TIDMCRTM
RNS Number : 7137T
Critical Metals PLC
29 March 2021
Critical Metals plc / EPIC: CRTM / Market: Main Market / Sector:
Closed End Investments
29 March 2021
Critical Metals plc
("Critical Metals" or the "Company")
Interim Results
Critical Metals plc, an investment company established to target
opportunities in the mining sector, is pleased to present its
interim results for the six-month period ended 31st December
2020.
Highlights
-- Listed on the Main Market of the London Stock Exchange in
September 2020, following an GBP0.8m fundraising
-- Engaged in early stage discussions regarding potential future transactions
-- Strand Hanson Limited appointed as Corporate Advisor to guide the Company through the investment/acquisition process in respect of potential targets
-- Post period end, further support received from shareholders
exercising warrants, strengthening the Company's cash position by
c.GBP935,000 in preparation for future opportunities
Chairman's Statement
Critical Metals was formed with the intention of making equity
investments into operators or near-term revenue-generators within
the natural resources sector in the continent of Africa. Our focus
is on commodities which have been identified by several governments
as 'critical minerals', such as antimony, beryllium, caesium,
cobalt, copper, fluorspar, niobium, rare earth elements, tantalum,
titanium, tin, tungsten, and vanadium.
There is increasing uncertainty regarding supply and demand in
the critical metals sector and guaranteeing supply of these metals
is increasingly seen as an economic strategic necessity. This is
the key driver behind the Company's strategy and, over the course
of the period under review, we have been rigorously evaluating a
number of opportunities to ensure that we make the right
acquisition that will build value for shareholders.
Any transaction is deemed likely to be categorised a Reverse
takeover as defined in the Listing Rules and we expect the funding
for any transaction to be derived from existing cash resources, or
the raising of additional capital.
We have now narrowed down our search and are in discussions with
a small number of potential opportunities on which we will provide
further updates on as these discussions progress.
We have experienced further strong support from shareholders in
recent weeks, with the exercise of warrants post period end which
have strengthened our cash position by some GBP935,000,
demonstrating the confidence shareholders have in the Company's
strategy. I am excited about what the second half of the financial
year will hold and a confident that it will be a period of
significant progress for the Company.
Financial Review
For the six months to 31 December 2020, the Company reports a
net loss of GBP152,111 (31 December 2019: GBP17,437). During the
six-month period to 31 December 2020, the Company successfully
completed its admission to the Standard Segment of the Main Market
of the London Stock Exchange, raising gross proceeds of
GBP0.8m.
Directors
The following directors held office during the period:
- Russell Fryer
- Anthony Eastman
- Marcus Edwards-Jones - appointed 29 September 2020
Russell Fryer
Director
26 March 2021
Statement of Comprehensive Income for the 6 months ended 31
December 2020
Notes 6 months 6 months 12 months
to to 31 December to 30 June
31 December 2019 (unaudited) 2020 (audited)
2020 (unaudited)
GBP GBP
----------------------------------- ------ ------------------ ------------------ ----------------
Revenue
Revenue from continuing
operations - - -
------------------ ------------------ ----------------
- - -
Expenditure
Costs associated with listing (64,574) (11,000) (72,172)
Other expenses (87,537) (6,437) (26,121)
------------------ ------------------ ----------------
(152,111) (17,437) (98,293)
Loss on ordinary activities
before taxation (152,111) (17,437) (98,293)
Taxation on loss on ordinary
activities - - -
------------------ ------------------ ----------------
Loss and total comprehensive
income for the year attributable
to the owners of the company (152,111) (17,437) (98,293)
------------------ ------------------ ----------------
Earnings per share (basic
and diluted) attributable
to the equity holders (pence) 3 (0.68) (0.13) (0.71)
------------------ ------------------ ----------------
The statement of comprehensive income has been prepared on the
basis that all operations are continuing operations.
