Thor Mining PLC
Half-yearly Report
For the six months ended
31 December 2015
HIGHLIGHTS
· Completion of the acquisition of 49% of the Spring Hill gold project for A$310,000, including cash of A$210,000, to take Thor ownership to 100%.
· Option agreement signed to sell 100% of Spring Hill for total consideration of A$3.5 million plus royalties. The option was exercised, and the sale completed, after the period end.
· Tungsten prices remain subdued, however capital & operating costs savings have been identified for Molyhil tungsten project.
REVIEW OF OPERATIONS
Depressed commodity prices have delayed financing for the development of the Molyhil tungsten project, however ongoing reviews have established reductions in both capital and operating cost estimates, which places the project in a good position to attract financing when the commodity price rebounds. The cash return from the sale of the Spring Hill project has strengthened the Company's balance sheet significantly, allowing the repayment of loans secured against the Company's projects. The net result of operations for the half-year was a loss of £1,036,000 (2014: £562,000). The 2015 net result of operations was impacted by a write down of the carrying value of the Spring Hill tenements of £719,000, reflecting the consideration agreed for the sale of those tenements which has completed subsequent to 31 December 2015.
Molyhil Tungsten project (NT, Australia)
Project Development
Activities during the period were focussed upon cost optimisation of the 2015 Molyhil Feasibility Study, where expected capital cost savings in the order of A$8million from the original estimate have been identified, while estimated operating cost savings in the order of A$2million annually have been identified owing to reduced costs of both power generation and mining costs, owing to the reduction in global oil prices.
While APT tungsten currently sits at its lowest price point since 2008 the directors are confident of a medium term upswing driven by strong supply - demand fundamentals. A sizeable portion of global mine production is at higher cash cost levels than market pricing, providing some confidence in an improvement in pricing as some of that production capacity may be shelved in the medium term.
Table 2: Molyhil Open Cut Ore Reserve Statement - Compliant with JORC 2012 (Announced 29 July 2014)
Classification |
Reserve |
WO3 |
Mo |
||
|
'000 Tonnes |
Grade % |
Contained metal (t) |
Grade % |
Contained metal (t) |
Probable |
3,000 |
0.31 |
9,200 |
0.12 |
3,600 |
Total |
3,000 |
0.31 |
9,200 |
0.12 |
3,600 |
Notes: ● Thor Mining PLC holds 100% equity interest in this reserve
· Estimates have been rounded to reflect accuracy
· All estimates are on a dry tonne basis
· The reserve estimate extends to a maximum depth below surface of 150 metres
Concentrate Offtake and Finance
In 2013, Thor received a Letter of Intent from US-based Global Tungsten & Powders undertaking, subject to due diligence and sourcing project finance, to purchase 70% to 75% of tungsten concentrates produced from Molyhil, at pricing benchmarked against Metal Bulletin (LMB) APT European free-market prices.
The Company continues to seek and appraise sources of project finance, in order to further support the development of mining and processing operations at Molyhil, and ultimately commission the mine into production. The Company has retained advisors to assist this process.
Pilot Mountain Tungsten project (Nevada, USA)
During 2014, Thor acquired the Pilot Mountain tungsten project in the United States.
Following the acquisition, Thor holds 100% equity interest in:
· An Indicated and Inferred Resource of 6.8 million tonnes @ 0.31% WO3, plus attractive copper and silver credits at the Desert Scheelite deposit; plus
· Exploration targets¹ of 11.0 to 23.0 million tonnes @ 0.30 - 0.50% WO3 within very close proximity to the Desert Scheelite deposit.
¹ Exploration Targets are conceptual in nature and there has been insufficient exploration to define a Mineral Resource under the 2012 JORC Code and it is uncertain if further exploration will result in the determination of a Mineral Resource
The Desert Scheelite Indicated and Inferred Resource comprises a 2012 JORC Compliant 6.8 million tonnes @ 0.31% WO3, 0.17% Copper, and 22.8g/t (grams/tonne) Silver, announced on 10 June 2014.
