2017 Audited Financial Results

RNS Number : 5187U

AfriTin Mining Ltd

13 July 2018

 

13 July 2018

AfriTin Mining Limited

("AfriTin" or the "Company")

2017 Audited Financial Results

AfriTin Mining Limited (AIM: ATM), a mining company with a portfolio of tin assets in Namibia and South Africa, is pleased to announce its final audited results for the period ended 28 February 2018.

This represents the first set of consolidated accounts for AfriTin which was incorporated on 1 September 2017. Accordingly, no comparative financial information is provided. However, comparative financial information for the underlying subsidiaries is set out in the Company's Admission Document which is available on the Company's website.

The preliminary financial information does not constitute full statutory accounts but is derived from accounts for the period ended 28 February 2018 which are audited. This preliminary announcement is prepared on the same basis as set out in the statutory accounts for the period ended 28 February 2018. While the financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS), as adopted by the European Union (EU), this announcement does not in itself contain sufficient information to comply with IFRSs.  

The auditor's report for the period ended 28 February 2018 was unqualified.

The full Annual Report will be available on the Company's website on 20 July 2018 and a printed copy will be posted to the Company's shareholders on 20 July 2018. The Company will be posting a Notice of Annual General Meeting ('AGM') to Shareholders, a copy of which will be available on the Company's website www.afritinmining.com on 20 July 2018. A copy of the Notice of the Annual General Meeting to be held at 18-20 Le Pollet, St Peter Port, Guernsey GY1 1WH at 11 a.m. on Wednesday 15th August 2018 will also be posted to all shareholders.

For further information, please visit www.afritinmining.com or contact:

AfriTin Limited
Anthony Viljoen, CEO	[phone]
Nominated Adviser and Joint Broker
WH Ireland Limited Katy Mitchell Adrian Hadden James Sinclair-Ford	[phone]
Joint Broker
NOVUM Securities Limited Jon Belliss	[phone]
Financial PR (United Kingdom)
Tavistock
Jos Simson / Barney Hayward	[phone]
Financial PR (South Africa)
Lifa Communications Cath Drummond / Gabriella von Ille	[phone]

The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.

About AfriTin Mining Limited

Notes to Editors

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

AfriTin is managed by an experienced board of directors and management team with a current two-fold strategy: fast track Uis brownfield tin mine in Namibia to commercial production in 2018 ramping up to 5,000 tonnes of concentrate, and consolidation of other quality African tin assets. The Company strives to capitalise on the solid supply/demand fundamentals of tin by developing a critical mass of tin resource inventory, achieving production in the near term and further scaling production by consolidating tin assets in Africa.

CHAIRMAN'S STATEMENT

I am delighted to present AfriTin Mining Limited's ("AfriTin") first annual report as an independent, quoted tin development company.

Since AfriTin's IPO and gross £4.5 million raising in November 2017, we have progressed our flagship Uis tin mine to the point where we are keenly anticipating first production of tin concentrate from our upgraded pilot plant. We will then become the only pure play producing tin company quoted on AIM. Through our successful IPO and the accessing of global capital markets we have been able to achieve the successful implementation of our stated objective of being in production within one year. This important achievement allows the company to continue implementing the growth strategy of becoming a primary producer of tin concentrate.

Looking back over the period, we formed AfriTin to take advantage of the current tin deficit and to become the first AIM quoted conflict-free tin mining company and the tin champion of Africa.

There is a widespread view in our markets that we may see a reduction in global tin supply and, as a group, we believe that we will be able to take advantage of this global deficit.

The global tin market has run at a consistent deficit over the preceding years, as a result of increasing demand. This demand is driven particularly by the use of tin in consumer electronics as a solder, where it is a key component in most semiconductor-based industries due to its high durability and reliable connection of components. In addition to its use in soldering, it is also used in the chemicals industry, glass manufacturing, tin plating, and brass and bronze manufacturing.

Our flagship asset, the Uis project, is located in Namibia which is seen as one of the safest, conflict-free tin jurisdictions in the world. The Uis mine itself represents one of the last open pit, scalable tin deposits in a market with a significant deficit. Based purely on the historical resource and reserve estimates ignoring exploration upside, Uis could potentially fall into the top ten tin mines in the world by amount of contained tin.

On behalf of the board I would like to thank all of our shareholders for their continued support on our first period results as an AIM quoted company. We as a company look forward to providing further updates and progression through the course of 2018.

CEO'S STATEMENT

Introduction

Our first period results since listing on AIM come at an exciting time for AfriTin. Since our IPO in November 2017, we have achieved a number of key strategic and operational milestones. The review below provides some colour to the operational achievements since our listing alongside details of what may lie ahead.

Review of business

AfriTin has embarked on a two-phased development approach for Uis. This period saw a magnified focus on Phase 1 and the completion thereof. Work to date has involved the completion of the geological mapping, 3D models and mine design plan for the V1/V2 pits. For Phase 1, the Company has acquired large parts of the production plant and equipment which has been adapted to suit our specifications for the construction of the mine. The work completed in Phase 1 is intended to enhance operational efficiencies in the production of tin concentrate. These results will allow AfriTin not only to translate these Phase 1 results into a comprehensive long-term mine plan for Phase 2, (which has the objective of achieving around 5,000 tonnes of tin concentrate per annum) but also generating on-going cash flows.

As part of bringing our flagship Uis mine back into production, we purchased a cost effective front-end crushing component for the processing circuit of the Phase 1 plant. This equipment included a jaw crusher, three cone crushers, stacking and conveying equipment, and the electrical switchgear. The procurement of this equipment was our starting point and represented the entire comminution circuit for Phase 1. Once Phase 1 achieves steady state production in 2019, it is anticipated that production could reach up to 780 tonnes of tin concentrate per annum.

In our operational updates, we were pleased to announce the appointment of Crushplant & Utility Spares CC, a Namibian based engineering firm. They specialise in the construction and installation of crushing equipment to match the equipment to the required specifications and associated installation at the mine site. We believe entirely in the fundamentals of Namibia as an investment destination and we are committed to developing the Namibian economy with this appointment being a key first step.

