Interim Results
Niger Uranium Limited
19 December 2007
For immediate release
19 December 2007
NIGER URANIUM LIMITED
('Niger Uranium' or the 'Company')
Interim results for the period ended 30 September 2007
CHAIRMAN'S STATEMENT
I have pleasure in presenting the first interim financial statements for Niger
Uranium since its admission to AIM, a market operated by the London Stock
Exchange, on 12 September 2007. The period under review covers the period from
21 May 2007 to 30 September 2007.
Exploration operations commenced in Niger after the period end in November 2007
with the first phase of field work planned for the period from November 2007 to
February 2008. Prospective targets have been identified and over seventeen (17)
airborne uranium targets, located along structures that host existing uranium
mines, have been re-assessed and prioritised. The Company will now progress with
an aggressive but achievable exploration phase which will include detailed
groundwork, mapping and the exploratory drilling of five priority targets. As
previously set out in the Company's Admission Document, Irhazer and In Gall have
returned uranium values ranging from 0.22% U3O8 to 1.0% U3O8 from five surface
rock samples collected from outcrops. All analyses are being conducted by SGS
Johannesburg.
The drilling program will be divided into two campaigns, the first consisting of
2,500 metres of diamond drilling, planned for completion in February 2008. The
second phase, of up to a further 7,500 metres, is designed to follow-up on the
results of the first phase.
In parallel to this drilling program, several targets will be trenched and
sampled to test for mineralization, geology and structure. Grids indicating
historical drill sites will be re-established and, where possible, will be
tested by down-hole radiometrics
Niger Uranium is well funded and debt free. The company has an experienced board
of directors, a professional management team and individuals with proven mine
building track records in companies such as UraMin Inc., AngloGold Ashanti and
Goldfields. Niger Uranium will use its existing knowledge, mining and
exploration expertise to fast track projects and the delivery of resources and
results.
Niger Uranium has established a sound relationship with the government of Niger
and is committed to the development of the country.
James Mellon
Non Executive Chairman
19 December 2007
Enquires:
Niger Uranium Limited Tel: + 27 11 783 5056
Ian Stalker, Executive Deputy Chairman Tel: +1 866 437 9551
Marek Kreczemer, Chief Executive Officer
Beaumont Cornish Limited Tel: +44 (0) 20 7628 3396
Roland Cornish / Michael Cornish
Haywood Securities (UK) Limited Tel+ 44 (0) 20 7031 8000
Karen Kay
Financial Dynamics Tel +44 (0) 20 7269 7230
Edward Westropp
NIGER URANIUM LTD
REVIEWED INCOME STATEMENT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
GROUP Note Period 21 May to
30 September 2007
$'000
Administrative expenses (619)
Share-based payments expensed 5 (2,429)
-------
Loss on ordinary activities before (3,048)
taxation
Taxation -
-------
Loss attributable to equity holders (3,048)
=======
Loss per share
Basic loss per share (expressed in US 3 (0.037)
cents) =======
As the inclusion of the potential ordinary shares would result in a decrease in
the loss per share
they are considered to be antidilutive and, as such, a diluted loss per share is
not included.