Statement of Financial Position as at 31 December 2020
Notes 31 December 31 December 30 June 2020
2020 (unaudited) 2019 (unaudited) (audited)
GBP GBP GBP
------------------------------ ------ ------------------ ------------------ -------------
CURRENT ASSETS
Trade and other receivables 24,483 1,900 417
Cash at bank and in
hand 630,148 34,342 62,072
------------------ ------------------ -------------
654,631 36,242 62,489
------------------ ------------------ -------------
TOTAL ASSETS 654,631 36,242 62,489
------------------ ------------------ -------------
CURRENT LIABILITIES
Trade and other payables 77,269 6,913 94,016
------------------ ------------------ -------------
TOTAL LIABILITIES 77,269 6,913 94,016
------------------ ------------------ -------------
NET (LIABILITIES)
/ ASSETS 577,362 29,329 (31,527)
------------------ ------------------ -------------
EQUITY
Called up share capital 4 151,503 68,571 71,428
Share premium account 4 749,497 51,429 68,572
Retained earnings (323,638) (90,671) (171,527)
------------------ ------------------ -------------
TOTAL EQUITY 577,362 29,329 (31,527)
------------------ ------------------ -------------
Statement of Changes in Equity for the 6 months to 31 December
2020
Notes Issued
Share Share Retained Total
Capital Premium Earnings Equity
GBP GBP GBP GBP
-------------------------- ------- --------- --------- ---------- ----------
As at 1 July 2019 68,571 51,429 (73,234) 46,766
Total comprehensive loss
for the period - - (17,437) (17,437)
Shares issued during the - - - -
period
--------- --------- ---------- ----------
As at 31 December 2019 68,571 51,429 (90,671) 29,329
--------- --------- ---------- ----------
Total comprehensive loss
for the period - - (80,856) (80,856)
Shares issued during the
period 2,857 17,143 - 20,000
--------- --------- ---------- ----------
As at 30 June 2020 71,428 68,572 (171,527) (31,527)
--------- --------- ---------- ----------
Total comprehensive loss
for the period - - (152,111) (152,111)
Shares issued during the
period 80,075 720,675 - 800,750
Share issue costs - (39,750) - (39,750)
--------- --------- ---------- ----------
As at 31 December 2020 151,503 749,497 (323,638) 577,362
--------- --------- ---------- ----------
Share capital Amount subscribed for share capital at nominal
value.
Share premium Amount subscribed for share capital in excess
of nominal value.
Retained earnings Cumulative other net gains and losses recognised
in the financial statements.
Statement of Cashflow for the 6 months to 31 December 2020
31 December 31 December 30 June
2020 (unaudited) 2019 (unaudited) 2020 (audited)
GBP GBP GBP
------------------------------------ ------------------ ------------------ ----------------
Cash from operating activities
Loss for the year (152,111) (17,437) (98,293)
Adjustments for:
Operating cashflow before
working capital movements
Decrease / (increase) in
trade and other receivables (24,066) 2,636 4,119
(Decrease) / increase in
trade and other payables (16,747) (3,325) 83,778
------------------
Net cash used in operating
activities (192,924) (18,126) (10,396)
------------------ ------------------ ----------------
Cash from financing activities
Proceeds on the issue of
shares 761,000 - 20,000
------------------
Net cash from financing activities 761,000 - 20,000
------------------ ------------------ ----------------
Net increase in cash and
cash equivalents 568,076 (18,126) 9,604
Cash and cash equivalents
at beginning of year 62,072 52,468 52,468
Foreign exchange - - -
------------------ ------------------ ----------------
Cash and cash equivalents
at end of period 630,148 34,342 62,072
------------------ ------------------ ----------------
Notes to the Financial Statements for the 6 months ended 31
December 2020
1. General Information
The condensed consolidated interim financial statements of
Critical Metals plc (the "Company") for the six month period ended
31 December 2020 have been prepared in accordance with Accounting
Standard IAS 34 Interim Financial Reporting.
The interim report does not include all the notes of the type
normally included in an annual financial report. Accordingly, this
report is to be read in conjunction with the annual report for the
year ended 30 June 2020, which was prepared under International
Financial Reporting Standards (IFRS) as adopted by the European
Union (EU), and any public announcements made by Critical Metals
plc during the interim reporting period and since.
These condensed consolidated interim financial statements do not
constitute statutory accounts as defined in Section 434 of the
Companies Act 2006. The Group's statutory financial statements for
the year ended 30 June 2020 prepared under IFRS have been filed
with the Registrar of Companies. The auditor's report on those
financial statements was unqualified and did not contain a
statement under Section 498(2) of the Companies Act 2006. These
condensed consolidated interim financial statements have not been
audited.
Basis of preparation - going concern
The interim financial statements have been prepared under the
going concern assumption, which presumes that the Group will be
able to meet its obligations as they fall due for the foreseeable
future.
At 31 December 2020 the Group had cash reserves of GBP630,148
(30 June 2020: GBP62,072 / 31 December 2019: GBP34,342).
In assessing whether the going concern assumption is
appropriate, the Directors have taken into account all relevant
information about the current and future position of the Company
over the going concern period of at least 12 months from the date
of approval of the interim financial statements. Critical Metals
plc meets its working capital requirements from its cash and cash
equivalents.
The directors note that COVID-19 has had a significant negative
impact on the global economy. Having prepared budgets and cash flow
forecasts covering the going concern period which have been stress
tested for the negative impact of possible scenarios from COVID-19,
the Directors believe the Group has sufficient resources to meet
its obligations for a period of at least 12 months from the date of
approval of these financial statements.
Taking these matters into consideration, the Directors consider
that the continued adoption of the going concern basis is
appropriate having prepared cash flow forecasts for the relevant
period. The interim financial statements do not reflect any
adjustments that would be required if they were to be prepared
other than on a going concern basis.
Accounting policies
The accounting policies adopted are consistent with those of the
previous financial year and corresponding interim reporting period.
Accounting policies that were not relevant in the previous
financial year but are now applicable to the Group are set out
below.
