Unaudited interim results

Fulcrum Metals PLC
30 June 2023
 

Fulcrum Metals plc

("Fulcrum" or "the Company")

 

Unaudited interim results for the six months to 31 March 2023

www.fulcrummetals.com)

·      Successful IPO on the AIM market of the London Stock Exchange on 14 February 2023

·      £3 million raised as part of the IPO to advance its portfolio of projects with a focus on its flagship Schreiber-Hemlo Project comprising of Big Bear and the Jackfish Lake properties in Ontario, Canada

·      Big Bear exploration results have confirmed prospectivity and return high grade results of 45g/t Au, 37.4g/t Au and 33.6g/t Au

·      Appointment of Prospectair Geosurveys ("Prospectair") to commence airborne geophysical exploration at Big Bear and Tocheri Lake in Ontario, Canada

·      Schreiber-Hemlo satellite study identifies multiple structural targets at Big Bear and Jackfish

·      Cash in the bank as at 31 March 2023 of approximately £1.58 million

www.fulcrummetals.com or contact the following:

UNAUDITED INTERIM FINANCIAL INFORMATION ON

FULCRUM METALS PLC

 






 Unaudited

 Unaudited

Unaudited

 6 months ended 

 6 months ended 

 Year ended 


 31 March '23

 31 March '22

 31 Dec '22


 £

 £

 £





























(1,186,730)

(54,643)

(610,429)

 

 






 Unaudited

 Unaudited

 Unaudited

 31 March '23

 31 March '22

 31 Dec '22

 £

 £

 £

















                         4,581,863

                                 408,651

                    1,280,706














8

8


7





4,394,741

235,148

520,901








-









4,581,863

408,651

1,280,706

 

 






 Unaudited

 Unaudited

 Unaudited


 6 months ended 

 6 months ended 

 Year ended 

 31 March '23

 31 March '22

 31 Dec '22


 £

 £

 £

Cash flows from operating activities




Loss for the period

Adjustments for:




Depreciation

Impairment

Finance expense

Finance income

Currency Translation

Decrease / (Increase) in trade and other receivables

Increase in trade and other payables

Net cash used in operating activities






Cash flows from investing activities




Acquisition of property, plant and equipment

Acquisition of intangible exploration assets

Net cash from investing activities






Cash flows from financing activities




Proceeds on the issue of share capital

Proceeds on the issue of convertible loan notes

          -

Director's loan

                 (100,000)

             -

Net cash from financing activities











Net increase / (decrease) in cash and cash equivalents






Cash and cash equivalents at start of period






Cash and cash equivalents at end of period

1,578,162

137,375

96,984

 

 

 








 Share Capital

 Share Premium

 Share Option Reserves

 Other Reserves

 Retained Earnings

 Total Equity

Unaudited

 £

 £

 £

 £

 £

 £

Balance at 1 October 2021

-

-

Loss for the financial period

Total comprehensive loss for the period


Issue of new shares








Balance at 31 March 2022 (unaudited)

117,367

49,555

134,320

(258)

(65,836)

235,148

 


 

 

 

 

 

Audited

 






Balance at 1 January 2022

Loss for the financial year

-

-

-

Fx Adjustment on opening retained earnings

Total comprehensive loss for the year               -

-

-








Issue of new shares

-

-

Recognition of equity component of convertible loan notes                                                                -

-

-

Exercise of convertible loan notes

-

-

-

Fair value movement

-

-

-

Merger Reserve

-

-

-

Balance at 31 December 2022

190,993

710,199

448,356

(170,615)

(658,032)

520,901

 

 

 

 

 

 

 

Unaudited







Balance at 1 October 2022

-

Loss for the period

Total comprehensive loss for the period



Issue of new shares

84,002

-

-                          

Share issue costs                           

-

-

-

Recognition of equity component of convertible loan notes

-

-

Exercise of convertible loan notes 2021

-

-

-

Fair value movement

-

-

-

Exercise of convertible loan notes 2022

-

-

-

Merger Reserve

-

-

-





Balance at 31 March 2023 (unaudited)

498,592

5,422,467

            84,002

(160,104)

(1,450,216)

        4,394,741

 

 

Notes to the interim financial information

for the six months ended 31 March 2023

 

1.   Presentation of accounts and accounting policies

(a)    Reporting Entity

Fulcrum Metals plc (the "Company") and its subsidiaries (together, the "Group") explore for and develop mineral reserves in Canada.

