Interim Results
Amur Minerals Corporation
26 September 2006
26 September 2006
Amur Minerals Corporation
('Amur' or 'the Company')
Interim Results
Amur Minerals Corporation (AIM : AMC), an AIM-listed mineral resource company
developing metal deposits in Russia, announces its interim results for the 6
months period ended 30 June 2006:
Highlights
• £ 4.1 million raised in placement and successful admission to trading on
AIM
• Confirmed open-pit potential of Vodorazdelny and Ikenskoe ore bodies
• Discovered new mineralized zone at Kun-Manie
• Awarded Anadjakan gold, copper exploration licence
Robin Young, CEO of Amur Minerals Corporation, commented, 'Amur has moved from
strength to strength so far in 2006 and we have delivered on every point of the
business strategy we outlined in our Admission document. The funding we raised
in March has enabled us to invest in evaluating the feasibility of our flagship
Kun-Manie project, while expanding resources both at Kun-Manie and through the
acquisition of the Anadjakan licence.
'Recent drilling results at Kun-Manie have been outstanding. During the first
part of the season we established the presence of the new zone, Maly Krumkon,
approximately 4 kilometers to the west of Vodorazdelny. Our infill drilling
programme at Vodorazdelny and Ikenskoe has confirmed previous drill results and
we believe we may have the luxury of drilling some additional holes before the
season is over.
'We have moved a step closer to establishing the feasibility of Kun-Manie by
confirming the open-pit potential of the first two ore bodies discovered. SRK's
preliminary model indicates that up to 90% of the indicated resource will mine
in an open pit, which would provide an efficient, rapid route to production.
Whilst our focus remains on Kun-Manie, our management team has been working on
expanding the project portfolio. The first concrete result of these efforts was
the award of the Anadjakan gold-copper licence.
'We are on track to deliver a pre-feasibility report on Kun-Manie next year, and
fully expect to continue to expand the resource there while upgrading existing
resources to the measured category. We also continue to look at selected growth
opportunities.'
ENDS
Full Chairman's Statement and Financial Statements follow.
Enquiries:
Amur Minerals Corp. Nabarro Wells & Co. Limited Parkgreen Communications
Robin Young John Wilkes Justine Howarth
CEO Director Victoria Thomas
+44 (0) 7981 126 818 +44 (0) 20 7710 7400 +44 (0) 20 7493 3713
+7 917 520 3491
Notes to Editors
Amur Minerals Corporation (AIM : AMC) is an mineral resource company with assets
in the far east of Russia. Principal asset is the Kun-Manie nickel-copper
licence which covers approximately 950km(2). An independently calculated
resource estimate compiled by SRK Consulting on this asset, and as at 31
December 2005, comprises an Indicated Mineral Resource of 28.4Mt with mean
grades of 0.47% nickel and 0.13% copper and an Inferred Mineral Resource of
17.7Mt with mean grades of 0.43% nickel and 0.12% copper, together containing
approximately 209,000 tonnes of nickel and 58,500 tonnes of copper. In addition,
the Group has now been awarded a five year exploration licence on the Anadjakan
gold and copper project located in the territory of Khabarovsk.
Chairman's Statement
Introduction
Results for the half year to 30 June 2006
With commercial production yet to commence at Kun-Manie, no revenue was earned
during this period. Amur Minerals capitalised direct project-related
expenditure amounting to US $615,974 during the period. Additional expenditure
of $731,911, including some overheads relating to raising £4.1 million on AIM
was charged as an expense. No profits taxes were payable over the period.
Admission to AIM
In March, Amur Minerals successfully placed 12.36 million new Ordinary Shares at
a price of 33p per Ordinary Share to raise approximately £4.1m gross. The funds
invested will support our development of the Kun-Manie nickel copper project, as
well as other selected projects in the Russian Far East. Amur Minerals
restructured the original partnership agreements to eliminate ongoing
obligations to the founding partners and has now settled all obligations under
those agreements. Furthermore, prior to the AIM listing, AMC put a new board in
place and adopted a new Memorandum and Articles of Association to strengthen
corporate governance.
