29 June 2012
TRI-STAR RESOURCES PLC
("Tri-Star Resources" or the "Company")
Final Results for the year ended 31 December 2011
Tri-Star Resources (AIM: TSTR), the antimony exploration and development company, is pleased to announce its final results for the year ended 31 December 2011.
Highlights
· UAE antimony roaster
- Received preliminary environmental clearance from the Ras Al Khaimah government, and the necessary energy allocation with local gas authorities.
- GBM delivered preliminary plant design for the 20,000 tonne facility with a robust economic assessment.
- Propose to source and handle a wide range of antimony concentrate feed stock from around the world and produce a high quality, value added finished product.
- Post year end received non-binding letter of intent from existing JV partner in the UAE to provide up to US$30 million of working capital for the roaster project, once operational, and once terms agreed. Construction permit received for roaster general site preparation work.
· Göynük Project, Turkey
- Completed extensive drilling campaign during 2011
- Behre Dolbear appointed in December and Tri-Star received an independent geological assessment detailing a new geological model of volcanic massive sulphide Kuroko style in June 2012.
- Granted environmental permission for a small scale processing facility at Göynük, with a processing capacity of 14,400 tonnes per annum.
· Canada
- Stanley prospect returned encouraging results and a more detailed work programme is planned.
Emin Eyi, Managing Director commented: "The strategy of Tri-Star Resources is to be the western worlds reliable, alternative, environmentally compliant and ethically sourced producer of high quality value added antimony products. The company has achieved important milestones in the past year towards this end strategy. Our prime objective for the next year is to accelerate the necessary technical work and funding discussions to commence the construction of the roaster in the UAE."
This announcement with additional diagrams can be found at www.tri-starresources.com
Enquiries:
Tri-Star Resources plc Emin Eyi, Managing Director Brian Spratley, Technical Director
|
Tel: +44 (0) 20 3463 2270 Tel:+44 (0) 12 3362 9351 |
Strand Hanson Limited (Nomad) James Harris / Paul Cocker
|
Tel: +44 (0) 20 7409 3494
|
Gable Communications Justine James / John Bick |
Tel : +44 (0) 20 7193 7463 Tel : +44 (0) 7525 324431 |
Chairman's Statement
It has been a transformational year for your Company. I am delighted that Emin Eyi has become the Managing Director. His full time commitment, reinforced by his family's significant holding of shares in the company gives me and your Board great comfort as we continue to develop this company into a vertically integrated producer of antimony. Much has been achieved, and much still needs to be done but we now have a clear set of objectives to achieve and I have every confidence that Emin and his team are up to the task. I should like to thank my fellow Directors and all the staff for their efforts over the year.
In the year to 31 December 2011, the Company recorded a loss before and after tax of £2,538,000 (year ended 31 December 2010 loss before tax £1,500,000, loss after tax £1,498,000).
As a result of a significant acceleration in exploration, evaluation expenditures amounted to £1,570,000 in the year compared with £148,000 in the previous year. Share based payments (non cash item) amounted to £572,000 compared with £260,000 in the previous year and other administrative expenses were £355,000 in the period compared with £243,000 the previous year. The board of directors of the Company (the "Board") does not recommend that a dividend is paid at this time.
Adrian Collins
Chairman
29 June 2012
Managing Director's statement
Our strategy is to be the first vertically integrated supplier to industrial customers of environmentally compliant and ethically sourced value added, high quality antimony products from our downstream facilities in the UAE, fed by antimony raw material from our own deposits and from selected third party sources.
I am pleased to provide shareholders with the progress we have made in order to reach this objective:
Turkey
At the Göynük Project in Turkey, we completed an extensive drilling programme during 2011, which showed significant antimony mineralisation and provided a significant target strike length for further drilling in 2012.
Behre Dolbear was appointed in December 2011 to provide an independent assessment of the Göynük resource and in June 2012 we received the independent geological assessment of the Göynük deposit in mid programme that returned a new geological model and identified extended exploration targets across the license area. The model is classified as a VMS Kuroko style and explains a number of the geological features seen at the deposit.
