Interim Results

RNS Number : 7137T

Critical Metals PLC

29 March 2021

 

Critical Metals plc / EPIC: CRTM / Market: Main Market / Sector: Closed End Investments

29 March 2021

Critical Metals plc

("Critical Metals" or the "Company")

Interim Results

Critical Metals plc, an investment company established to target opportunities in the mining sector, is pleased to present its interim results for the six-month period ended 31st December 2020.

Highlights

· Listed on the Main Market of the London Stock Exchange in September 2020, following an £0.8m fundraising

· Engaged in early stage discussions regarding potential future transactions

· Strand Hanson Limited appointed as Corporate Advisor to guide the Company through the investment/acquisition process in respect of potential targets

· Post period end, further support received from shareholders exercising warrants, strengthening the Company's cash position by c.£935,000 in preparation for future opportunities

Chairman's Statement

Critical Metals was formed with the intention of making equity investments into operators or near-term revenue-generators within the natural resources sector in the continent of Africa. Our focus is on commodities which have been identified by several governments as 'critical minerals', such as antimony, beryllium, caesium, cobalt, copper, fluorspar, niobium, rare earth elements, tantalum, titanium, tin, tungsten, and vanadium.

There is increasing uncertainty regarding supply and demand in the critical metals sector and guaranteeing supply of these metals is increasingly seen as an economic strategic necessity. This is the key driver behind the Company's strategy and, over the course of the period under review, we have been rigorously evaluating a number of opportunities to ensure that we make the right acquisition that will build value for shareholders. 

Any transaction is deemed likely to be categorised a Reverse takeover as defined in the Listing Rules and we expect the funding for any transaction to be derived from existing cash resources, or the raising of additional capital.

We have now narrowed down our search and are in discussions with a small number of potential opportunities on which we will provide further updates on as these discussions progress.

We have experienced further strong support from shareholders in recent weeks, with the exercise of warrants post period end which have strengthened our cash position by some £935,000, demonstrating the confidence shareholders have in the Company's strategy. I am excited about what the second half of the financial year will hold and a confident that it will be a period of significant progress for the Company.

Financial Review

For the six months to 31 December 2020, the Company reports a net loss of £152,111 (31 December 2019: £17,437). During the six-month period to 31 December 2020, the Company successfully completed its admission to the Standard Segment of the Main Market of the London Stock Exchange, raising gross proceeds of £0.8m.

Directors

The following directors held office during the period:

-  Russell Fryer

-  Anthony Eastman

-  Marcus Edwards-Jones - appointed 29 September 2020

Russell Fryer

Director

26 March 2021

 

Statement of Comprehensive Income for the 6 months ended 31 December 2020

	Notes	6 months to 31 December 2020 (unaudited)		6 months to 31 December 2019 (unaudited)		12 months to 30 June  2020 (audited)
		£		£
Revenue
Revenue from continuing operations		-		-		-
		-		-		-
Expenditure
Costs associated with listing		(64,574)		(11,000)		(72,172)
Other expenses		(87,537)		(6,437)		(26,121)
		(152,111)		(17,437)		(98,293)
Loss on ordinary activities before taxation		(152,111)		(17,437)		(98,293)
Taxation on loss on ordinary activities		-		-		-
Loss and total comprehensive income for the year attributable to the owners of the company		(152,111)		(17,437)		(98,293)
Earnings per share (basic and diluted) attributable to the equity holders (pence)	3	(0.68)		(0.13)		(0.71)

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

 

Statement of Financial Position as at 31 December 2020

	Notes	31 December 2020 (unaudited)		31 December 2019  (unaudited)		30 June  2020  (audited)
		£		£		£
CURRENT ASSETS
Trade and other receivables		24,483		1,900		417
Cash at bank and in hand		630,148		34,342		62,072
		654,631		36,242		62,489
TOTAL ASSETS		654,631		36,242		62,489
CURRENT LIABILITIES
Trade and other payables		77,269		6,913		94,016
TOTAL LIABILITIES		77,269		6,913		94,016
NET (LIABILITIES) / ASSETS		577,362		29,329		(31,527)
EQUITY
Called up share capital	4	151,503		68,571		71,428
Share premium account	4	749,497		51,429		68,572
Retained earnings		(323,638)		(90,671)		(171,527)
TOTAL EQUITY		577,362		29,329		(31,527)