In March 2018, we provided the market with another operational update at Uis which included a number of completed objectives. We have undertaken and finalised a detailed geological mapping over the V1 and V2 pegmatite bodies at Uis. These were previously identified as priority targets for ore to supply the new, intermediary plant, based upon a historical report produced for Iscor, by SRK in 1985. This mapping programme confirmed the presence of mineralisation throughout the unmined surface extensions along strike and at depth.  The key takeaway for AfriTin is that these results support the detailed work that was contained in the historical SRK report that produced a 70-year life of mine plan and we believe it can provide a foundation for the programme in bringing Uis back into production.  

Strategic approach and outlook

Looking forward to 2018 and beyond, our focus remains on commencing production of first tin concentrate to the market in H2 2018. As already outlined, we have made a number of key steps in the achievement of this objective. However there are many other initiatives that we will be looking to complete in the short to mid-term.

We will continue the upgrading of the current pilot plant operation into a producer of 65 tonnes per month of tin concentrate. The directors believe that the cash flows and test work conducted over the course of this development will allow the Company to construct a significant knowledge base to advance towards a bankable feasibility study. From there, we will look to expand the plant production of up to 5,000 tons per annum of tin concentrate. In addition to this, once initial production at the Uis pilot plant commences, the board's intention is to gain a more detailed understanding of the Uis ore body through a detailed exploration programme and thereafter map out a long-term mine plan.

Events after the reporting period

The board believes Uis has the resources to be a long-life operation. However this initial 5-year staged approach should provide a platform for sustainable early cash flows and de-risk the implementation of a larger scale mining and processing facility in the future.

We were delighted to have signed a Non-Binding Memorandum of Understanding with MRI Trading AG, a world leader in trading, metals and minerals. The relationship allows us to explore a number of objectives for the Company and significantly supports our belief that there is going to be an increasing demand for tin in the future, coupled with a global decrease in supply.

Experience is imperative to deal with the complexities of the environment in which we operate. With that in mind, we were pleased to welcome Terence Goodlace to our Board. His experience across the African continent, initially with Gold Fields, followed by CEO roles at both Metorex and Impala, will no doubt prove invaluable as we build our first mine.

In May 2018, we concluded a successful, oversubscribed placing for £6 million, allowing us to accelerate our existing workstreams leading up to the bankable feasibility study on the larger, commercial plant. The support from existing shareholders has demonstrated confidence in the team achieving their deliverables and furthermore the introduction of a new strategic investor bodes well for the ongoing development of the project.

A key advancement in ensuring production commences in H2 2018 was the appointment of a Namibian civil works contractor. After a comprehensive tender process, we selected a local contractor who will be responsible for completion of the plant civil works. Our decision to appoint a Namibian contractor attests to our commitment to utilising locals skills wherever possible and in turn, uplifting and developing the Uis community.

Conclusion

In conclusion, I would like to thank my fellow directors, all our employees, shareholders, advisers and wider stakeholders for their ongoing support and dedication to AfriTin, and I look forward to providing further updates in what I believe will be an exciting year ahead.

This report was approved by the Board on 12 July 2018.

Anthony Viljoen, CEO

CONSOLIDATED STATEMENT OF COMPREHENSIVE Income

For the period ended 28 February 2018

	Note					Period ended 28 February 2018 £
Continuing operations
Administrative expenses		5				(1 551 662)
Operating loss						(1 551 662)
Other income						17 826
Finance income		7				2
Loss before tax						(1 533 834)
Income tax expense		8				-
Loss for the period						(1 533 834)
Other comprehensive income						-
Total comprehensive income for the period						(1 533 834)
Attributable to:
Owners of the parent						(1 533 464)
Non-controlling interests						(370)
						(1 533 834)
Loss per ordinary share
Basic and diluted loss per share (in pence)		9				(0.83)

Consolidated Statement of Financial Position

As at 28 February 2018

Company number: 63974

		28 February 2018 £
	Note
Assets
Non-current assets
Intangible assets: exploration and evaluation	11	6 300 864
Property, plant and equipment	12	538 369
Total non-current assets		6 839 233
Current assets
Trade and other receivables	13	121 687
Cash and cash equivalents	14	2 904 767
Total current assets		3 026 454
Total assets		9 865 687
Equity and liabilities
Current liabilities
Trade and other payables	15	(516 107)
Total current liabilities		(516 107)
Net assets		9 349 580
Equity
Share capital	16/23	10 853 631
Accumulated deficit	23	(1 533 464)
Warrant reserve	17/23	29 783
Equity attributable to the owners of the parent		9 349 950
Non-controlling interests		(370)
Total equity		9 349 580

The financial statements were authorised and approved for issue by the Board of directors and authorised for issue on 12 July 2018.

RA WILLIAMS

Director

12 JULY 2018

Consolidated Statement of Changes in Equity

For the period ended 28 February 2018

		Attributable to the owners of the parent company
		Share Capital		Accumulated Deficit	Warrant Reserve	Total		Non-controlling interests	Total equity
	£			£	£		£	£		£
Total equity at 1 September 2017	-			-	-		-	-		-
Loss for the period	-			(1 533 464)	-		(1 533 464)	(370)		(1 533 834)
Transactions with owners:
Warrants granted in period	(29 783)			-	29 783		-	-		-
Issue of shares	11 172 559			-	-		11 172 559	-		11 172 559
Share issue costs	(289 145)			-	-		(289 145)	-		(289 145)
Total equity at 28 February 2018	10 853 631			(1 533 464)	29 783		9 349 950	(370)		9 349 580

Consolidated Statement of Cash Flows

For the period ended 28 February 2018

		Note			28 February 2018 £
Cash flows from operating activities
Loss before taxation						(1 533 834)
Adjustments for:
Depreciation property, plant and equipment			12			378
Share-based payments						552 520
Equity-settled transactions						48 611
Finance income			7			(2)
Changes in working capital:
(Increase) in receivables						(98 815)
Increase in payables						364 078
Net cash used in operating activities						(667 064)
Cash flows from investing activities
Finance income						2
Purchase of exploration and evaluation assets			11			(177 747)
Cash costs relating to Dawnmin acquisition						(6 235)
Cash element of Greenhills and Dawnmin acquisitions						60 799
Purchase of property, plant and equipment			12			(515 843)
Net cash used in investing activities						(639 024)
Cash flows from financing activities
Net proceeds from issue of shares						4 210 855
Net cash generated from financing activities						4 210 855
Net increase in cash and cash equivalents						2 904 767
Cash and cash equivalents at the beginning of the period						-
Cash and cash equivalents at the end of the period			14			2 904 767

