15 November 2012
Bezant Resources Plc
("Bezant" or the "Company")
Final Results for the Year Ended 30 June 2012
Bezant (AIM: BZT), the AIM listed gold and copper exploration and development company operating in the Philippines and Argentina, announces its audited final results for the year ended 30 June 2012.
Highlights:
Mankayan Copper-Gold Project, Philippines:
· The Mankayan Project remains the subject of an option granted to Gold Fields Netherlands Services BV ("Gold Fields"). We continue to maintain a regular dialogue with Gold Fields and await a decision with respect to the potential exercise of its option prior to its expiry date of 31 January 2013.
Eureka Copper-Gold Project, Argentina:
· Acquisition of 100% of Puna Metals S.A. ("Puna") completed, with a saving of US$1.3m in return for a final accelerated lump sum cash payment. Puna holds a package of 11 prospective copper and gold exploration licences in the province of Jujuy, north-west Argentina (the "Eureka Project").
· Environmental base line study completed and formal submission of statutory Environmental Impact Assessment ("EIA") and hydrogeological reports made to the provincial authorities.
· Copper-gold mineralised strata and lenses identified further to the completion of a Vertical Electrical Sounding survey programme.
Mkurumu Project:
· Joint Venture Agreement with Ashanti Exploration (Tanzania) Limited, in respect of the Company's fully impaired Mkurumu Project, terminated. New agreement negotiated, whereby the Company retains a reduced free carried interest of 5 per cent., along with a Net Smelter Return Royalty of 2 per cent., with no exposure to any further exploration costs on the project.
Corporate:
· Appointment of Dr Bernard Olivier as Chief Executive Officer, having previously served as the Company's Executive Technical Director since 2007.
· Loss after tax for the twelve month period of £1.84 million (2011: loss of £1.55 million).
· Approximately £4.3 million cash held at the period end.
Post Period End:
· Appointment of Mr Lawrence Read as a Non-executive Director of the Company.
Gerry Nealon, Executive Chairman of Bezant, commented:
"We are encouraged by Gold Fields' significant investment of US$220m to acquire 40% of the adjacent Far Southeast Project in the Philippines announced earlier this year, with an outstanding option over a further 20% interest. We look forward to receiving a decision from Gold Fields in respect of its option over our Mankayan Project prior to its scheduled expiry on 31 January 2013.
We were delighted to achieve a significant saving on the accelerated acquisition of 100% of our Eureka Project in Argentina and are hopeful of receiving a swift positive decision to the requisite approvals sought from the provincial authorities and other stakeholders to enable further progress to be made on this exciting project in the year ahead."
For further information, please contact:
Gerry Nealon Executive Chairman, Bezant Resources Plc
Bernard Olivier Chief Executive Officer, Bezant Resources Plc
James Harris / Matthew Chandler / David Altberg Strand Hanson Limited
James Maxwell / Jenny Wyllie N+1 Singer
or visit http://www.bezantresources.com
|
Tel: +61 89 368 1566
Tel: +61 40 894 8182
Tel: +44 (0)20 7409 3494
Tel: +44 (0)20 7496 3000
|
Chairman's statement
I am pleased to again report to our shareholders upon the further progress made by the Company during its financial year ended 30 June 2012 and on our subsequent ongoing activities to the date of this statement.
Mankayan Project:
As previously announced, at a duly convened General Meeting held on 26 October 2011, shareholders approved the grant of an option (the "Option") to Gold Fields Netherlands Services BV ("Gold Fields") pursuant to the terms of an option agreement (the "Option Agreement") entered into by the Company for the potential disposal of its subsidiary, Asean Copper Investments Limited ("Asean"). Under the terms of the Option Agreement, Gold Fields paid a non-refundable upfront cash payment of US$7 million, with a further cash sum of US$63 million becoming payable should the Option be exercised prior to its scheduled expiry date on 31 January 2013.
To date, the Company has not received any formal notice from Gold Fields in respect of its intentions with regards to potentially exercising the Option prior to its expiry. The Company continues to maintain regular dialogue with Gold Fields' representatives and we shall release an appropriate announcement without delay following receipt of a formal decision from Gold Fields.
