Final Results
Tertiary Minerals PLC
14 January 2008
Tertiary Minerals plc
Final results for the year ended 30 September 2007
Chairman's Statement
I am pleased to announce the Company's audited Financial Statements for the year
ended 30 September 2007.
Ghurayyah Project
After concentrating our efforts in 2006 on preliminary feasibility studies for
our world-class Ghurayyah tantalum-niobium-rare-earth project in Saudi Arabia it
came as a shock to have our application for renewal of our exploration licence
refused by the Saudi authorities in January 2007. Following this refusal the
Board requested the voluntary suspension of trading in the Company's shares for
a short period. It is, however, important to point out that the issues affecting
Ghurayyah are entirely project specific, in contrast to the revocation of
licences, local empowerment legislation and increasing government royalties
which are common ways of achieving 'back-door' nationalisation of mining assets
in many countries.
The Saudi Government has indicated to the Company that it does not wish to
license uranium for exploration or production. Given that the Ghurayyah deposit
contains uranium, albeit at low levels not previously considered by the Company
for production, the development of Ghurayyah for tantalum and niobium and other
associated minerals is particularly sensitive. We have been working throughout
the year with our Saudi investment partners and with the Saudi Ministry for
Petroleum and Mineral Resources which is now processing a new exploration
licence application and in July 2007 the Company's share trading suspension was
lifted. The Board continues to believe that exploration rights at Ghurayyah will
be renewed but we recognise that market confidence in this outcome has been
badly affected by the continuing delays to the issue of a new licence.
On a more positive note, I believe that we are now in the final stages of the
licence issuing process for Ghurayyah and I am pleased that we have been able to
continue working effectively with our Saudi investment partners, having reached
an agreement with them during the year whereby their financial contributions to
the project will be accelerated once the licence is re-issued. Work on the
Ghurayyah feasibility study continued in 2007 at a low level but is now on hold
whilst we await the re-issue of the exploration licence on acceptable terms.
Other positive developments at Ghurayyah are the increase in the prices for the
two main metals, tantalum and niobium and the recognition that Ghurayyah
contains significant quantities of heavy rare-earth metals that are much in
demand today for use in the magnets essential for hybrid vehicle manufacture.
This presents a significant additional revenue opportunity for the project.
Nordic Country Projects
The scale of the Company's commitment to Ghurayyah in the recent past and the
spin-out of the Company's diamond projects to Sunrise Diamonds plc in late 2005
resulted in a lower priority for the Company's Nordic Country projects in 2006.
However the delays at Ghurayyah have allowed a renewed emphasis to be placed on
these Nordic Country projects in 2007 with pleasing results.
At Kolari, in Finland, the Company is targeting magnetite iron-ore adjacent to
Northland Resources' iron-ore development project, and we have just recently
announced the positive results from our first drilling programme at the
Sivakkalehto prospect where a magnetite content of 20-50% has been encountered
over substantial widths. The Company is now targeting a large open-pittable body
of magnetite iron ore for sale to local markets. The European market for iron
ore is large, but domestic production is small and Europe's requirements are met
mainly by ore shipped at considerable cost from the southern hemisphere. The
costs advantages for a European iron ore producer would be significant.
Also in 2007, we signed an earn-in/joint venture agreement with Canada's Inmet
Mining Corporation on our Vahajoki project in Finland to allow exploration
to proceed on this exciting property at no immediate cost to Tertiary.
Significant copper-gold-iron mineralisation is known from previous drilling at
Vahajoki and Inmet has already initiated further exploration.
The Company has plans for further work at other Nordic Country projects
including the Kaareselka gold project, the Ahmavuoma copper-gold project and
the Rosendal tantalum project.
New Project Pipeline
Following extensive research and reconnaissance work during the year, I am
pleased to herald our possible involvement in two new projects. We have applied
for exploration rights over new areas in Sweden and in Namibia where we expect
potentially commercial resources can be defined at relatively low cost. More
information will be provided should those licences be granted.
Sunrise Diamonds plc
The Company retains a shareholding in Sunrise Diamonds plc throughout the year,
although its holding has been diluted to 16.5% by share issues made during the
year.
Annual Results
The Group reported a loss of £871,964 for the year (2006: £255,583 as restated
for the adoption of Financial Reporting Standard 20)
In Conclusion
With 2007 behind us, the Company has much to look forward to. In addition to
expectations of the revival of the Ghurayyah project, renewed exploration of the
company's Nordic projects is underway and valuable new projects are in the
pipeline. We expect to be in a position to deliver good news on a number of
fronts in 2008 and I would like to thank all my fellow shareholders for their
support in 2007.
Patrick L Cheetham
Executive Chairman
14 January 2008
Further Information:
Patrick Cheetham, Tertiary Minerals Plc. Tel: +44 (0)1625-626203.