1.   Corporate information and principal activities

AfriTin Mining Limited ("AfriTin") was incorporated and domiciled in Guernsey on 1 September 2017 and admitted to the AIM market in London on 9 November 2017. The Company's registered office is 18 -20 Le Pollet, St. Peter Port, Guernsey, GY1 1WH and operates from Illovo Edge Office Park, 2^nd Floor, Building 3, Illovo Edge Office Park, Corner Harries and Fricker Road, Illovo, Johannesburg, 2116, South Africa.

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

The wholly-owned Guernsey subsidiary, Greenhills Resources Limited (GRL) was acquired by AfriTin by way of a Demerger Agreement with Bushveld Minerals Limited effective 8 November 2017.

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

Mokopane owns a 74% equity interest in Renetype Pty Limited "Renetype" and a 50% equity interest in Jaxson 641 Pty Limited "Jaxson".  The minority shareholders in Renetype are African Women Enterprises Investments Pty Limited and Cannosia Trading 62 CC who own 10% and 16% respectively.

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

On 9 November 2017, GRL acquired the remaining 50.5% equity in Namibian subsidiary, Dawnmin Africa Investments Pty Limited "Dawnmin". Dawnmin owns an 85% equity interest in Guinea Fowl Investments Twenty Seven Pty Limited "Guinea Fowl". The minority shareholder in Guinea Fowl is The Small Miners of Uis who own 15%.

As at 28 February 2018, the AfriTin Group comprised:

Company	Equity holding and voting rights		Country of incorporation		Nature of Activities
AfriTin Mining Limited		N/A		Guernsey		Ultimate Holding Company
Greenhills Resources Limited (1)		100%		Guernsey		Holding Company
AfriTin Mining Pty Limited (1)		100%		South Africa		Group support services
Dawnmin Africa Investments Pty Limited (2)		100%		Namibia		Tin Exploration
Guinea Fowl Investments Twenty Seven Pty Limited (3)		85%		Namibia		Tin Exploration
Mokopane Tin Company Pty Limited (2)		100%		South Africa		Holding Company
Renetype Pty Limited (4)		74%		South Africa		Tin Exploration
Jaxson 641 Pty Limited (4)		50%		South Africa		Tin Exploration
Pamish Investments 71 Pty Limited (2)		100%		South Africa		Holding Company
Zaaiplaats Mining Pty Limited (5)		74%		South Africa		Property Owning

1. Held directly by AfriTin Mining Limited

2. Held by Greenhills Resources Limited

3. Held by Dawnmin Africa Investments Pty Limited

4. Held by Mokopane Tin Company Pty Limited

5. Held by Pamish Investments 71 Pty Limited

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

2       Significant accounting policies

Basis of accounting

These financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations (collectively "IFRS") issued by the International Accounting Standards Board ("IASB") as adopted by the European Union ("adopted IFRS"). This is the first period of IFRS reporting.

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

Going Concern

These financial statements have been prepared on a going concern basis. In arriving at this position the Directors have had regard to the fact that the AfriTin Group has sufficient cash and other assets to fund administrative and other committed expenditure for a period of not less than 12 months from the date of this report. Furthermore, the Group's financial risk management objectives and policies are detailed in Note 18 and particulars of a gross placing of £6m that was done subsequent to the end of the period are detailed in Note 20.

Basis of consolidation

Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The Group recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest's proportionate share of the recognised amounts of acquiree's identifiable net assets.

If the business combination is achieved in stages, the acquisition date carrying value of the acquirer's previously held equity interest in the acquiree is re-measured to fair value at the acquisition date; any gains or losses arising from such re-measurement are recognised in profit or loss.

Any contingent consideration to be transferred by the Group is recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability are recognised in accordance with IAS 39 either in profit or loss or as a change to other comprehensive income. Contingent consideration that is classified as equity is not re-measured, and its subsequent settlement is accounted for within equity.

Inter-company transactions, balances and unrealised gains/losses on transactions between Group companies are eliminated. When necessary, amounts reported by subsidiaries have been adjusted to conform to the Group's accounting policies.

Disposal of subsidiaries

When the Group ceases to have control any retained interest in the entity is measured to its fair value at the date when control is lost, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.

Non-controlling interests

Non-controlling interests in subsidiaries are identified separately from the Group's equity therein. Those interests of non-controlling shareholders that present ownership interests entitling their holders to a proportionate share of the net assets upon liquidation are initially measured at fair value. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests' share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the management steering committee that makes strategic decisions.

Foreign Currencies

Functional and presentational currency

The individual financial statements of each Group company are prepared in the currency of the primary economic environment in which they operate (its functional currency). For the purpose of the consolidated financial statements, the results and financial position of each Group company are expressed in Pound Sterling, which is the functional currency of the Company, and the presentation currency for the consolidated financial statements.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the income statement within "finance income or costs". All other foreign exchange gains and losses are presented in the income statement.

Group Companies

The results and financial position of all the Group entities (none of which has the currency of a hyper-inflationary economy) that have a financial currency different from the presentation currency are translated into the presentation currency as follows:

a)       Assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;

b)       income and expenses for each income statement are translated at average exchange rates (unless the average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and

c)       all resulting exchange differences are recognised in other comprehensive income.

Other income

Other income for the Group is measured at fair value of the consideration received or receivable. Although it is not a primary activity of the Group income on the sale of sand is recognised when the risk and rewards of ownership have been transformed from the seller to the buyer, the amount of income can be reliably measures and it is probable that economic benefits will flow to the entity.