During the period under review, Gold Fields has released positive resource and reserve estimates in respect of its ongoing exploration activities at the "Far Southeast Project", being its flagship deposit in the Philippines situated approximately six kilometres from our Mankayan project area. Gold Fields has to date committed considerable capital outlay on community liaison and exploration activities and invested a significant cash sum further to the acquisition of a 40 per cent. stake in the Far Southeast Project for US$220 million from Liberty Express Assets with an option outstanding over a further 20 per cent. interest for a further US$120 million from Lepanto Consolidated Mining Company.
With respect to the current status of the Far Southeast Project, we understand that Gold Fields is still awaiting the free, prior and informed consent ("FPIC") from the relevant indigenous communities to support its application for the grant of a Financial or Technical Assistance Agreement (the "FTAA Licence") from the relevant Philippine authorities. The granting of an FTAA Licence permits 100 per cent. equity ownership of an asset in the Philippines by a foreign entity and accordingly is a key step to progressing large scale mining projects, such as Far Southeast and Mankayan.
In the event that the Option over the Mankayan Project is exercised, it remains the Board's intention to distribute a significant proportion of the sale proceeds to shareholders, as set out in my statement in last year's annual report.
Eureka Project:
Following receipt of the abovementioned non-refundable upfront Option payment from Gold Fields, the Company was in a strong position to negotiate an accelerated acquisition of 100 per cent. of the Eureka Project in Argentina. As a result, the Company achieved a saving of US$1.3 million on the originally agreed staggered acquisition terms in return for a final accelerated lump sum cash payment for the Eureka Project, a near surface copper-gold project, historically mined and located near to the Argentine border with Bolivia. Accordingly, the Company is now the sole owner and operator and has total discretion over all exploration expenditure on the project, which currently has unaudited unclassified resource estimates, based on third parties' historic exploration activities, in the order of, in aggregate, up to approximately 62 million tonnes grading at approximately 1 per cent. copper with approximately 52,000 ounces of gold as credits.
On 15 August 2011, the Company announced that it had completed Phase I of its initial exploration programme in relation to the evaluation of historical data and the generation of a geographic information system ("GIS") database. This included the identification of encouraging geophysical responses with zones of high electrical chargeability and resistivity from interpretation of a three-dimensional Induced Polarisation ("IP") survey, which will provide additional targets for the Company's planned ongoing exploration programme.
On 18 April 2012, the Company announced the completion of an environmental base line study, along with the formal submission of our statutory Environmental Impact Assessment ("EIA") and Hydrogeological Reports to the provincial authorities. Our consultation programme with the provincial authorities and local indigenous communities has been positive, and we are currently supplying further expert testimony on the potential impact of the project's redevelopment to the Judge of Mines. Our EIA is also being presented to the presidents, associated office bearers and community representatives of the affected indigenous peoples and we are hopeful of receiving a formal decision in due course. Although the consultation process is lengthy, upon completion and a positive outcome, a full mining licence(s) should be granted enabling development of this near surface copper-gold project.
Encouraging results were also obtained from surface rock samples gathered in connection with the EIA study, with the average copper value for all of the surface rock samples sent for analysis equating to 1.7% Cu.
On 8 October 2012, the Company announced that copper-gold mineralised strata and lenses had been identified further to completion of a Vertical Electrical Sounding ("VES") survey programme. The survey indicated an increase in the thickness of copper mineralisation in the project area thereby facilitating the development of a further exploration methodology for future exploration programmes.
Mkurumu Project:
All exploration activities in Tanzania were discontinued in prior years and the original exploration costs fully impaired. On 27 March 2012, the Company announced that its wholly-owned subsidiary, Anglo Tanzania Gold Limited ("ATGL"), had agreed to the termination of its existing Joint Venture Agreement (the "Existing Agreement") with Ashanti Exploration (Tanzania) Limited ("AETL") in respect of the "Mkurumu project", situated in the Kilindi District, Tanga Region, Tanzania.
Along with the termination of the Existing Agreement, the Company successfully negotiated a new agreement with AETL whereby ATGL now holds a reduced free carried interest of 5 per cent., along with a Net Smelter Return Royalty of 2 per cent. of any potential future Net Smelter Return due to AETL. As a result of the termination of the Existing Agreement, ATGL no longer has any exposure to any further exploration expenditure on the project.