Table 3: Desert Scheelite Resource Estimate - Compliant with JORC 2012(Announced 10 June 2014)
Desert Scheelite |
Resource |
WO3 |
Ag |
Cu |
|||
Tonnes |
Grade % |
Contained metal (t) |
Grade g/t |
Contained metal (t) |
Grade % |
Contained metal (t) |
|
Indicated |
6,090,000 |
0.31 |
18,900 |
24.2 |
150 |
0.16 |
10,000 |
Inferred |
700,000 |
0.30 |
2,100 |
9.1 |
10 |
0.24 |
2,000 |
Total |
6,790,000 |
0.31 |
21,000 |
22.8 |
160 |
0.17 |
12,000 |
Note: Thor Mining PLC holds 100% equity interest in this resource
Table 4: Pilot Mountain Exploration Target summary (Announced 1 December 2014)
|
Tonnage (Mt) |
% WO3 |
Comment |
Tier 1 Targets |
7.5 - 13.5 |
0.3 - 0.5 |
Based on historic drill intersections |
Tier 2 Targets |
3.5 - 9.1 |
0.3 - 0.5 |
Based on favourable geology and proximity to known mineralisation. |
Total Exploration Target* |
11.0 - 23.0 |
0.3 - 0.5 |
Combined Tier 1 & 2 |
Exploration activities at Pilot Mountain are dependent upon raising the necessary finance. Thor is evaluating a range of alternative options to facilitate the work necessary to further develop the project, including fundraising, project finance or securing a joint venture partner.
Gold Exploration projects
Spring Hill - Northern Territory
Following the acquisition of the remaining 49% equity in Spring Hill, to take Thor equity to 100%, the Company received a number of expressions of interest in acquiring this project. In December 2015, Thor announced it had signed an option agreement to sell 100% of the Spring Hill project, for:
After the period end, the option to acquire Spring Hill was exercised and the sale completed. On 26 February 2016, Thor announced the receipt of the A$2.0 million first tranche of the sale proceeds.
Dundas - Western Australia
The Dundas gold project is located approximately 100 kilometres east-south-east of Norseman in Western Australia. The tenements are in close proximity to the sealed arterial Eyre Highway, providing all-weather access to the project area. It is also approximately 250 kilometres south of the major regional mining centre of Kalgoorlie.
Prioritising expenditure on other projects has delayed progress of planned exploration at Dundas. Exploration work on this project continues to be conditional upon the availability of working capital.
Finance
During the period, the Company raised £437,500 before costs following the issue of 875 million shares in the United Kingdom at an average issue price of 0.05 pence per share.
In order to conserve cash, the Directors elected to receive all of their directors' fees as shares, for the 12 months to 30 September 2015. In addition, I also elected to receive 41% of my consulting fees in shares, for the period 1 September 2014 to 30 September 2015. The total of 356,898,014 of remuneration shares were issued to Directors in December, following shareholder approval.
As noted earlier in this report, 76,398,285 shares were issued as part consideration for the acquisition of the remaining 49% of Spring Hill.
The Company continues to hold discussion with various parties with the aim of securing project finance for the Molyhil project, as tungsten prices improve.
In 2014, the Company entered into share subscription agreements and equity swap agreements with Lanstead Capital LP ("Lanstead"). These agreements expired in January 2016.
At the commencement of the half year, a number of parties held mortgages over the Molyhil and Pilot Mountain tungsten projects, and the Spring Hill gold project in respect of loans advanced and assigned to the Company. During the period, and subsequent to the end of the period, these loans have since been repaid, with the mortgages discharged or in the process of being discharged.
Comprehensive Income
The comprehensive income statement records a comprehensive loss of £936,000 (2014: £1,009,000) after taking into account unrealised exchange differences of £126,000 gain (2014: £430,000 loss).
