Interim results

RNS Number : 0178I

Ironveld PLC

30 March 2020

 

30 March 2020

IRONVELD PLC

("Ironveld" or the "Company")

Interim results for the six months ended 31 December 2019

Ironveld plc, the owner of a High Purity Iron ("HPI"), Vanadium and Titanium project located on the Northern Limb of the Bushveld Complex in Limpopo Province, South Africa (the "Project") is pleased to announce its interim results for the six months ended 31 December 2019 ("the period").

Highlights

Operational

· Overheads incurred during the period reflected low level of activity whilst negotiations for development funding continued;

· Strategic Review process announced in July 2019 led to a number of inbound enquiries; and

· Board Changes - departure of Rupert Fraser and Duncan Harvey as Non-Executive Directors and appointment of new Chief Executive Officer, Martin Eales.

Financial

· Loan Facilities of up to £260,000 agreed post period end provided short term funding prior to completion of a larger financing transaction; and

· Option Agreement signed with Inclusive Investment Group ("IIG") for up to US$3.2 million of funding announced today.

Martin Eales, CEO, said:

"As announced today Ironveld intends to enter into a major new strategic partnership with IIG following the granting of an Option which, when approved by shareholders and exercised, will result in IIG taking an ownership position in the Company of approximately 36.0 per cent. in exchange for a total cash subscription of US$2.2 million (approximately £1.85 million).  The non-refundable Option fee of US$250,000 (approximately £210,000) is a significant demonstration of IIG's commitment to the proposed transaction.

"We thank our shareholders for their continued support and look forward to providing further updates as we make continued progress."

 

For further information, please contact:

Ironveld plc Martin Eales, Chief Executive Officer	c/o Blytheweigh 020 7138 3204
finnCap (Nomad and Broker) Christopher Raggett/Hannah Boros	020 7220 0500
Blytheweigh Megan Ray/Tim Blythe	020 7138 3204

Notes to Editors:

Ironveld (IRON.LN) is the owner of a High Purity Iron (HPI), Vanadium and Titanium project located on the Northern Limb of the Bushveld Complex in Limpopo Province South Africa. Ironveld expects to mine its own VTM ore as feedstock for a 7.5 MW DC smelter which will produce speciality iron products including high purity iron powder as well as vanadium and titanium slag products.

The Definitive Feasibility Study published in April 2014 confirms the project's viability to deliver an exceptionally high-grade iron product (99.5% Fe) called High Purity Iron which commands a premium in the market place. Vanadium and Titanium slag containing commercial grades of vanadium and titanium will also be produced and sold.

Ironveld is an AIM traded company. For further information on Ironveld please refer to www.ironveld.com.

 

Chairman's Statement:

During the period, the Company announced the commencement of a Strategic Review and held discussions with a number of potential funding partners.  Administrative expenses of £278,000 (2018: £257,000) reflect the continued low level of activity during the period whilst the Company engaged with possible partners.

Your Board remains confident that the Company's asset, containing 27 million tons of HPI, together with significant Vanadium and Titanium content, continues to demonstrate robust economics and has a potential value many times in excess of the Company's market capitalisation and balance sheet carrying value.

The fundamentals driving vanadium pricing continue to be supportive as the global annual demand continues to grow, partly driven by increasing Chinese demand and the advancements in technology for vanadium redox batteries.

The demand for HPI, as a water atomised powder, continues to increase as it is commonly used in the automotive industry, powder metallurgy and magnetic materials. Titanium slag is a key element in the development of new battery technology and is widely utilised in the steel, alloy and pigment industries.

Given stock market dynamics over the recent past and especially since the impact of COVID-19, it has proved challenging to secure a sensible funding deal whilst at the same time preserving value for shareholders, and a number of proposals were rejected due to unsuitable terms.

We aim to operate in a responsible manner and continue to work closely with stakeholders in the Project area to improve standards of living. We remain committed to our Keep a Young Girl in School Programme, which provides hygiene support to approximately 600 female students at schools in the local area together with our partners, the Imbumba Foundation and the Nelson Mandela Foundation. In conjunction with the Imbumba Foundation, we are working to introduce a support programme to encourage academic excellence amongst male students in the Project area.

Board

During the period both Rupert Fraser and Duncan Harvey stepped down from the Board as Non-Executive Directors and I thank them again for their contributions over many years.  In December 2019, Martin Eales was appointed as the Company's new Chief Executive Officer and Peter Cox became Technical Director.