Financial / other:
For the financial year ended 30 June 2012, the Company made a loss after tax of £1,836,000 (2011: loss of £1,550,000). This loss reflects the expenditure on our ongoing exploration activities and the cost of the full acquisition of the Eureka Project in Argentina. It does not reflect the £3,610,000 non-refundable option payment received from Gold Fields (net of costs associated with the negotiation and finalisation of the Option Agreement) since the appropriate accounting treatment is to capitalise this amount as a deposit/deferred income on the balance sheet until such time as the option is exercised or lapses when it will then be recognised in the income statement.
On 30 January 2012, the Company was pleased to announce the appointment of Dr. Bernard Olivier as Chief Executive Officer, having previously served the Company since April 2007 as Executive Technical Director.
Subsequent to the period end on 15 October 2012, the Company was also pleased to announce the appointment of Mr. Laurence Read as a Non-executive Director of the Company. Mr. Read hasconsiderable experience advising natural resources companies and brings invaluable knowledge and expertise to assist with the Group's future growth.
I would like to take this opportunity to once again thank all of our employees, advisers, shareholders and other stakeholders for their continuing patience, interest and support with the Company's further development.
Gerard Nealon
Executive Chairman
15 November 2012
For the year ended 30 June 2012
|
|
|
2012 |
|
2011 |
|
|
Notes |
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
|
Continuing operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
Group revenue |
|
|
- |
|
- |
|
Cost of sales |
|
|
|
- |
|
- |
|
|
|
|
|
|
|
Gross profit/(loss) |
|
|
|
- |
|
- |
Administrative expenses |
|
|
|
(1,652) |
|
(1,555) |
Impairment expenses |
|
|
|
- |
|
- |
Group operating loss |
|
|
|
(1,652) |
|
(1,555) |
|
|
|
|
|
|
|
Interest receivable |
|
|
|
9 |
|
5 |
Other income |
|
|
|
- |
|
- |
Total income |
|
|
|
9 |
|
5 |
Share of Associates' loss |
|
|
|
(193) |
|
- |
Loss before taxation |
|
|
|
(1,836) |
|
(1,550) |
Taxation |
|
|
|
- |
|
- |
|
|
|
|
|
|
|
Loss for the year |
|
|
|
(1,836) |
|
(1,550) |
|
|
|
|
|
|
|
Attributable to: Equity holders of the Company |
|
|
|
(1,836) |
|
(1,550) |
|
|
|
|
|
|
|
Other comprehensive income: |
|
|
|
|
|
|
Foreign currency reserve movement |
|
|
|
143 |
|
58 |
Total comprehensive expense for the year attributable to equity holders of the Company |
|
|
|
(1,693) |
|
(1,492) |
Loss per share (pence) |
|
|
|
|
|
|
Basic & Diluted |
2 |
|
|
(2.82p) |
|
(2.88p) |
Consolidated Statement of Changes in Equity
|
Share Capital £'000 |
Share Premium £'000 |
Other Reserves £'000 |
Accumulated Losses £'000 |
Total Equity £'000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July 2011 |
1,067 |
30,691 |
390 |
(17,430) |
14,718 |
Current year loss |
- |
- |
- |
(1,836) |
(1,836) |
Foreign currency reserve |
- |
- |
143 |
- |
143 |
|
|
|
|
|
|
Total comprehensive expenses for the year |
- |
- |
143 |
(1,836) |
(1,693) |
Share issues |
- |
- |
- |
- |
- |
Share issue costs |
- |
- |
- |
- |
- |
Cost of share-based payments |
- |
- |
- |
- |
- |
|
|
|
|
|
|
Balance at 30 June 2012 |
1,067 |
30,691 |
533 |
(19,266) |
13,025 |
|
Share Capital £'000 |
Share Premium £'000 |
Other Reserves £'000 |
Accumulated Losses £'000 |
Total Equity £'000 |
|
|
|
|
|
|
Balance at 1 July 2010 |
1,032 |
23,810 |
332 |
(15,880) |
9,294 |
Current year loss |
- |
- |
- |
(1,550) |
(1,550) |
Foreign currency reserve |
- |
- |
58 |
- |
58 |
|
|
|
|
|
|
Total comprehensive expenses for the year |
- |
- |
58 |
(1,550) |
(1,492) |
Share issues |
35 |
7,118 |
- |
- |
7,153 |
Share issue costs |
- |
(237) |
- |
- |
(237) |
Cost of share-based payments |
- |
- |
- |
- |
- |
|
|
|
|
|
|
Balance at 30 June 2011 |
1,067 |
30,691 |
390 |
(17,430) |
14,718 |