NIGER URANIUM LTD
REVIEWED BALANCE SHEET
AS AT 30 SEPTEMBER 2007
GROUP Note As at
30 September 2007
$'000
Assets
Non-current assets
Intangible assets 7 4,826
Property, plant and equipment 6 284
-------
5,110
Current assets
Trade and other receivables 250
Cash and cash equivalents 27,718
-------
Total current assets 27,968
-------
TOTAL ASSETS 33,078
-------
Current Liabilities
Trade and other payables (1,045)
-------
Total Liabilities (1,045)
-------
Net Assets 32,033
=======
Shareholders' equity
Share capital 830
Share premium 31,811
Retained earnings (3,048)
Foreign currency translation reserve 11
Share option reserve 2,429
-------
Total Equity 32,033
=======
NIGER URANIUM LTD
REVIEWED CASH FLOW STATEMENT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
GROUP Period 21 May to
30 September 2007
$'000
Cash flows from operating activities
Loss for the period (3,048)
Increase in trade and other receivables (250)
Increase in trade and other payables 1,045
Adjustments for :- 2,429
Share-based payments expensed
Foreign currency translation 11
-------
Net cash from operating activities 187
-------
Cash flows from investing activities
Acquisition of intangible assets (4,826)
Acquisition of property, plant and equipment (284)
-------
Net cash outflow from investing activities (5,110)
-------
Cash flows from financing activities
Proceeds from issue of share capital 34,721
Share issue costs (2,080)
-------
Net cash from financing activities 32,641
-------
Net increase in cash and cash equivalents 27,718
Cash and cash equivalents at beginning of -
period -------
Cash and cash equivalents at end of period 27,718
-------
NIGER URANIUM LTD
REVIEWED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
GROUP
Attributable to equity holders
Share Share Foreign Share Retained Total
capital premium currency option earnings
translation reserve
reserve
Equity
Group $' 000 $' 000 $' 000 $' 000 $' 000 $' 000
Balance at 21 May 2007 - - - - - -
Ordinary
shares issued 830 33,891 - - - 34,721
Cost of share
issue - (2,080) - - - (2,080)
Loss for the
period - - - - (3,048) (3,048)
Share-based
payment
expense - - - 2,429 - 2,429
Currency
translation
differences - - 11 - - 11
---------------- ------ ------- -------- ------- ------- -------
Balance at 30
September 2007 830 31,811 11 2,429 (3,048) 32,033
---------------- ------ ------- -------- ------- ------- -------
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
Significant Accounting Policies
Niger Uranium Ltd, formerly known as UraMin Niger Ltd, was first incorporated on
21 May 2007 in the British Virgin Islands under the IBC Act. The name of the
company was changed, and the change registered, in the British Virgin Islands on
7 June 2007. The consolidated condensed reviewed financial statements
('financial statements') of the Company for the period 21 May 2007 to 30
September 2007 comprise the Company and its subsidiary (together referred to as
the Group).
Statement of compliance
The financial statements for the period ended 30 September 2007 have been
prepared in accordance with the recognition and measurement requirements of
International Financial Reporting Standards (IFRS) and the presentation and
disclosure requirements of IAS 34 Interim Financial Reporting. The financial
statements do not include all of the information or disclosures required for
full annual financial statements.
Basis of preparation
The financial statements have been prepared on the historical cost basis, except
for financial instruments which are stated at fair value , where applicable, in
terms of IAS 32 - Financial Instruments: Disclosure and Presentation and IAS 39
- Financial Instruments : Recognition and Measurement.
The preparation of financial statements in conformity with IFRS requires
management to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and liabilities, income
and expenses. The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be reasonable under
the circumstances, the results of which form the basis of making the judgements
about carrying values of assets and liabilities that are not readily apparent
from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision only affects that period or in the period of
the revision and future periods if the revision affects both current and future
periods.
The accounting policies have been applied consistently by Group companies and
have been applied to the period represented in these consolidated financial
statements.
Functional and presentation currency
These consolidated financial statements are presented in US Dollars, which is
the Company's functional currency. All financial information presented in US
Dollars has been rounded to the nearest thousand.
Basis of consolidation
Subsidiaries are entities controlled by the Group. Control exists when the Group
has the power to govern the financial and operating policies of an entity so as
to obtain benefits from its activities.
The financial statements of subsidiaries are included in the consolidated
financial statements from the date that control commences to the date that
control ceases.
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
Foreign currency translations
Transactions in foreign currencies are translated to the respective functional
currencies of Group entities at exchange rates at the date of the transactions.
Monetary assets and liabilities denominated in foreign currencies at the
reporting date are retranslated to the functional currency at the exchange rate
at that date. Foreign currency differences arising on retranslation are
recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated to US Dollars at
exchange rates at the reporting date. The income and expenses of foreign
operations are translated to US Dollars at exchange rates at the dates of the
transactions. Foreign currency differences are recognised directly in equity in
the foreign currency translation reserve..
Financial instruments
Non-derivative financial instruments comprise trade and other receivables, cash
and cash equivalents and trade and other payables.
The Group's financial assets consist of cash balances and trade and other
receivables. Trade and other receivables are measured initially at fair value
and subsequently at amortised cost. All are non-derivative assets.
The Group's financial liabilities consist of trade and other payables. The trade
and other payables are measured initially at fair value and subsequently at
amortised cost. All are non-derivative liabilities.
