Annual Financial Report

RNS Number : 7941Y

Panthera Resources PLC

11 September 2020

 

11 September 2020

Panthera Resources PLC

(Panthera or the Company)

Audited Financial Results and Management Update for the 12 Months Ended March 31, 2020

Panthera Resources PLC (AIM: PAT), the gold exploration and development company with assets in India and West Africa, is pleased to provide a summary of the Company's audited financial results for the year ended March 31, 2020.

Highlights of 2019-20 Financial Year

Panthera has navigated its second full year as an AIM listed exploration and mining company.  During this period, it has continued to work closely with its strategic partners, including Galaxy Gold Mining Pvt Ltd (Galaxy), to unlock a favourable outcome to the protracted Prospecting License (PL) application process for its flagship Bhukia Joint Venture (JV) project in Rajasthan.  It has also continued to build on its foundations in West Africa with the acquisition of the advanced exploration project, Labola.

Bhukia Project (Rajasthan, India)

· A JORC-Inferred Mineral Resource Estimate of 1.74Moz was reported by the Company from its early exploration over granted tenure during the period 2005-08; whilst it has defined a planned exploration programme that targets increasing this to over 6.0Moz upon grant of the PL.

· The Company continued to work closely with Galaxy in India to leverage their local Indian operational capabilities to advance Panthera's objective to secure the Bhukia PL.

· The PL Application was rejected by the Government of Rajasthan (GoR) in August 2018 on various spurious grounds.  The Company subsequently obtained an interim Stay Order from the Rajasthan High Court which continues to remain in place to protect the JV's legal rights by restraining the GoR from granting third party rights within the entire area of the PL application.

· During the year, the Court proceedings have further progressed with various submissions made by the JV and the GoR.  More recently, progress has slowed while the Court manages the impact of Covid-19, albeit the Company remains confident of getting a favorable judgment once all pleadings are complete.

· In recent months and following the appointment of Mark Bolton as CEO, the Company has strengthened its local team in India.  The revitalized team together with representatives of Galaxy have held several constructive meetings with the GoR.  As the local impact of Covid-19 on the GoR starts to recede, the Company is optimistic that a final resolution is achievable.

Growing High Potential West Africa Gold Portfolio

· The Company acquired the rights to the Labola gold project in southern Burkina Faso, West Africa.  Subsequent to the acquisition, additional drill data was obtained which confirms semi-continuous mineralisation in up to three sub-parallel zones over a strike extent of at least 9km.  A total of 65,556m drilling in 541 holes (mainly diamond and reverse circulation) has been undertaken by previous explorers.  Broad, moderate grade mineralisation such as 59m @ 1.83g/t Au from 41m, as well as narrow, very high grade mineralisation such as 1m @ 258.7g/t Au from 66m have been returned.  Based on this data, an exploration target of 0.5-1.5Moz gold is interpreted and this will be the focus of ongoing work during the next 12 months.

· The Naton gold project is located within a well gold endowed Birimian greenstone belt in southern Burkina Faso.  The Company continued its data compilation and assessment, geological mapping and geochemical sampling programs during the year.  This has resulted in the definition of excellent drill targets at:

-  Kwademen: a +2km high order gold in soil anomaly with previous explorer drill results including 23m @ 1.44g/t Au from 143m and 1m @ 40.0g/t Au from 90m.

-  Kwademen South: Extension of Kwademen under transported laterite cover to the south with over 1300m x 350m of artisanal workings.

-  Bido Vein: Previous PAT drilling returned 6m @ 1.90g/t Au from 99m.

-  Central Anomaly: Large area of coincident gold in soil anomalism and artisanal mining activity.

-  Somika Hill: Previous PAT drilling returned 8m @ 4.78g/t Au from 66m.

· The Kalaka gold project in southern Mali, West Africa, is located 55km south of the 7Moz Morila gold mine (Barrick/Anglogold) and 85km northwest of the 6Moz Syama gold mine (Resolute).  Work during the last 12 months has resulted in the identification of large areas of low-grade gold mineralisation within at least three sub-parallel zones, with a combined strike potential of over 40km.  While grades identified to date are low (0.4-0.6g/t Au), potential for higher grade targets within the overall system can be seen in several favourable litho-structural domains defined by intense artisanal gold mining activity, rock chip sampling and geophysical surveying.