As at 30 June 2012
|
|
|
|
||
|
|
|
2012 |
2011 |
|
|
Notes |
|
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
Intangible assets - goodwill |
|
|
- |
- |
|
Plant and equipment |
|
|
43 |
23 |
|
Investment in subsidiary |
|
|
- |
- |
|
Investments |
|
|
7,679 |
7,783 |
|
Deferred exploration and evaluation costs |
|
|
4,784 |
2,532 |
|
Total non-current assets |
|
|
12,506 |
10,338 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
Trade and other receivables |
|
|
25 |
16 |
|
Cash at bank and in hand |
|
|
4,287 |
4,418 |
|
Total current assets |
|
|
4,312 |
4,434 |
|
|
|
|
|
|
|
TOTAL ASSETS |
|
|
16,818 |
14,772 |
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Trade and other payables |
|
|
3,793 |
54 |
|
Total current liabilities |
|
|
3,793 |
54 |
|
|
|
|
|
|
|
NET ASSETS |
|
|
13,025 |
14,718 |
|
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
Share capital |
3 |
|
1,067 |
1,067 |
|
Share premium account |
3 |
|
30,691 |
30,691 |
|
Share based payment reserve |
4 |
|
265 |
265 |
|
Other reserves |
4 |
|
268 |
125 |
|
Accumulated losses |
4 |
|
(19,266) |
(17,430) |
|
|
|
|
|
|
|
SHAREHOLDERS' EQUITY |
|
|
13,025 |
14,718 |
|
Consolidated Cash Flow Statement
For the year ended 30 June 2012
|
|
|
|
|
|
|
|
2012 |
2011 |
|
Notes |
|
£'000 |
£'000 |
|
|
|
|
|
Net cash outflow from operating activities |
6 |
|
(1,653) |
(1,649) |
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Interest received |
|
|
9 |
5 |
Other income |
|
|
60 |
39 |
Proceeds from sale of investments |
|
|
- |
- |
Payments for plant and equipment |
|
|
(6) |
(5) |
Payments to fund exploration |
|
|
(598) |
(128) |
Payments to acquire subsidiary |
|
|
(1,344) |
- |
Payments to acquire associates |
|
|
- |
(314) |
Loans to associates and subsidiaries |
|
|
(353) |
(144) |
Deposit for grant of option |
|
|
3,610 |
- |
Net cash outflow from investing activities |
|
|
1,378 |
(547) |
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Cash proceeds from issue of shares |
|
|
- |
4,749 |
Share issue costs |
|
|
- |
(237) |
|
|
|
- |
4,512 |
|
|
|
|
|
Increase/(Decrease) in cash |
|
|
(275) |
2,316 |
|
|
|
|
|
Cash and cash equivalents at beginning of year |
|
|
4,418 |
1,938 |
Foreign exchange movement |
|
|
144 |
164 |
|
|
|
|
|
Cash and cash equivalents at end of year |
|
|
4,287 |
4,418 |
Notes to the financial statements
For the year ended 30 June 2012
1. |
Basis of Preparation
The audited financial information set out above, which incorporates the financial information of the Company and its subsidiary undertakings (the "Group"), has been prepared using the historical cost convention and in accordance with International Financial Reporting Standards ("IFRS") including IFRS 6 'Exploration for and Evaluation of Mineral Resources', as adopted by the European Union ("EU") and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.
The audited financial information contained in this announcement does not constitute the Company's full financial statements for the year ended 30 June 2012 or 2011, but is derived from those financial statements, approved by the board of directors. The auditors' report on the 2012 accounts was unqualified and did not contain any statement under section 498(2) or (3) of the Companies Act 2006. The full audited financial statements for the year ended 30 June 2012 will be delivered to the Registrar of Companies and filed at Companies House following the Company's forthcoming annual general meeting.
|
|
|
2. |
Loss per share |
||
|
The basic and diluted loss per share have been calculated using the loss for the 12 months ended 30 June 2012 of £1,836,000 (2011: £1,550,000). The basic loss per share was calculated using a weighted average number of shares in issue of 64,993,603 (2011: 53,805,262).
The diluted loss per share has been calculated using an additional weighted average number of shares in issue and to be issued of 67,689,734 (2011: 56,003,062).