Pre-Feasibility Study
Immediately following the company's floatation, we commenced a pre-feasibility
study of Kun-Manie. The study is a complex undertaking, involving a number of
separate trade-off studies. All phases of the pre-feasibility study have been
initiated, including ecology, mining, milling, infrastructure and transportation
costs. Reputable and experienced Western consulting groups have been contracted
to develop conceptual design, engineering and cost information for use in the
final study. Local firms were contracted for an environmental baseline study,
the first phase of which was completed in May. We will prepare the final
pre-feasibility study documents in-house, incorporating reports and information
from all participants.
We have already received the results of one initial - but very important - step
in the pre-feasibility work. SRK Consulting has provided us with an initial
study confirming that the indicated and inferred resources within the
Vodorazdelny and Ikenskoe ore bodies have the potential to be recovered using
conventional open pit mining methods. This conceptual study provides the
beginning of the basis for establishing several of the key operating parameters
including potential nominal plant capacities, mining production fleets and
schedules and infrastructure requirements.
New Zone at Kun-Manie
As a result of drilling in the Maly Krumkon area to the west of Vodorazdelny,
Amur has announced the discovery of a major new zone at Kun-Manie. The Maly
Krumkon discovery is based on four diamond drill holes which have been drilled
on two separate sections located approximately 600 metres apart. Within each
drill section, the holes are spaced approximately 100 metres apart. Geological
mapping and trenching indicate this trend is continuous between the drill
sections and extends beyond the limits of the area encompassed by the four drill
holes. Drill results indicate an average true thickness of 16.3 metres having an
average nickel grade of 0.63% and a copper grade of 0.17%. The dip of the zone
ranges from 35 to 50 degrees. Atomic adsorption analytical results have been
derived by the Central Laboratory located in Khabarovsk.
Anadjakan
In August, we were able to announce that we have expanded our asset base by
being awarded the Anadjakan gold-copper project exploration licence. The licence
covers an area of 250 square kilometres and is valid for a term of five years,
convertible to a 20 year mining licence following a commercial discovery. The
licence is located in the Khabarovsk region and is readily accessible by
maintained roads with abundant infrastructure located nearby. The area was
explored by various groups during Soviet times, most recently in 1991.
Anadjakan is the first tangible result of our efforts to expand our resource
base in the region. We are confident that we will be able to secure other
licences, and that our efforts to grow the resource base - including projects
closer to production - will bear fruit in the future.
Outlook
As we enter the fall, we are looking forward to wrapping up another field season
at Kun-Manie. We have asked SRK to compile a revised resource estimate on
Ikenskoe and Vodorazdelny, as well as a resource estimate for the new zone of
Maly Krumkon, and the Falcon zone which was not included in previous resource
estimates.
While the drills may be silent at Kun-Manie, our work will continue full
throttle on the pre-feasibility study, as well as on reviewing the data from
this summer and planning a detailed programme for 2007. Perhaps most
importantly, we are already compiling our submission to the Russian State
Committee for Reserves (known as GKZ) to have parts of the Kun-Manie licence
area classified as C1 reserves under the Russian system. We will also be
reviewing all of the available data on Anadjakan in order to craft a plan of
works for 2007, leading up to drilling on this new license area.