Finance income

Interest revenue is recognised when it is probable that economic benefits will flow to the Group and the amount of revenue can be measured reliably. Interest revenue is accrued on a time basis, by reference to the principal outstanding and the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Share-based payments

Share-based payments of the Group are shares granted to employees for £nil consideration for which the share price was used to determine the fair value at grant date. That fair value is charged as an expense in the consolidated statement of profit or loss, with a corresponding increase in equity.

Taxation

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

The tax charge is based on taxable profit for the period. The Group's liability for current tax is calculated by using tax rates that have been enacted or substantively enacted by the reporting date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the "balance sheet liability" method.

Deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled based upon rates enacted and substantively enacted at the reporting date. Deferred tax is charged or credited to profit or loss, except when it relates to items credited or charged to other comprehensive income, in which case the deferred tax is also dealt with in other comprehensive income.

Intangible exploration and evaluation assets

All costs associated with mineral exploration and evaluation including the costs of acquiring prospecting licenses; mineral production licenses and annual license fees; rights to explore; topographical, geological, geochemical and geophysical studies; exploratory drilling; trenching, sampling and activities to evaluate the technical feasibility and commercial viability of extracting a mineral resource; are capitalised as intangible exploration and evaluation assets and subsequently measured at cost.

If an exploration project is successful, the related expenditures will be transferred at cost to property, plant and equipment and amortised over the estimated life of the commercial ore reserves on a unit of production basis (with this charge being taken through profit or loss). Where a project does not lead to the discovery of commercially viable quantities of mineral resources and is relinquished, abandoned, or is considered to be of no further commercial value to the Group, the related costs are recognised in profit or loss.

The recoverability of deferred exploration costs is dependent upon the discovery of economically viable ore reserves, the ability of the Group to obtain necessary financing to complete the development of ore reserves and future profitable production or proceeds from the extraction or disposal thereof.

Impairment of exploration and evaluation assets

Whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, the asset is reviewed for impairment. Assets are also reviewed for impairment at each balance sheet date in accordance with IFRS 6. An asset's carrying value is written down to its estimated recoverable amount (being the higher of the fair value less costs to sell and value in use) if that is less than the asset's carrying value. Impairment losses are recognised in profit or loss.

An impairment review is undertaken when indicators of impairment arise but typically when one of the following circumstances applies:

·           unexpected geological occurrences that render the resource uneconomic; or

·           title to the asset is compromised; or

·           variations in mineral prices that render the project uneconomic; or

·           variations in foreign currency rates; or

·           the Group determines that it no longer wishes to continue to evaluate or develop the field.

Warrants

The warrants issued by the Company are recorded at fair value on initial recognition net of transaction costs. The fair value of warrants granted is recognised as an expense or as share issue costs, with a corresponding increase in equity. The fair value of the warrants granted is measured using the Black Scholes valuation model, taking into account the terms and conditions under which the options were granted. The amount recognised as an expense is adjusted to reflect the actual number of warrants that vest.

Property, plant and equipment

Property, plant and equipment is stated at historical cost less accumulated depreciation.

Land is not depreciated. Depreciation is provided on all plant and equipment at rates calculated to write each asset down to its estimated residual value, using the straight-line method over their estimated useful life of the asset as follows:

·           The mining assets amortised over the life of the mine or 20 years whichever is the lesser.      Depreciation begins when the asset is available for use and continues until the asset is derecognised, even if it is idle; and

·           Computer equipment over three years.

The estimated useful lives, residual values and depreciation methods are reviewed at each period end and adjusted if necessary.

Gains or losses on disposal are included in profit or loss.

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount.

Impairment of property, plant and equipment

At each statement of financial position date, the Group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Where there has been a change in economic conditions that indicate a possible impairment in a cash-generating unit, the recoverability of the net book value relating to that mine is assessed by comparison with the estimated discounted future cash flows based on management's expectations of future commodity prices and future costs.

The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Where conditions giving rise to impairment subsequently reverse, the effect of the impairment charge is also reversed as a credit to the income statement, net of any depreciation that would have been charged since the impairment.

Provisions

General

Provisions are recognised when the group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement or comprehensive income, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used the increase in the provision due to the passage of time is recognised as a finance cost.

Environmental rehabilitation liability

Although not the case at balance sheet date, the group may be exposed to environmental liabilities relating to its operations. Full provision for the cost of environmental and other remedial work such as reclamation costs, close down and restoration costs and pollution control is made based on the estimated cost. Annual increases in the provisions relating to change in the net present value of the provision and inflationary increases are shown separately in the statement of comprehensive income as a finance cost. Changes in estimates of the provision are accounted for in the period the change in estimate occurs, and is charged to either the statement of comprehensive income or the decommissioning asset in property, plant and equipment, depending on the nature of the liability.

Financial assets and liabilities

Financial assets and financial liabilities are recognised in the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument. Financial instruments are classified into specified categories dependent upon the nature and purpose of the instruments and are determined at the time of initial recognition. All financial assets are recognised as loans and receivables or available for sale investments and all financial liabilities are recognised as other financial liabilities.

Trade and other receivables

Trade and other receivables are initially recognised at the fair value of the consideration receivable less any impairment. Impairment provisions are recognised when there is objective evidence that the Group will be unable to collect all of the amounts due under the terms of the receivable, the amount of such a provision being the difference between the carrying amount and the present value of the future expected cash flows associated with the impaired receivable.

Trade and other receivables are subsequently measured at amortised cost, less any impairment.

Cash and cash equivalents

Cash and cash equivalents comprise cash at hand and deposits on a term of not greater than three months.

Trade and other payables

Trade and other payables are initially recognised at fair value. They are subsequently measured at amortised cost using the effective interest rate method.

Financial liabilities and equity

Financial liabilities (including loans and advances due to related parties) and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities. When the terms of a financial liability are negotiated with the creditor and settlement occurs through the issue of the Company's equity instruments, the equity instruments are measured at fair value and treated as consideration for the extinguishment of the liability. Any difference between the carrying amount of the liability and the fair value of the equity instruments issued is recognised in profit or loss.