· The Bassala gold project is located within a very well gold endowed Birimian greenstone belt in south west Mali, within 7km of the 3.7Moz Kalana gold mine (Endeavour Resources) and 5km of the 2.4Moz Kodieran gold mine (Wassoul'or).  Work by PAT during the year included data compilation and assessment, geological mapping and surface sampling.  This work has identified a plus 8km long, moderate to high order (maximum 5,670ppb Au) gold in soil anomaly, with associated artisanal gold mining activity, that clearly requires drill testing.  Very wide spaced RAB drilling (400m to 800m line spacing) by previous explorers has returned up to 21m @ 1.15g/t Au from 15m downhole, from withing this anomaly.

Chairman's Statement

I am pleased to present the 2019-20 Annual Report for Panthera Resources PLC.  Panthera aims to create a mid-tier mining company by building a strong portfolio of high quality, low cost gold assets in India and West Africa.  The past year has seen a number of fundamental building blocks shift into place and your Company is now focused on shareholder value recognition in the 2020-21 year.

During the year, the Company has continued its efforts through its JV for the grant of its mineral rights over the highly prospective Bhukia Gold Project in India (Bhukia).  Despite the acute challenges, the Bhukia Prospecting License (PL) remains the highest value potential for your Company and we are resolutely pursuing our rights over the project with the Government of Rajasthan (GoR) and through the Rajasthan High Court.

Following the GoR and Government of India (GoI) elections in late 2018 and early 2019 respectively, the Company has worked closely with its local partner, Galaxy Gold Mines Pvt Ltd (Galaxy), to advance its negotiations with GoR for the grant the Bhukia PL.  While the Company made good strides, the momentum has more recently been impacted by Covid-19.  However as its impact on the day to day workings of governments (both GoR and GoI) starts to recede, the Company expects to report further momentum in India.

Activities in West Africa have continued during the last year.  Importantly, the Company substantively boosted its portfolio with the important acquisition of the Labola gold project.  Mineralisation has been identified over 9km strike length in several parallel zones and potential for a large stand-alone gold deposit is apparent.  Following the acquisition of Labola, the Company has successfully secured an extensive database including 65,556m drilling in 541 drillholes.  This provides an excellent foundation for estimating a compliant resource once additional QaQc and surface surveying has been undertaken. 

Follow-up of the significant drill results returned at the Naton Project during the previous 2018-19 year has consisted of additional soil and rock chip sampling combined with geological and regolith mapping.  This has been compiled into an updated database and has resulted in the definition of several prospective drill targets including Kwademen, Kwademen South and the Central Anomaly, along with upgrading the existing Bido Vein and Somika Hill targets.

In Mali, additional work at the Kalaka Project has confirmed potential for large tonnages (several hundred million tonnes) of low-grade gold mineralisation. Potential for higher grade zones within the large low-grade system has been identified associated with geophysical anomalies and artisanal workings in areas of interpreted structural complexity.  This will be the focus of ongoing work.

At the Bassala Project, also in Mali, follow-up soil sampling has confirmed a high order, 8km long, gold in soil anomaly with associated artisanal gold mining activity.  Very wide spaced drilling by previous explorers has shown significant gold mineralisation is present within the weathered zone beneath the anomaly.  With two +2Moz gold mines located within 10km of the tenement boundary, this is a high priority target for additional follow-up in the 2020-21 year.

For the 2020-21 financial year, the Company is actively pursuing a two-pronged strategy.  In India, we will continue with our efforts to resolve the impasse to the grant of our Bhukia PL.  With the recent changes in our team and as the impact of Covid-19 impacts start to recede, we expect to see a renewed push to resolve this matter.

Concurrent with the strong gold market, we are also actively progressing our West African gold portfolio led by the recently announced Moydow transaction.  The Moydow transaction represents a spin-out of two of the Company's properties, which when combined with Moydow's early mover stage gold exploration properties in Nigeria, will provides the necessary finance to advance all properties and lead to a planned stock-exchange listing during 2021.  The Moydow team has the technical ability and good track record in West Africa to enable rapid progress.  Panthera's significant ongoing shareholding in Moydow ensures that the Company will benefit from any success derived from their planned work programmes, while not diluting shareholders' exposure to the Company's other assets, principally the Bhukia JV project and Bassala and Naton.