Robert W. Schafer
Chairman
25 September 2006
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
AS OF 30 JUNE 2006
(Amounts in US Dollars)
30 June 31 December 30 June
Note 2006 2005 2005
NON-CURRENT ASSETS
Capitalised exploration costs 4,530,878 3,914,904 2,342,541
Property, plant and equipment 15,842 11,346 14,597
Total non-current assets 4,546,720 3,926,250 2,357,138
CURRENT ASSETS
Cash and cash equivalents 5,071,041 2,042,008 645,766
Other receivables 339,487 251,705 88,277
Total current assets 5,410,528 2,293,713 734,043
Total assets 9,957,248 6,219,963 3,091,181
CURRENT LIABILITIES
Trade and other payables 96,134 1,709,724 3,868,229
Total current liabilities 96,134 1,709,724 3,868,229
SHAREHOLDERS' EQUITY
Share capital 7 5,575,553 14,690 8,297
Share premium 10,423,818 10,107,939 3,794,940
Accumulated losses (6,759,257) (5,612,390) (4,580,285)
Options reserve 8 621,000 - -
Total shareholders' equity 9,861,114 4,510,239 (777,048)
Total liabilities and shareholders' 9,957,248 6,219,963 3,091,181
equity
Approved on behalf of the Board on 25 September 2006.
David Wood
The accompanying notes form an integral part of these financial statements.
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED INCOME STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2006
(Amounts in US Dollars)
Note 6 Months Year ended 6 Months
ended 31 December ended
30 June 2006 2005 30 June 2005
Administrative expenses 9 (731,911) (863,372) (431,803)
Grant of options 8 (373,000)
Partnership agreement termination - (666,875) (84,375)
Operating loss (1,104,911) (1,530,247) (516,178)
Investment provision 10 (110,000) - -
Foreign currency exchange adjustment 26,081 (36,662) (10,003)
Bank interest received 41,963 9,478 855
Loss before tax (1,557,431) (525,326)
(1,146,867)
Taxation - - -
Loss for the period (1,557,431) (525,326)
(1,146,867)
Loss per share: basic & diluted (0.02) (0.05) (0.02)
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2006
(Amounts in US Dollars)
6 Months ended Year 6 Months ended
30 June 2006 ended 30 June 2005
31 December
2005
Note
Cash flow from operating activities:
Net Loss before Taxation (1,146,867) (1,557,431) (525,326)
Adjustments to reconcile loss before tax to net
cash used in operating activities:
Depreciation 5,320 8,434 3,839
Share based payment - 67,000 102,035
Grant of options 8 373,000 - -
Interest income (41,963) (9,478) (855)
Investment provision 10 110,000 - -
Decrease/(increase) in accounts receivable (116,591) 52 (1,384)
Increase / (decrease) in accounts payable (595,064) 321,983 112,068
Net cash used in operating activities (1,412,165) (1,169,440) (309,623)
Cash flow from investing activities:
Exploration expenditure (1,042,647) (2,342,670) (1,078,414)
Purchase of property, plant and equipment (9,816) (8,209) (6,865)
Interest received 41,963 9,478 855
Investment 10 (110,000) - -
Net cash used in investing activities (1,120,500) (2,341,401) (1,084,424)
Cash flow from financing activities:
Proceeds from issue of share capital 6,432,875 5,086,200 340,500
Proceeds / repayment of prepaid share capital (125,000) 459,500 1,607,700
Financing costs associated with share issues* (746,177) (117,464) (33,000)
Net cash from financing activities 5,561,698 5,428,236 1,915,200
Net change in cash and cash equivalents 3,029,033 1,917,395 521,153
Cash and cash equivalents brought forward 2,042,008 124,613 124,613
Cash and cash equivalents carried forward 5,071,041 2,042,008 645,766
Material non-cash transactions
Financing costs satisfied by the issue of shares - 125,300 92,300
Proceeds from issue of shares retained by broker 686,288 - -
Expenses paid by broker (686,288) - -
* Includes commissions paid on financing raised and costs associated with
listing.
The accompanying notes form an integral part of these financial statements.