 

The Company is a public limited company, incorporated, domiciled, and registered in England and Wales. The registered number is 14409193. The company's registered office and principal place of business is Unit 58, Basepoint Business Centre Isidore Road, Bromsgrove Enterprise Park, Bromsgrove, Worcestershire, B60 3ET, England.

 

 

These are the first consolidated financial statements of the Group following the reorganization of the Group to

facilitate the listing. The result of the application of the capital reorganization is to present the consolidated financial statements (including comparatives) as if the Company has always owned the Group. The share capital structure of the Company as at the date of the Group reorganization is pushed back to the first date of the comparative period (10 October 2022). A Merger Reserve is created as a separate component of equity, representing the difference between the share capital of the Company at the date of the Group reorganization and that of the previous top organisation of the Group.

 

(b) Basis of preparation

The financial statements have been prepared on the historical cost basis. Where the carrying value of assets and liabilities are calculated on a different basis, this is disclosed in the relevant accounting policy. The accounting policies have been applied consistently to all financial periods presented in the Consolidated Financial Statements.

 

The Group interim financial information has been prepared have been prepared in accordance with International Financial Reporting Standards ("IFRS") and their interpretations issued by the International Accounting Standards Board ("IASB") as adopted by the United Kingdom ("UK adopted IFRS") insofar as these apply to interim financial information.

 

The financial information set out in this interim consolidated financial information for the six months ended 31 March 2023, and its comparative information for both the 6 months ended 31 March 2022 and year ended 31 December 2022, is unaudited. The financial information presented is not statutory accounts and are prepared only to comply with AIM requirements for interim reporting.

 

The UK adopted IFRS as applied by the Group in the preparation of these financial statements are those that were effective on or before 31 March 2023.

(c) Basis of consolidation

The consolidated interim financial information includes the results of Fulcrum Metals plc and its subsidiary undertakings. The financial statements of all group companies are adjusted, where necessary, to ensure the use of consistent accounting policies.

 

The Group was formed after the Company, prior to its IPO and listing on AIM, completed a share for share transaction with Fulcrum Metals Limited. The Board has taken the view that the most appropriate way to account for this in line with IFRS is to deem the share for share exchange as a group reconstruction. This has been accounted for under the basis of merger accounting given that the ultimate ownership before and after the transaction remained the same. There is currently no specific guidance on accounting for group reconstructions such as this transaction under IFRSs. In the absence of specific guidance, entities should select an appropriate accounting policy and IFRS permits the consideration of pronouncements of other standard-setting bodies. This group reconstruction as scoped out of IFRS 3 has therefore been accounted for using predecessor accounting principles resulting in the following practical effects;

 

(iv)        The net assets of the Company and the predecessor group, Fulcrum Metals Limited and its subsidiary undertakings (the "Predecessor Group"), are combined using existing book values, with adjustments made as necessary to ensure that the same accounting policies are applied to the calculation of the net assets of both entities;

 

(ii) No amount is recognised as consideration for goodwill or negative goodwill;

 

(iii) The consolidated profit and loss account includes the profits or losses of the company and the Predecessor Group for the entire period, regardless of the date of the reconstruction, and the comparative amounts in the consolidated financial statements are restated to the figures presented by the Predecessor Group;

 

(iv) The retained earnings reserve includes the cumulative results of the Company and the Predecessor Group, regardless of the date of the reconstruction, and the comparative amounts in the statement of financial position are restated to those presented by the Predecessor Group.

 

(d) Significant accounting policies

 

The Group has presented below key extracts of its accounting policies.

 

(e) Going concern - basis of accounting

The Directors have prepared the financial statements on the going concern basis which assumes that the Group and Company will continue in operational existence for at least twelve months from the date of the approval of these financial statements as described below.

 

The Group generated a (loss) for the financial period 31 March 2023 (£1,188,072)), net assets of £4,394,741  and a cash balance of £1,578,162 at the statement of financial position date.

