TIDMKAT
RNS Number : 2620N
Katoro Gold PLC
22 September 2023
Katoro Gold plc (Incorporated in England and Wales)
(Registration Number: 9306219)
Share code on AIM: KAT
ISIN: GB00BSNBL022
('Katoro' or 'the Company')
Dated: 22 September 2023
Katoro Gold plc ( ' Katoro ' or the ' Company ' )
Unaudited Interim Results for the six months ended 30 June
2023
Katoro Gold plc (AIM: KAT), the strategic and precious minerals
exploration and development company, announces its unaudited
interim financial results for the six-month period ending 30 June
2023.
Overview of key highlights during the interim period to
date:
-- On 15 March 2023 the Company sub-divided the existing
Ordinary shares of GBP0.01 into one Deferred Share of GBP0.009 each
and one Ordinary Share of GBP0.001 each. Shareholders retained the
same number of shares, it was simply the par value that
changed.
-- The successful conclusion of a fundraise, of which a gross
amount of GBP150,000 (GBP140,900 net of fees) was raised at 0.1
pence per share. Funding has been utilised for ongoing working
capital and to conclude a project assessment process (RNS dated 3
April 2023).
-- On 14 June 2023 two Directors of the Company retired to
pursue other interests going forward. The Company thanks both
gentlemen for their dedicated support and contribution to the
Company during their tenure.
-- The appointment of Beaumont Cornish Limited as the Company's
new Nominated Advisor ('NOMAD'). This appointment was made in
accordance with Rule 1 of the AIM Rules for Companies (RNS dated 10
January 2023).
The full unaudited interim financial results for the six-month
period ending 30 June 2023 can be viewed below and at www.
katorogold.com .
This announcement contains inside information as stipulated
under the Market Abuse Regulations (EU) no. 596/2014.
**S**
For further information please visit www.katorogold.com or
contact:
Louis Coetzee info@kibo.energy Kibo Energy plc Chief Executive
Officer
James Biddle +44 207 628 3396 Beaumont Cornish Nominated Adviser
Roland Cornish Limited
------------------------------ -------------------- ------------------
Nick Emmerson +44 148 341 3500 SI Capital Ltd Broker
Sam Lomanto
------------------------------ -------------------- ------------------
Zainab Slemang zainab@lifacommunications.com Lifa Communications Investor and
van Rijmenant Media Relations
Consultant
------------------------------ -------------------- ------------------
Chairman's Statement
I am pleased to present Katoro Gold's Interim Financial
Statements for the six months ending 30 June 2023.
The first half of this year continued to be dedicated to the
pursuit of a new suitable project acquisition(s) and the
development of projects and opportunities in the strategic and
precious minerals' exploration sector. Where appropriate and
prudent, development work on current projects continued despite
significant challenges, most notably, severe funding
constraints.
Exploration and Development
During the 2022 financial year, the Company successfully
completed the Haneti Project's diamond drill programme, refined the
geological modelling to focus efforts on high-potential areas, and
thereby improving strategic alignment for upcoming endeavours
currently under consideration. A comprehensive desktop analysis of
historical exploration data, incorporating insights from the 2022
Haneti diamond drilling campaign was also conducted. The analysis
assisted in selective target identification for future project
exploration efforts and also informs ongoing dialogue with
potential project partners. Exploration expenditure during 2023 was
significantly lower than 2022, given funding constraints as well as
the focus on reviewing all available exploration data and results
to determine the most appropriate next steps towards advancing
exploration work on the Henati project.
The Imweru Gold Project still resides with the Lake Victoria
Gold ('LVG') joint venture, with LVG holding an 80% interest in the
JV as announced on 7 March 2022. Lake Victoria Gold is also
developing the adjacent Imwelo Gold Project, with a view on
maximising the full potential of the two projects by consolidating
them..
In line with our aim to diversify the Katoro Gold exploration
portfolio, we continue to investigate and evaluate opportunities,
aligned with the Company's strategy, with specific focus on the
identification of opportunities/projects that demonstrates a clear
path to production and with significant shareholder value
potential.
Corporate
During the first half of 2023, Katoro successfully secured
funding to further the Company's strategic objectives and fulfil
its general working capital requirements. On 3 April 2023, the
Company announced the successful conclusion of a fundraise through
which an amount of GBP150,000 (gross) was raised at 0.1 pence per
share, through a placing by SI Capital. The placing comprised of
GBP130,000 raised by SI Capital with directors subscribing for a
further GBP20,000. Proceeds from said placing were utilised for
ongoing working capital and to progress the continued assessment
and consolidation of the Company's asset portfolio.