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2006
(Amounts in US Dollars)
Share
premium Accumulated Options
Notes Share capital account losses Reserve Total
Balance at
31 December 2004 4,417 2, 089,085 (4,054,959) - (1,961,457)
Net loss for the period - - (525,326) - (525,326)
Shares issued 3,880 - - - 3,880
Premium on shares issued - 1,798,155 - - 1,798,155
Costs associated with - (92,300) - - (92,300)
issue of share capital
Balance at (777,048)
30 June 2005 8,297 3,794,940 (4,580,285) -
Net loss for the period - - (1,032,105) - (1,032,105)
Shares issued 6,393 - - - 6,393
Premium on shares issued - 3,476,175 - - 3,476,175
Premium on share options - 3,045,397 - - 3,045,397
Costs associated with
issue of share capital - (208,573) - - (208,573)
Balance at
31 December 2005 14,690 10,107,939 (5,612,390) - 4,510,239
Net loss for the period - - (1,146,867) - (1,146,867)
Shares issued 7,127,561 - - - 7,127,561
Premium on shares issued - 334,277 - - 334,277
Costs associated with
issue of share capital (1,566,698) (18,398) - - (1,585,096)
Issue of options 8 - - - 621,000 621,000
Balance at
30 June 2006 5,575,553 10,423,818 (6,759,257) 621,000 9,861,114
The accompanying notes form an integral part of these financial statements.
AMUR MINERALS CORPORATION AND ITS SUBSIDIARIES
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2006
(Amounts in US Dollars)
1. REPORTING ENTITY
Amur Minerals Corporation (the 'Company') is a company domiciled in the
British Virgin Islands. The condensed consolidated interim financial
statements of the Company as at and for the six months ended 30 June 2006
comprise the Company and its subsidiaries (together referred to as the
'Group').
The consolidated financial statements of the Group as at and for the year
ended 31 December 2005 are available upon request from the Company's
registered office at Kingston Chambers, P.O. Box 173, Road Town, Tortola,
British Virgin Islands, from offices of Nabarro Wells & Co. Limited,
Saddlers House, Gutter Lane, London EC2V 6HS or at www.amurminerals.com.
2. STATEMENT OF COMPLIANCE
These condensed consolidated interim financial statements have been
prepared in accordance with International Accounting Standard (IAS) 34
Interim Financial Reporting. They do not include all of the information
required for full annual financial statements, and should be read in
conjunction with the consolidated financial statements of the Group as at
and for the year ended 31 December 2005.
These condensed consolidated interim financial statements were approved by
the Board of Directors on 25 September 2006.
3. SIGNIFICANT ACCOUNTING POLICIES
Except as described below, the accounting policies applied by the Group in
these condensed consolidated financial statements are the same as those
applied by the Group in its consolidated financial statements as at and for
the year ended 31 December 2005.
In preparing the financial statements of the Group, transactions in
currencies other than the entity's functional currency (foreign currencies)
are recorded at the average rates of exchange prevailing during the month
of the transactions. At each balance sheet date, monetary items denominated
in foreign currencies are retranslated at the rates prevailing on the
balance sheet date.
Notwithstanding the foregoing, the Group has recorded the receipt of
proceeds, which were denominated in British Pounds for the placement of
shares on 15 March at the prevailing exchange rate on that date, which was
US$1.74 / GBP.
The Group has taken advantage of early adoption of IFRS 7, Financial
instruments: Disclosures. IFRS 7 requires more disclosures in relation to
all risks arising from financial instruments, including credit risk and
liquidity risk. The standard also requires a sensitivity analysis of market
risks and how changes for each type of market risk would have impacted
profit or loss in the period.