Financial

The Group recorded a loss before tax of £276,000 (H1 2018: £254,000) and cash balances of £107,000 (30 June 2019: £566,000) at the end of the period. The Company does not plan to pay a dividend for the six months ended 31 December 2019.

Post period end transactions

On 3 February 2020 the Company announced new Loan Facilities of up to £260,000, carrying an interest rate of 8 per cent. per annum with a six month term.  Alongside the Loan Facilities the Company granted 26,000,000 warrants to subscribe for ordinary shares in the Company at 1 pence each.  As at the date of this announcement £160,000 had been drawn under the loan facilities.

As announced today, the Company has entered into a conditional Option Agreement with IIG such that, following the grant of a Rule 9 Waiver by the Takeover Panel and approval of certain resolutions to effect the transaction by Ironveld shareholders, after exercise IIG would be able to subscribe for 440,176,070 new ordinary shares in Ironveld at a price of 0.42 pence each, generating gross proceeds to Ironveld (taking account of the US$250,000 Option fee) of US$2.2 million (approximately £1.85 million) and resulting in IIG holding an interest of approximately 36.0 per cent. of the Company's enlarged issued share capital.  Alongside the equity subscription it is also IIG's intention to advance a loan of US$1,000,000 (approximately £840,000) to the Ironveld Group.

IIG is a South Africa based investment group focussed on Africa.  The group has interests in multiple sectors and has a particular focus on strategic metals and minerals within the region.  The company has identified Ironveld as a near-production vehicle that it believes can accelerate into a leading strategic / battery metals player in the region.  IIG was founded by Mcebisi Jonas, the current Chairperson of multinational mobile telecommunications group MTN, and Monwabisi Twantwa.

Going concern

Following the recent agreement of the Loan Facilities and assuming the approval, exercise and completion of the Option Agreement with IIG, the Group's financial resources and existing facilities are considered adequate to meet committed overhead expenditure for the next 12 months by which time, the Directors anticipate completing the further funding of the Project (the High Purity Iron, Vanadium and Titanium project located on the Northern Limb of the Bushveld Complex in Limpopo Province, South Africa owned by the Group).

Following completion of the IIG transaction the Directors intend to work alongside IIG to engage with potential industrial and commercial partners to raise the additional finance which will allow them to commit to the next phase of the Project.

The Directors are confident that sufficient funds can be raised for this planned activity and therefore have a reasonable expectation that the Group will have adequate resources to continue in operational existence for the foreseeable future, being twelve months from the date of the approval of these interim financial statements.

Should the Takeover Panel not grant a Rule 9 Waiver or the necessary Resolutions not be passed at a General Meeting of Shareholders arranged in connection with the IIG transaction or, following such approval, IIG not exercise its Option , the Company will need to secure further alternative funds in order to continue as a Going Concern.

COVID-19

At Ironveld, the well being of our people and our business is of upmost importance. The day to day developing nature of COVID-19 means our primary focus remains on the absolute safety of our employees and the continuity of our business.

The Company is closely following health and travel advice as it develops as well as the guidance from the Governments and authorities relevant to our operations.

Fortunately, we are a small but dedicated team of staff at Ironveld, however, due to the importance of the situation, the Company has encouraged its staff to work from home, particularly staff with children, and to follow the evolving Government advice even prior to the recent 'lockdowns' announced in South Africa and the UK.

For Ironveld, there are currently no operations or supply chains that have been interrupted and  there will be no material day to day impact other than restricted international travel which can be dealt with using electronic communications.

Ironveld will closely follow and continuously asses the risks posed by COVID-19 and act according based on this.

Outlook

The new strategic partnership with IIG as announced today has the potential to transform Ironveld's fortunes, giving us the support of a well respected and, most importantly, well connected mining finance house in South Africa.  We look forward to working together with the IIG team and leveraging their expertise to help secure the necessary development funding for our project.

The long-term strategic focus of the Company remains to become a production led mining company as we look to monetise our vast HPI, Vanadium and Titanium resources.

We would like to thank all of our shareholders for their continuing support for both the Company and the Project and we look forward to providing further updates in the near future.