The Company also issued a total of 59 085 100 new Ordinary
Shares at 0.1p, to the value of GBP59 085, to Directors to settle
accrued Directors' fees. (Refer to the RNS' dated 3 and 11 April
2023 for further information).
On 14 June 2023 two Directors of the Company retired to pursue
other interests. The remaining non-executive directors have been
appointed to the risk-, audit- and remuneration committees to
ensure compliance with corporate governance framework.
On 10 January 2023, the Company announced the appointment of
Beaumont Cornish Limited as its new NOMAD, the appointment of which
was made in accordance with Rule 1 of the AIM Rules for
Companies.
Conclusion
I remain confident in the Company's ongoing efforts to
consolidate and advance the Katoro portfolio towards the creation
and unlocking of shareholder value. We are optimistic about the
various initiatives currently underway and look forward to what
these may deliver during the second half of 2023. I also want to
use this opportunity to thank the directors, shareholders and staff
for their continued support and commitment.
Louis Coetzee
Executive Chairman
Unaudited interim results for the six months ended 30 June
2023
Unaudited condensed consolidated interim Statement of
Comprehensive Income
For the six months ended 30 June 2023
6 months to 6 months to 12 months to
Note 30 June 30 June 31 December
2023 2022 2022
(Unaudited) (Unaudited and Restated) (Audited)
GBP GBP GBP
------------ ------------------------- -------------
Revenue - - -
Cost of sales - - -
------------ ------------------------- -------------
Gross Profit - - -
------------ ------------------------- -------------
Administrative expenses (261,265) (479,491) (664,682)
Foreign exchanges (loss) / gain (240) 60,714 (407)
Reversal of impairment / (impairment) 15 1,067 - (224,966)
Share of loss in associate 15 (1,067) - (4,408)
Loss on disposal of subsidiary - - (75,922)
Share-based payment transactions 6 (22,796) - -
Exploration expenditure (26,800) (278,645) (285,374)
Operating profit/loss (311,101) (697,422) (1,255,759)
------------ ------------------------- -------------
Other Income - 142,045 -
Finance Income 7 15,152 5,260
------------ ------------------------- -------------
Profit / (loss) before tax (311,094) (540,225) (1,250,499)
------------ ------------------------- -------------
Tax - - (61)
------------ ------------------------- -------------
Profit/(loss) for the period (311,094) (540,225) (1,250,560)
------------ ------------------------- -------------
Other comprehensive income
Exchange differences on translating of foreign
operations 6,841 105,383 97,226
------------ ------------------------- -------------
Total comprehensive loss (304,253) (434,842) (1,153,334)
------------ ------------------------- -------------
Loss for the period (311,094) (540,225) (1,250,560)
------------ ------------------------- -------------
Attributable to owners of the parent (293,559) (431,128) (1,054,079)
Attributable to non-controlling interest (17,535) (109,097) (196,481)
------------ ------------------------- -------------
Total comprehensive loss (304,253) (434,842) (1,153,334)
------------ ------------------------- -------------
Attributable to owners of the parent (329,812) (325,745) (994,101)
Attributable to non-controlling interest 25,559 (109,097) (159,233)
------------ ------------------------- -------------
Earnings / (loss) per share
Basic and diluted earnings / (loss) per share (pence) 4 (0.05) (0.09) (0.23)
Unaudited condensed consolidated interim Statement of Financial
Position
As at 30 June 2023
6 months to 6 months to 12 months to
30 June 30 June 31 December
Note 2023 2022 2022
(Unaudited) (Unaudited & Restated) (Audited)
GBP GBP GBP
------------ ----------------------- -------------
Assets
Non-current assets
Intangible assets 7 - 209,500 -
Investments in associates 15 - 182,301 -
------------ ----------------------- -------------
- 391,801 -
------------ ----------------------- -------------
Current assets
Other receivables 7,743 21,002 16,340
Cash and cash equivalents 25,443 342,481 49,596
Total current assets 33,186 363,483 65,936
------------ ----------------------- -------------
Total Assets 33,186 755,284 65,936
------------ ----------------------- -------------
Equity
Called-up share capital 5 669,497 4,604,125 4,604,125
Share premium 2,962,582 2,962,582 2,962,582
Deferred share capital 5 4,143,713 - -
Capital contribution reserve 10,528 10,528 10,528
Translation reserve (333,190) (251,532) (296,937)
Merger reserve 1,271,715 1,271,715 1,271,715
Warrant and share-based payment reserve 6 474,352 946,153 828,223
Retained deficit (9,235,396) (8,813,483) (9,318,504)
------------ ----------------------- -------------
Reserves attributable to owners (36,199) 730,088 61,732
Minority interest (267,081) (242,504) (292,640)
------------ ----------------------- -------------
Total Equity (303,280) 487,584 (230,908)
------------ ----------------------- -------------
Liabilities
Current liabilities
Trade and other payables 3 144,216 82,921 106,615