Mick Billing
Executive Chairman
7 March, 2016
Competent Person's statements
The information in this report that relates to exploration results is based on information compiled by Richard Bradey, who is a Member of The Australasian Institute of Mining and Metallurgy. Mr Bradey is an employee of Thor Mining PLC. He has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Richard Bradey consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
Condensed Consolidated Statement of Comprehensive Income For the 6 months ended 31 December 2015
|
|
|||
|
Note |
£'000 |
£'000 |
£'000 |
|
|
6 months ended 31 December 2015 |
6 months ended 31 December 2014 |
Year ended 30 June 2015 |
|
|
Unaudited |
Unaudited |
Audited |
Administrative expenses |
|
(33) |
(58) |
(89) |
Corporate expenses |
|
(278) |
(470) |
(663) |
Unrealised loss on financial assets |
|
- |
(99) |
(213) |
Unrealised gain/(loss) on financial liabilities |
|
(4) |
26 |
65 |
Realised gain/(loss) on financial assets |
|
- |
39 |
18 |
Realised (loss) on swap facilities |
|
(2) |
- |
21 |
Write off/Impairment of exploration assets |
|
(719) |
- |
(19) |
Operating Loss |
|
(1,036) |
(562) |
(880) |
Interest received |
|
- |
2 |
2 |
Interest payable |
|
(26) |
(19) |
(37) |
Loss before Taxation |
|
(1,062) |
(579) |
(915) |
Taxation |
|
- |
- |
- |
Loss for the period |
|
(1,062) |
(579) |
(915) |
|
|
|
|
|
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
Exchange differences on translating foreign operations |
|
126 |
(430) |
(1,157) |
Other comprehensive income for the period, net of income tax |
|
126 |
(430) |
(1,157) |
Total comprehensive income for the period |
|
(936) |
(1,009) |
(2,072) |
|
|
|
|
|
|
|
|
|
|
Basic loss per share |
2 |
(0.03)p |
(0.02)p |
(0.03)p |
|
|
|
|
|
Condensed Consolidated Statement of Financial Position For the 6 months ended 31 December 2015
|
|
|||
|
Note |
£'000 |
£'000 |
£'000 |
|
|
31 December 2015 |
31 December 2014 |
30 June 2015 |
|
|
Unaudited |
Unaudited |
Audited |
ASSETS |
|
|
|
|
Non-current assets |
|
|
|
|
Intangible assets - deferred exploration costs |
3 |
10,083
|
11,043 |
10,401 |
Trade receivables and other assets |
|
- |
103 |
- |
Deposits to support performance bonds |
|
13 |
14 |
13 |
Plant and equipment |
|
8 |
26 |
15 |
Total non-current assets |
|
10,104 |
11,186 |
10,429 |
|
|
|
|
|
Current assets |
|
|
|
|
Cash and cash equivalents |
|
2 |
20 |
43 |
Trade receivables and other assets |
|
13 |
63 |
7 |
Prepayments |
|
38 |
47 |
37 |
Total current assets |
|
53 |
130 |
87 |
Total assets |
|
10,157 |
11,316 |
10,516 |
|
|
|
|
|
LIABILITIES |
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables |
|
(495) |
(299) |
(458) |
Provisions |
|
(15) |
(12) |
(14) |
Non-interest bearing liabilities |
|
- |
(165) |
(233) |
Interest bearing liabilities |
|
(655) |
- |
(489) |
Total current liabilities |
|
(1,165) |
(476) |
(1,194) |
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Interest bearing liabilities |
|
- |
(527) |
- |
Total non-current liabilities |
|
- |
(527) |
- |
Total liabilities |
|
(1,165) |
(1,003) |
(1,194) |
|
|
|
|
|
Net assets |
|
8,992 |
10,313 |
9,322 |
|
|
|
|
|
Equity |
|
|
|
|
Issued share capital |
4 |
3,303 |
3,155 |
3,172 |
Share premium |
4 |
15,858 |
15,328 |
15,383 |
Foreign exchange reserve |
|
1,044 |
1,645 |
918 |
Merger reserve |
|
405 |
405 |
405 |
