27 September 2024
Cadence Minerals
plc
("Cadence
Minerals", "Cadence", or "the Company")
Interim Results for the six
months ended 30 June 2024
Cadence Minerals plc (AIM/AQX: KDNC)
is pleased to announce its interim results for the six months ended
30 June 2024.
Despite the poor commodity and macro
backdrop, our primary investment, the Amapá Iron Ore Project, has
progressed well. The three targets we set for the year are either
completed or scheduled to be completed by year-end.
Highlights for Amapá Project
progress made in the period and post-period end include:
· The
completion of optimisation studies resulting in a 20% increase of
Post-tax Net Present Value ("NPV") to US$1.14 billion, with profit
after tax of US$3.14 billion over the Life of Mine
· A 10%
increase in average production after ramp-up to 5.82 million dry
metric tonnes per annum ("Mtpa") of Fe concentrate, consisting of
4.81 Mtpa at 65.4% Fe and 1.01 Mtpa at 62% Fe
concentrate.
· A 6%
decrease in Free on Board C1 Cash Costs to US$33.5/dry metric
tonne.
· The
submission of required environmental studies and applications for
the grant of the installation licenses at the Amapá Project.
· The
completion of the design of a 67% iron ore concentrate flow sheet,
with testing of the design currently underway.
The immediate focus of the Amapá
Project is financing the next stage of development, a goal to which
all the partners are fully dedicated. We believe this should be
done via a trade sale or a joint venture with a highly experienced
mining operator.
We are actively working towards this
goal and are currently discussing with potential joint venture
partners. These processes take time with extensive due diligence
and contract negotiations, and we know that shareholders want to be
informed about the detailed progress; however, for commercial
reasons and listing rule requirements, we will only announce once a
material contract has been executed.
Our other main investments are in
the lithium sector. With lithium prices down some 80% over the last
twelve months, we have seen a reduction in lithium equities, with
the average producer down some 38% during the current year. As our
investments are in either early-stage exploration or development
assets, the decrease in equity price was the primary driver of our
losses during the period.
Nonetheless, we see positive
indications in the lithium market, with market commentators
forecasting improvements in 2025 and supply shortfalls in the
2030s. However, it should be noted that we should not expect
lithium prices to return to levels seen in 2022 in the short to
medium term. Lithium demand is still growing significantly, so
prices should improve over the coming year.
Investment Review
Cadence operates an investment
strategy in which we invest in private projects via a private and
public equity model. In both investment classes, we take either an
active or passive role. We have reported in these segments
below.
Private Investments, Active
The
Amapá Iron Ore Project, Brazil ("Amapá" or
"Project")
Interest - 33.12% at 31/12/2023 and 34.14% at
30/06/2024
The Amapá Project is a large-scale
iron ore mine with associated rail, port, and beneficiation
facilities. It began operations in December 2007 but ceased in 2014
due to a geotechnical failure at the port facility, which limited
iron ore export. Before closing, the Project made an underlying
profit of US$54 million in 2012 and US$120 million in 2011. In
2008, the Project produced 712 thousand tonnes of iron ore
concentrate, and production increased to 4.8 million tonnes in 2011
and 6.1 million tonnes in 2012.
Investment
In 2019, Cadence entered into a
binding investment agreement to invest in and acquire up to 27% of
the Amapá iron ore mine, beneficiation plant, railway, and private
port owned by DEV Mineração S.A. ("DEV"). The agreement also gave
Cadence a first right of refusal to increase its stake to
49%.
To acquire its 27% interest, Cadence
invested US$6 million over two stages in a joint venture company,
Pedra and Branca Alliance ("PBA"). This investment was completed in
the first quarter of 2022. Since then, Cadence has invested another
US$7.29 million for a further 7.14% equity. At the end of the
period, Cadence Minerals had invested some US$13.8 million for
34.14% in the Project.
Operations Review
During the reporting period, we
continued to develop the Amapá Project. Our main operational goals
for this year were to complete our environmental applications,
reduce capital expenditure, improve Project economics, and resume
testing to produce a high-grade 67% iron ore
concentrate.
These targets had been mainly
achieved at the time of writing. Subsequently, we reported on
capital costs and increased mining during the period, which
delivered a 20% increase in the Project's Net Present Value. We
also submitted all the required environmental license applications,
which should be granted by the end of 2024.
We have started testing the flow
sheet design we developed during the period, which we expect to be
completed in the fourth quarter of this year.