Other financial liabilities 192,250 184,779 190,229
------------ ----------------------- -------------
Total current liabilities 336,466 267,700 296,844
------------ ----------------------- -------------
Total Equity and Liabilities 33,186 755,284 65,936
------------ ----------------------- -------------
Unaudited condensed consolidated Statement of Changes in
Equity
Share Share Deferred Warrant Merger Capital Foreign Retained Non-controlling Total
Capital Premium Share reserve Reserve Contribution currency deficit interest
Capital and share Reserve translation
based reserve
payment
reserve
============ =========== =========== ========== =========== ============= ============ ============= ================ ============
GBP GBP GBP GBP GBP GBP GBP GBP GBP GBP
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Balance at 31 December
2022 (audited) 4,604,125 2,962,582 - 828,223 1,271,715 10,528 (296,937) (9,318,504) (292,640) (230,908)
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Loss for the period - - - - - - (293,559) (17,535) (311,094)
Other comprehensive loss
- exchange differences - - - - - - (36,253) - 43,094 6,841
Capital reorganisation (4,143,713) - 4,143,713 - - - - - - -
Warrants issued - - - 22,796 - - - - - 22,796
Warrants expired - - - (376,667) - - - 376,667 - -
Proceeds of share issue
of share capital 209,085 - - - - - - - - 209,085
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Balance at 30 June 2023
(unaudited) 669,497 2,962,582 4,143,713 474,352 1,271,715 10,528 (333,190) (9,235,396) (267,081) (303,280)
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Balance at 31 December
2021 (audited) 4,604,125 2,962,582 - 946,153 1,271,715 10,528 (356,915) (8,382,355) (133,407) 922,426
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Loss for the period - - - - - - - (431,128) (109,097) (540,225)
============ =========== =========== ========== =========== ============= ============ ============= ================ ============
Other comprehensive loss
- exchange differences - - - - - - 105,383 - - 105,383
Balance at 30 June 2022
(unaudited) - Restated 4,604,125 2,962,582 - 946,153 1,271,715 10,528 (251,532) (8,813,483) (242,504) 487,584
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Balance at 1 January 2022
(audited) 4,604,125 2,962,582 - 946,153 1,271,715 10,528 (356,915) (8,382,355) (133,407) 922,426
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Loss for the period - - - - - - - (1,054,079) (196,481) (1,250,560)
Other comprehensive
income - exchange
differences - - - - - - 59,978 - 37,248 97,226
Expiry of share warrants
and options - - - (117,930) - - - 117,930 - -
Balance at 31 December
2022 (audited) 4,604,125 2,962,582 - 828,223 1,271,715 10,528 (296,937) (9,318,504) (292,640) (230,908)
------------ ----------- ----------- ---------- ----------- ------------- ------------ ------------- ---------------- ------------
Notes 5 5 6
Unaudited condensed consolidated interim Statement of Cash
Flow
For the six months ended 30 June 2023
6 months 6 months 12 months
to to to
30 June 30 June 31 December
2023 2022 2022
(Unaudited) (Unaudited) (Audited)
GBP GBP GBP
------------ ------------ ------------
Loss for the period before
taxation (311,094) (540,225) (1,250,499)
Adjusted for:
Foreign exchange loss / (gain) 240 (5,875) 407
Share-based payment transactions 22,796 - -
Share in loss in associate - - 4,408
(Profit) / loss on disposal
of subsidiaries - (142,045) 75,922
Impairments of associates - - 15,466
Impairments of intangible assets - - 209,500
Impairments of other financial
assets - 71,002 -
Share issue costs not settled
in cash 9,100 - -
Other non-cash items 8,622 - 961
Non-trade expenses not settled
in cash 59,085 - -
------------ ------------ ------------
Operating loss before working
capital changes (211,251) (617,143) (943,835)
Decrease in trade and other
receivables 8,597 27,700 32,362
Increase / (Decrease) in trade
and other payables 37,601 (5,531) 18,163
------------ ------------ ------------
Net cash outflows from operating
activities (165,053) (594,974) (893,310)
------------ ------------ ------------
Cash flows from financing
activities
Issue of shares (net of share
issue costs) 140,900 - -
Proceeds from other financial
liabilities - 109,499 114,950
------------ ------------ ------------
Net cash proceeds from financing
activities 140,900 109,499 114,950
------------ ------------ ------------
Net decrease in cash and cash
equivalents (24,153) (485,475) (778,360)
Cash and cash equivalents at
beginning of period 49,596 827,956 827,956
------------ ------------ ------------
Cash and cash equivalents
at end of period 25,443 342,481 49,596
------------ ------------ ------------
Notes to the unaudited condensed consolidated interim financial
statements
For the six months ended 30 June 2023
Note 1 General information
Katoro Gold plc ('Katoro' or the 'Company') is incorporated in
England and Wales as a public limited company ('plc'). The
Company's registered office is located at 60 Gracechurch Street,
London EC3V OHR.