Option revaluation reserve |
|
25 |
53 |
30 |
Retained losses |
|
(11,643) |
(10,273) |
(10,586) |
|
|
|
|
|
Total equity |
|
8,992 |
10,313 |
9,322 |
|
|
|
|
|
Condensed Consolidated Statement of Change in Equity |
|
|
|
|||||||||||
For the 6 months ended 31 December 2015 |
|
|
|
|
|
|||||||||
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|||||||
|
Issued share capital |
Share premium |
Retained losses |
Foreign Currency Translation Reserve |
Merger Reserve |
Share Based Payment Reserve |
Total |
|||||||
Balance at 1 July 2014 |
3,020 |
13,884 |
(9,694) |
2,075 |
405 |
44 |
9,734 |
|||||||
Loss for the period |
- |
- |
(579) |
- |
- |
- |
(579) |
|||||||
Foreign currency translation reserve |
- |
- |
- |
(430) |
- |
- |
(430) |
|||||||
Total comprehensive loss for the period |
- |
- |
(579) |
(430) |
- |
- |
(1,009) |
|||||||
Transactions with owners in their capacity as owners |
|
|
|
|
||||||||||
Shares issued |
135 |
1507 |
- |
- |
- |
- |
1,642 |
|||||||
Cost of shares issued |
- |
(54) |
- |
- |
- |
- |
(54) |
|||||||
Share options issued |
- |
(9) |
- |
- |
- |
9 |
- |
|||||||
At 31 December 2014 |
3,155 |
15,328 |
(10,273) |
1,645 |
405 |
53 |
10,313 |
|||||||
|
|
|
|
|
|
|
|
|||||||
Balance at 1 July 2014 |
3,020 |
13,884 |
(9,694) |
2,075 |
405 |
44 |
9,734 |
|||||||
Loss for the period |
- |
- |
(915) |
- |
- |
- |
(915) |
|||||||
Foreign currency translation reserve |
- |
- |
- |
(1,157) |
- |
- |
(1,157) |
|||||||
Total comprehensive (loss) for the period |
- |
- |
(915) |
(1,157) |
- |
- |
(2,072) |
|||||||
Transactions with owners in their capacity as owners |
|
|
|
|
||||||||||
Shares issued |
152 |
1,577 |
- |
- |
- |
- |
1,729 |
|||||||
Cost of shares issued |
- |
(69) |
- |
- |
- |
- |
(69) |
|||||||
Share options lapsed |
- |
- |
23 |
- |
- |
(23) |
- |
|||||||
Share options issued |
- |
(9) |
- |
- |
- |
9 |
- |
|||||||
At 30 June 2015 |
3,172 |
15,383 |
(10,586) |
918 |
405 |
30 |
9,322 |
|||||||
|
|
|
|
|
|
|
|
|||||||
Balance at 1 July 2015 |
3,172 |
15,383 |
(10,586) |
918 |
405 |
30 |
9,322 |
|||||||
Loss for the period |
- |
- |
(1,062) |
- |
- |
- |
(1,062) |
|||||||
Foreign currency translation reserve |
- |
- |
- |
126 |
- |
- |
126 |
|||||||
Total comprehensive loss for the period |
- |
- |
(1,062) |
126 |
- |
- |
(936) |
|||||||
Transactions with owners in their capacity as owners |
|
|
|
|
||||||||||
Shares issued |
131 |
496 |
- |
- |
- |
- |
627 |
|||||||
Cost of shares issued |
- |
(21) |
- |
- |
- |
- |
(21) |
|||||||
Share options issued |
- |
- |
- |
- |
- |
- |
- |
|||||||
Share options lapsed |
- |
- |
5 |
- |
- |
(5) |
- |
|||||||
At 31 December 2015 |
3,303 |
15,858 |
(11,643) |
1,044 |
405 |
25 |
8,992 |
|||||||
Condensed Consolidated Statement of Cash Flow |
|||
For the 6 months ended 31 December 2015 |
|
|
|
|
£'000 |
£'000 |
£'000 |
|
6 months ended 31 December 2015 |
6 months ended 31 December 2014 |
Year ended 30 June 2015 |
|
Unaudited |
Unaudited |
Audited |
Cash flows from operating activities |
|
|
|
Operating Loss |
(1,036) |
(562) |
(880) |
Decrease/(increase) in trade and other receivables |
3 |
5 |
12 |
Increase/(decrease) in trade and other payables |
(26) |
(48) |
62 |
Increase/(decrease) in provisions |
- |
- |
4 |
Depreciation |
7 |
11 |
20 |
Exploration expenditure Impairment/ write off |
719 |
- |
19 |
Revaluation foreign currency loan |
- |