Updated Pre Feasibility Study ("PFS")-level economic
study
In March this year, the Amapá
Project announced the results of the optimisation study, which
delivered material capital savings to the Project. The Amapá
Project carried out an updated PFS-level economic analysis based on
these results.
Updated Mining Schedule
As part of the optimisation work,
engineering consultants identified higher availability at the
processing plant, which increased the annual run-of-mine feed rate
to the processing plant. As a result, the mining and other related
engineering disciplines had to be re-examined, and in particular,
the mine schedule had to be recalculated to optimise the Project's
NPV.
As a result, a new life of mine
production plan was scheduled. This revised schedule allows for 15
years of production with the current economic values and a cut-off
of 25% Fe. The resultant life of the mine strip ratio is
approximately 0.4:1 (tonnes waste: tonnes ore), and the average ore
mine delivered to the plant is 13 million metric tonnes per
annum.
Project Financial
Analysis
An updated PFS financial model,
which included the updated mining schedule, lower capex, and lower
operational costs, was developed to evaluate the Project's
economics. All other aspects of the financial analysis remained the
same as per the PFS published in January 2023. Summary results from
the economic model outputs are presented in the table below. The
financial model considers 100% equity funding for the Project,
although the financing of the Project will be a mix of debt and
equity. A summary of the key financial information is presented
below, alongside the 2023 PFS data.
Table 1.1 Key Project Metrics (100% Project
basis)
Metric
|
Unit
|
2023
PFS Data
|
2024
PFS Data
|
|
Total ore feed to the
plant
|
Mt (dry)
|
176.88
|
176.93
|
|
Life of Mine
|
Years
|
16
|
15
|
|
Fe grade of ore feed to the
plant
|
%
|
39.34
|
39.34
|
|
Recovery
|
%
|
76.27
|
76.27
|
|
62.0% iron ore concentrate
production
|
Mtpa
|
0.89
|
0.95
|
|
65.4% iron ore concentrate
production
|
Mtpa
|
4.23
|
4.51
|
|
C1 Cash Costs FOB *
|
US$/DMT
|
35.53
|
33.50
|
|
C1 Cash Costs CFR **
|
US$/DMT
|
64.23
|
52.20
|
|
Pre-Production capital
investment***
|
US$M
|
399
|
343
|
|
Sustaining capital investment over
LOM****
|
US$M
|
245
|
245
|
|
Post-tax NPV (10%)
|
US$M
|
949
|
1,145
|
|
Post-tax IRR
|
%
|
34
|
42
|
|
Project payback
|
Years
|
4
|
4
|
|
Total profit after tax (net operating
profit)
|
US$B
|
2.96
|
3.14
|
|
*
|
Means operating cash costs,
including mining, processing, geology, OHSE, rail, port and site
G&A, divided by the tonnes of iron ore concentrate produced. It
excludes royalties and is quoted on a FOB basis (excluding shipping
to the customer).
|
**
|
Means the same as C1 Cash Costs FOB;
however, it includes shipping to the customer in China
(CFR).
|
***
|
Includes direct tax credit rebate
over 48 months
|
****
|
Includes both sustaining CAPEX and
deferred capital expenditure, specifically, improvements to the
railway and the installation of conveyor belt and mine site to rail
load out
|
|
|
|
|
|
|
Project Permitting
As announced in September 2023
(News
Release Here), the Amapá Project has
agreed with the Amapá State Environmental Agency ("SEMA") to an
expedited environmental licensing process, given that the Project
was previously operating and had been granted all required
licenses.
The Amapá Project owns the required
Mining Concessions; however, it must obtain a Mine Extraction and
Processing Permit ("Mining Permit") to begin operation. To obtain
this permit, the Amapá Project must obtain an Installation License
("LI") to begin construction and, when constructed, an Operational
License ("LO"). An LI and LO are also required to build and operate
the railway and port.
In April, the Amapá Project
submitted the required environmental studies and applications for
the Amapá mine and railway. This application was in the form of the
Environmental Control Plan, "PCA" (Plano de Controle Ambiental),
and an Environmental Control Report, "RCA" (Relatório de Controle
Ambiental). This was followed in early September when
The Project submitted the required
environmental studies and application for the LI grant for the iron
ore port.