The principal activity of Katoro, through its subsidiaries
(together the 'Group'), is to carry out evaluation and exploration
studies within a licenced portfolio area with a view to generating
commercially viable Mineral Resources, namely gold and nickel
mines. In Haneti, the Group has one nickel mining project, which
has mineral exploration licences currently held by Eagle
Exploration Ltd.
The condensed interim consolidated financial statements do not
represent statutory accounts within the meaning of section 435 of
the Companies Act 2016.
The condensed consolidated financial statements of the Company
have been prepared in accordance with the Accounting Standard IAS
34, 'Interim Financial Reporting', as adopted by the UK.
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
period ended 31 December 2022, which has been prepared in
accordance with UK-adopted IFRSs, and any public announcements made
by Katoro Gold plc during the interim reporting period.
The condensed consolidated financial statements of the Group are
presented in Pounds Sterling, which is the functional and
presentation currency for the Group and its related
subsidiaries.
The condensed consolidated financial statements do not represent
statutory accounts within the meaning of section 435 of the
Companies Act 2016.
Accounting policies applied are consistent with those of the
previous financial period and annual report unless where new
standards became effective during the period and a newly adopted
accounting policy for Investments in equity instruments -
Associates.
The seasonality or cyclicality of operations does not impact on
the interim financial statements.
Investments in associates
Associates are all entities over which the group has significant
influence but not control, generally accompanying a shareholding
between 20% and 50% of the voting rights. Investments in associates
are accounted for using the equity method of accounting.
Use of estimates and judgements
The preparation of these consolidated statements in conformity
with UK adopted International Accounting Standards require
management to make judgements, estimates and assumptions that
affect the application of accounting policies and the reported
amounts of assets, liabilities, income, and expenses.
The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be
reasonable under the circumstances, the results of which form the
basis of making judgements about carrying values of assets and
liabilities that are not readily apparent from other sources.
In particular, there are significant areas of estimation,
uncertainty and critical judgements in applying accounting policies
that have the most significant effect on the amounts recognised in
the financial statements in the following areas:
-- Exploration and evaluation expenditure;
-- Impairment assessment of non-financial assets;
Exploration and evaluation expenditure - significant judgement
concerning the choice of accounting policy
In line with the Group's accounting policy, all the exploration
and evaluation expenditure has been charged to profit or loss, as
in the judgement of the Directors the commercial viability of the
mineral deposits had not been established. Moreover, until such
time that commercial viability of the Blyvoor Joint Venture is
reached, and the recoverability of the other financial asset
receivable, as disclosed below, is more certain all amounts
contributed to the joint operation will be expensed to exploration
and evaluation expenditure.
Impairment assessment of non-financial assets
In applying IAS 36, impairment assessments are performed
whenever events or changes in circumstances indicate that the
carrying amount of an asset or CGU may not be recoverable.
Estimates are made in determining the recoverable amount of assets
which includes the estimation of cash flows and discount rates used
as well as determination of the fair value in an open market
transaction, where available. In estimating the cash flows,
management bases cash flow projections on reasonable and
supportable assumptions that represent management's best estimate
of the range of economic conditions that will exist over the
remaining useful life of the assets. The discount rates used
reflect the current market assessment of the time value of money
and the risks specific to the assets for which the future cash flow
estimates have not been adjusted. Where market values are available
for similar assets in a similar condition, managements assess the
reasonability of these valuations in order to utilise these
valuations as a comparable open market value to determine whether
an indication of impairment exists.
Joint arrangements - Blyvoor Joint Venture
Arrangements under which Katoro has contractually agreed to
share control with another party or parties are joint ventures
where the parties have rights to the net assets of the arrangement,
or joint operations where the parties have rights to the assets and
obligations for the liabilities relating to the arrangement.
Exploration & Evaluation Assets
Exploration and evaluation activity involves the search for
mineral resources, the determination of technical feasibility and
the assessment of commercial viability of an identified
resource.
Exploration and evaluation activity includes:
-- researching and analysing historical exploration data.
-- gathering exploration data through topographical, geochemical, and geophysical studies.
-- exploratory drilling, trenching and sampling.
-- determining and examining the volume and grade of the resource.