 

In February 2023, Fulcrum Metals PLC completed the process of an IPO onto the AIM market of the London Stock Exchange and raised £3.0 million in connection with the admission of the company to fund the new Group and expect that funding requirements will be met for a minimum of 12 months from the date of this report.

 

Having considered the risks and uncertainties of the business, their projections for the future performance of the Company, and the current uncertain economic environment, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the

financial statements.

 

Based on the above considerations and assessment, the Directors are satisfied that no significant doubt exists on the company's ability to continue as a going concern and adequate disclosure has been made in the financial statements.

 

(f) Intangible Assets

Exploration and evaluation assets

The Group recognises expenditure as exploration and evaluation assets when it determines that those assets will be successful in finding specific mineral resources. Expenditure included in the initial measurement of exploration and evaluation assets and which are classified as intangible assets, relate to the acquisition of rights to explore, topographical, geological, geochemical and geophysical studies, exploratory drilling, trenching, sampling and activities to evaluate the technical feasibility and commercial viability of extracting a mineral resource. Capitalisation of pre-production expenditure ceases when the mining property is capable of commercial production.

 

Exploration and evaluation assets are recorded and held at cost. Exploration and evaluation assets are assessed for impairment annually or when facts and circumstances suggest that the carrying amount of an asset may exceed its recoverable amount. The assessment is carried out by allocating exploration and evaluation assets to cash generating units, which are based on specific projects or geographical areas. IFRS 6 permits impairments of exploration and evaluation expenditure to be reversed should the conditions which led to the impairment improve. The Group continually monitors the position of the projects capitalised and impaired.

 

Whenever the exploration for and evaluation of mineral resources in cash generating units does not lead to the discovery of commercially viable quantities of mineral resources and the Group has decided to discontinue such activities of that unit, the associated expenditures are written off to the Income Statement.

 

Impairment

Exploration and evaluation assets are reviewed regularly for indicators of impairment and costs are written off where circumstances indicate that the carrying value might not be recoverable. In such circumstances, the exploration and evaluation asset is allocated to development and production assets within the same cash generating unit and tested for impairment. Any such impairment arising is recognised in the income statement for the period. Where there are no development and production assets, the impaired costs of exploration and evaluation are charged immediately to the income statement.

 

(g) Judgements and key sources of estimation uncertainty

The preparation of the Group Financial Statements in conformity with IFRSs requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of expenses during the year. Actual results may vary from the estimates used to produce these Financial Statements.

 

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

 

Significant items subject to such estimates and assumptions include, but are not limited to:

 

Impairment of exploration and evaluation costs

Exploration and evaluation costs have a carrying value at 31 March 2023 of £2,785,456 (31 March 2022: £264,212) (31 December 2022: £651,488): refer to Note 3 for more information. The Group has a right to renew exploration permits and the asset is only depreciated once extraction of the resource commences. Management tests annually whether exploration projects have future economic value in accordance with the accounting policy stated in Note (g). Each exploration project is subject to an annual review by either a consultant or senior company geologist to determine if the exploration results returned during the year warrant further exploration expenditure and have the potential to result in an economic discovery. This review takes into consideration the expected costs of extraction, long term metal prices, anticipated resource volumes and supply and demand outlook. In the event that a project does not represent an economic exploration target and results indicate there is no additional upside, a decision will be made to discontinue exploration. The directors concluded that an impairment charge of £23,930 was required as at 31 December 2022.

 

See Note 3 for the directors' assessment.

 

Valuation of warrants

The Group has made awards of warrants over its unissued share capital to certain Directors and employees as part of their remuneration package. Certain warrants have also been issued to shareholders as part of their subscription for shares and to suppliers for various services received.

 

The valuation of these options and warrants involves making a number of critical estimates relating to price volatility, future dividend yields, expected life of the options and forfeiture rates.

 

2. Exceptional Items

These are costs incurred on the admission to AIM.

 

3. Intangible assets

Intangible assets comprise acquisition, exploration and evaluation costs. Exploration and evaluation assets are all internally generated. These are measured at cost and have an indefinite asset life. Once the pre-production phase has been entered into, the exploration and evaluation assets will cease to be capitalised and commence amortisation.