Our joint venture has continued
engaging with SEMA and other relevant authorities, who have
indicated that the LI for the rail and mine remain on schedule for
the grant this year. Given the impact that the railway's restart
will make on local communities, the installation license for the
railway is anticipated to have some conditions precedent. This is
expected in any project of this nature. The Amapá Project
management team always anticipated this as part of the required
licensing requirements to redevelop the Amapá Iron Ore Project. Our
understanding from SEMA is that, based on the current timeline, all
the LIs will be granted by the end of 2024.
Secured Bank Settlement Iron Ore Shipments
As per the settlement agreement
announced in December 2021
here, the net proceeds of the one
shipment carried out in 2022, along with approximately half of the
net proceeds from the shipments in 2021, have been used to pay the
secured bank creditors.
In early 2024, we reached an
in-principle agreement on a one-time settlement amount with the
secured creditors and had a financing solution to make this
payment. However, we could not crystallise the financing due to a
longer-than-expected approval process from the secured creditors
and unfavourable iron ore prices. We remain optimistic that as the
iron ore price improves, we will be able to secure the funding
needed to make this one-time payment.
Development Plan for the Amapá Project
The goal is to bring this Project
back into production. Based on the positive results derived from
the updated economic assessment at a PFS level, we are now testing
the 67% iron ore concentrate product flow sheet. Once the flow
sheet is proven to the PFS level, this revised flow sheet will form
the basis of an amended economic assessment of the
Project.
Alongside this, and based on
discussion with SEMA, we expect the grant of the LIs by the end of
the year, allowing the commencement of construction and the
recommissioning of the Project in 2025. Of course, this will be
subject to the Project securing appropriate debt and equity
financing.
Cadence, along with its joint
venture partner, has agreed that the lowest risk and currently the
best commercial approach for our investment in the Project should
be either a trade sale or a joint venture with a highly experienced
mining operator. We are actively working towards this goal and
discussing it with potential joint venture partners. The funding of
debt and equity for the recommissioning and construction of the
Project is anticipated to occur at the asset or joint venture
level.
Private Investments, Passive
Ferro Verde Iron Ore, Brazil
Interest - 1% on 31/12/2023 and 30/06/2024
In 2022, Cadence invested a small
amount (£0.21 million) in an advanced iron ore deposit in Brazil
the previous year. The Ferro Verde Deposit is in the southern
portion of the state of Bahia, in the northeastern region of
Brazil, next to the town of Urandi, some 700 km southwest of
Salvador, the state of Bahia. The project
is currently progressing with its Definitive Feasibility Study
(DFS). It has a historic inferred resource of 284 million tonnes of
iron ore at 31% Fe. The intent is to produce 4.5 Mtpa of 67% Fe.
Our intended exit strategy is either when the asset is listed or
the owners carry out a trade sale.
Private investments, Passive
Sonora Lithium Project, Mexico
Interest - 30% on 31/12/2023 and 30/06/2024
Cadence holds an interest in the
Sonora Lithium Project through a 30% stake in the joint venture
interests in Mexalit S.A. de CV ("Mexalit") and Megalit S.A. de CV
("Megalit).
In April 2022 and May 2023, the
Mexican Government made changes to its Mining Law, which included
prohibiting lithium concessions, declaring lithium a strategic
sector, and giving a state-owned entity exclusive rights for
lithium mining operations. Despite existing concessions, including
those held by Mexilit and Megalit, being supposedly unaffected, the
General Directorate of Mines ("DGM") started reviewing nine lithium
concessions held by Mexican subsidiaries. Mexilit and Megalit
submitted evidence of compliance with minimum investment
obligations, but these concessions were still cancelled.
Ganfeng and Cadence believe the
cancellations violate Mexican and international law and have filed
administrative review recourses. Cadence also issued a Request for
Consultations and Negotiations to the Government of Mexico under
the United Kingdom-Mexico Bilateral Investment Treaty regarding the
revocation of mining concessions for the Sonora Lithium
Project.
In their Request, Cadence and REMML
have identified various BIT obligations that Mexico has breached,
including Mexico's obligation not to unlawfully expropriate the
investments of UK investors such as Cadence and REMML and its
obligation to treat such investments fairly and
equitably.
In accordance with Article 10 of the
BIT, Cadence and REMML have requested consultations and
negotiations with Mexico to resolve the dispute amicably. The BIT
provides for disputes to be resolved by international arbitration
if they cannot be resolved through consultation and
negotiation.