 

Statement of Changes in Equity for the 6 months to 31 December 2020

	Notes	Issued Share Capital		Share Premium		Retained Earnings		Total Equity
		£		£		£		£
As at 1 July 2019		68,571		51,429		(73,234)		46,766
Total comprehensive loss for the period		-		-		(17,437)		(17,437)
Shares issued during the period		-		-		-		-
As at 31 December 2019		68,571		51,429		(90,671)		29,329
Total comprehensive loss for the period		-		-		(80,856)		(80,856)
Shares issued during the period		2,857		17,143		-		20,000
As at 30 June 2020		71,428		68,572		(171,527)		(31,527)
Total comprehensive loss for the period		-		-		(152,111)		(152,111)
Shares issued during the period		80,075		720,675		-		800,750
Share issue costs		-		(39,750)		-		(39,750)
As at 31 December 2020		151,503		749,497		(323,638)		577,362

Share capital	Amount subscribed for share capital at nominal value.
Share premium	Amount subscribed for share capital in excess of nominal value.
Retained earnings	Cumulative other net gains and losses recognised in the financial statements.

 

Statement of Cashflow for the 6 months to 31 December 2020

		31 December 2020 (unaudited)		31 December 2019  (unaudited)		30 June 2020 (audited)
		£		£		£
Cash from operating activities
Loss for the year		(152,111)		(17,437)		(98,293)
Adjustments for:
Operating cashflow before working capital movements
Decrease / (increase) in trade and other receivables		(24,066)		2,636		4,119
(Decrease) / increase in trade and other payables		(16,747)		(3,325)		83,778
Net cash used in operating activities		(192,924)		(18,126)		(10,396)
Cash from financing activities
Proceeds on the issue of shares		761,000		-		20,000
Net cash from financing activities		761,000		-		20,000
Net increase in cash and cash equivalents		568,076		(18,126)		9,604
Cash and cash equivalents at beginning of year		62,072		52,468		52,468
Foreign exchange		-		-		-
Cash and cash equivalents at end of period		630,148		34,342		62,072

 

Notes to the Financial Statements for the 6 months ended 31 December 2020

1.  General Information

The condensed consolidated interim financial statements of Critical Metals plc (the "Company") for the six month period ended 31 December 2020 have been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting.

The interim report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2020, which was prepared under International Financial Reporting Standards (IFRS) as adopted by the European Union (EU), and any public announcements made by Critical Metals plc during the interim reporting period and since.

These condensed consolidated interim financial statements do not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The Group's statutory financial statements for the year ended 30 June 2020 prepared under IFRS have been filed with the Registrar of Companies. The auditor's report on those financial statements was unqualified and did not contain a statement under Section 498(2) of the Companies Act 2006. These condensed consolidated interim financial statements have not been audited.

Basis of preparation - going concern

The interim financial statements have been prepared under the going concern assumption, which presumes that the Group will be able to meet its obligations as they fall due for the foreseeable future.

At 31 December 2020 the Group had cash reserves of £630,148 (30 June 2020: £62,072 / 31 December 2019: £34,342).

In assessing whether the going concern assumption is appropriate, the Directors have taken into account all relevant information about the current and future position of the Company over the going concern period of at least 12 months from the date of approval of the interim financial statements. Critical Metals plc meets its working capital requirements from its cash and cash equivalents.

The directors note that COVID-19 has had a significant negative impact on the global economy.  Having prepared budgets and cash flow forecasts covering the going concern period which have been stress tested for the negative impact of possible scenarios from COVID-19, the Directors believe the Group has sufficient resources to meet its obligations for a period of at least 12 months from the date of approval of these financial statements.

Taking these matters into consideration, the Directors consider that the continued adoption of the going concern basis is appropriate having prepared cash flow forecasts for the relevant period. The interim financial statements do not reflect any adjustments that would be required if they were to be prepared other than on a going concern basis.

Accounting policies

The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period.  Accounting policies that were not relevant in the previous financial year but are now applicable to the Group are set out below.