- |
(65) |
Share based payment expense |
143 |
214 |
218 |
Impairment subsidiary investments |
- |
- |
- |
Loss on revaluation of financial assets |
- |
- |
213 |
Unrealised loss/(gain) on financial liabilities |
4 |
(26) |
- |
Unrealised loss on financial assets |
- |
99 |
- |
Realised gain on financial assets |
- |
(39) |
(18) |
Realised gain on swap facility |
- |
- |
(21) |
Net cash outflow from operating activities |
(186) |
(346) |
(436) |
|
|
|
|
Cash flows from investing activities |
|
|
|
Interest received |
- |
2 |
2 |
Interest paid |
(17) |
(19) |
(37) |
Refund of performance bonds |
- |
33 |
31 |
Disposal of financial assets |
- |
54 |
51 |
Purchase of property, plant and equipment |
- |
(3) |
(2) |
R&D Grants for exploration expenditure |
65 |
- |
37 |
Payments for exploration expenditure |
(320) |
(231) |
(316) |
Net cash outflow from investing activities |
(272) |
(164) |
(234) |
|
|
|
|
Cash flows from financing activities |
|
|
|
Loans advanced |
178 |
- |
74 |
Loans repaid |
(177) |
- |
- |
Net issue of ordinary share capital |
416 |
520 |
630 |
Net cash inflow from financing activities |
417 |
520 |
704 |
|
|
|
|
Net decrease in cash and cash equivalents |
(41) |
10 |
34 |
Non cash exchange changes |
- |
- |
(1) |
Cash and cash equivalents at beginning of period |
43 |
10 |
10 |
Cash and cash equivalents at end of period |
2 |
20 |
43 |
Notes to the Half-yearly Report
For the 6 months ending 31 December 2015
1. PRINCIPAL ACCOUNTING POLICIES
(a) Presentation of Half-yearly results
The half-yearly results have not been audited, but were the subject of an independent review carried out by the Company's auditors, Chapman Davis LLP. Their review confirmed that the figures were prepared using applicable accounting policies and practices consistent with those adopted in the 2015 annual report and to be adopted in the 2016 annual report. The financial information contained in this half-yearly report does not constitute statutory accounts as defined by Section 435 of the Companies Act 2006.
The half-yearly report has been prepared under the historical cost convention.
The Directors acknowledge their responsibility for the half-yearly report and confirm that, to the best of their knowledge, the interim consolidated financial statements for the six months ended 31 December 2015 have been prepared in accordance with International Financial Reporting Standards, including IAS 34 "Interim Financial Statements", and complies with the listing requirements for companies trading securities on the AIM market. This half-year report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report should be read in conjunction with the annual report for the year ended 30 June 2015.
The Directors are of the opinion that on-going evaluations of the Company's interests indicate that preparation of the accounts on a going concern basis is appropriate. (Refer Note 6)
(b) Basis of consolidation
The consolidated financial statements comprise the financial statements of Thor Mining PLC and its controlled entities. The financial statements of controlled entities are included in the consolidated financial statements from the date control commences until the date control ceases.
The financial statements of subsidiaries are prepared for the same reporting period as the parent Company, using consistent accounting policies.