Critical accounting estimates and judgements

In the application of the Group's accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

Key judgements made during the period were:

Acquisition of Greenhills Resources Limited ("Greenhills")

On 8 November 2017, the Group completed the acquisition of Greenhills which through its subsidiaries has interests in tin exploration projects in South Africa. The total cost of the acquisition was £3 328 813. Due to the lack of processes and outputs relating to Greenhills at the time of purchase, the Board does not consider the entities acquired to meet the definition of a business. As such, the Group has accounted for the acquisition of Greenhills as an asset purchase. Further details are disclosed in Note 10.

Acquisition of Dawnmin Africa Investments Pty Limited ("Dawnmin")

On 9 November 2017, the Group completed the acquisition of Dawnmin which through its subsidiary has interests in tin exploration projects in Namibia. The total cost of the acquisition was £2 749 349. Due to the lack of processes and outputs relating to Dawnmin at the time of purchase, the Board does not consider the entities acquired to meet the definition of a business. As such, the Group has accounted for the acquisition of Dawnmin as an asset purchase. Further details are disclosed in Note 10.

The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of the assets and liabilities within the next financial year are addressed below.

Impairment of exploration & evaluation assets

Determining whether an exploration and evaluation asset is impaired requires an assessment of whether there are any indicators of impairment, including by reference to specific impairment indicators prescribed in IFRS 6 Exploration for and Evaluation of Mineral Resources. If there is any indication of potential impairment, an impairment test is required based on value in use of the asset. The valuation of intangible exploration assets is dependent upon the discovery of economically recoverable deposits which, in turn, is dependent on future tin prices, future capital expenditures and environmental, regulatory restrictions and the successful renewal of licenses. The directors have concluded that there are no indications of impairment in respect of the carrying value of exploration and evaluation assets at 28 February 2018 based on planned future development of the projects and current and forecast tin prices. In making this assessment a tin price of USD20 000/tonne was used. Exploration and evaluation assets are disclosed fully in Note 10.

3.   Adoption of new and revised standards

Accounting standards and interpretations not applied
Standards, amendments and interpretations to existing standards that are not yet effective and have not been early adopted by the Group:
	Amendments to IFRS 2: Classification and Measurement of Share-based Payment Transactions*	1 January 2018	Amendments to provide requirements on the accounting for the effects of vesting and non-vesting conditions on the measurement of cash-settled share-based payments, share-based payment transactions with a net settlement feature for withholding tax obligations, and a modification to the terms and conditions of a share-based payment that changes the classification of the transaction from cash-settled to equity-settled.
	IFRIC 22 Foreign Currency Transactions and Advance Consideration*	1 January 2018	Provides requirements about which exchange rate to use in reporting foreign currency transactions (such as revenue transactions) when payment is made or received in advance.
	IFRS 9 Financial Instruments	1 January 2018	Replacement to IAS 39 and is built on a logical, single classification and measurement approach for financial assets which reflects both the business model in which they are operated and their cash flow characteristics. Also addresses the so‑called 'own credit' issue and includes an improved hedge accounting model to better link the economics of risk management with its accounting treatment. It is a change from incurred to expected loss model.
	IFRS 15 Revenue from Contracts with Customers (IFRS 15 clarifications not EU-endorsed)	1 January 2018	Introduces requirements for companies to recognise revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. Also results in enhanced disclosure about revenue and provides or improves guidance for transactions that were not previously addressed comprehensively and for multiple‑element arrangements.
	IFRS 16 Leases	1 January 2019	The new standard recognises a leased asset and a lease liability for almost all leases and requires them to be accounted for in a consistent manner. This introduces a single lessee accounting model and eliminates the previous distinction between an operating lease and a finance lease.
	IFRIC 23 Uncertainty over Income Tax Treatments*	1 January 2019	The interpretation addresses the determination of taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is uncertainty over income tax treatments under IAS 12.
	* not yet endorsed by the EU
	The Directors anticipate that the adoption of these Standards and Interpretations in future periods will have no material impact on the financial statements of the Group, subject to any future business combinations.

4.    Segmental reporting

The reporting segments are identified by the management steering committee (who are considered to be the chief operating decision-makers) by the way that the Group's operations are organised. As at 28 February 2018, the Group operated within two operating segments, tin exploration activities in Namibia and South Africa.

Segment results

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

	South Africa	Namibia	Total
	£	£	£
As at 28 February 2018
Operating segments loss	(33 828)	(36 574)	(70 402)
Segmental loss	(33 828)	(36 574)	(70 402)

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

		Period ended
		28 February 2018
		£
	Segmental loss	(70 402)
	Unallocated costs		(1 463 434)
	Finance income		2
	Loss before tax		(1 533 834)

Unallocated costs mainly comprise one-off professional fees in relation to the incorporation and listing of the Company as well as a one-off cost of issuing shares to staff at £nil consideration.

Other segmental information

	South Africa	Namibia	Total
	£	£	£
As at 28 February 2018
Intangible assets - exploration and evaluation	3 359 388	2 941 476	6 300 864
Other reportable segmental assets	109 903	538 209	648 112
Other reportable segmental liabilities	(116 087)	(171 039)	(287 126)
Unallocated net assets	-	-	2 687 730
Total consolidated net assets	3 353 204	3 308 646	9 349 580

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

5.       Expenses by nature

	The loss for the period has been arrived at after charging:
					Period ended
					28 February 2018
					£
		Staff costs (see Note 6)		855 621
		Depreciation of property, plant & equipment		378
		Professional fees		479 753
		Travelling expenses		74 252
		Other costs		121 262
		Auditor's remuneration		50 000
		Currency translation differences		(29 604)
					1 551 662

6.         Staff costs

Key management personnel have been identified as the Board of Directors and Frans van Daalen, Chief Operating Officer of the Group. Details of key management remuneration are shown in Note 21.

The average number of staff during the period was 12 with an average total cost for the period of £16 309. This calculation excludes the one-off cost of £552 520 of issuing ordinary shares at £nil consideration to staff on admission.

Emoluments of £124 050 were paid in respect of the highest paid Director during the period.

No pension fund contributions were made on behalf of the Directors and other staff members.