-- surveying transportation and infrastructure requirements; and
-- conducting market and finance studies.
Exploration and evaluation expenditure is charged to the income
statement as incurred except in the following circumstances, in
which case the expenditure may be capitalised:
In respect of minerals activities:
-- the exploration and evaluation activity are within an area of
interest which was previously acquired as an asset acquisition or
in a business combination and measured at fair value on
acquisition; or
-- the existence of a commercially viable mineral deposit has been established.
At each reporting period end the capitalisation criteria had not
been met due to the existence of a commercially viable mineral
deposit not being established and therefore no exploration and
evaluation assets have been recognised.
Capitalised exploration and evaluation expenditure considered to
be tangible is recorded as a component of property, plant and
equipment at cost less impairment charges. Otherwise, it is
recorded as an intangible.
Intangible assets all relate to exploration and evaluation
expenditure which are carried at cost with an indefinite useful
life and therefore are reviewed for impairment when there are
indicators of impairment. Where a potential impairment is
indicated, assessment is performed for each area of interest in
conjunction with the group of operating assets (representing a cash
generating unit) to which the exploration is attributed.
Exploration areas at which reserves have been discovered but
require major capital expenditure before production can begin, are
continually evaluated to ensure that commercial quantities of
reserves exist or to ensure that additional exploration work is
under way or planned.
Note 2 Going concern
The Company currently generates no revenue and had a net
liability position of GBP303,280 and available cash reserves of
GBP25,443 as at 30 June 2023 (30 June 2022: net asset position of
GBP487,584 and cash reserves of GBP342,481 and 31 December 2022:
net liability position of GBP230, 908 and cash reserves of
GBP49,596). The Company's existing cash resources are expected to
run out by approximately the end of September 2023 and therefore
the Company is reliant on completing a fundraise by that date to
fund its ongoing working capital.
The Directors regularly review cash flow requirements to ensure
the Group can meet financial obligations as and when they fall due.
The Directors have evaluated the Group's liquidity risk and
liquidity requirements to confirm whether the Group has adequate
cash resources and working capital to continue as a going concern
for the foreseeable future. The Directors assessed available
information about the future, possible outcomes of planned events
and the responses to such events and conditions that would be
available to the Board.
In the past the Group has raised funds via equity contributions
from new and existing shareholders, enabling the Group to remain a
going concern until such time that revenues are earned through the
sale or development and mining of a mineral deposit. There can be
no assurance that such funds will continue to be available on
reasonable terms, or at all in future.
There is a material uncertainty related to the events or
conditions described above that may cast significant doubt on the
entity's ability to continue as a going concern, and, therefore,
that it may be unable to realise its assets and discharge its
liabilities in the normal course of business.
In response to the above the Directors continue to review the
Group's options to secure additional funding for its general
working capital requirements, alongside its ongoing review of
potential acquisition targets and corporate development needs. A
deferral of Directors' salaries has been agreed upon in the short
term.
The evaluation of the going concern considers that Katoro has a
strong proven track record of being able to source funding on an
ongoing basis, even in difficult market conditions, and it expects
to be able to continue doing so.
Various other sources of funding are being considered, most
notably:
-- Capital placing
-- Credit loan notes
-- Exercise of outstanding warrants
-- A letter of support can be obtained from Kibo Energy Plc, a
shareholder
Katoro also enjoys strong support, with specific reference to
funding, from its corporate broker, SI Capital Ltd, which also has
a proven track record of being able to facilitate ongoing
funding.
The Group and Company will require additional finance to
progress work on its current assets and bring them to commercial
development and cash generation. As a result, the Directors
continue to monitor and manage the Company's cash and overheads
carefully in the best interests of its shareholders.
Whilst the Directors continue to consider it appropriate to
prepare the financial statements on a going concern basis the above
constitutes a material uncertainty that shareholders should be
aware of.
Note 3 Trade and other payables
30 June 30 June 31 December
2023 2022 2022
GBP GBP GBP
-------- -------- ------------
Trade payables 92,667 82,921 8,989
Accruals 51,549 - 97,626
-------- -------- ------------
144,216 82,921 106,615
-------- -------- ------------
Note 4 Earnings per share
The calculation of loss per share is based on the following loss
and number of shares:
30 June 30 June 31 December
2023 2022 2022
GBP GBP GBP
------------ ------------ ------------
Loss for the period
from continuing operations
attributable to equity
holders of parent (293,559) (431,128) (1,054,079)
------------ ------------ ------------
Weighted average basic
and diluted number of
shares 615,980,994 460,412,590 460,412,593
------------ ------------ ------------
Basic and diluted earnings/(loss)
per share (pence) (0.05) (0.09) (0.23)
The Group presents basic and diluted EPS data on the basis that
the current structure has always been in place. Therefore, the
number of Katoro shares in issue as at the period end has been used
in the calculation. Basic earnings/Loss per share is calculated by
dividing the profit/loss for the period from continuing operations
of the Group by the weighted average number of shares in issue
during the period.