We believe that Moydow's proposed work programme will confirm the historical drilling at Labola to deliver a JORC compliant mineral resource estimate.  Furthermore, the proposed infill and step-out drilling has the potential to materially increase the overall resource base at Labola.  The combination of attractive and relatively unexplored, early stage exploration properties in Nigeria, together with the more advanced prospects at Labola and Kalaka, positions Moydow as a compelling regional West African exploration group with, in our view, strong development and exploration potential.

Subsequent to the end of the 2019-20 financial year, the Company has reinvigorated its leadership team with the appointment of Mark Bolton and has also further bolstered its senior team in India.  Mark has a proven track record in countries with complex and challenging bureaucratic, political and business regimes such as India and the African jurisdictions where Panthera operates. 

On behalf of the entire Panthera board of directors and team, I extend our sincere gratitude and thanks to Geoff Stanley for his role in steering the company through some important milestones in often challenging business environments.  I would also like to express our appreciation and gratitude to all of our employees for their efforts, sacrifices and hard work during the past year.

Michael Higgins

Non-Executive Chairman

11 September 2020

The audited Annual Report and Financial Statements for the year ended 31 March 2020 will shortly be sent to shareholders and published at: pantheraresources.com

Group statement of comprehensive income for the year ended 31 March 2020

		2020		2019
		$ USD		$ USD
Continuing operations
Revenue		-		-
Gross profit		-		-
Other Income		58,038		29,768
Exploration costs expensed		(365,139)		(675,810)
Administrative expenses		(821,156)		(934,720)
Impairment expense		-		-
Loss from operations		(1,128,257)		(1,580,762)
Investment revenues		632		8,454
Loss on sale of investments		-		(8,412)
Loss before taxation		(1,127,625)		(1,580,720)
Taxation		-		-
Other comprehensive income
Items that may be reclassified to profit or loss:
Changes in the fair value of available-for-sale financial assets		-		49,602
Gain on sale to non-controlling interest		-		500,040
Exchange differences		(4,889)		(35,251)
Loss and total comprehensive income for the year		(1,132,514)		(1,066,329)
Total loss for the year attributable to:
-  Owners of the parent Company		(1,084,736)		(1,553,396)
-  Non-controlling interest		(42,889)		(27,324)
		(1,127,625)		(1,580,720)
Total comprehensive income for the year attributable to:
-  Owners of the parent Company		(1,089,625)		(1,039,005)
-  Non-controlling interest		(42,889)		(27,324)
		(1,132,514)		(1,066,329)
Loss per share attributable to the owners of the parent
Continuing operations (undiluted/diluted)		(0.01)		(0.02)

Group statement of financial position for the year ended 31 March 2020

		2020	9	2019
		$ USD		$ USD
Non-current assets
Property, plant and equipment		2,811		3,526
Investments		6,102		21,769
Financial assets at fair value through other comprehensive income		947,257		1,918,257
		956,170		1,943,552
Current assets
Trade and other receivables		64,788		343,057
Cash and cash equivalents		97,762		188,376
		162,550		531,433
Total assets		1,118,720		2,474,985
Non-current liabilities
Provisions		36,300		38,489
		36,300		38,489
Current liabilities
Provisions		8,658		5,646
Trade and other payables		313,332		299,519
Total liabilities		358,290		343,654
Net assets		760,430		2,131,331
Equity
Share capital		1,010,308		913,588
Share premium		18,032,309		17,373,601
Capital reorganisation reserve		537,757		537,757
Other reserves		(1,111,153)		(115,997)
Retained earnings		(17,440,576)		(16,352,292)
Total equity attributable to owners of the parent		1,028,645		2,356,657
Non-controlling interest		(268,215)		(225,326)
Total equity		760,430		2,131,331