Ron Marshman/John Greenhalgh, City of London PR Ltd. Tel: +44 (0)20-7628-5518
Web-site: www.tertiaryminerals.com
Consolidated Profit and Loss Account
for the year ended 30 September 2007
As
restated
2007 2006
£ £
Exploration costs written off and provided for 691,182 52,077
Administrative expenses 244,528 231,420
--------- --------
Operating loss (935,710) (283,497)
Share of loss of associate (18,458) (48,773)
Profit on disposal of tangible asset - 504
Profit arising from the increase in value of the
Group's share of the net assets of Sunrise
Diamonds resulting from share issues 53,250 44,357
Interest receivable 27,713 28,268
Share of interest receivable of associate 1,241 3,558
--------- --------
Loss on ordinary activities before taxation (871,964) (255,583)
Tax on loss on ordinary activities - -
Loss for the year (871,964) (255,583)
--------- --------
Loss per share - basic and diluted (pence) (1.60) (0.49)
--------- --------
All amounts relate to continuing activities.
Consolidated Statement of Total Recognised Gains and Losses
for the year ended 30 September 2007
As restated
2007 2006
£ £
Loss for the year (871,964) (255,583)
Foreign exchange translation differences on foreign
currency net investments in subsidiaries (27,884) (21,507)
--------- --------
Total recognised losses since last accounts (899,848) (277,090)
--------- --------
Balance sheets
at 30 September 2007
Group Group Company Company
As restated As restated
2007 2006 2007 2006
£ £ £ £
Fixed assets
Intangible assets 688,170 1,158,926 - -
Tangible assets 8,682 9,898 5,090 6,500
Investment in
subsidiary - - 224,889 224,889
Investment in
associate - - - 215,250
Share of net assets
of associate - 221,742 - -
Investment 257,775 - 215,250
-------- -------- -------- --------
954,627 1,390,566 445,229 446,639
-------- -------- -------- --------
Current assets
Debtors 62,467 57,197 3,215,540 3,122,500
Cash at bank and in
hand 441,617 884,110 148,024 385,305
-------- -------- -------- --------
504,084 941,307 3,363,564 3,507,805
Creditors: amounts
falling due within
one year (78,307) (71,052) (40,902) (37,274)
-------- -------- -------- --------
Net current assets 425,777 870,255 3,322,662 3,470,531
-------- -------- -------- --------
Net assets 1,380,404 2,260,821 3,767,891 3,917,170
-------- -------- -------- --------
Capital and reserves
Called up share
capital 545,127 545,127 545,127 545,127
Share premium
account 4,259,683 4,259,683 4,259,683 4,259,683
Merger reserve 131,096 131,096 131,096 131,096
Other reserves 23,601 4,170 23,601 4,170
Profit and loss
account (3,579,103) (2,679,255) (1,191,616) (1,022,906)
-------- -------- -------- --------
Shareholders' funds 1,380,404 2,260,821 3,767,891 3,917,170
-------- -------- -------- --------
Consolidated Cash Flow Statement
for the year ended 30 September 2007
2007 As restated
2006
£ £
Net cash outflow from operating activities (240,987) (217,465)
Returns on investment and servicing of finance
Interest received 27,713 28,268
----------- ----------
----------- ----------
Net cash outflow from operating activities (213,274) (189,197)
after returns on investments and servicing of
finance ----------- ----------
Capital expenditure and financial investment
Purchase of intangible fixed assets (198,370) (230,324)
Purchase of tangible fixed assets (3,177) (9,520)
Receipts from sale of intangible fixed assets - -
Receipts from sale of tangible fixed assets - 4,166
----------- ----------
Net cash outflow from capital expenditure and
financial investment (201,547) (235,678)
----------- ----------
Acquisitions and disposals
Payments to acquire investment in associate - (65,250)
----------- ----------
Net cash outflow from acquisitions and disposals - (65,250)
----------- ----------
Financing
Issue of share capital (net of expenses) - 963,738
----------- ----------
Net cash inflow from financing - 963,738
----------- ----------
(Decrease)/Increase in cash (414,821) 473,613
----------- ----------
Notes:
1. Publication of Non-Statutory Accounts
The financial information set out in this announcement does not constitute the
Company's Statutory Accounts for the period ended 30 September 2007 or 2006. The
financial information for 2006 is derived from the Statutory Accounts for 2006
as amended by the adoption of FRS20. The financial information set out in this
statement relating to the period ended 30 September 2006 does not constitute
statutory accounts for that period. Full audited accounts in respect of that
financial period prior to the adoption of FRS20 have been delivered to the
Registrar of Companies.
The Statutory Accounts for 2007 will be delivered to the Registrar of Companies
following the Company's Annual General Meeting. The auditors have reported on
the 2006 and 2007 accounts. They did contain a statement under Section 237(2) or
(3) of the Companies Act 1985 and received an unqualified audit opinion. However
there was an emphasis of matter in relation to the availability of project
finance. In common with many exploration companies, the Company raises finance
for its exploration and appraisal activities in discrete tranches. Further
funding is raised as and when required. When any of the Group's projects
progress to the development stage, specific financing will be required.