The affected concessions include
those granted to Mexilit S.A. de CV ("Mexilit") and Minera Megalit
S.A. de CV ("Megalit"), which are joint venture companies in which
Cadence holds a 30% stake through REMML.
Public Investments
The public equity investment segment
is composed of passive investment. The trading portfolio consists
of investments in listed mining entities that the board believes
possess attractive underlying assets. The focus is to invest in
mining companies that are significantly undervalued by the market
and where there is substantial upside potential through exploration
success and/or the development of mining projects for commercial
production. Ultimately, the aim is to make capital gains in the
short to medium term. Investments are considered individually based
on various criteria and are typically traded on the TSX, ASX, AIM
or LSE.
The movement in public portfolio
values during the year is summarised below.
|
Commentary
|
£,000
|
Portfolio value on 31 December 2023
|
|
4,162
|
Disposal of public Investments
during the year
|
Disposal of investments held in
European Metals & Hastings Technologies
|
(1,321)
|
Realised and Unrealised loss on
portfolio value for the year
|
Realised and unrealised loss on
European Metals & unrealised loss on Evergreen due to decrease
in equity price
|
(1,902)
|
Portfolio value on 30 June 2024
|
|
939
|
As of 30 June 2024, our public
equity stakes consisted of the following:
|
30-Jun-24
|
31-Dec-23
|
30-Jun-23
|
31-Dec-22
|
Company
|
£'000
|
£'000
|
£'000
|
£'000
|
European Metals Holding
Ltd
|
359
|
2,339
|
5,207
|
4,882
|
Evergreen Lithium Ltd
|
567
|
1,481
|
2,738
|
-
|
Hastings Technology Metals
Ltd
|
-
|
321
|
1,570
|
-
|
Charger Metals NL
|
-
|
-
|
187
|
301
|
Eagle Mountain Mining Ltd
|
-
|
-
|
20
|
37
|
Miscellaneous
|
13
|
21
|
17
|
24
|
Total
|
939
|
4,162
|
9,740
|
5,244
|
Public Equity, Passive
European Metals Holdings Limited ("European Metals")
Interest - 7.0% at 31/12/2023 and 2.96% on
30/06/2024
European Metals owns 49% of Geomet
s.r.o. with 51% owned by České Energetické Závody, a.s. ("CEZ").
Geomet s.r.o. owns 100% of the Cinovec lithium deposit, which hosts
a globally significant hard-rock lithium deposit with a total
Indicated Mineral Resource of 372.4Mt at 0.45% Li2O and an Inferred
Mineral Resource of 323.5Mt at 0.39% Li2O. This is a combined
resource of 7.22 million tonnes of lithium carbonate equivalent.
The Cinovec lithium deposit contains a Probable Ore Reserve of
34.5Mt at 0.65% Li2O, which covers the first 20 years of mining at
an output of 22,500tpa of battery-grade lithium carbonate.22,500tpa
of Lithium Carbonate).
The Cinovec lithium project has
achieved key milestones, including the successful production of
lithium carbonate and lithium hydroxide from the pilot programme -
both to battery grade, the granting of extensions to our
exploration licenses, and the selection of a significantly superior
site for the lithium processing plant. It's important to note that
there have been delays in the definitive feasibility study.
However, EMH's work on important processing enhancements is
expected to improve the project's economics
significantly.
Public Equity, Passive
Evergreen Lithium Limited ("Evergreen")
Interest - 8.74% at 31/12/2023 and 8.74% on
30/06/2024
In 2023, Evergreen was listed on the
Australian Stock Exchange, and Cadence's equity stake in Evergreen
was reduced to 8.74% from 13.16% due to the IPO and associated
fundraising. Further shares in Evergreen are due to Cadence upon
achieving certain performance milestones.
Evergreen is the 100% owner of three
exploration tenements, including the Bynoe Lithium Project, Fortune
Lithium Project, and Kenny Lithium Project. The Bynoe Lithium
Project, located contiguous to Core Lithium's Finnis hard rock
lithium project, is considered Evergreen's flagship prospect,
offering significant exploration potential.
During the period Evergreen
continued its exploration of the Byone projects, the main
highlights included approving the mine management plan, which
enabled drilling to commence. This was announced in July 2024, with
an auger sampling program drilling short holes over areas
identified as high-priority targets. Samples generated from this
program will be analysed at an offsite laboratory. Results from
this work will be used in conjunction with surface soil sample
results to target LCT pegmatites in the future. In addition,
RAB/Air Core drilling began, testing geochemical, geophysical and
other targets identified in the previous exploration programmes.