1.1.  New and amended standards adopted by the group

A number of new or amended standards became applicable for the current reporting period. These new/amended standards do not have a material impact on the Company, and the Company did not have to change its accounting policies or make retrospective adjustments as a result of adopting these standards.

2.  Segmental analysis

The Company manages its operations in one segment, being seeking a suitable investment. The results of this segment are regularly reviewed by the board as a basis for the allocation of resources, in conjunction with individual investment appraisals, and to assess its performance.

3.  EARNINGS per share

The calculation of the basic and diluted earnings per share is calculated by dividing the profit or loss for the year by the weighted average number of ordinary shares in issue during the year

	6 months to 31 December 2020	6 months to 31 December 2019	12 months to 30 June  2020
Loss for the year from continuing operations - £	(152,111)	(17,437)	(98,293)
Weighted number of ordinary shares in issue	22,380,252	13,714,286	13,787,666
Basic earnings per share from continuing operations - pence	(0.68)	(0.13)	(0.71)

There is no difference between the diluted loss per share and the basic loss per share presented. Share options and warrants could potentially dilute basic earnings per share in the future but were not included in the calculation of diluted earnings per share as they are anti-dilutive for the year presented.

 

4.  Share capital and share premium

	Number of Shares on Issue	Share Capital £	Share Premium £	Total £
Balance at 30 June 2019	13,714,286	68,571	51,429	120,000
Balance at 31 December 2019	13,714,286	68,571	51,429	120,000
Ordinary shares of £0.005 each issued at par on 14 May 2020	571,428	2,857	17,143	20,000
Balance at 30 June 2020	14,285,714	71,428	68,572	140,000
Ordinary shares of £0.005 each issued at par on 29 Sep 2020	16,015,000	80,075	720,675	800,750
Share Issue Expenses In Period		-	(39,750)	(39,750)
Balance at 31 December 2020	30,300,714	151,503	749,497	901,000

The Company has only one class of share. All ordinary shares have equal voting rights and rank pari passu for the distribution of dividends and repayment of capital.

5.  Related party transactions

Remuneration of directors and key management personnel

The remuneration of the Directors during the six-month period to 31 December 2020 amounted to £19,000 (31 December 2019: £nil).

Shareholdings in the Company Shares and Warrants held by the Directors are as follows:

31 December 2020	Shares	Warrants 1
Russell Fryer	11,221,428	571,428
Anthony Eastman	300,000	1,000,000
Marcus Edwards-Jones - appointed 29 September 2020	-	200,000
	11,521,428	1,771,428

¹ Exercisable at £0.05

31 December 2019	Shares	Warrants
Russell Fryer	10,650,000	-
Anthony Eastman	300,000	-
Christopher Ecclestone - resigned 18 March 2020	600,000	-
	11,550,000	-

6.  Events subsequent to PERIOD end

Subsequent to period end, the Company issued 9,809,021 new ordinary shares as a result of the exercise of 8,900,000 £0.10 warrants and 909,021 £0.05 warrants resulting in the receipt of £935,451 net funds into the Company.

**ENDS**

For further information on the Company please visit www.criticalmetals.co.uk or contact:

Russell Fryer	Critical Metals plc	Tel: [phone]
Rory Murphy / James Bellman	Strand Hanson Limited Financial Adviser	Tel: [phone]
Lucy Williams / Heena Karani	Peterhouse Capital Limited, Corporate Broker	Tel: [phone] Tel: [phone]
Catherine Leftley / Charlotte Hollinshead	St Brides Partners Ltd, Financial PR	Tel: [phone]

About Critical Metals

Critical Metals was formed as an investment company and intends to make equity investments into operators or near-term production operators within the natural resources development and production sector in the continent of Africa. It is envisaged that such acquisition or acquisitions will trigger a reverse takeover in accordance with the Listing Rules published by the FCA. The Company intends to search for acquisition opportunities in the natural resources sector with known deposits, and more specifically minerals that are perceived to have strategic importance to future economic growth. Commodities such as antimony, beryllium, cobalt, copper, fluorspar, gold, rare earth elements, tin, tungsten, titanium, and vanadium have been identified by several governments as 'critical minerals' whereby security of supply is increasingly seen as a strategic necessity. The Company therefore believes that the market conditions for these minerals will remain positive in the short-to-long term.

 

END

 

 

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