 

Exploration & Evaluation Assets - Cost and Net Book Value

 


 Mineral licence

Cost

 £

At 1 October 2021

                   -  

Additions

At 31 March 2022

264,212

 




At 1 January 2022

Additions

Impairment

At 31 December 2022

651,489

 




At 1 October 2022

Additions

Impairment

At 31 March 2023

2,785,456

 

 

To bolster the portfolio ahead of the intended listing the company agreed to acquire the Big Bear exploration property in Ontario, Canada, from LSE listed Panther Metals (LSE: PALM) dated 6 April 2022. The Big Bear property is an extremely prospective high grade gold project with numerous mineral occurrences of up to 0.71g/t in soils, rock chip samples of up to 105.5g/t and with a high-quality Airborne survey covering the majority of the property outlining 39 high priority geophysical anomalies for investigation. A condition of the final execution of this agreement is that the company would gain a listing on the AIM market in London by 31 October 2022 and upon listing results in the payment of £200k cash to Panther Metals PLC and the issuance of shares in a Fulcrum Metals listed entity so that Panther Metals hold 20% of the total shares in issue.

The Big Bear project adjoins the existing Fulcrum fully owned Syenite Lake project (acquired 21/03/21) which was further enlarged through the acquisitions of 22 mining claims staked by Fulcrum Metals (Canada) Ltd on 07/04/22 and the adjoining Rongie Lake and Lost Lake projects from OnGold Invest Corp effective 17 April 22.  

The enlarged Big Bear project is just 14km west of the Jackfish Lake project (under option pursuant to agreement dated 22/04/2021) which combined establishes a significant high grade gold project footprint in the Western end of the Schreiber - Hemlo greenstone belt covering approximately 113 square kilometres.

The agreement was subsequently amended by an amended and restated agreement entered into on 30 January 2023 in which PMCL agreed to sell to Fulcrum Metals plc, the entire issued share capital in Panther Big Bear (Canada) Ltd ("Big Bear SPV") which holds the entire registered and beneficial interest in and to the mineral claims located in Ontario known as the Big Bear Project.

Effective 6 October 2022, the company expanded the Charlot Lake Uranium project by acquiring, North Neely Lake, East Neely Lake, and West Neely Lake properties totaling 2,076ha. North Neely Lake is a Uranium property with grab samples up to 0.43% U308. East and West Neely Lake comprise the South Neely Lake project area with grab samples up to 6.22% U308 and historic diamond drilling report from a previous operator (T. Connors Diamond Drilling Co., 1936) report shallow (<50m) mineralised intervals of up to 0.5m @ 42.9 g/t gold. It has not been possible to verify the assays in this historic report, although it is reported that the drill core remains on the property, and it is possible that it may be in a condition which allows future verification.

 

The exploration projects are at an early stage of development and there are no JORC (Joint Ore Reserves Committee) or non-JORC compliant resource estimates available to enable value in use calculations to be prepared. The Directors therefore undertook an assessment of the following areas and circumstances that could indicate the existence of impairment:

 

The Group's right to explore in an area has expired, or will expire in the near future without renewal;

-           No further exploration or evaluation is planned or budgeted for;

-           A decision has been taken by the Board to discontinue exploration and evaluation in an area due to the absence of a commercial level of reserves; or

-           Sufficient data exists to indicate that the book value will not be fully recovered from future

development and production.

 

Following their assessment, the Directors concluded that an impairment charge of £23,930 was required at 31 December 2022 based on a decision after the year end to drop a number of cells from both the Tocheri lake and Beavertrap projects                                                

 

 

4. Cash and cash equivalents

31/03/2023

31/03/2022

31/12/2022

 £

 £

£

Cash at bank and in hand

1,578,162

137,375

        96,984

All of the cash at bank is held with institution with an AA-credit rating.

 

 

 

 

5. Creditors: amounts falling due within one year

31/03/2023

31/03/2022

31/12/2022

 £

 £

£

Convertible loan notes (see note 6)

Trade creditors

Other creditors

Accruals

187,122

173,503

759,805

 

 

 

6. Convertible loan notes

 

The convertible loan notes (the "2021 CLNs") were issued by Fulcrum Metals Limited ("FML") on 19 November 2021 at an issue price of £ 0.10 per note. The notes were convertible into ordinary shares of FML at any time between the date of issue of the notes and their settlement date. On 24 November 2022, the 2021 CLNs were converted into 2,339,829 shares at £0.10 per share.