The Company had in issue warrants and options at 30 June 2023.
The inclusion of such warrants and options in the weighted average
number of shares in issue would be anti-dilutive, and therefore,
they have not been included for the purpose of calculating the loss
per share.
Note 5 Share Capital
The called-up and fully paid share capital of the Company is as
follows:
30 June 30 June 31 December
2023 2022 2022
GBP GBP GBP
-------- ---------- ------------
Allotted, called-up
and fully paid: 669,497 4,604,125 4,604,125
-------- ---------- ------------
A reconciliation of share capital is set out below:
Number of Allotted, Deferred
shares called-up share capital
and fully
paid
GBP GBP
------------ ------------ ---------------
At 1 January 2022 460,412,593 4,604,125 -
At 1 July 2022 460,412,593 4,604,125 -
At 1 January 2023 460,412,593 4,604,125 -
------------ ------------ ---------------
Capital reorganisation - (4,143,713) 4,143,713
Shares issued 209,085,100 209,085 -
At 30 June 2023 669,497,693 669,497 4,143,713
------------ ------------ ---------------
The following share transactions took place during the period 1
January 2023 to 30 June 2023:
-- On 16 March 2023 Katoro underwent a capital reorganisation
whereby all ordinary shares in issue as at the date of subdivision
was subdivided into an Ordinary Share of GBP0.001 and a Deferred
Share of GBP0.009.
-- On 3 April 2023 130,000,000 shares in Katoro was issued at
par value of GBP0.001 as part of a cash placement.
-- On 3 April 2023 20,000,000 shares in Katoro was issued at par
value of GBP0.001 as part of directors subscriptions'.
-- On 3 April 2023 48,000,000 shares in Katoro was issued at par
value of GBP0.001 in lieu of payment for Director's fees due.
-- On 11 April 2023 11,085,100 shares in Katoro was issued at
par value of GBP0.001 in lieu of payment for Director's fees
due.
Note 6 Warrant and Share-based payment reserve
Warrants
The following reconciliation serves to summarise the composition
of the warrant reserve as at period end:
30 June 30 June 31 December
2023 2022 2022
GBP GBP GBP
---------- -------- ------------
Opening balance of warrant
reserve 376,667 494,597 494,597
Issue of warrants 22,796 - -
Expiry of warrants (376,667) - (117,930)
474,352 494,597 376,667
---------- -------- ------------
Reconciliation of the quantity of warrants in issue:
30 June 30 June 31 December
2023 2022 2022
------------- ------------ -------------
Opening balance 166,166,666 194,574,999 194,574,999
Warrants exercised - - -
Warrants issued 209,085,100 - -
Warrants expired (36,666,666) - (28,408,333)
------------- ------------ -------------
338,585,100 194,574,999 166,166,666
------------- ------------ -------------
No warrants have been exercised in the six-month period ended 30
June 2022.
The following warrant transactions took place during the period
1 January 2023 to 30 June 2023:
-- On 3 April 2023 130,000,000 warrants were issued pursuant a
share issue. The warrants have an exercise price of GBP0.002 each
and expire 36 months after the issue thereof.
-- On 3 April 2023 20,000,000 warrants were issued pursuant a
share issue. The warrants have an exercise price of GBP0.002 each
and expire 36 months after the issue thereof.
-- On 3 April 2023 48,000,000 warrants were issued to directors
pursuant a share issue. The warrants have an exercise price of
GBP0.002 each and expire 36 months after the issue thereof.
-- On 3 April 2023 11,085,100 warrants were issued to directors
pursuant a share issue. The warrants have an exercise price of
GBP0.002 each and expire 36 months after the issue thereof.
-- On 25 June 2023 36,666,666 warrants previously in issue expired.
All warrants have been valued on the Black-Scholes model based
on a risk free rate of 3.41% and volatility of 117%.
Share Options
The following reconciliation serves to summarise the composition
of the share-based payment reserve as at period end:
30 June 30 June 31 December
2023 2022 2022
GBP GBP GBP
-------- -------- ------------
Opening balance of share-based
payment reserve 451,556 451,556 451,556
Vesting of share options - - -
-------- -------- ------------
451,556 451,556 451,556
-------- -------- ------------
Reconciliation of the quantity of Share Options in issue:
30 June 30 June 31 December
2023 2022 2022
----------- ----------- ------------
Opening balance 32,244,781 32,244,781 32,244,781
Closing balance 32,244,781 32,244,781 32,244,781
----------- ----------- ------------
During the period no new share options were vested and no share
options expired.