1.1. New and amended standards adopted by the group
A number of new or amended standards became applicable for the
current reporting period. These new/amended standards do not have a
material impact on the Company, and the Company did not have to
change its accounting policies or make retrospective adjustments as
a result of adopting these standards.
2. Segmental analysis
The Company manages its operations in one segment, being seeking
a suitable investment. The results of this segment are regularly
reviewed by the board as a basis for the allocation of resources,
in conjunction with individual investment appraisals, and to assess
its performance.
3. EARNINGS per share
The calculation of the basic and diluted earnings per share is
calculated by dividing the profit or loss for the year by the
weighted average number of ordinary shares in issue during the
year
6 months 6 months 12 months
to 31 December to 31 December to 30 June
2020 2019 2020
------------------------------------ ---------------- ---------------- ------------
Loss for the year from continuing
operations - GBP (152,111) (17,437) (98,293)
Weighted number of ordinary shares
in issue 22,380,252 13,714,286 13,787,666
---------------- ---------------- ------------
Basic earnings per share from
continuing operations - pence (0.68) (0.13) (0.71)
---------------- ---------------- ------------
There is no difference between the diluted loss per share and
the basic loss per share presented. Share options and warrants
could potentially dilute basic earnings per share in the future but
were not included in the calculation of diluted earnings per share
as they are anti-dilutive for the year presented.
4. Share capital and share premium
Number Share Share Total
of Shares Capital Premium GBP
on Issue GBP GBP
----------------------- ---------------------- ---------------------- ----------------------- --------------------
Balance at
30 June
2019 13,714,286 68,571 51,429 120,000
Balance at
31
December
2019 13,714,286 68,571 51,429 120,000
---------------------- ---------------------- ----------------------- --------------------
Ordinary shares of
GBP0.005
each issued at par
on 14 May
2020 571,428 2,857 17,143 20,000
---------------------- ---------------------- ----------------------- --------------------
Balance at
30 June
2020 14,285,714 71,428 68,572 140,000
---------------------- ---------------------- ----------------------- --------------------
Ordinary shares of
GBP0.005
each issued at par
on 29 Sep
2020 16,015,000 80,075 720,675 800,750
Share Issue Expenses
In Period - (39,750) (39,750)
Balance at
31
December
2020 30,300,714 151,503 749,497 901,000
---------------------- ---------------------- ----------------------- --------------------
The Company has only one class of share. All ordinary shares
have equal voting rights and rank pari passu for the distribution
of dividends and repayment of capital.
5. Related party transactions
Remuneration of directors and key management personnel
The remuneration of the Directors during the six-month period to
31 December 2020 amounted to GBP19,000 (31 December 2019:
GBPnil).
Shareholdings in the Company Shares and Warrants held by the
Directors are as follows:
31 December 2020 Shares Warrants
(1)
---------------------------------- ----------- ----------
Russell Fryer 11,221,428 571,428
Anthony Eastman 300,000 1,000,000
Marcus Edwards-Jones - appointed
29 September 2020 - 200,000
----------- ----------
11,521,428 1,771,428
----------- ----------
(1) Exercisable at GBP0.05
31 December 2019 Shares Warrants
---------------------------------- ----------- ---------
Russell Fryer 10,650,000 -
Anthony Eastman 300,000 -
Christopher Ecclestone - resigned
18 March 2020 600,000 -
----------- ---------
11,550,000 -
----------- ---------
6. Events subsequent to PERIOD end
Subsequent to period end, the Company issued 9,809,021 new
ordinary shares as a result of the exercise of 8,900,000 GBP0.10
warrants and 909,021 GBP0.05 warrants resulting in the receipt of
GBP935,451 net funds into the Company.
**ENDS**
For further information on the Company please visit
www.criticalmetals.co.uk or contact:
Russell Fryer Critical Metals plc Tel: +44 (0)20
7236 1177
Rory Murphy / Strand Hanson Limited Tel: +44 (0)20
James Bellman Financial Adviser 7409 3494
Lucy Williams Peterhouse Capital Limited, Tel: +44 (0)20
/ Corporate Broker 7469 0936
Heena Karani Tel: +44 (0)20
7469 0933
Catherine Leftley St Brides Partners Ltd, Tel: +44 (0)20
/ Charlotte Hollinshead Financial PR 7236 1177
About Critical Metals
Critical Metals was formed as an investment company and intends
to make equity investments into operators or near-term production
operators within the natural resources development and production
sector in the continent of Africa. It is envisaged that such
acquisition or acquisitions will trigger a reverse takeover in
accordance with the Listing Rules published by the FCA. The Company
intends to search for acquisition opportunities in the natural
resources sector with known deposits, and more specifically
minerals that are perceived to have strategic importance to future
economic growth. Commodities such as antimony, beryllium, cobalt,
copper, fluorspar, gold, rare earth elements, tin, tungsten,
titanium, and vanadium have been identified by several governments
as 'critical minerals' whereby security of supply is increasingly
seen as a strategic necessity. The Company therefore believes that
the market conditions for these minerals will remain positive in
the short-to-long term.
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END
IR VQLFLFXLLBBV
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