In the first 200m across the former mine workings, where recent drilling has located mineralisation continuing to the flanks NW and SE an exploration target of 350,000 tonnes with a grade between 1% Sb and 3% Sb was reported by the independent consultants. This tonnage includes 75,000 tonnes in excess of 2% antimony from the existing surface dumps (material discarded from the mine). An additional volume of 225,000m³ (600,000 tonnes) of silicified breccia adjoining the SE drilled area and the former mine that had not previously been considered by our technical team until the new model was available for interpretation.
The project also received environmental permission to erect a 14,400 tonne per annum processing circuit for gravity concentration of antimony to treat the surface and dump material at hand. The exploration potential for the large license area in Turkey remains very encouraging, especially with the new deposition model. The region hosts up to 10 known antimony occurrences that include Göynük at the hub, which opens the area for a more district play. On our license claims, there are two other interesting targets to the west of Göynük that exhibit strong similarities to the deposition on cross faults along the main 5km of thrust fault believed to control the mineralisation structures on the property.
Canada
In Canada, the Stanley prospect returned encouraging anomalies of antimony and other indicator minerals pointing to a large granitic footprint, similar to the geo chemical signatures and in size to those that overlay the neighbouring and now closed Lake George antimony mine which is situated on the same geological structures as the granites at Stanley. A more detailed work programme is planned for Stanley focusing on the high anomalous zones.
UAE
The Antimony Roaster Project in Ras Al Khaimah in the UAE achieved important milestones in the past year.
In October 2011, the project received its preliminary environmental clearance from the local authorities in the UAE. GBM, our technical consultants delivered a preliminary engineering design for the 20,000 tonne per annum of finished antimony metal and tri-oxide facility, with a robust economic assessment. Together with our joint venture partners, RAK Holdings, a wholly owned subsidiary of Union Group, (10% owners of the JV company and Tri-Star Resources PLC owning the remaining 90%), the project secured a long term lease on a 20 hectare site at the Al Ghail Industrial Park, served with utilities and infrastructure. The necessary energy allocation was also secured with the local gas authorities serving the park. The location is in the free trade zone.
The current design is for 2 x 10,000 tonne per annum rotary kilns as well as all the necessary gas handling and environmental control systems. The ability to handle precious metal containing antimony concentrates is being considered.
The project returned robust economics as shown in the sensitivity table below: (GBM Report February 2012 is available our website). The base case scenario, with an antimony price of US$13,000/tonne and a payment to antimony concentrate suppliers of 65% of the value of the antimony content, returned an annual EBITDA of US$59.6m and an overall capital cost to construct of US$60m. Funding discussions, with respect to the capital required to construct the facility, are on going with a variety of possible partnerships and structures under review. The directors believe that a significant portion of these costs can be secured through project loans.
Further investigations were undertaken to consider the use of direct leaching technologies to handle certain antimony concentrates that often contain deleterious material impacting finished product quality. The preliminary test work on this processing route has returned very encouraging results.
Tri-Star's strategy for the UAE project is to source and handle a wide range of antimony concentrates feed stock from around the world and to produce a high quality, value added finished product for the European and Asian consumer base. The project is proceeding towards a Bankable Feasibility Study (BFS).
Post year end, we have achieved other important milestones in the UAE, including the receipt of a construction permit to commence basic site preparation work at the industrial park.
In June 2012, our JV partners delivered a letter of intent to offer a working capital facility (non binding and subject to agreement of terms and availability of funding) to the project, which would be expected to enable the venture to acquire antimony concentrates in the market and commence processing once the plant is operational. We welcome this strong sign of confidence and support and look forward to progressing the development and construction of the project.
Tri-Star is also engaged in a number of discussions with a variety of antimony feed sources and technology based consumers from around the world. The ability to provide both the feed owners and developed world's consumers a sustainable and non China based infrastructure to process and manufacture high purity products has been welcomed.
Antimony
Antimony prices have remained strong in 2012 rising from below US$12,000 per tonne in February to over US$14,000 at present. Industry observers are predicting the formation and widening of supply deficits over the next four years, ranging around 50,000 tonnes deficit by 2016 on demand of 200,000 tonnes or 25%. With China commanding some 90% of world antimony supply, with its own consumption growing, this leaves major economies in the US, Europe and Japan all of which are heavily dependent on antimony imports, quite vulnerable to declining availability from such sources in the future.