All inter-company balances and transactions have been eliminated in full.
2. LOSS PER SHARE
No diluted loss per share is presented as the effect of exercise of outstanding options is to decrease the loss per share.
£'000 |
£'000 |
£'000 |
|
|
6 months ended 31 December 2015 |
6 months ended 31 December 2014 |
Year ended 30 June 2015 |
|
Unaudited |
Unaudited |
Audited |
Loss for the period |
(1,062) |
(579) |
(915) |
|
|
|
|
Weighted average number of Ordinary shares in issue |
4,015,771,908 |
2,484,108,680 |
2,769,138,374 |
|
|
|
|
Loss per share - basic |
(0.03)p |
(0.02)p |
(0.03)p |
|
|
|
|
Notes to the Half-yearly Report
For the 6 months ending 31 December 2015
3. DEFERRED EXPLORATION COSTS
£'000 |
£'000 |
£'000 |
|
|
31 December 2015 |
31 December 2014 |
30 June 2015 |
Cost |
Unaudited |
Unaudited |
Audited |
At commencement |
10,401 |
10,246 |
10,246 |
Additions |
286 |
197 |
333 |
Disposals |
(12) |
- |
- |
Exchange Gain/(loss) |
127 |
(438) |
(1,197) |
Write off exploration tenements for year |
- |
- |
(19) |
Business Combination |
- |
1,038 |
1,038 |
At period end |
10,802 |
11,043 |
10,401 |
|
|
|
|
Impairment |
|
|
|
At commencement |
- |
- |
- |
Exchange loss |
- |
- |
- |
Impairment for period |
719 |
- |
- |
At period end |
719 |
- |
- |
|
|
|
|
Net book value at period end |
10,083 |
11,043 |
10,401 |
|
|
|
|
For the period ending 31 December 2015, the additions of £286,000 include the purchase of the Group's remaining 49% interest in the Spring Hill tenement that it did not already own, consideration being £104,000 cash and £47,000 in Ordinary Shares.
As at 31 December 2015, Company's 100% owned subsidiary TM Gold Pty Ltd (holds the Spring Hill tenements) was subject to an option agreement. That agreement provides a third party with the option to acquire 100% of TM Gold Pty Ltd for total consideration of A$3.5m (£1.73m) and production royalties. Based on this, the Directors revalued the carrying value of the Spring Hill tenement downwards by £719,000 to £1,730,000. Subsequent to period end date, the option was exercised and the first cash instalments received. Refer Note 7.
Having reviewed the deferred exploration and evaluation expenditure at 31 December 2015, the directors are satisfied that no further write off or provision for impairment is required.
Notes to the Half-yearly Report
For the 6 months ending 31 December 2015
4. SHARE CAPITAL |
£'000 |
£'000 |
£'000 |
|
31 December 2015 |
31 December 2014 |
30 June |
|
Unaudited |
Unaudited |
Audited |
Issued fully paid (Nominal Value) |
|
|
|
982,870,766 deferred shares of £0.0029 each |
2,850 |
2,850 |
2,850 |
Ordinary shares of £0.0001 each |
453 |
305 |
322 |
|
3,303 |
3,155 |
3,172 |
|
|
|
|
|
Number |
Number |
Number |
|
31 December 2015 |
31 December 2014 |
30 June |
|
Unaudited |
Unaudited |
Audited |
Movement in share capital |
|
|
|
Ordinary Shares of 0.01 pence |
3,228,901,211 |
1,703,669,855 |
1,703,669,855 |
Shares issued for Acquisition |
76,398,285 |
418,750,000 |
418,750,000 |
Shares issued for cash |
875,000,000 |
669,444,444 |
844,444,444 |
Exercise of warrants |
- |
455,778 |
455,778 |
Shares issued to extinguish debt |
- |
166,129,526 |
166,129,526 |
Shares issued in lieu of expenses |
356,898,014 |
94,641,608 |
94,641,608 |
At period end |
4,536,387,510 |
3,053,091,211 |
3,228,091,211 |
|
|
|
|
|
£'000 |
£'000 |
£'000 |
|
31 December 2015 |
31 December 2014 |
30 June |
Nominal plus Premium |
Unaudited |
Unaudited |
Audited |
At commencement |
18,555 |
16,904 |
16,904 |
Shares issued for Acquisition |
47 |
688 |
688 |
Shares issued for cash (net of costs) |
416 |
519 |
663 |
Exercise of warrants |
- |
3 |
3 |
Shares issued to extinguish debt |
- |
164 |
164 |
Shares issued in lieu of expenses |
143 |
214 |
133 |
Share options issued |
- |
(9) |
- |
At period end |
19,161 |
18,483 |
18,555 |
The nominal value of shares in the company was originally 0.3 pence. At a shareholders meeting in September 2013, the Company's shareholders approved a re-organisation of the company's shares which resulted in the creation of two classes of shares, being:
· Ordinary shares with a nominal value of 0.01 pence, which will continue as the company's listed securities.