Giles Clarke

Chairman

30 March 2020

 

IRONVELD PLC

CONSOLIDATED INCOME STATEMENT

FOR THE PERIOD ENDED 31 DECEMBER 2019

	6 Months		6 Months		12 Months
	ended		ended		ended
	31.12.19		31.12.18		30.06.19
	£'000		£'000		£'000
Administrative expenses	(278)		(257)		(629)
Operating loss	(278)		(257)		(629)
Investment revenues	3		3		6
Finance costs	(1)		-		(2)
Loss before taxation	(276)		(254)		(625)
Taxation	-		-		-
Loss for the period	(276)		(254)		(625)
Attributable to owners of the company	(277)		(254)		(624)
Non-controlling interests	1		-		(1)
	(276)		(254)		(625)
Profit/(loss) per share (pence)
Basic	(0.04p)		(0.04p)		(0.10p)
Diluted	n/a		n/a		n/a
The accompanying notes form an integral part of these financial statements.

 

IRONVELD PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE PERIOD ENDED 31 DECEMBER 2019

	6 Months		6 Months		12 Months
	ended		ended		ended
	31.12.19		31.12.18		30.06.19
	£'000		£'000		£'000
Loss for the period	(276)		(254)		(625)
Exchange differences on the translation of foreign operations	(710)		(335)		211
Total comprehensive income/(loss) for the period	(986)		(589)		(414)

Attributable to:
Owners of the company	(865)		(539)		(448)
Non-controlling interest	(121)		(50)		34
	(986)		(589)		(414)
The accompanying notes for an integral part of these financial statements.

 

IRONVELD PLC

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2019

	As at			As at
	31.12.19			30.06.19
	£'000			£'000
Non-current assets
Exploration and evaluation	26,989			27,423
Property, plant and equipment	4			5
Investments - Other	377			390
	27,370			27,818
Current assets
Trade and other receivables	71			156
Cash and bank balances	107			566
	178			722
Total assets	27,548			28,540
Current liabilities
Trade and other payables	(773)			(610)
	(773)			(610)
Non-current liabilities
Deferred tax liabilities	(5,074)			(5,243)
Total liabilities	(5,847)			(5,853)
Net assets	21,701			22,687
Equity
Share capital	9,774			9,774
Share premium	19,691			19,691
Retained earnings reserve	(11,364)			(10,499)
Equity attributable to owners of the company	18,101			18,966
Non-controlling interests	3,600			3,721
Total equity	21,701			22,687

The accompanying notes form an integral part of these financial statements.

IRONVELD PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 31 DECEMBER 2019

		Share capital		Share premium		Retained earnings		Attributable to the owners of the company		Non-controlling interests		Total equity
		£'000		£'000		£'000		£'000		£'000		£'000
Balance at 1 July 2018		8,903		19,161		(10,056)		18,008		3,687		21,695
Total comprehensive income for the year		-		-		(624)		(624)		(1)		(625)
Issue of share capital		871		530		-		1,401		-		1,401
Exchange differences on translation of foreign operations						176		176		35		211
Equity settled share based payments		-		-		5		5		-		5
Balance at 30 June 2019		9,774		19,691		(10,499)		18,966		3,721		22,687
Total comprehensive income for the period		-		-		(277)		(277)		1		(276)
Exchange differences on translation of foreign operations						(588)		(588)		(122)		(710)
Balance at 31 December 2019		9,774		19,691		(11,364)		18,101		3,600		21,701

  The accompanying notes for an integral part of these financial statements.

IRONVELD PLC

CONSOLIDATED CASH FLOW STATEMENT

FOR THE PERIOD ENDED 31 DECEMBER 2019

	6 Months		6 Months		12 Months
	Ended		Ended		Ended
	31.12.19		31.12.18		30.06.19
	£'000		£'000		£'000
Net cash from operating activities	(18)		(51)		(420)
Investing activities
Interest received	3		3		6
Purchase of exploration and evaluation assets	(449)		(712)		(1,202)
Contribution to exploration and evaluation assets	-		243		268
Purchases of property, plant and equipment	-		(2)		(4)
Purchase of investments	-		-		-
Net cash used in investing activities	(446)		(468)		(932)
Financing activities
Proceeds on issue of equity (net of costs)	-		376		1,401
Net cash generated in financing activities	-		376		1,401
Net increase/(decrease) in cash and cash equivalents	(464)		(143)		49
Cash and cash equivalents at the start of the period	566		517		517
Effect of foreign exchange rates	5		(52)		-
Cash and cash equivalents at end of period	107		322		566
Note to the cash flow statement
Operating loss	(278)		(257)		(629)
Depreciation on property, plant and equipment	1		2		3
Operating cash flows before movements in working capital	(277)		(255)		(626)
Movement in receivables	79		106		22
Movement in payables	180		98		185
Cash used in operations	(17)		(51)		(419)
Interest paid	(1)		-		(1)
Net cash from operating activities	(18)		(51)		(420)
The accompanying notes form an integral part of these financial statements.