The Directors are satisfied that the Group has adequate resources to continue to
operate for the foreseeable future. For this reason they continue to adopt the
'going concern' basis for preparing the accounts.
Prior year adjustments
The Company has applied the requirements of FRS20 (share based payments) in
accordance with the transitional provisions to all relevant equity instruments
granted after 7 November 2002 and unvested at 1 October 2005.
The Company issues share based payments to directors, employees and to key
consultants to the Company. All share based payments are measured at fair value
at the date of grant and expensed on a straight line basis over any vesting
period, based on the Company's estimate of shares that will eventually vest.
Fair value is measured by use of a model based on the Black-Scholes-Merton
valuation method. The expected life of the instrument used in the model is
adjusted, based on the Company's best estimate, for the effects of any exercise
restrictions and behavioural considerations.
The adoption of FRS20 has resulted in a charge to the Profit & Loss Account of
£19,431. A prior year adjustment has been made to the financial information set
out for the year ended 30 September 2006 (£4,170) to apply charges to the Profit
and Loss Account for share options granted or becoming vested in these periods.
This has no impact on the net assets of the Company.
2. Loss per share
Loss per share has been calculated on the loss and the weighted average number
of shares in issue during the year.
2007 As restated
2006
Loss (£) (871,964) (255,583)
Weighted average shares in issue (No.) 54,512,736 51,710,679
Basic and diluted loss per share (pence) (1.60) (0.49)
----------- ---------
The loss attributable to ordinary shareholders and weighted average number of
ordinary shares for the purpose of calculating the diluted earnings per ordinary
share are identical to those used for the basic earnings per ordinary share.
This is because the exercise of share warrants and options would have the effect
of reducing the loss per ordinary share and is therefore not dilutive under the
terms of FRS14.
3. Reconciliation of movements in shareholders' funds
Group Group Company Company
As restated As restated
2007 2006 2007 2006
£ £ £ £
Loss for the year (871,964) (255,583) (168,710) (159,699)
Exchange differences (27,884) (21,507) - -
Shares issued during the - 963,738 - 963,738
year
FRS20 share based payments 19,431 4,170 19,431 4,170
-------- --------- --------- ---------
Increase in shareholders'
funds (880,417) 690,818 (149,279) 808,209
-------- --------- --------- ---------
Opening shareholders' funds 2,260,821 1,570,003 3,917,170 3,108,961
-------- --------- --------- ---------
Closing shareholders' funds 1,380,404 2,260,821 3,767,891 3,917,170
-------- --------- --------- ---------
4. Reconciliation of operating loss to net cash outflow from operating
activities
2007 2006
£ £
Operating loss (935,710) (283,497)
Depreciation charge 4,393 3,301
Depreciation released on disposal - (2,169)
Profit on disposal of tangible fixed assets - 504
Intangible fixed assets written off 691,182 18,582
Additions to intangible fixed assets 22,268 -
Non-cash movement in reserves 19,431 4,170
(Increase)/Decrease in debtors (5,270) 8,508
Increase/(Decrease) in creditors 7,255 33,136
--------- ---------
Net cash outflow from operating activities (240,987) (217,465)
--------- ---------
5. Reconciliation of cash flow to movement in net funds
1 Cash flow Exchange 30 September
October £ movement 2007
2006 £ £
£
Cash in hand and at bank 884,110 (442,534) (27,672) 441,617
Interest received - 27,713 - -
---------- ---------- ----------- -----------
Net funds 884,110 (414,821) (27,672) 441,617
---------- ---------- ----------- -----------
2007 2006
£ £
(Decrease)/ Increase in cash in the year (414,821) 473,613
----------- -----------
Change in net funds resulting from cash flows (414,821) 473,613
Translation difference (27,672) (25,472)
----------- -----------
Movement in net funds in year (442,493) 448,141
Net funds at 1 October 2006 884,110 435,969
----------- -----------
Net funds at 30 September 2007 441,617 884,110
----------- -----------
6. Financial information regarding former associated undertaking
On 9 February 2007 the shareholding in Sunrise Diamonds plc was diluted by the
issue of additional share capital to third parties. This dilution reduced the
shareholding in Sunrise Diamonds plc to 18.33% and as a result from this point
forward the holding In Sunrise Diamonds plc has been treated as an investment
rather than an associate undertaking. The current shareholding is 16.5%.
7. Dividend
No dividend is proposed.
8. Annual Report
The Company's 2007 Annual Report will be published and sent to shareholders in
due course and copies will be available to the public, free of charge, from the
Registered Office of the Company at Sunrise House, Hulley Road, Macclesfield,
Cheshire, SK10 2LP and will be downloadable from the Company's website at
www.tertiaryminerals.com.
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