This drilling programme has intersected shallow pegmatites along
strike from Core Lithium's BP33 deposit. Given the early success of
the current air-core drill program, RC drill planning is currently
underway. RC drilling will be used to test pegmatites at depth and
along strike.
FINANCIAL RESULTS:
During the period, the Group made a
loss before taxation of £2.53 million (6 months ended 30 June 2023:
£1.95 million, year ended 31 December 2023: £3.02 million).
There was a weighted basic loss per share of 1.392p (30 June 2023:
1.163p, 31 December 2023: 1.762p). The total assets of the group
decreased from £19.97 million at 31 December 2022 to £17.79
million.
During the period, our net cash
outflow from operating activities was £0.32 million, and we raised
gross proceeds of £0.47m via the issue of shares and a further
£1.33m from the sale of our investments. Most of the capital raised
was reinvested (£1.01m), with £0.55m used to pay down existing
debt. As a result, our net cash position was reduced from £0.22
million to £0.13 million.
Kiran Morzaria
Director
26 September 2024
For further information
contact:
|
|
Cadence Minerals plc
|
+44
(0) 20 3582 6636
|
Andrew Suckling
|
|
Kiran Morzaria
|
|
|
|
Zeus
Capital Limited (NOMAD & Broker)
|
+44
(0) 20 3829 5000
|
James Joyce
|
|
Darshan Patel
Isaac Hooper
|
|
|
|
Fortified Securities - Joint Broker
|
+44
(0) 20 3411 7773
|
Guy Wheatley
|
|
|
|
Brand Communications
|
+44
(0) 7976 431608
|
Public & Investor
Relations
|
|
Alan Green
|
|
Cautionary and
Forward-Looking Statements
Certain statements in this announcement are or may be
considered forward-looking. Forward-looking statements are
identified by their use of terms and phrases such as "believe",
"could", "should", "envisage", "estimate", "intend", "may", "plan",
"will", or the negative of those variations or
comparable expressions including references to assumptions. These
forward-looking statements are not based on historical facts but
rather on the Directors' current expectations and assumptions
regarding the company's future growth results of operations
performance, future capital, and other expenditures (including the amount, nature,
and sources of funding thereof) competitive advantages business
prospects and opportunities. Such forward-looking statements reflect
the Directors' current beliefs and assumptions and are based on
information currently available to the Directors. Many
factors could cause actual results to differ materially from the
results discussed in the forward-looking statements, including
risks associated with vulnerability to general economic and
business conditions, competition, environmental and other
regulatory changes actions by governmental authorities, the
availability of capital markets reliance on crucial personnel
uninsured and underinsured losses and other factors many of which
are beyond the control of the company. Although any forward-looking
statements contained in this announcement are based upon what the
Directors believe to be reasonable assumptions. The company cannot
assure investors that results will be consistent with such
forward-looking statements.
The company deems the information contained within this
announcement to constitute Inside Information as stipulated under
the Market Abuse Regulation (E.U.) No. 596/2014, as it forms part
of U.K. domestic law under the European Union (Withdrawal) Act
2018, as amended. Upon the publication of this announcement via a
regulatory information service, this information is considered to
be in the public domain.