IRONVELD PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2019

1  Basis of preparation and accounting policies

The results for the six months to 31 December 2019 have been prepared under International Financial Reporting Standards (IFRS) as adopted by the EU and International Accounting Standards Board.

The accounting policies are consistent with those of the annual financial statements for the year ended 30 June 2019, as described in those financial statements.

The financial information does not constitute statutory accounts as defined by section 435 of the Companies Act 2006. Full accounts of the company for the year ended 30 June 2019 on which the Auditors gave an unqualified report, have been delivered to the Registrar of Companies.

2  Loss per share

The calculation of basic and diluted loss per share is based upon the loss for the period and the weighted average number of ordinary shares in issue during the period.

	6 Months		6 Months		12 Months
	to 31.12.19		to 31.12.18		to 30.06.19
	'000		'000		'000
Weighted average number of shares	654,991		571,580		602,782
Options - dilution	-		-		-
	654,991		571,580		602,782
	Pence		Pence		Pence
Basic loss per share - continuing	(0.04)		(0.04)		(0.10)
Diluted earnings per share	n/a		n/a		n/a

Where the Group reports a loss for any period, then in accordance with IAS 33, the share options and warrants in issue are not considered dilutive.

3  Registered office and copies of the report

The registered office is Ironveld plc, Lakeside Fountain Lane, St Mellons, Cardiff, CF3 0FB and copies of this report are available from the registered office.

 

INDEPENDENT REVIEW REPORT

UHY Hacker Young Manchester LLP

St. James Building

79 Oxford Street

Manchester M1 6HT

TO IRONVELD PLC

Introduction

We have reviewed the accompanying balance sheet of Ironveld plc as at 31 December 2019 and the related statements of income, changes in equity, cash flows for the six month period then ended and other explanatory notes 1 to 3. Management is responsible for the preparation and fair presentation of this interim financial information in accordance with the International Financial Reporting Standards. Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of interim Financial Information Performed by the Independent Auditor of the Entity".  A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.  A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim financial information does not give a true and fair view of the financial position of the entity as at 31 December 2019, and of its financial performance and its cash flows for the six month period then ended in accordance with International Financial Reporting Standards as applicable in the United Kingdom.

In forming our opinion on the financial information, which is not modified, we have considered the adequacy of the disclosures made in the Chairman's statement concerning the Group's ability to continue as a going concern. The Group  continues to engage with potential industrial and commercial partners in order to finance the additional planned activity and this indicates the existence of a material uncertainty which may cast significant doubt about the Group's ability to continue as a going concern. The financial information does not include the adjustments that would result if the Group were unable to continue as a going concern and the directors remain confident that sufficient funds can be arranged.

UHY Hacker Young Manchester LLP

Chartered Accountants

 

IRONVELD PLC

OFFICERS, ADVISORS AND AGENTS

Directors: Giles Clarke                         (Chairman) 
  Martin Eales  (Chief Executive Officer)

  Vred von Ketelhodt              (Chief Financial Officer)

  Nick Harrison                       (Non-Executive Director)

  Peter Cox                             (Technical Director)

Secretary:  Kirsti Jane Pinnell 

Company Number: 04095614

Registered Office: Ironveld Plc

  Lakeside Fountain Lane

  St Mellons

  Cardiff

  CF3 0FB

Broker: finnCap

  60 New Broad Street

  London

  EC2M 1JJ

Solicitors: Kuit Steinart Levy LLP

  3 St Marys Parsonage

  Manchester

  M3 2RD

Auditors: UHY Hacker Young Manchester LLP

Chartered Accountants

St James Building

79 Oxford Street

Manchester M1 6HT

Bankers: HSBC

  97 Bute Street

  Cardiff

  CF10 5NA

Registrars: Link Asset Services

  34 Beckenham Road

  Beckenham

  Kent

  BR3 4TU

 

END

 

 

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