Outlook
The strategy of Tri-Star Resources is to be the western world's reliable, alternative, environmentally compliant and ethically sourced producer of high quality value added antimony products. The company has achieved important milestones in the past year towards this end strategy. Our prime objective for the next year is to accelerate the necessary technical work and funding discussions to commence the construction of the roaster in the Gulf. I wish to thank our Board and employees for their support and continued work towards this end goal.
Capital Raising
During the year, the Company successfully placed a total of 270,800,000 new ordinary shares, at a placing price of one penny per share with institutional and professional investors, raising £2.7 million, gross of expenses. Each placing share has a three year half warrant attached to it exercisable at 2 pence, and a three year half warrant attached to it exercisable at 3 pence. These shares will rank pari passu with all existing ordinary shares in the capital of the Company, and were admitted to trading on AIM ("Admission") on 6 April 2011. Following the placing, the enlarged issued share capital of the Company was 5,033,347,275 ordinary shares.
Going concern and funding
The operations of the Group are currently being financed from funds which the Company raised from private and public placings of its shares during the year ended 31 December 2011. The Group has not earned revenue during 2011 and is still in the exploration phase of its life cycle. As at 31 December 2011, the Group had cash resources of £812,000.
The Group is reliant on the continuing support from its existing and future shareholders. The Directors have prepared cash flow forecasts for the period ending 30 June 2013. After taking into consideration committed funding at the date of approval of the financial statements, the forecasts demonstrate that the Group expects to have sufficient cash facilities available to allow it to meet its liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements. Accordingly, the accounts have been prepared on a going concern basis.
Emin Eyi
Managing Director
29 June 2012
CONSOLIDATED statement of comprehensive income
For the year ended 31 December 2011
|
|
2011 |
2010 |
|
Note |
£000 |
£000 |
|
|
|
|
Deemed cost of listing |
|
- |
(388) |
Costs associated with the reverse acquisition |
|
- |
(452) |
Share based payments |
|
(572) |
(260) |
Amortisation of intangible assets |
|
(44) |
(9) |
Exploration and evaluation expenditure |
|
(1,570) |
(148) |
Other administrative expenses |
|
(355) |
(243) |
|
|
|
|
Total administrative expenses and loss from operations |
|
(2,541) |
(1,500) |
|
|
|
|
Finance income |
|
4 |
- |
Finance cost |
|
(1) |
- |
|
|
|
|
Loss before taxation |
|
(2,538) |
(1,500) |
|
|
|
|
Taxation income |
3 |
- |
2 |
Loss after taxation and loss attributable to the equity holders of the Company |
|
(2,538) |
(1,498) |
|
|
|
|
Other comprehensive income |
|
|
|
Exchange differences on translating foreign operations |
|
113 |
9 |
|
|
|
|
Total comprehensive expenditure for the period |
|
(2,425) |
(1,489) |
|
|
|
|
Basic and diluted loss per ordinary share (pence) |
4 |
(0.05p) |
(0.04)p |
consolidated statement of changes in equity
For the year ended 31 December 2011
|
Share capital |
Share premium |
Other reserves |
Share based payment reserves |
Translation Reserve |
Retained earnings |
Total equity |
|
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
|
|
|
|
|
|
|
|
At 1 January 2010 |
212 |
- |
15 |
- |
(19) |
(14) |
194 |
|
|
|
|
|
|
|
|
Share based payments |
- |
19 |
- |
241 |
- |
- |
260 |
Arising on business combination |
2,165 |
4,165 |
(6,171) |
- |
- |
(143) |
16 |
Issue of share capital |
38 |
1,115 |
- |
- |
- |
- |
1,153 |
Transactions with owners |
2,203 |
5,299 |
(6,171) |
241 |
- |
(143) |
1,429 |
Exchange difference on translating foreign operations |
- |
- |
- |
- |
9 |
- |
9 |
Loss for the year |
- |
- |
- |
- |
- |
(1,498) |