CADENCE MINERALS
PLC
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 JUNE
2024
|
Notes
|
Unaudited Period ended 30
June 2024
|
|
Unaudited
Period ended 30 June 2023
|
|
Audited
Year ended 31 December 2023
|
|
|
£'000
|
|
£'000
|
|
£'000
|
|
|
|
|
|
|
|
Income
|
|
|
|
|
|
-
|
Unrealised loss on financial
investments
|
|
(1,126)
|
|
(1,319)
|
|
(3,101)
|
Realised loss on financial
investments
|
|
(776)
|
|
(213)
|
|
(2,793)
|
|
|
(1,902)
|
|
(1,532)
|
|
(5,894)
|
|
|
|
|
|
|
|
Share based payments
|
|
-
|
|
(25)
|
|
(25)
|
Impairment of intangibles
|
|
-
|
|
-
|
|
(905)
|
Loan from subsidiary written
off
|
|
-
|
|
-
|
|
4,810
|
Other administrative
expenses
|
|
(630)
|
|
(768)
|
|
(1,302)
|
Total administrative
expenses
|
|
(630)
|
|
(793)
|
|
2,578
|
|
|
|
|
|
|
|
Operating profit/(loss)
|
|
(2,532)
|
|
(2,325)
|
|
(3,316)
|
|
|
|
|
|
|
|
Foreign exchange
(losses)/gains
|
|
(1)
|
|
407
|
|
297
|
Finance cost
|
|
-
|
|
(36)
|
|
-
|
Loss
before taxation
|
|
(2,533)
|
|
(1,954)
|
|
(3,019)
|
|
|
|
|
|
|
|
Taxation
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
Loss
attributable to the equity holders of the Company
|
|
(2,533)
|
|
(1,954)
|
|
(3,019)
|
|
|
|
|
|
|
|
Total comprehensive loss for the period, attributable to the
equity holders of the Company
|
|
(2,533)
|
|
(1,954)
|
|
(3,019)
|
|
|
|
|
|
|
|
Loss
per share
|
|
|
|
|
|
|
Basic (pence per share)
|
3
|
(1.392)
|
|
(1.163)
|
|
(1.762)
|
Diluted (pence per share)
|
3
|
n/a
|
|
n/a
|
|
n/a
|
CADENCE MINERALS PLC
CONSOLIDATED CASH FLOW STATEMENT
FOR THE PERIOD 30 JUNE
2024
|
|
Unaudited Period
ended
|
|
Unaudited
Period ended
|
|
Audited
Year ended
|
|
|
30 June
2024
|
|
30 June
2023
|
|
31
December 2023
|
|
|
|
|
|
|
|
|
|
£'000
|
|
£'000
|
|
£'000
|
Cash
flows from operating activities
|
|
|
|
|
|
|
Operating loss
|
|
(2,532)
|
|
(2,325)
|
|
(3,316)
|
Net realised/unrealised loss on
financial investments
|
|
1,902
|
|
1,532
|
|
5,894
|
Impairment of investments
|
|
-
|
|
|
|
905
|
Write off of loan from
subsidiary
|
|
-
|
|
|
|
(4,810)
|
Equity settled share-based
payments
|
|
-
|
|
25
|
|
25
|
(Increase)/decrease in trade and
other receivables
|
|
34
|
|
(21)
|
|
20
|
Increase/(decrease) in trade and
other payables
|
|
273
|
|
31
|
|
(29)
|
Net
cash outflow from operating activities
|
|
(323)
|
|
(758)
|
|
(1,311)
|
|
|
|
|
|
|
|
Taxation
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
Cash
flows from investing activities
|
|
|
|
|
|
|
Receipts on sale of current
investments
|
|
1,321
|
|
935
|
|
2,150
|
Payments for non-current financial
investments
|
|
(1,001)
|
|
(975)
|
|
(2,088)
|
|
|
|
|
|
|
|
Net
cash inflow from investing activities
|
|
320
|
|
(40)
|
|
62
|
|
|
|
|
|
|
|
Cash
flows from financing activities
|
|
|
|
|
|
|
Proceeds from issue of share
capital
|
|
500
|
|
124
|
|
-
|
Share issue costs
|
|
(35)
|
|
-
|
|
-
|
Borrowings
|
|
-
|
|
1,187
|
|
1,400
|
Loan repayments
|
|
(557)
|
|
-
|
|
-
|
Finance cost
|
|
-
|
|
(12)
|
|
-
|
Net
cash (outflow)/inflow from financing activities
|
|
(92)
|
|
1,299
|
|
1,400
|
|
|
|
|
|
|
|
Net
increase/(decrease) in cash and cash equivalents
|
|
(95)
|
|
501
|
|
151
|
Foreign exchange movements on cash and cash
equivalents
|
|
13
|
|
(34)
|
|
(46)
|
Cash
and cash equivalents at beginning of period
|
|
215
|
|
110
|
|
110
|
Cash
and cash equivalents at end of period
|
|
133
|
|
577
|
|
215
|
Material non-cash transactions
There were no material non-cash
transactions in the period to 30 June 2024.
During the period to 30 June 2023 the
Company acquired 2,452,650 shares in Hastings Technology Metals Ltd
from its wholly owned subsidiary Mojito Resources, at a cost of
AUD$ 9m (£5.152m). This amount was not paid in cash but treated as
a intercompany loan from Mojito Resources. This has been treated as
a non-current liability.