The diluted loss per share and the basic loss per share are recorded as the same amount, as the conversion of share options decreases the basic loss per share, thus being anti-dilutive.
|
||
3. |
Share capital |
||||
|
Number |
Class |
Nominal value |
Year ended 30 June 2012 |
Year ended 30 June 2011 |
|
|
|
|
£'000 |
£'000 |
|
Authorised |
|
|
|
|
|
690,432,500 |
Ordinary |
0.2p |
1,381 |
1,381 |
|
7,959,196 |
Deferred |
4p |
319 |
319 |
|
625,389 |
Deferred |
99p |
619 |
619 |
|
|
|
|
2,319 |
2,319 |
|
|
|
|
|
|
|
Allotted, called up and fully paid |
|
|
|
|
|
64,993,603 |
Ordinary |
0.2p |
129 |
129 |
|
7,959,196 |
Deferred |
4p |
319 |
319 |
|
625,389 |
Deferred |
99p |
619 |
619 |
|
|
|
|
1,067 |
1,067 |
|
|
|
|
||
|
|
|
Number of shares |
||
|
The movement in the share capital is summarised below: |
|
|
||
|
As at 1 July 2011 |
|
64,993,603 |
||
|
As at 30 June 2012 |
|
64,993,603 |
|
|
|
2012 |
|
|
|
£'000 |
|
The share premiums arising as a result of the above share transactions were as follows: |
|
|
|
As at 1 July 2011 |
|
30,691 |
|
Less: share issue costs |
|
- |
|
As at 30 June 2012 |
|
30,691 |
4. |
Statement of movement on reserves |
||||
|
|
||||
|
|
Share-based payment reserve |
Foreign exchange reserve |
Revaluation reserve |
Accumulated losses |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
At 1 July 2011 |
265 |
125 |
- |
(17,430) |
|
Cost of share-based payments |
- |
- |
- |
- |
|
Current year loss |
- |
- |
- |
(1,836) |
|
Currency translation differences on foreign operations |
- |
143 |
- |
- |
|
|
|
|
|
|
|
At 30 June 2012 |
265 |
268 |
- |
(19,266) |
5. |
Reconciliation of movements in shareholders' funds |
|||
|
|
|||
|
|
2012 |
2011 |
|
|
|
£'000 |
£'000 |
|
|
|
|
|
|
|
Loss for the year |
(1,836) |
(1,550) |
|
|
|
|
|
|
|
Shares issued less costs |
- |
6,916 |
|
|
Currency translation differences on foreign currency operations |
143 |
58 |
|
|
Cost of share-based payments |
- |
- |
|
|
Opening shareholders' funds |
14,718 |
9,294 |
|
|
Closing shareholders' funds |
13,025 |
14,718 |
|
6. |
Reconciliation of operating loss to net cash outflow from operating activities |
||||
|
|
|
|||
|
|
2012 |
2011 |
|
|
|
|
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
Group operating loss |
(1,652) |
(1,550) |
|
|
|
|
|
|
|
|
|
Depreciation and amortisation |
8 |
10 |
|
|
|
Share-based payment charge |
- |
- |
|
|
|
VAT refunds received |
(60) |
(39) |
|
|
|
Foreign Exchange loss/(gain) |
(56) |
- |
|
|
|
Subsidiary loss prior period |
(2) |
- |
|
|
|
Decrease/(increase) in debtors |
(9) |
- |
|
|
|
Increase/(decrease) in creditors |
118 |
(65) |
|
|
|
|
|
|
|
|
|
Net cash outflow from operating activities |
(1,653) |
(1,649) |
|
|
|
|
|
|||
7.
|
Availability of Annual Report and Financial Statements
Copies of the Company's full Annual Report and Financial Statements are expected to be posted today to those shareholders who have elected to receive hardcopy shareholder communications from the Company and, once posted, will also be made available to download from the Company's website at www.bezantresources.com.
The Annual Report and Financial Statements will also be made available for inspection at the Company's registered office during normal business hours on any weekday. Bezant Resources Plc is registered in England and Wales with registered number 02918391. The registered office is at Level 6, Quadrant House, 4 Thomas More Square, London E1W 1YW.
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|
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8.
|
Annual General Meeting
The Company's next Annual General Meeting ("AGM") will be held on 7 December 2012 and a formal Notice of AGM and proxy form have today been posted to those shareholders who have elected to receive hard copy shareholder communications from the Company and can also be downloaded from the Company's website at www.bezantresources.com.
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