The following new standards are effective but are not applicable to the
Group:
• Amendment to IAS 19, 'Actuarial gains and losses, group plans and
disclosures'
• Amendment to IAS 39, Amendment to 'The fair value option'
• Amendment to IAS 21, Amendment 'Net investment in a foreign operation'
• Amendment to IAS 39, Amendment 'Cash flow hedge accounting of forecast
intragroup transactions'
• Amendment to IAS 39 and IFRS 4, Amendment 'Financial guarantee
contracts'
• IFRIC 4, 'Determining whether an arrangement contains a lease'
• IFRIC 5, 'Rights to interests arising from decommissioning,
restoration and environmental rehabilitation funds'
• IFRIC 6, 'Liabilities arising from participating in a specific market
- waste electrical and electronic equipment'
The following new standards, amendments to standards and interpretations
have been issued but are not effective for 2006 and need not be early
adopted:
• IFRIC 7, 'Applying the Restatement Approach under IAS 29'
• IFRIC 8, 'Scope of IFRS 2'
• IFRIC 9, 'Reassessment of Embedded Derivatives'
4. ESTIMATES
The preparation of interim financial statements requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities,
income and expense. Actual results may differ from these estimates
5. FINANCIAL RISK MANAGEMENT
During the six months ended 30 June 2006 the Group changed its policy in
respect of the hedging of foreign currency denominated items. The Group now
buys and holds on deposit Roubles in order to cover a proportion of the
current year's anticipated Rouble expenditures.
Other aspects of the Group's financial risk management objectives and
policies are consistent with that disclosed in the consolidated financial
statements as at and for the year ended 31 December 2005.
6. CAPITAL COMMITMENTS
The Group entered into a contract for geological works with Dalgeophysica
on 16 January 2006. This agreement commenced in February 2006 and finishes
in March 2007. The total value of the contract is approximately USD 1.95
million. As at 30 June 2006, the Group had incurred $562,664 in respect of
this commitment (2005: $710,127 of a total contract value of $2.3 million)
7. SHARE CAPITAL
30 June 2006 31 December 2005 30 June 2005
Number of Shares (no par value):
Authorised 150,000,000 50,000 50,000
Issued and fully paid 86,195,938 14,688 4,415
Issued but not fully paid 8000 2 2
Total issued 86,203,938 14,690 4,417
On 10 January 2006 the Company issued the remaining 223 shares which had been
subscribed for and paid for in December 2005. These shares had a par value of
USD 1 and were issued at a premium of USD 1,499 each raising USD 334,500. On 21
February 2006, prepaid capital of $125,000 was returned to a subscriber who
elected for the cashless exercise of warrants (see below).
General shareholders' meeting
At a meeting of the members on 10 February 2006, the members approved in
connection with the proposed Admission:
(a) an increase in the Company's authorised number of shares from 50,000
ordinary shares of $1.00 par value each to 150,000,000 ordinary shares of
no par value;
(b) the adoption by the Company of new amended and restated memorandum and
articles of association of the Company ('New Articles');
(c) following adoption of the New Articles, to grant the directors the
necessary power to allot relevant securities as contemplated in Regulation
14 of the New Articles; and
(d) in order to increase marketability of all existing issued shares in the
Company to divide each Member's issued shares pursuant to a 4,000:1 split
so that for each issued and outstanding share the record holder thereof
would receive an additional 3,999 shares in the Company.
Warrant holders
In January 2006 the warrant agreement was amended to allow the warrants to be
converted into shares on a cashless basis. Holders of 4,506.1 warrants (post
share split 18,024,400 warrants) outstanding have elected to exercise their
warrants as follows:
• Holders of approximately 4,431.1 warrants (post share split 17,724,400
warrants) elected to exercise their warrants through a cashless exchange,
receiving 13,887,952 ordinary shares contingent on Admission. These shares
have now been issued.
• Holders of approximately 75 warrants (post share split 300,000 warrants)
elected to exercise their warrants for cash at the exercise price of $500
per ordinary share (post share split $0.125 per ordinary share).
Shares outstanding and AIM listing
Following the share split and warrant exercise, the Group had 73,839,552 shares
issued and outstanding. On 15 March 2006, the Company issued 12,364,386
ordinary shares of no par value at GBP 0.33 each, and listed its entire issued
share capital on the AIM market of London Stock Exchange plc. The resultant
number of shares in issue is 86,203,938.