7.         Finance income

	Period Ended 28 February 2018
	£
Bank Interest		2

8.       Income tax expense

	Period Ended  28 February 2018 £
Factors affecting tax for the period:
The tax assessed for the period at the Guernsey corporation tax charge rate of 0%, as explained below:
Loss before taxation	(1 533 834)
Loss before taxation multiplied by the Guernsey corporation tax charge rate of 0%	-
Effects of:
Non-deductible expenses		-
Tax for the period		-

Accumulated losses in the subsidiary undertakings for which there is an unrecognised deferred tax asset are £322 353.

9.       Loss per share

From continuing operations          

The calculation of a basic loss per share of 0.83 pence, is calculated using the total loss for the period attributable to the owners of the Company of £1 533 464 and the weighted average number of shares in issue during the period of 184 033 537. There are no potentially dilutive shares in issue.

223 555 101 ordinary shares with no par value were issued on 14 June 2018. At the same time, the General Meeting approved the granting of 17 500 000 director share options and the share authorities were increased by a further 22 500 000 shares to give the Directors the authority to set up an employee option scheme.

10.     Asset acquisitions

Acquisition of Greenhills Resources Limited ("Greenhills")

On 8 November 2017, the Group completed the acquisition of Greenhills which through its subsidiaries has interests in tin exploration projects in South Africa. The consideration of £3 328 313 was satisfied by the issue of 85 341 358 ordinary shares of the company which were issued partially to Bushveld Minerals Limited, a company listed on the AIM market in London, the previous owner of Greenhills and partially to Bushveld Minerals shareholders. Due to the lack of processes and outputs relating to Greenhills at the time of purchase, the Board does not consider the entities acquired to meet the definition of a business. As such, the Group has accounted for the acquisition of Greenhills as an asset purchase.

The relative fair values of the identifiable assets and liabilities acquired and included in the consolidation are:

	£
Intangible assets - exploration and evaluation		3 349 614
Property, plant and equipment		15 366
Receivables		21 537
Cash		17 512
Other liabilities		(75 716)
		3 328 313

Acquisition of Dawnmin Africa Investments Pty Limited ("Dawnmin")

On 9 November 2017, the Group completed the acquisition of Dawnmin which through its subsidiary has interests in tin exploration projects in Namibia. The consideration of £2 749 349 was satisfied by the issue of 70 336 290 ordinary shares of the Company which were issued to Naminco Limited, the previous owner of Dawnmin as well as stamp duty costs. Due to the lack of processes and outputs relating to Dawnmin at the time of purchase, the Board does not consider the entities acquired to meet the definition of a business. As such, the Group has accounted for the acquisition of Dawnmin as an asset purchase.

The relative fair values of the identifiable assets and liabilities acquired and included in the consolidation are:  

	£
Intangible assets - exploration and evaluation		2 773 503
Property, plant & equipment		7 538
Other tax and social security costs		1 335
Cash		43 287
Other liabilities		(76 314)
		2 749 349

11.     Intangible exploration and evaluation assets

	Cost and carrying value		£
As at 1 September 2017		-
Additions for the period - acquisition of Greenhills Resources Limited		3 349 614
Additions for the period - acquisition of Dawnmin Africa Investments Pty Limited		2 773 503
Additions for the period - other expenditure		177 747
	As at 28 February 2018	6 300 864

The directors have concluded that there are no indications of impairment in respect of the carrying value of exploration and evaluation assets at 28 February 2018 based on planned future development of the projects and current and forecast tin prices. In making this assessment a tin price of USD20 000/tonne was used.

The Company's subsidiary, Greenhills Resources Limited has the following:

i)          a 74% interest in Renetype Pty Limited ("Renetype") which holds an interest in Prospecting Right 2205.

ii)          an 85% interest in Guinea Fowl Investments 27 Pty Limited ("Guinea Fowl") which holds an interest in mining rights, ML129, ML133 and ML134.

iii)         a 50% interest in Jaxson 641 Pty Limited ("Jaxson") which holds an interest in Prospecting Right 428.

iv)         a 74% interest in Zaaiplaats Mining Pty Limited ("Zaaiplaats") which holds an interest in Prospecting Right 183.

12.     Property, plant and equipment

	Land	Mining Assets	Computer equipment	Total
	£	£	£	£
Cost
As at 1 September 2017	-	-	-	-
Additions for the period - acquisition of Greenhills	15 366	-	-	15 366
Additions for the period - acquisition of Dawnmin	-	7 538	-	7 538
Additions for the period - other expenditure	-	511 303	4 540	515 843
As at 28 February 2018	15 366	518 841	4 540	538 747
Accumulated depreciation
As at 1 September 2017	-	-	-	-
Charge for the period	-	-	378	378
As at 28 February 2018	-	-	378	378
Net Book Value
At 28 February 2018	15 366	518 841	4 162	538 369
As at 1 September 2017	-	-	-	-

13.     Trade and other receivables	Period Ended 28 February 2018
	£
Trade receivables	35 065
Other receivables	13 828
Other tax and social security costs		72 794
		121 687

The Directors consider that the carrying amount of trade and other receivables approximates to their fair value due  to their short-term nature. No allowance for doubtful receivables is provided.

The total trade and other receivables denominated in South African Rand amount to £55 102 and denominated in Namibian Dollars amount to £57 335.

14.        Cash and cash equivalents

	Period Ended 28 February 2018
	£
Cash on hand and in bank	2 904 767

Cash and cash equivalents (which are presented as a single class of assets on the face of the Statement of Financial Position) comprise cash at bank and other short-term highly liquid investments with an original maturity of three months or less. The Directors consider that the carrying amount of cash and cash equivalents approximates their fair value. The total cash and cash equivalents denominated in South African Rand amount to £151 514, the total cash and cash equivalents denominated in Namibia Dollars amount to £56 275 and the total cash and cash equivalents denominated in US Dollars amount to £132.

15.      Trade and other payables	Period Ended 28 February 2018
	£
Trade payables	308 699
Other payables	145 962
Accruals	61 446
	516 107

Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The average credit period taken for trade purchases is 30 days.

The Group has financial risk management policies in place to ensure that all payables are paid within the pre-arranged credit terms. No interest has been charged by any suppliers as a result of late payment of invoices during the period.