There is no material difference between the carrying value and fair value of the
Group's asset and liability balances.
Share-based payment expense
Where share options are awarded to employees, the fair value of the options at
the date of grant is charged to the income statement over the vesting period
with a corresponding increase in equity. Non-market vesting conditions are taken
into account by adjusting the number of equity instruments expected to vest at
each balance sheet date so that, ultimately, the cumulative amount recognised
over the vesting period is based on the number of options that eventually vest.
Market vesting conditions are factored into the fair value of the options
granted. As long as all other vesting conditions are satisfied, a charge is made
irrespective of whether the market vesting conditions are satisfied. The
cumulative expense is not adjusted for failure to achieve a market vesting
condition.
Property, plant and equipment
Property, plant and equipment, is stated at cost less any accumulated
depreciation and accumulated impairment losses. Cost includes expenditure that
is directly attributable to the acquisition cost of the asset.
Depreciation is charged to the income statement to each asset over its expected
useful life on a straight-line basis at the following annual rates:
Office equipment, furniture and fittings 20%
Plant, equipment and motor vehicles 33%
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
Intangible assets
Mining development licences are classified as intangible assets. Intangible
assets are recorded at cost less amortisation and accumulated impairment losses.
Mining development licences for the exploration of natural resources are
amortised on a straight line basis over the period of the licence following the
commencement of production.
Impairment
The carrying amounts of the Group's assets are reviewed at each balance sheet
date and, if there is any indication that an asset may be impaired, its
recoverable amount is estimated. The recoverable amount is the higher of its net
selling price and its value in use. Impairment tests are also carried out in
respect of intangible assets that are not yet available for use, goodwill and
intangible assets with an indefinite useful life.
Estimates on impairment are limited to discount rate used on net present value
calculations. Sensitivities to the discount rate are considered and any
realistic changes to the discount rate have been found not to lead to an
impairment of the assets.
Any impairment loss arising from the review is charged to the income statement
whenever the carrying amount of the asset exceeds its recoverable amount.
With the exception of goodwill, any previously recognised impairment loss is
reversed if the recoverable amount increases as a result of a change in the
estimates used to determine the recoverable amount but only to the extent that
the revised carrying amount does not exceed the carrying amount that would have
been determined (net of depreciation) had no impairment loss been recognised in
prior years.
Deferred taxation
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the tax computations, and is
accounted for using the balance sheet liability method. Deferred tax liabilities
are generally recognised for all taxable temporary differences and deferred tax
assets are recognised to the extent that it is probable that taxable profits
will be available against which deductible temporary differences can be
utilised. Deferred tax assets are reviewed at each reporting date and are
reduced to the extent that it is no longer probable that the related tax benefit
will be realised.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised. Deferred tax is
charged or credited in the income statement, except when it relates to items
charged or credited directly to equity, in which case it is also dealt with in
equity.
Deferred tax is not recognised on:
• the initial recognition of goodwill; or
• the initial recognition of goodwill of assets and liabilities in a
transaction that is not a business combination and that affects neither
accounting nor taxable profits; or
• on differences relating to investments in subsidiaries to the extent
that they will probably not reverse in the foreseeable future recognition of
goodwill.
Earnings per share
The Group presents basic and diluted earnings per share (EPS) data for its
ordinary shares. Basic EPS is calculated by dividing the profit or loss
attributable to ordinary shareholders of the Company by the weighted average
number of ordinary shares outstanding during the period. Diluted EPS is
determined by adjusting the profit or loss attributable to ordinary shareholders
and the weighted average number of ordinary shares outstanding for the effects
of all dilutive potential ordinary shares, which comprise convertible notes and
share options granted to directors and employees.
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
1 Review of results
KPMG Inc., the company's independent auditor, has reviewed the interim financial
statements contained in this interim report and has expressed an unmodified
conclusion on the interim financial statements. Their review report is
available for inspection at the company's registered office.