8. SHARE-BASED PAYMENTS
In 2006 the Group established a share option programme that entitles
Directors and key management personnel to purchase shares in the entity.
Grants made during the six months ended 30 June 2006, all of which vest 1/3
on listing, 1/3 on the first anniversary of listing, and 1/3 on the second
anniversary of listing, and are exercisable within five years of listing,
are as follows:
Grantee Grant Date Number of Instruments
Robin Young 10 March 2006 2,700,000
David Wood 10 March 2006 1,800,000
Robert Schafer 10 March 2006 300,000
George Eccles 10 March 2006 300,000
David Straker-Smith 10 March 2006 300,000
The Group also made two other grants of options in relation to its placement of
new shares and admission to trading on AIM. Those made during the six months
ended 30 June 2006, all of which are fully vested and exercisable within five
years of listing, are as follows:
Grantee Grant Date Number of Instruments
Fox-Davies Capital 10 March 2006 766,667
NWCF LP 10 March 2006 877,789
The fair value of all the above share options is $621,000, based on the
following assumptions:
Share price: 33p
Exercise price: 33p
Expected volatility: 30%
Option life (expressed as weighted average life used in the modeling 3
under Black-Scholes model)
Expected dividends 0
Risk free rate (US treasury 5yr) 4.67%
9. ADMINISTRATIVE EXPENSES
6 Months Year 6 Months
ended ended ended
30 June 2005 31 December 2005 30 June 2005
Salaries & wages 246,807 308,948 128,134
Management fees 0 105,000 82,000
Travel and subsistence 138,659 159,162 88,824
Professional fees 105,729 134,738 47,309
Depreciation 5,320 8,434 3,839
Bank charges 5,072 6,793 2,561
Rent 28,570 28,044 10,667
Other expenses 201,754 112,253 68,469
731,911 863,372 431,803
The average number of employees of the Group was 11 (2004:6)
10. INVESTMENT PROVISION
In April 2006, the Company entered into a loan agreement to fund exploration of
a mineral deposit in the Amur province. Subsequent to granting the loan,
additional laboratory analyses revealed that the potential of the deposit was
more limited than originally anticipated. The $110,000 loan bears interest at
12% and matures five years from the date of funding and is unsecured. As the
deposit has been deemed to be of limited value, the borrower may face
considerable difficulty in repaying the loan. Management has taken the view
that it is prudent to provide 100% for this loan.
11. RELATED PARTIES
Key management personnel and directors received total compensation of $563,504
for the six months ended 30 June 2006 (six months ended 30 June 2005 $111,200),
including the value of options granted (see note 8). As at 30 June 2006, there
were no balances owing to directors or management.
Other related party matters
During the six months ended 30 June 2006, the Group repaid $582,000 to the
Russian Partners and Foxley Associates, representing the total amounts owing to
these parties at year end. There were no new transactions with these parties.
12. EVENTS AFTER THE BALANCE SHEET DATE
a. New Discovery at Kun-Manie
On 16 July 2006, the Company announced that a fourth mineralised zone had been
discovered through drilling completed in May and early June of this year. The
zone is identified as Maly Krumkon and lies approximately 4.5 kilometres
northwest of Vodorazdelny. The zone occurs within the 40 kilometre long Krumkon
Trend which is the primary exploration target within Amur's 950 square kilometre
licence. Results indicate that the zone has a minimum length of 600 meters and
average intersects for nickel and copper grades of 0.63% and 0.17% respectively.
These results indicate that Maly Krumkon represents a new target potentially
containing higher average grades than most of the mineralisation drilled to date
within the licence area.
b. A ward of New Licence
The Group has been awarded the Anadjakan gold- copper project exploration
licence (KhAB 13702 TP). The licence covers an area of 250 square kilometres and
is valid for a term of five years, convertible to a 20 year mining licence
following a commercial discovery.
This information is provided by RNS
The company news service from the London Stock Exchange
IR SEEFAISMSESU