 

On 5 July 2022, 28 September 2022, and 17 October 2022 FML issued CLNs to investors to raise funds of £453,463 at a conversion price is 70% of IPO share price (the "2022 CLNs").

 

On 8 February 2023, the 2022 CLNs issued by Fulcrum Metals Limited to investors were cancelled and reissued in the name of Fulcrum Metals Plc, under a deed of surrender and cancellation agreement entered into on 24 November 2022. Under this agreement the 2022 Loan notes were cancelled and, in their place (and in consideration of the creation of an inter-company debt of £453,463 owed by FML to Fulcrum Metals plc), Fulcrum Metals plc issued £453,463 of new loan notes. Subsequently, following the IPO onto the AIM in London, the CLN holders exercised their right to convert the loan notes to share capital under the loan note agreement.

 

The net proceeds received from the issue of the convertible loan notes have been split between the financial liability element and an equity component, representing the fair value of the embedded option to convert the financial liability into equity of the Company, as follows:

 




31/03/2023

31/03/2022

31/12/2022

 £

 £

 £

-




-

-





-

237,509

453,463






-

121,479

398,817

 

 

 




 

 

 

-  

110,031

113,366

 

 

 

 

7. Share based payments

 

The fair value of the equity-settled warrants was determined by the Binomial Option model, the parameters are defined below:

 

Equity-settled warrants

 

In February 2023, deeds of surrender and cancellation were entered into in by each of the holders of the Investor Warrants and Vendor Warrants with Fulcrum Metals Limited and Fulcrum Metals plc pursuant to which each of the 1,169,915 Investor Warrants and the 118,862 Vendor Warrants were cancelled and, in their place, on 14th February 2023 Fulcrum Metals plc issued 1,169,915 New Investor Warrants and New Vendor Warrants pursuant to a new investor warrant instrument and a new vendor warrant instrument to subscribe for ordinary shares in the capital of the Company.

 

In consideration for the purchase of Big Bear, Fulcrum Metals plc also agreed to grant to PMCL: (i) a warrant to subscribe for Ordinary Shares in the amount of £125,000, exercisable at the Placing Price during the period of two years after Admission; and (ii) a warrant to subscribe for Ordinary Shares in the amount of £125,000, exercisable at 150 per cent. of the Placing Price during the period of three years after Admission.

 

 

                       2023

Granted on:

14/02/2023

Life (years)

 2/3 years

Share price

£ 0.14

Exercise price - investor

£ 0.175

Exercise price - vendor

£ 0.263

Number of warrants granted

    2,480,040

Risk free rate

1.95%

Expected volatility

65%

Expected dividend yield

0%

Total fair value

£84,002

 

 

The movement of warrants for the period to 31 March 2023 are shown below:

 

Weighted Average Exercise Price

Number of Warrants

Weighted average remaining life contracted

Investor warrants

£0.175

1,169,915

2 year

Vendor warrants

£0.263

   119,649

2 year

Panther Vendor warrants

£0.263

1,190,476

2/3 year

 

 

The total charge to the statement of comprehensive income for the period ended 31 March 2023 was £90,631 (31 March 2022: £12,353, 31 December 2022: £97,202)

 

8. Share capital

 


 

 

 


31/03/2023

31/03/2022

31/12/2022

 

Authorised

 




100,000,000 ordinary shares at €0.01 each

                     100,000,000

                     100,000,000

                          100,000,000

 
















Issued, called up and fully paid:

 





 Number of Ordinary 

 Share Capital

 Share Premium

 Total

 

 Shares

 £

 £

 £

At 1 October 2021

Issue of new shares






At 31 March 2022

                                        -  

                            117,367

                                    49,555

                       166,922

 





At 1 January 2022

Issue of new shares






At 31 December 2022

                                        19,099,230  

                            190,993

                                 710,199

                       901,192

 





At 1 October 2022

Issue of new shares






At 31 March 2023

                       49,859,194

                            498,592

                              5,422,467

                    5,921,059

 

 

 

All shares hold the same voting and dividend rights.