2 General Issue of shares for cash or other considerations - Listing
on AIM
Niger Uranium Limited concluded its successful listing on 'AIM' on 12 September
2007 issuing 19.09 million new Ordinary Shares at British Pounds 0.50 per share
in a general issue of shares for cash on the listing, raising British Pounds
9.545 Million.
3 Loss per share
The calculation of earnings per share is based on the loss after taxation
divided by the weighted average number of share in issue during the period:
Period ended
30 September 2007
Net loss after taxation ($'000) (3,048)
Weighted average number of ordinary shares used in
calculating basic earnings per share (million) 83.0
Basic loss per share (expressed in US cents) (0.037)
As the inclusion of the potential ordinary shares would result in a decrease in
the loss per share they are considered to be antidilutive and, as such, a
diluted loss per share is not included.
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
4 Share capital
Total share and warrant options in issue
During the period ended 30 September 2007, 2,602,400 share options and 1,395,400
warrant options were issued.
As at 30 September 2007 the options in issue were;
Exercise Price Expiry Date Options in Issue
Share options £0.50 11 September 2012 2,602,400
--------------- ------------ ------------ ------------
Total share options 2,602,400
--------------- ------------ ------------ ------------
Warrant options £0.50 11 September 2009 1,145,400
Warrant options £0.50 11 September 2010 250,000
--------------- ------------ ------------ ------------
Total warrant options 1,395,400
--------------- ------------ ------------ ------------
No options lapsed or were cancelled and no options were exercised during the
period to 30 September 2007.
5 Share based payments
Under IFRS 2 Share Based Payments, the Company determines the fair value of options
issued to Directors and Employees as remuneration and recognises the amount as an
expense in the income statement with a corresponding increase in equity. The
Remuneration Committee is responsible for the granting of options at its discretion.
Name Date Date Vested Number Exercise Expiry Date Fair Value
Granted Price at Grant
(British Date
Pounds) (British
Pounds)
Marek 12 Sept 12 Sept 2007 1,037,400 0.50 11 Sept 2012 0.3307
Kreczmer 2007
John Stalker 12 Sept 12 Sept 2007 480,000 0.50 11 Sept 2012 0.3307
2007
Neil Herbert 12 Sept 12 Sept 2007 435,000 0.50 11 Sept 2012 0.3307
2007
John Sanders 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307
2007
John Lynch 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307
2007
Wayne Beach 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307
2007
James Mellon 12 Sept 12 Sept 2007 350,000 0.50 11 Sept 2012 0.3307
2007
---------- --------- --------- -------- ------- ---------- --------
Totals 2,602,400
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
5 Share based payments (continued)
As at the 30 September 2007, the following warrant options of no par value ordinary
shares in the Company in respect of capital raising had been granted but not exercised.
Name Date Granted Date Vested Number Exercise Expiry Date Fair Value
Price at Grant
(British Date
Pounds) (British
Pounds)
Regent
Resources 12 Sept 2007 12 Sept 544,065 0.50 11 Sept 2009 0.2255
2007
Haywood
Securities 12 Sept 2007 12 Sept 601,335 0.50 11 Sept 2009 0.2255
2007
Beaumont
Cornish 12 Sept 2007 12 Sept 250,000 0.50 11 Sept 2010 0.2683
2007
---------- --------- --------- -------- ------- ---------- --------
Totals 1,395,400
---------- --------- --------- -------- ------- ---------- --------
The fair value of the options vested during the period ended 30 September 2007 is
calculated at US Dollars 2.429 million. The assessed fair value at grant date is
determined using the Black-Scholes Model that takes into account the exercise
price, the term of the option, the share price at grant date, the expected price
volatility of the underlying share, the expected dividend yield and the risk-free
interest rate for the term of the option.
The following table lists the inputs to the models used for the period ended 30
September 2007:
Expected volatility (%) 65.00
Risk-free interest rate (%) 4.77
Share price at grant rate (£) 0.50
6 Property, plant and equipment
Plant and Motor Furniture and
equipment Vehicles fittings Total
$'000 $'000 $'000 $'000
Group
Balance at 21 May 2007 - - - -
Additions 152 77 55 284
Balance at 30 September 2007 152 77 55 284
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
6 Property, plant and equipment (continued)
Included in property, plant and equipment are assets purchased to the value of US
Dollars 230,185 as per the Asset Purchase Agreement (refer to Note 10).
Due to the late dates at which all property, plant and equipment was acquired, no
depreciation has been charged against the assets up to 30 September 2007. Any
depreciation which might have been chargeable in not considered to be material.