NOTES TO THE INTERIM REPORT
FOR THE PERIOD ENDED 30 JUNE
2024
1
BASIS OF PREPARATION
The interim financial statements
have been prepared in accordance with applicable accounting
standards and under the historical cost convention. The
financial information set out in this interim report does not
constitute statutory accounts as defined in section 434 of the
Companies Act 2006. The Group's statutory financial statements for
the year ended 31 December 2023 have been delivered to the
Registrar of Companies. The auditor's report on those financial
statements was unqualified.
The principal accounting policies of
the Group are consistent with those detailed in the 31 December
2023 financial statements, which are prepared under the historical cost convention and in
accordance with UK adopted International Accounting Standards
(IAS).
GOING CONCERN
The Directors have prepared cash
flow forecasts for the period ending 30 September 2025. The
forecasts demonstrate that the Group has sufficient funds to allow
it to continue in business for a period of at least twelve months
from the date of approval of these financial statements.
Accordingly, the accounts have been prepared on a going concern
basis.
CRITICAL ACCOUNTING ESTIMATES AND
JUDGEMENTS
Estimates and judgements are
continually evaluated and are based on historical experience and
other factors, including expectations of future events that are
believed to be reasonable under the circumstances.
The Group makes estimates and
assumptions concerning the future. The resulting accounting
estimates will, by definition, seldom equal the related actual
results
2
SEGMENTAL REPORTING
The Company operates a single
primary activity to invest in businesses so as to generate a return
for the shareholders.
3
EARNINGS PER SHARE
The calculation of the earnings per
share is based on the loss attributable to ordinary shareholders
divided by the weighted average number of shares in issue during
the period.
|
Unaudited
|
|
Unaudited
|
|
Audited
|
|
six months
ended
|
|
six months
ended
|
|
year
ended
|
|
30 June
2024
|
|
30 June
2023
|
|
31
December 2023
|
|
|
|
|
|
|
|
£'000
|
|
£'000
|
|
£'000
|
|
|
|
|
|
|
Profit/(loss) on ordinary activities
after tax (£'000)
|
(2,533)
|
|
(1,954)
|
|
(3,019)
|
|
|
|
|
|
|
Weighted average number of shares for
calculating basic profit/loss per share
|
188,388,620
|
|
174,360,940
|
|
177,693,153
|
Less: shares held by the Employee
Benefit Trust (weighted average)
|
(6,380,000)
|
|
(6,380,000)
|
|
(6,380,000)
|
Weighted average number of shares for
calculating basic (loss)/profit per share
|
182,008,620
|
|
167,980,940
|
|
171,313,153
|
Share options and warrants
exercisable
|
n/a
|
|
n/a
|
|
n/a
|
Weighted average number of shares for
calculating diluted profit per share
|
n/a
|
|
n/a
|
|
n/a
|
|
|
|
|
|
|
Basic profit/(loss) per share (pence)
|
(1.392)
|
|
(1.163)
|
|
(1.762)
|
Diluted profit per share (pence)
|
n/a
|
|
n/a
|
|
n/a
|
4
FINANCIAL INVESTMENTS
Financial assets at fair value
through profit or loss:
|
|
|
|
|
|
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
|
Level
1
|
|
Level
2
|
|
Level
3
|
|
Total
|
|
|
|
|
|
|
|
|
Fair value at 31 December
2022
|
5,244
|
|
-
|
|
12,327
|
|
17,571
|
Additions
|
5,152
|
|
-
|
|
2,048
|
|
7,200
|
Transfers on listings
|
1,810
|
|
-
|
|
(1,810)
|
|
-
|
Fair value changes
|
(3,101)
|
|
-
|
|
-
|
|
(3,101)
|
Impairment of assets
|
-
|
|
-
|
|
(905)
|
|
(905)
|
Loss on disposals
|
(2,793)
|
|
-
|
|
-
|
|
(2,793)
|
Disposal
|
(2,150)
|
|
-
|
|
-
|
|
(2,150)
|
Fair value at 31 December
2023
|
4,162
|
|
-
|
|
11,660
|
|
15,822
|
Additions
|
-
|
|
-
|
|
1,159
|
|
1,159
|
Fair value changes
|
(1,126)
|
|
-
|
|
-
|
|
(1,126)
|
(Loss)/Gains on disposals
|
(776)
|
|
-
|
|
-
|
|
(776)
|
Disposal
|
(1,321)
|
|
-
|
|
-
|
|
(1,321)
|
Fair value at 30 June 2024
|
939
|
|
-
|
|
12,819
|
|
13,758
|
Losses on investments held at fair
value through profit or loss
|
|
|
|
|