Group statement of changes of equity for the year ended 31 March 2020

	Share capital	Share premium account	Capital re-organisation reserve	Other reserves	Retained earnings	Total equity	Non-controlling interest	Total
	$ USD	$ USD	$ USD	$ USD	$ USD	$ USD	$ USD	$ USD
Balance at 1 April 2018	913,588	17,373,601	537,757	(497,524)	(15,313,287)	3,014,135	(198,002)	2,816,133
Year ended 31 March 2019:
Loss for the year	-	-	-	-	(1,553,396)	(1,553,396)	(27,324)	(1,580,720)
Changes in the fair value of available-for-sale financial assets					49,602	49,602		49,602
Gain on sale to non-controlling interest					500,040	500,040		500,040
Foreign exchange differences	-	-	-	-	(35,251)	(35,251))	-	(35,251)
Total comprehensive income for the year	-	-	-	-	(1,039,005)	(1,039,005)	(27,324)	(1,066,329)
Foreign exchange differences on translation of currency	-	-	-	(394,595)	-	(394,595)	-	(394,595)
Gain on fair value of investment assets	-	-	-	776,122	-	776,122	-	776,122
Total transactions with owners, recognised directly in equity	-	-		381,527	-	381,527	-	381,527
Balance at 31 March 2019	913,588	17,373,601	537,757	(115,997)	(16,352,292)	2,356,657	(225,326)	2,131,331
	Share capital	Share premium account	Capital re-organisation reserve	Other reserves	Retained earnings	Total equity	Non-controlling interest	Total
	$ USD	$ USD	$ USD	$ USD	$ USD	$ USD	$ USD	$ USD
Balance at 1 April 2019	913,588	17,373,601	537,757	(115,997)	(16,352,292)	2,356,657	(225,326)	2,131,331
Year ended 31 March 2020:
Loss for the year	-	-	-	-	(1,082,878)	(1,082,878)	(42,889)	(1,125,767)
Foreign exchange differences	-	-	-	-	(5,407)	(5,407)	-	(5,407)
Total comprehensive income for the year	-	-	-	-	(1,088,285)	(1,088,285)	(42,889)	(1,131,174)
Issue of shares during period	96,720	658,708
Foreign exchange differences on translation of currency	-	-	-	(73,759)	-	(73,759)	-	(73,759)
Loss on remeasurement of financial assets at FVOCI	-	-	-	(921,397)	-	(921,397)	-	(921,397)
Total transactions with owners, recognised directly in equity	96,720	658,708	-	(995,156)	-	(239,728)	-	(239,728)
Balance at 31 March 2020	1,010,308	18,032,309	537,757	(1,111,153)	(17,440,577)	1,028,644	(268,215)	760,429

Group statement of cash flows for the year ended 31 March 2020

		2020		2019
		$ USD		$ USD
Cash flows from operating activities
Cash used in operations		(947,313)		(1,443,125)
Income taxes paid		-		-
Net cash outflow from operating activities		(947,313)		(1,443,125)
Investing activities
Purchase of intangible assets		-		-
Sale of property, plant and equipment		(1,133)		(3,485)
Sale/(Purchase) of financial assets at FVOCI		49,603		-
Sale/(Purchase) proceeds for investments		-		242,914
Net cash generated /(used) in investing activities		48,470		239,429
Financing activities
Proceeds from issue of shares		635,881		-
Proceeds from issue of shares in subsidiaries		250,000		-
Effect of exchange rate on cash		(77,650)		(179,506)
Net cash generated from financing activities		808,231		(179,506)
Net decrease in cash and cash equivalents		(90,613)		(1,383,202)
Cash and cash equivalents at beginning of year		188,375		1,571,578
Cash and cash equivalents at end of year		97,762		188,376

Notes to the Financial Statements (Extract)