7 Intangible assets
Total
$'000
Group
Balance at 21 May 2007
-
Acquisition of
Northwestern licences
4,706
Transfer of UraMin licences
120
Balance at 30 September 2007 4,826
Under the July 17 2007 Asset Purchase Agreement (refer to Note 10), the Group
acquired two (2)
Licences from Northwestern Mineral Ventures Inc. to the value of US Dollars
4,705,313.
According to the same agreement, UraMin transferred six (6) licences to the Group
for which no consideration was paid. Management subsequently placed a fair value
of US Dollars 20,000 on each licence.
8 Deferred taxation
A deferred tax asset has not been provided because it is not probable that future
taxable profit will be available against which the group can utilise benefits
therefrom.
9 Related party disclosure
At 30 September 2007, NWT Uranium Inc (formerly Northwestern Mineral Ventures
Inc.) held 31,955,000 (38.5%) of the shares of Niger Uranium Limited.
NWT Uranium Inc and UraMin Inc were parties to the original formation and
incorporation of the Company in May 2007 and, under agreement, it was agreed
that NWT Uranium Inc would be re-imbursed for all expenses incurred by them
until the Company was able to fund all expenses directly.
At 30 September 2007, an accrual of US Dollars 477,763 was made in respect of
expenses incurred by NWT Uranium Inc. on behalf of the Group.
NIGER URANIUM LTD
NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT
FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007
9 Related party disclosure (continued)
Transactions with key management personnel
During the period to 30 September 2007, 2,602,400 share options had been issued
to directors and employees and none had been exercised. The options were granted
under recommendation of the Remuneration Committee and were granted at an
exercise price of £0.50 each (refer to Note 5).
10 Asset Purchase Agreement
On July 17, an Asset Purchase Agreement was signed between the Company and
Northwestern Mineral Ventures Inc. and UraMin Inc.
Under the agreement, UraMin agreed to pay US Dollars 15 million and to transfer
its six (6) mining development licences in Niger to the Company, in exchange for
the issuance of shares in the Company such that UraMin Inc. would own 50% of the
issued shares in the Company, on a fully diluted basis.
Under the agreement, Northwestern Mineral Ventures Inc. agreed to transfer both
its (2) mining development licences and its mining assets in Niger to the
Company. These transfers were made in exchange for the issuance of shares in the
Company plus Canadian Dollars 4.8 million (US Dollars 4.616 million)such that
Northwestern Mineral Ventures Inc. would own 50% of the issued shares in the
Company, on a fully diluted basis. The par value of the shares issued is US
Dollars 319,550,
A value of US Dollars 230,185 was placed on the mining assets with the remaining
balance of
US Dollars 4,705,313 attributed to the value of the mining licences.
11 Other information
The financial information in this statement does not constitute statutory
accounts within the meaning of section 240 of the Companies Act 1985.
Copies of the interim results are available to download from the Group's website
www.niger-uranium.com.
Corporate Information
Registered number 1405944 - Registered in British Virgin Islands
Directors Marek Jozef Kreczmer - Chief Executive Officer
Neil Lindsey Herbert - Non Executive Director
John Stalker - Executive Deputy Chairman
Wayne Gordon Beach - Non Executive Director
John Paul Lynch - Non Executive Director
James Mellon - Non Executive Chairman
Registered Office Walkers Chambers
P.O.Box 92
Road Town, Tortola
British Virgin Islands VG 1110
Business Address 31 Impala Road
Chislehurston
Sandton
Johannesburg
South Africa
Reporting KPMG Inc
Accountants 85 Empire Road
Parktown
South Africa 2193
Solicitors Kerman & Co LLP
7 Savoy Court
Strand, London WC2R 0ER
United Kingdom
Nominated Advisor Beaumont Cornish Limited
5th Floor, 10-12 Copthall Avenue
London EC2 7DE
United Kingdom
Broker Haywood Securities (UK) Ltd
Ryder Court
14 Ryder Street
London EC2R 7DE
United Kingdom
Registrars Computershare Investor Services (Channel Islands) LtdPO Box
83
Ordnance House, 31 Pier Road
St Helier JE4 8PW
Channel Islands
Principal Bankers Barclays Bank
1 Churchill Place
London E14 5HP
United Kingdom
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