|
|
|
Fair value loss on
investments
|
(1,319)
|
|
-
|
|
-
|
|
(1,319)
|
Realised loss on disposal of
investments
|
(213)
|
|
-
|
|
-
|
|
(213)
|
Net loss on investments held at fair
value through profit or loss
|
(1,532)
|
|
-
|
|
-
|
|
(1,532)
|
|
|
|
|
|
|
|
|
Non-current
|
-
|
|
-
|
|
10,530
|
|
10,530
|
Current
|
9,740
|
|
-
|
|
962
|
|
10,702
|
|
9,740
|
|
-
|
|
11,492
|
|
21,232
|
5
SHARE CAPITAL
|
Unaudited
|
|
Unaudited
|
|
Audited
|
|
30 June
2024
|
|
30 June
2023
|
|
31
December 2023
|
|
£'000
|
|
£'000
|
|
£'000
|
Allotted, issued and fully
paid
|
|
|
|
|
|
173,619,050 deferred shares of 0.24p
(30 June and 31 December 2023: 173,619,050)
|
417
|
|
417
|
|
417
|
197,637,704 ordinary shares of 1p (30
June 2023 and 31 December 2023 180,971,037 ordinary shares of
1p)
|
1,976
|
|
1,809
|
|
1,809
|
|
2,393
|
|
2,226
|
|
2,226
|
6
LOANS
BORROWINGS
During the year ended 31
December 2023, the Company entered into a Mezzanine Loan Facility
to finance its investment in the Amapá Project.
The Mezzanine Loan Facility ("Loan
Facility") involves an unconditional and committed initial tranche
by the Investors of US$ 2 million and a further conditional Loan
Facility amount of US$ 8 million, subject to agreement by the
Investors. The Loan Facility is valid for three years.
The First Tranche of US$ 2 million,
drawn down in 2023, has a 24-month term ("Maturity Date"). It has a
six month principal repayment holiday, followed by 18 equal monthly
cash repayments thereafter to the maturity Date. The Loan Facility
has an effective annual interest rate of 9.5% and has a 5%
implementation on the value of the First Tranche.
If the Company elects not to settle
a monthly payment in cash (each being a "Missed Payment"), they
will automatically grant a right for the Missed Payment to be
settled in shares as per the non-cash repayment terms contained in
the Loan Facility Agreement ("Non-Cash Repayment"). Following a
Non-Cash Repayment, the Investors will be automatically granted
conversion rights over such principal and interest balances due
concerning the Missed Payment. The Investors will then have the
right for 12 months to convert such amounts either at a price equal
to 12.7 pence (representing a 30% premium to the closing price on
25/05/2023) or at a 7% discount to the average of the five daily
VWAPs chosen by the Investors in the 20 trading days preceding its
conversion notice or at the price the Company issues further equity
if lower than the existing conversion price.
Cadence has provided a security
package to the Investors as part of the Loan Facility. This package
includes a floating charge over the Company's investments,
placing its holding in European Metals Holdings into escrow and the
issue of new ordinary shares to the Investors ("Initial Issued
Shares"). The Initial Issued Shares represent 50% of the value of
the First Tranche, or 8,251,224 new ordinary shares. These initial
Issued Shares will be used as part of any Non-Cash Repayments if
applicable. On the Maturity Date, the Company can utilise the
Initial Issued Shares to pursue its investment strategy or for
working capital purposes. If it has settled all amounts in cash and
these Initial Issued Shares revert to the Company.
As part of the Loan Facility, the
Company has agreed to grant 8,251,224 warrants to subscribe for
ordinary shares in the Company at an exercise price of 13.2 pence
(representing roughly a 35% per cent premium to the share price of
the Company's Shares at the date of grant.) with a 48-month
term.
During the period to 30 June 2024
£557,000 ($698,000) of capital and interest was repaid in cash.
During the year ended 31 December 2023, £1,622,000 ($2,000,000)
less costs was drawn down. £124,000 ($153,000) was repaid through
the issue of the Initial Issued Shares. The borrowing costs (and
resulting fx) have been capitalised under IAS23, as the sole
purpose of the loan was to finance the Amapá
Project.