The Directors consider that the carrying amount of trade and other payables approximates to their fair value.

The total trade and other payables denominated in South African Rand amount to £214 352 and £171 039 is denominated in Namibian Dollars.

16.     Share capital

	Number of shares issued and fully paid	Share capital
		£
Balance at 1 September 2017	-	-
"Greenhills" acquisition (Note 10)	85 341 358	2 743 115
"Dawnmin" acquisition (Note 10)	70 336 290	2 829 066
Initial public offering	89 743 584	499 247
Convertible loan notes converted into shares	36 629 947	1 000 000
Shares issued to staff and service provider for nil consideration	15 413 613	601 131
Warrants exercised 16 January 2018	1 348	-
Warrants exercised 2 February 2018	15 789	-
Share issue costs - excluding warrants	-	(289 145)
Share issue costs - fair value of warrants (Note 17)	-	(29 783)
Balance at 28 February 2018	297 481 929	10 853 631
Authorised: 386 721 484 ordinary shares of no par value Allotted, issued and fully paid: 297 481 929 ordinary shares of no par value

A placing and subscription for existing and new institutional and sophisticated private investors raised gross proceeds of £3.5m with a further £1m raised from convertible loan notes that converted on admission. Furthermore, 15 413 613 ordinary shares were issued to directors, employees and a service provider for £nil consideration on admission. These transactions were recorded at 3.9p per share, being the placing price of the shares.

In accordance with the terms of a Demerger Agreement between Bushveld Minerals Limited and AfriTin Mining Limited (see Note 10), Bushveld warrant holders are entitled to exercise the same amount of warrants in AfriTin for £nil consideration subject to the demerger ratio of 0.08999. This agreement effectively gave rise to 43 120 AfriTin warrants on admission. 1 348 and 15 789 of these warrants were exercised on 16 January 2018 and 2 February 2018 respectively.

17.       Warrants

The following warrants were granted during the period ended 28 February 2018:

Date of grant

9 November 2017

Number granted

1 871 939

Contractual life

3 years

Estimated fair value per warrant (£)

0.01591

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

Date of grant

9 November 2017

Share price at grant date

3.9p

Exercise price

3.9p

Expected life

3 years

Expected volatility

60%

Expected dividends

Nil

Risk-free interest rate

1.24%

In accordance with the terms of a Demerger Agreement between Bushveld Minerals Limited and AfriTin Mining Limited (see Note 10), Bushveld warrant holders are entitled to exercise the same amount of warrants in AfriTin for £nil consideration. The warrants in issue during the period are as follows:

Outstanding at 1 September 2017

-

Granted during the period

1 871 939

Exercised during the period

(17 137)

Outstanding at 28 February 2018

1 854 802

Exercisable at 28 February 2018

1 854 802

The warrants outstanding at the period-end have an exercise price of £0.039, with a weighted average remaining contractual life of 2.67 years.

The Group has recognised a charge amounting to £29 783 during the period which has been deducted from share capital as the warrants were issued as consideration for professional fees in relation to the issue of shares.

18.     Financial instruments

The Group is exposed to the risks that arise from its use of financial instruments. This note describes the objectives, policies and processes of the Group for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.

Capital Risk Management

The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing returns to shareholders. In order to maintain or adjust the capital structure, the Group may issue new shares or arrange debt financing.

The capital structure of the Group consists of cash and cash equivalents and equity, comprising issued capital and retained losses.

The Group is not subject to any externally imposed capital requirements.

Significant accounting policies

Details of the significant accounting policies and methods adopted including the criteria for recognition, the basis of measurement and the bases for recognition of income and expenses for each class of financial asset, financial liability and equity instrument are disclosed in note 2.

Principal financial instruments

The principal financial instruments used by the Group, from which financial instrument risk arises, are as follows:

Trade and other receivables          

Cash and cash equivalents

Trade and other payables

Categories of financial instruments

The Group holds the following financial assets:

	Period Ended 28 February 2018
	£
Measured as loans and receivables:
Trade and other receivables	121 687
Cash and cash equivalents	2 904 767
Total financial assets	3 026 454

The Group holds the following financial liabilities:

	Period Ended 28 February 2018
	£
Measured at amortised cost:
Trade and other payables	516 108
Total financial liabilities	516 108

General objectives, policies and processes

The Board has overall responsibility for the determination of the Group's risk management objectives and policies. The Board receives reports through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it set.

The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group's competitiveness and flexibility. Further details regarding these policies are set out below:

Credit risk

The Group's principal financial assets are bank balances and trade and other receivables.

Credit risk arises principally from the Group's cash balances with further risk arising due to its trade receivables. Credit risk is the risk that the counterparty fails to repay its obligation to the Group in respect of amounts owed. The Group gives careful consideration to which organisations it uses for its banking services in order to minimize credit risk. Other than a limited amount of sales of sand, the Group has no sales hence credit risk relating to other receivables is minimal. There are no formal procedures in place for monitoring and collecting amounts owed to the Group. A risk management framework will be developed over time, as appropriate to the size and complexity of the business.

The concentration of the Group's credit risk is considered by counterparty, geography and by currency. The Group has a significant concentration of cash held on deposit with large banks in South Africa, Namibia and Mauritius with A ratings and above (Standard & Poor's).

The concentration of credit risk was as follows:

	28 February
		2018
Currency		£
Sterling		2 696 846
USD		132
South African Rand		151 514
Namibian Dollars		56 275
TOTAL		2 904 767

There are no other significant concentrations of credit risk as at the balance sheet date.

At 28 February 2018, the Group held no collateral as security against any financial asset. The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represents the Group's maximum exposure to credit risk without taking account of the value of any collateral obtained. At 28 February 2018, no financial assets were past their due date. As a result, there has been no impairment of financial assets during the period. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. Management considers the above measures to be sufficient to control the credit risk exposure.

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due. Ultimate responsibility for liquidity risk management rests with the Board of Directors. The Board manages liquidity risk by regularly reviewing the Group's gearing levels, cash-flow projections and associated headroom and ensuring that excess banking facilities are available for future use.