Note 7 Exploration and evaluation assets
Exploration and evaluation assets consist solely of separately
identifiable prospecting assets held by Kibo Nickel and its
subsidiaries.
The following reconciliation serves to summarise the composition
of intangible prospecting assets as at period end:
Reconciliation of exploration and evaluation
assets
GBP
----------
Carrying value at 1 January 2022 209,500
----------
Carrying value at 30 June 2022 209,500
Impairment (209,500)
----------
Carrying value at 31 December 2022 -
----------
Carrying value at 30 June 2023 -
----------
Haneti comprises tenements (prospecting licences, offers and
applications) prospective for nickel, platinum-group-elements and
gold. It covers an area of approximately 5,000 sq. km in central
Tanzania and forms a near contiguous project block. The project
area straddles the Dodoma, Kondoa and Manyoni districts all within
the Dodoma (Administrative) Region. The main prospective belt of
rocks within the project, the Haneti-Itiso Ultramafic Complex
(HIUC), is centred on the small town of Haneti, located 88
kilometres north of Tanzania's capital city Dodoma. The HIUC
sporadically crops out over a strike length of 80 kilometres with
most outcrop exposure occurring 15 kilometres east of Haneti
village where artisanal mining of the semi-precious mineral
chrysoprase (nickel-stained chalcedonic quartz) is being carried
out at a few localities.
As at 31 December 2022, the Company had successfully completed
the diamond drilling programme. The results were analysed and will
allow for a refined approach during the next phase of the project,
with a focus on specified areas. This plan has not yet been
developed in sufficient detail and accordingly further funding has
not yet been obtained. Due to this uncertainty, management has
applied a provision for impairment against the carrying value of
the intangible asset to the value of GBP209,500, during the
December 2022 financial year. The status remained the same at the
interim period ended on 30 June 2023.
Note 8 Board of Directors
Non-executive directors Paul Dudley and Myles Campion retired on
14 June 2023 due to other interests they wish to pursue going
forward. The remaining non-executive directors have been appointed
on the risk-, audit- and remuneration committees to ensure
compliance with the corporate governance framework. Additional
directors will be appointed if the need arises.
Note 9 Events after the reporting period
The directors are not aware of any material event that occurred
after the reporting date and up to the date of this report.
Note 10 Unaudited results
These condensed consolidated interim financial results have not
been audited or reviewed by the Group's auditors.
Note 11 Commitments and contingencies
There are no material contingent assets or liabilities as at 30
June 2023.
Note 12 Segment reporting
Segmental disclosure per category
Mining and Corporate Total
exploration
GBP GBP GBP
------------- ---------- ------------
30 June 2023
Administrative costs (108,412) (154,142) (262,554)
Exploration expenditure (26,800) - (26,800)
Other profit or loss
items (51) (21,689) (21,740)
------------- ---------- ------------
Loss before tax (135,263) (175,831) (311,094)
Segmental assets 4,716 28,470 33,186
Segmental liabilities 245,710 90,756 336,466
------------- ---------- ------------
30 June 2022
Administrative costs (143,570) (335,921) (479,491)
Exploration expenditure (278,645) - (278,645)
Other profit or loss
items 70,138 147,773 217,911
------------- ---------- ------------
Loss before tax (352,077) (188,148) (540,225)
Segmental assets 244,817 510,467 755,284
Segmental liabilities 211,907 55,793 267,700
------------- ---------- ------------
31 December 2022
Administrative costs (261,794) (627,854) (889,648)
Exploration expenditure (285,374) - (285,374)
Other profit or loss
items 445 (75,922) (75,477)
------------- ---------- ------------
Loss before tax (546,723) (703,776) (1,250,499)
Segmental assets 6,103 59,833 65,936
Segmental liabilities 219,192 77,652 296,844
------------- ---------- ------------
Segmental disclosure per geographical location
Tanzania Cyprus United South Total
Kingdom Africa
GBP GBP GBP GBP GBP
---------- ---------- ------------ -------- ------------
30 June
2023
(Loss)/profit
before
tax (31,330) (106,311) (175,831) 2,378 (311,094)
Segmental
assets 4,513 - 28,470 203 33,186
30 June
2022
Profit/(loss)
before
tax (282,130) 754,127 (1,009,653) (2,569) (540,225)
Segmental
assets 215,252 806,676 (293,922) 27,278 755,284
31 December
2022
Loss before
tax (300,438) (212,725) (729,695) (7,641) (1,250,499)
Segmental
assets 214,705 996 435,945 1,818 653,464
---------- ---------- ------------ -------- ------------
Note 13 Related parties
Relationships
Name Relationship