 

On 4 March 2022, the Company completed a placing of 291,667 new ordinary shares of €0.01 at a price of €0.12 per ordinary share, raising gross proceeds of £30,916.70 and increasing share capital by £2,916.

 

On 28 April 2022, the Company completed a placing of 600,000 new ordinary shares of €0.01 at a price of €0.01 per ordinary share, raising gross proceeds of £6,000 and increasing share capital by £6,000.

 

On 3 May 2022, the Company completed a placing of 791,668 new ordinary shares of €0.01 at a price of €0.14 per ordinary share, raising gross proceeds of £101,333.50 and increasing share capital by

£7,917.

 

On 11 May 2022, the Company completed a placing of 33,334 new ordinary shares of €0.01 at a price of €0.12 per ordinary share, raising gross proceeds of £3,533.40 and increasing share capital by £333.

 

On 6 October 2022, the Company completed a placing of 600,000 new ordinary shares of £0.01 at a price of £0.128 per ordinary share, raising gross proceeds of £76,800 and increasing share capital by

£6,000.

 

On 26 October 2022, the Company completed a placing of 568,750 new ordinary shares of €0.01 at a price of €0.19 per ordinary share, raising gross proceeds of £97,825 and increasing share capital by

£5,687.

 

On 24 November 2022, the Company exercised the convertible loan notes by completing a placing of 2,339,829 new ordinary shares of €0.01 at a price of €0.12 per ordinary share, raising gross proceeds of £235,933 and increasing share capital by £23,398.

 

On 24 November 2022, the owners of the entire issued share capital of FML (the "Transferors") each entered into a Share Exchange Agreement with Fulcrum Metals plc and FML, pursuant to which the Transferors transferred the FML Shares held by each of them to the Company in return for consideration of £901,191.83, which was satisfied by the issue and allotment of 19,099,230 Ordinary Shares in the capital of the Company to the Transferors (credited as fully paid).

 

In February 2023 following admission to AIM and the IPO listing, the company completed a placing of 16,571,429 new ordinary shares of £0.01 at a price of £0.175 per ordinary share, raising a gross proceeds of £2.9 million and increasing share capital by £165,714.

 

Upon Aim listing additional shares of 614,285 ordinary shares of £0.01at a price of £0.175 per ordinary share were also issued to the directors in settlement of loan £100,000 and vendors £7,500 in lieu of services provided.

 

In consideration for the purchase of Big Bear, Fulcrum Metals plc also allotted, on the closing date (immediately prior to Admission), 9,971,839 ordinary shares of £0.01 (20 per cent. of the total issued enlarged share capital on Admission) at a price of £0.175 per ordinary share to Panther Metals Canada Limited.

 

On 14 February 2023, the convertible loan note holders exercised their right to convert the loan notes to 3,602,411 ordinary shares of £0.01 at a price of £0.1225 per ordinary share.

 

9. Events after the end of the reporting period

 

On 17 April 2023, Fulcrum Metals Canada Limited ("FMCL"), the 100% owned subsidiary of Fulcrum Metals                                                                                     Limited, expanded the Winston Lake project acquiring the Carib Creek East property consisting of 42 mining claims covering approximately 8.9 square kilometres. Ryan Mee, Director of Fulcrum Metals Ltd and Chief Executive Officer of Fulcrum Metals PLC sold the mining claims to the company. A sedimentary-volcanic contact Zone has been mapped across the length of the property exhibiting alteration reportedly similar to that of the high-grade zinc-copper deposit at Winston Lake. Historic soil sampling at Carib Creek East has previously returned anomalous copper values over an area of approximately 2 square kilometres, with values ranging up to 1,100ppm copper. Copper mineralisation has previously been discovered on the property in quartz-carbonate veins, returning grab sample assays from 0.97% to 1.35% copper, with separate veins containing semi-massive iron sulphides, however no drilling was carried out.

 

The Directors are not aware of any events or circumstances arising which had not been dealt with in this Report which may have a significant impact on the Company.

 

 

 

APPENDIX I

 

Click here: http://www.rns-pdf.londonstockexchange.com/rns/4535E_1-2023-6-29.pdf  for a copy of the Audited Annual Accounts for the year ended 31 December 2022 for FML and FMCL

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