The Group maintains good relationships with its banks, which have high credit ratings and its cash requirements are anticipated via the budgetary process. At 28 February 2018, the Group had £2 904 767 of cash reserves.       

Market risk

The Group's activities expose it primarily to the financial risk of changes in foreign currency exchange rates and interest rates.

Interest rate risk

The Group was exposed to minimal interest rate risk during the period. For this reason, no sensitivity analysis has been performed regarding interest rate risk.

Foreign exchange risk

The Group has foreign currency denominated assets and liabilities. Exposure to exchange rate fluctuations therefore arise. The carrying amount of the Group's foreign currency denominated monetary assets and liabilities, all in Pound Sterling, are shown below:

	28 February
		2018
		£
Cash and cash equivalents		207 921
Other receivables		112 437
Trade and other payables		(385 391)
		(65 033)

The Group is exposed to a level of foreign currency risk. Due to the minimal level of foreign exchange transactions, the Directors currently believe the foreign currency risk is at an acceptable level.

The Group does not enter into any derivative financial instruments to manage its exposure to foreign currency risk.

The following table details the Group's sensitivity to a 10% increase and decrease in the Pound Sterling against the Rand and the Namibian Dollar. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonable possible change in foreign currency rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period-end for a 10% change in foreign currency rates.

	Rand	Rand	Rand
	denominated	currency impact	currency impact
	monetary items	strengthening	Weakening
	£	£	£
Assets	206 616	227 277	185 954
Liabilities	(214 352)	(235 788)	(192 917)
	(7 736)	(8 511)	(6 963)

	Namibian Dollar	Namibian Dollar	Namibian Dollar
	denominated	currency impact	currency impact
	monetary items	strengthening	Weakening
	£	£	£
Assets	113 610	124 971	102 249
Liabilities	(171 039)	(188 143)	(153 935)
	(57 429)	(63 172)	(51 686)

19.     Operating Lease Commitments

The Group had no operating lease commitments at the reporting date.

20.     Events after Balance Sheet Date

On 23 May 2018, an accelerated book-build and subscription process was undertaken and gross proceeds of £6m (net proceeds estimated at £5.7m) was raised. The Placing of 223 555 101 shares was done at a price of 2.7p per share. A resolution to issue the new ordinary shares was passed at a General Meeting on 14 June 2018. Subsequent to the issue of these new ordinary shares, the issued share capital of the company will be 521 037 126 shares of no par value.

The net proceeds of the Placing will be used as follows:

·      to commence with an exploration drilling programme and geo-scientific work with the goal of declaring a JORC-compliant resource in due course.  It is anticipated that the programme will confirm the historical mineral resources as published by SRK Consulting in 1987, although there can be no guarantee that this will occur. This programme will require the procurement of geological equipment, drilling into the V1/V2 pegmatite and other pegmatites (with a view to expand the resource base), sample analysis, geological modelling and reporting;

·      to initiate and progress with a bankable feasibility study (BFS) for the final mine configuration (Phase 2).  Approximately 50 per cent. of this amount is planned for a geo-metallurgical characterization, metallurgical test work and process flow design, with the balance reserved for mine planning, infrastructure design and financial modelling;  

·      to incorporate upgrades to the process design of the Phase 1 plant to improve the planned beneficiation performance.  The intention is that these upgrades will involve the addition of a fourth crushing stage, a second stage in the dense medium separation circuit, as well as the dewatering equipment to improve the planned process water recovery; and

·      for general corporate and working capital costs.

The General Meeting also approved the granting of 17 500 000 Director Share Options and the share authorities were increased by a further 22 500 000 shares to give the Directors the authority to set up an employee option scheme.

21.     Related party transactions

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

VM Investments Pty Ltd ("VM Investments") is a related party due to Anthony Viljoen, CEO of AfriTin Mining Limited being a 50% shareholder of VM Investments. During the period, VM Investments charged the Group £57 361 for management services. At the end of the period, the Group did not owe VM Investments any funds. At period-end, VM Investments held 733 621 ordinary shares in AfriTin Mining Limited.

Goldiblox Pty Ltd ("Goldiblox") is a related party due to Frans van Daalen, key management personnel of AfriTin Mining Limited being a 50% shareholder of Goldiblox. During the period, Goldiblox charged the Group £119 973 for management services and re-imbursables. At the end of the period, the Group did not owe Goldiblox any funds.

The remuneration of the Directors, who including Frans van Daalen are the key management personnel of the Group, is set out below.

Directors and key management personnel were given shares for £nil consideration when the Company was admitted to the AIM market in London. The value of these shares is also included in the totals below.

	28 February	28 February	28 February	28 February
	2018	2018	2018	2018
	£	£	£	£
	Shares	Director Fees/Salary	Other Fees	Total
Non-executive directors
Glen Parsons (Chairman)	40 000	-	-	40 000
Laurence Robb	12 500	4 000	-	16 500
Roger Williams	25 000	-	2 809	27 809
Executive director
Anthony Viljoen (Chief Executive Officer)*	78 000	46 050	-	124 050
Other Key Management Personnel
Frans van Daalen (Chief Operating Officer)**	78 000	41 445	-	119 445
	233 500	91 495	2 809	327 804

*The salary cost of £46 050 was paid to Anthony Viljoen via VM Investments.

** The salary cost of £41 445 was paid to Frans van Daalen via Goldiblox.

Naminco Limited ("Naminco") is a related party due to Naminco owning 24% of AfriTin Mining Limited during the period under review. During the period, AfriTin entered into an agreement with Naminco to purchase property, plant and equipment to the value of £94 242. At the period end, the Group owed Naminco £39 855.

22.     Comparative Figures

The financial statements as presented are for the period from incorporation, 1 September 2017, to 28 February 2018. As these are the first financial statements of the Group, no comparative figures are reflected.

23.     Reserves within equity

Share capital

Ordinary shares are classified as equity.  Incremental cost directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

          Warrant reserve

The warrant reserve represents the cumulative charge to date in respect of unexercised share warrants at the balance sheet date.

          Retained earnings/Accumulated deficit

The retained earnings/accumulated deficit represent the cumulative profit and loss net of distribution to owners.

 

END

 

 

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