May 2021, 216 666 667 ordinary shares of no par value were issued as a result of an accelerated bookbuild. These shares were issued at a price of 6 pence per share.

On 25 May 2021, 18 963 699 ordinary shares of no par value were issued to various holders to settle a portion of the outstanding convertible loan note (the remainder of the convertible loan note was settled in cash on this date).

On 25 May 2021, 327 868 ordinary shares of no par value were issued to Hannam and Partners, in accordance with the terms of their broker agreement with the Company. These shares were issued at a price of 6 pence per share.

20. Warrant reserve

The following warrants were granted during the year ended 28 February 2021:

 
Date of grant          10 December 
                           2020     7 July 2020  31 May 2020  5 May 2020 
Number granted          2 500 000    2 500 000    2 500 000   13 000 000 
Contractual life        2.4 years    2.8 years    2.9 years    3 years 
Estimated fair value 
 per warrant (GBP)       0.0101       0.0122       0.0068       0.0069 
 

The estimated fair values were calculated by applying the Black Scholes pricing model. The model inputs were:

 
Date of grant            10 December 
                             2020     7 July 2020  31 May 2020  5 May 2020 
Share price at grant 
 date (pence)               2.35           3           1.8         1.8 
Exercise price (pence)      1.95         1.95         1.95         1.95 
Expected life             2.4 years    2.8 years    2.9 years    3 years 
Expected volatility          60%          60%          60%         60% 
Expected dividends           Nil          Nil          Nil          Nil 
Risk-free interest 
 rate                       1.24%        1.24%        1.24%       1.24% 
 

The warrants in issue during the year are as follows:

 
Outstanding at 31 August 
 2020                          23 671 939 
Exercisable at 31 August           23 671 
 2020                                 939 
Granted during the period       2 500 000 
                                   (1 871 
Expired during the period            939) 
Exercised during the period             - 
                              ----------- 
Outstanding at 28 February         24 300 
 2021                                 000 
Exercisable at 28 February         24 300 
 2021                                 000 
Granted during the period               - 
Expired during the period               - 
Exercised during the period   (1 686 666) 
                              ----------- 
Outstanding at 31 August 
 2021                          22 613 334 
Exercisable at 31 August 
 2021                          22 613 334 
 

The warrants outstanding at the end of the period have an average exercise price of 2.4 pence, with a weighted average remaining contractual life of 1.63 years.

In the period ended 31 August 2021, there was no charge accounted for due to the issue of warrants (August 2020: GBP137 305 and February 2021: GBP162 480).

On 22 April 2021, notice was received from warrant holders to exercise 1 186 666 warrants at an exercise price of 4.5 pence and 500 000 warrants at an exercise price of 1.95 pence.

21. Events after balance sheet date

Standard Bank Term Loan and short-term banking facilities

A credit approved term sheet for a term loan to finance the Phase 1 expansion of NAD 90 million (c. GBP 4.5 million) was agreed with Standard Bank on 20 September 2021. The final agreement is subject to legal opinion and negotiation of documents.

Once executed, the intention is that the term of the loan will be 5 years and will incur an interest rate of 3-month JIBAR (currently 3.67%) plus 4.5% (currently equal to 8.17%) and will be ranked as senior secured debt.

The term loan has certain financial covenants which require measurement at the operating company level. Management are currently assessing the financial covenant definitions and their applicability as part of the final documentation.

In addition to the term loan, the intention is Standard Bank will re-finance the Company's existing short-term banking facilities (working capital facilities) with Nedbank Namibia totalling NAD 43 million (approximately GBP 2.2 million). These facilities will incur an interest rate of Namibian prime lending rate (currently 7.50%) minus 1.00%.

Furthermore, it is intended that Standard Bank will provide AfriTin Mining (Namibia) Pty Limited with a NAD 5 million guarantee to Namibia Power Corporation Pty Limited in relation to a deposit for the supply of electrical power.

22. Related-party transactions

Balances and transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

Bushveld Minerals Limited ("Bushveld") is a related party due to Anthony Viljoen, Chief Executive Officer, being a Non-Executive Director on the Bushveld Board. During the period, Bushveld charged the Group GBP38 305 (August 2020: GBP39 556 and February 2021: GBP82 423) for the use of office space. At period end, the Group owed Bushveld GBP71 906 (August 2020: GBP95 391 and February 2021: GBP112 962).

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END

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September 27, 2021 02:00 ET (06:00 GMT)

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