· Deferred shares with a value of 0.29 pence which, subject to the provisions of the Companies Act 2006, may be cancelled by the company, or bought back for £1 and then cancelled. These deferred shares are not quoted and carry no rights whatsoever.
Notes to the Half-yearly Report
For the 6 months ending 31 December 2015
5. TURNOVER AND SEGMENTAL ANALYSIS - GROUP
The Group has a number of exploration licenses, and mining leases, in Australia and the US State of Nevada. All exploration licences in Australia are managed as one portfolio. The decision to allocate resources to individual Australian projects in that portfolio is predominantly based on available cash reserves, technical data and the expectations of future metal prices. The Group acquired the exploration assets in the US State of Nevada on 27 October 2014. All of these US licenses are located in the one geological region. Accordingly, the Group has identified its operating segments to be Australia and the United States based on the two countries. This is the basis on which internal reports are provided to the Directors for assessing performance and determining the allocation of resources within the Group.
|
£'000 |
£'000 |
£'000 |
£'000 |
Half Year ended 31/12/2015 |
Head office/ Unallocated |
Australia |
United States |
Consolidated |
Revenue |
|
|
|
|
Interest Income |
- |
- |
- |
- |
Total Segment Revenue |
- |
- |
- |
- |
Total Segment Expenditure |
(84) |
(978) |
- |
(1,062) |
|
|
|
|
|
Loss from Ordinary Activities before Income Tax |
(84) |
(978) |
- |
(1,062) |
Income Tax Benefit/(Expense) |
- |
- |
- |
- |
Profit/(loss) |
- |
- |
- |
(1,062) |
|
|
|
|
|
Assets and Liabilities |
|
|
|
|
Segment assets |
- |
8,906 |
1,241 |
10,147 |
Corporate assets |
10 |
- |
- |
10 |
Total Assets |
10 |
8,906 |
1,241 |
10,157 |
|
|
|
|
|
Segment liabilities |
- |
(995) |
(86) |
(1,081) |
Corporate liabilities |
(84) |
- |
- |
(84) |
Total Liabilities |
(84) |
(995) |
(86) |
(1,165) |
Net Assets |
(74) |
7,911 |
1,155 |
8,992 |
Notes to the Half-yearly Report
For the 6 months ending 31 December 2015
5. TURNOVER AND SEGMENTAL ANALYSIS - GROUP (continued)
Half Year ended 31/12/2014 |
Head office/ Unallocated |
Australia |
United States |
Consolidated |
Revenue |
|
|
|
|
Interest Income |
- |
2 |
- |
2 |
Total Segment Revenue |
- |
2 |
- |
2 |
Total Segment Expenditure |
(77) |
(504) |
- |
(581) |
|
|
|
|
|
Loss from Ordinary Activities before Income Tax |
(77) |
(502) |
- |
(579) |
Income Tax Benefit/(Expense) |
- |
- |
- |
- |
Profit/(loss) |
(77) |
(502) |
- |
(579) |
|
|
|
|
|
Year ended 30/06/2015 |
Head office/ Unallocated |
Australia |
United States |
Consolidated |
Assets and Liabilities |
|
|
|
|
Segment assets |
- |
9,160 |
1,339 |
10,499 |
Corporate assets |
17 |
- |
- |
17 |
Total Assets |
17 |
9,160 |
1,339 |
10,516 |
|
|
|
|
|
Segment liabilities |
- |
(909) |
(197) |
(1,106) |
Corporate liabilities |
(88) |
- |
- |
(88) |
Total Liabilities |
(88) |
(909) |
(197) |
(1,194) |
Net Assets |
(71) |
8,251 |
1,142 |
9,322 |
6. GOING CONCERN BASIS OF ACCOUNTING
The financial report has been prepared on the basis of a going concern.