Kibo Energy plc Significant shareholder and controlling
parent
Power Metal Resources plc Significant shareholder of a subsidiary
Board of directors
Louis Coetzee Chairman (Executive)
Lukas Maree Non-executive director
Louis Scheepers Non-executive director
Myles Campion Non-executive director
Paul Dudley Non-executive director
Related party balances 30 June 30 June 31 December
included in: 2023 2022 2022
GBP GBP GBP
---------- ---------- ------------
Trade Payables
Kibo Energy plc (6,025) (20,247) (16,025)
---------- ---------- ------------
Other financial liabilities
Power Metal Resources
plc (192,250) (184,779) (190,229)
---------- ---------- ------------
Accrued directors'
fees payable
Louis Coetzee (8,878) - (2,939)
Louis Scheepers (8,878) - (2,939)
Myles Campion (7,122) - (2,939)
Paul Dudley (7,246) - (3,436)
Tinus Maree (8,878) - (2,939)
(41,002) - (15,192)
(239,277) (205,026) (221,446)
Related party transactions 30 June 30 June 31 December
included in: 2023 2022 2022
GBP GBP GBP
---------- ---------- ------------
Issue of share in lieu
of payment of accrued
directors fees
Louis Coetzee 12,000 - -
Louis Scheepers 12,000 - -
Myles Campion 12,000 - -
Paul Dudley 11,085 - -
Tinus Maree 12,000 - -
Issue of warrants
Louis Coetzee 1,308 - -
Louis Scheepers 1,308 - -
Myles Campion 1,308 - -
Paul Dudley 1,211 - -
Tinus Maree 1,308 - -
65,528 - -
---------- ---------- ------------
Related parties of the Group comprise subsidiaries, significant
shareholders and the Directors.
Transactions between the Company and its subsidiaries, which are
related parties, have been eliminated on consolidation.
Transactions with related parties are affected on a commercial
basis and related party debts are repayable on a commercial
basis.
The transactions during the period between the Company and its
subsidiaries included the settlement of expenditure to/from
subsidiaries, working capital funding and settlement of the
Company's liabilities through the issue of equity in subsidiaries.
The loans to/from Group companies do not have fixed repayment terms
and are unsecured.
Note 14 Principal risks
The principal risks and uncertainties identified in the last
Annual Report of Katoro Gold plc, issued in May 2023, have not
materially changed/altered in the interim period.
Note 15 Investment in associates
The investment in associates have been valued on the fair value
of the disposal price of the Kibo Gold subgroup to LVG and is
carried at equity accounted value less impairment.
GBP
-----------
Opening balance at 1 January 2022 -
Recognition of associate 182,301
-----------
Proceeds for the disposal of 80% of Kibo
Gold subgroup to LVG 729,203
Fair value of the 100% shareholding of
Kibo Gold subgroup 911,504
Fair value of the 20% interest in Kibo
Gold subgroup retained 182,301
-----------
Closing balance at 30 June 2022 182,301
Additional contributions 19,919
Share in loss of Associate (4,408)
Impairment (197,812)
-----------
Closing balance as at 31 December 2022 -
Share in loss of Associate (1,067)
Reversal of impairment 1,067
-----------
Closing balance at 30 June 2023 -
-----------
Note 16 Financial instruments - Fair value and risk management
The carrying amount of all financial assets and liabilities
approximates the fair value. Directors consider the carrying value
of financial instruments of a short-term nature, i.e. those that
mature in 12 months or less, to approximate the fair value of such
assets or liability classes.
The carrying values of longer-term assets are considered to
approximate their fair value as these instruments bear interest at
interest rates appropriate to the risk profile of the asset or
liability class.
The Group carries no unlisted financial instruments measured in
the statement of financial position at fair value as at 30 June
2023, nor in any of the comparative periods.
Note 17 Comparative figures
Amounts relating to costs allocated to share premium were
reclassified during the period 1 January 2022 to 30 June 2022. This
resulted in no change to the net asset value of the company for the
period ended 30 June 2022. No changes were made to any other period
as this was corrected in the audited statutory accounts for the
year ended 31 December 2022.
Previously Effect Restated
stated of change
----------- ----------- ---------
GBP GBP GBP
----------- ----------- ---------
As at 30 June 2022
Statement of financial
position
Equity 487,584 - 487,584
----------- ----------- ---------
Statement of profit or
loss
Net loss 483,175 57,050 540,225
----------- ----------- ---------
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END
IR LBMJTMTITBPJ
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September 22, 2023 02:00 ET (06:00 GMT)
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