1	Accounting policies
	Group information
	Panthera Resources PLC is a public Company limited by shares incorporated in the United Kingdom. The registered office is Salisbury House, London Wall, London EC2M 5PS The Group consists of Panthera Resources PLC and its subsidiaries, as listed in note 23.
1.1	Basis of preparation
	The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) and IFRS Interpretations Committee (IFRS IC) interpretations as adopted by the European Union applicable to companies under IFRS. The Group Financial Statements have been prepared under historic cost convention.
	The financial statements have been prepared on the historical cost basis, except for the valuation of investments at fair value through profit or loss. The principal accounting policies adopted are set out below.
	The functional currency of the Company is British Pounds (£). This is due to the Company being registered in the U.K and being listed on AIM, a London based market. Additionally, a large proportion of its administrative and operative costs are denominated in £. The financial statements are prepared in United States Dollars ($), which is the reporting currency of the Group. Monetary amounts in these financial statements are rounded to the nearest whole dollar. This has been selected to align the Group with accounting policies of other major gold-producing Companies, the majority of whom report in $. As permitted by section 408 of the Companies Act 2006, the Company has not presented its own statement of comprehensive income and related notes.  The Company's loss for the year was $13,390,677 (2019:$634,499).
1.2	Basis of consolidation The consolidated financial statements comprise the financial statements of Panthera Resources PLC and its subsidiaries as at 31 March 2020. Panthera Resources PLC was incorporated on 8 September 2017. On 21 December 2017, Panthera Resources PLC acquired the entire share capital of Indo Gold Limited by way of a share for share exchange. The transaction has been treated as a Group reconstruction and has been accounted for using the reverse merger accounting method. This transaction does not satisfy the criteria of IFRS 3 Business Combinations and therefore falls outside the scope of the standard. Accordingly, the financial information for the current year and comparatives have been presented as if Indo Gold Limited has been owned by Panthera Resources PLC throughout the current and prior years. A controlled entity is any entity Panthera Resources PLC has the power to control the financial and operating policies of, so as to obtain benefits from its activities. Details of the subsidiaries are provided in note 21. The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between Group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group. Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as "non-controlling interests". The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries either at fair value or at the non-controlling interests' proportionate share of the subsidiary's net assets when the holders are entitled to a proportionate share of the subsidiary's net assets on liquidation. All other components of non-controlling interests are initially measured at their acquisition-date fair value. Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and each component of other comprehensive income. Non-controlling interests (when applicable) are shown separately within the equity section of the statement of financial position and statement of comprehensive income. " Joint ventures" as referred to in the financial statements refer to agreements with exploration partners and not joint ventures as defined within IFRS 11.
1.3	Going concern
	The financial statements have been prepared on a going concern basis. The Group incurred a net loss of $1,127,625 and incurred operating cash outflows of $947,313 and is not expected to generate any revenue or positive cashflows from operations in the 12 months from the date at which these financial statements were signed. The Group has cash of US$97,762 at year-end. Forecasts indicate that the Group, in order to meet its operational objectives, is dependent on its ability to raise additional funds in the next 12 months. In common with many junior resource investment and exploration companies, the Group and Company raise funds in discrete tranches from existing shareholders and /or new investors. The Directors and management are using funds for the evaluation of resource investment and exploration opportunities. While an agreement is in place with Galactic Gold Mining Pvt Limited and Republic Investment Management to secure additional tranches of funding, this is contingent on successfully obtaining the Bhukia PL. Directors are confident of getting a favourable judgement as the grounds for rejection are baseless . Receipt of the tranche of funding, unless the agreement is re-negotiated, is uncertain. Subsequent to year end the Company announced that it has entered into a conditional sale and purchase agreement to divest its interests in the Labola gold project in south west Burkina Faso and the Kalaka gold project in south west Mali to Moydow Holdings Limited ("Moydow" and altogether the "Transaction"), whilst retaining a significant interest in Moydow.  This agreement was settled on 31 August 2020 for cash and equity consideration (refer note 27). The Directors are currently in talks with potential investors to secure the necessary funding to ensure that the Group can continue to fund its operations for the 12 months subsequent to the date of the signing of the financial statements. While they are confident that they will be able to secure the necessary funding, the current conditions do indicate the existence of a material uncertainty that may cast doubt regarding the applicability of the going concern assumption and the auditors have made reference to this in their audit report. The Directors have, in the light of all the above circumstances, a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting preparing the Group Financial Statements. The effect of Covid-19 is actively being assessed by the Directors, the future impact of which remains unknown. The Directors are of the opinion that there is no reason to believe there will be any effect in respect of the Group's going concern status for the foreseeable future.  Further information on the impact of Covid-19 is included in Note 27 (Post balance sheet events).

Enquiries

Panthera Resources PLC

Mark Bolton (Managing Director)

[phone]

Nominated Advisor and Broker

RFC Ambrian

[phone]

Rob Adamson

Bhavesh Patel

Charlie Cryer

Qualified Person

The technical information contained in this disclosure has been read and approved by Antony Truelove (BSc (Hon), MAusIMM, MAIG), who is a qualified geologist and acts as the Competent Person under the AIM Rules - Note for Mining and Oil & Gas Companies.  Antony Truelove is the COO of Panthera Resources PLC.

For more information visit www.pantheraresources.com

Market Abuse Regulation (MAR) Disclosure

Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.

Forward-looking Statements

This news release contains forward-looking statements that are based on the Company's current expectations and estimates. Forward-looking statements are frequently characterised by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other similar words or statements that certain events or conditions "may" or "will" occur. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements. Such factors include, among others: the actual results of current exploration activities; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; possible variations in ore grade or recovery rates; accidents, labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing; and fluctuations in metal prices. There may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.

**ENDS**

 

END

 

 

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