The consolidated entity incurred a net loss before tax of £1,062,000 during the period ended 31 December 2015, and a net cash outflow of £458,000 from operating and investing activities. The consolidated entity continues to be reliant upon completion of capital raising for continued operations and the provision of working capital.
If additional capital is not obtained, the going concern basis may not be appropriate, with the result that the Group may have to realise its assets and extinguish its liabilities, other than in the ordinary course of business and at amounts different from those stated in the financial report. No allowance for such circumstances has been made in the financial report.
Notes to the Half-yearly Report
For the 6 months ending 31 December 2015
7. POST BALANCE SHEET EVENTS
At 31 December 2015, the Company's 100% owned subsidiary TM Gold Pty Ltd (holds the Spring Hill tenements) was subject to an option agreement (Refer Note 3). That agreement provides a third party with the option to acquire 100% for a total consideration of A$3.5m (£1.73m) and production royalties. A$2.0m was to be received up front for 60% interest and A$1.5m in 12 months for the remaining 40% interest. Subsequent to the end of the half year, the option has been exercised, the parties have executed a Share Subscription and Share Purchase Agreement with terms consistent with the option agreement, and cash of A$2.0m has been received. The Company holds a shared mortgage over TM Gold Pty Ltd until the remaining A$1.5m is received.
Part of the A$2.0m proceeds were used to repay a $1.21m loan, which was otherwise due for repayment in mid-March 2016. The related mortgages over Spring Hill and Molyhil have both been released.
Other than the above, no matters or circumstances have arisen since the end of the half year which significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations or state of affairs of the consolidated entity in future financial years.
DIRECTORS, SECRETARY AND ADVISERS
Directors Michael Robert Billing (Executive Chairman)
Michael Kevin Ashton (Non-executive Director)
Trevor John Ireland (Non-executive Director)
David Edward Thomas (Executive Director)
|
In UK |
In Australia |
Registered Office and Directors' business address
|
Third Floor 55 Gower Street London WC1E 6HQ United Kingdom
|
58 Galway Avenue Marleston, South Australia Australia 5033
|
Company Secretaries
|
Stephen Frank Ronaldson |
Ray Ridge |
Website
|
||
Nominated Adviser to the Company |
Grant Thornton UK LLP 30 Finsbury Square London EC2P 2YU United Kingdom
|
|
UK Broker to the Company |
Northland Capital Partners Limited 31 Finsbury Pavement London EC2A 1NT United Kingdom
|
|
Auditors to the Company |
Chapman Davis LLP 2 Chapel Court London SE1 1HH United Kingdom
|
|
Solicitors to the Company |
Ronaldsons LLP 55 Gower Street London WC1E 6HQ United Kingdom |
Watson Lawyers Ground Floor, 60 Hindmarsh Square Adelaide, South Australia Australia 5000
|
Registrars |
Computershare Investor Services Plc The Pavilions Bridgewater Road Bristol BS99 6ZY United Kingdom |
Computershare Investor Services Pty Ltd Level 11, 172 St Georges Terrace Perth, Western Australia Australia 6000 |