(1,498) |
Total comprehensive expenditure for the year |
- |
- |
- |
- |
9 |
(1,498) |
(1,489) |
At 31 December 2010 |
2,415 |
5,299 |
(6,156) |
241 |
(10) |
(1,655) |
134 |
Share based payments |
- |
- |
- |
572 |
- |
- |
572 |
Issue of share capital |
14 |
2,694 |
- |
- |
- |
- |
2,708 |
Share placing costs |
- |
(80) |
- |
- |
- |
- |
(80) |
Transactions with owners |
14 |
2,614 |
- |
572 |
- |
- |
3,200 |
Exchange difference on translating foreign operations |
- |
- |
- |
- |
113 |
- |
113 |
Loss for the year |
- |
- |
- |
- |
- |
(2,538) |
(2,538) |
Total comprehensive expenditure for the year |
- |
- |
- |
- |
113 |
(2,538) |
(2,425) |
At 31 December 2011 |
2,429 |
7,913 |
(6,156) |
813 |
103 |
(4,193) |
909 |
|
|
|
|
|
|
|
|
consolidated statement of FINANCIAL POSITION
At 31 December 2011
|
|
31 December 2011 |
31 December 2010 |
|
|
£000 |
£000 |
ASSETS |
|
|
|
|
|
|
|
Non-current assets |
|
|
|
Intangible assets |
|
41 |
33 |
Property, plant and equipment |
|
59 |
62 |
|
|
100 |
95 |
|
|
|
|
Current assets |
|
|
|
Cash and cash equivalents |
|
812 |
363 |
Trade and other receivables |
|
146 |
59 |
Total current assets |
|
958 |
422 |
|
|
|
|
Total assets |
|
1,058 |
517 |
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
Current liabilities |
|
|
|
Other financial liabilities |
|
- |
150 |
Bank loans |
|
- |
15 |
Trade and other payables |
|
149 |
218 |
Total current liabilities |
|
149 |
383 |
|
|
|
|
|
|
|
|
Total liabilities |
|
149 |
383 |
|
|
|
|
EQUITY |
|
|
|
Share capital |
5 |
2,429 |
2,415 |
Share premium |
|
7,913 |
5,299 |
Share based payment reserve |
|
813 |
241 |
Other reserves |
|
(6,053) |
(6,166) |
Retained earnings |
|
(4,193) |
(1,655) |
Total equity attributable to equity holders of the Company |
|
909 |
134 |
Total equity and liabilities |
|
1,058 |
517 |
consolidated statement of cash flows
For the year ended 31 December 2011
|
|
2011 |
2010 |
|
|
£000 |
£000 |
|
|
|
|
Cash flows from operating activities |
|
|
|
Continuing operations |
|
|
|
Loss after taxation |
|
(2,538) |
(1,498) |
Amortisation of intangibles |
|
44 |
9 |
Depreciation |
|
19 |
11 |
Finance income |
|
(4) |
- |
Finance cost |
|
1 |
- |
Deemed cost of listing |
|
- |
388 |
Non-cash transaction costs |
|
- |
75 |
Share based payments |
|
572 |
260 |
(Increase)/decrease in trade and other receivables |
|
(87) |
45 |
(Decrease)/increase in trade and other payables |
|
(69) |
102 |
Net cash outflow from operating activities |
|
(2,062) |
(608) |
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
Net cash acquired with subsidiary |
|
- |
146 |
Finance income |
|
4 |
- |
Purchase of intangibles |
|
(56) |
- |
Sale of property, plant and equipment |
|
1 |
|
Purchase of property, plant and equipment |
|
(28) |
(35) |
Net cash (outflow)/inflow from investing activities |
|
(79) |
111 |
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
Proceeds from issue of share capital |
|
2,708 |
775 |
Share issue costs |
|
(80) |
- |
Proceeds from share capital paid up |
|
- |
116 |
Finance cost |
|
(1) |
- |
New loans |
|
- |
15 |
Amounts paid to former shareholders |
|
(150) |
- |
Repayment of loans |
|
(15) |
(112) |
Net cash inflow from financing activities |
|
2,462 |
794 |
|
|
|
|
Net change in cash and cash equivalents |
|
321 |
297 |
|
|
|
|
Cash and cash equivalents at beginning of period |
|
363 |
59 |
Exchange differences on cash and cash equivalent |
|
128 |
7 |
|
|
|
|
Cash and cash equivalents at end of period |
|
812 |
363 |
1 ACCOUNTING POLICIES
Basis of Preparation
The group financial statements have been prepared under the historical cost convention and in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS). The Company's shares are listed on the AIM market of the London Stock Exchange.
The principal accounting policies of the Group, which have been applied consistently, are set out in the annual report and financial statements.
Going concern and funding
The operations of the Group are currently being financed from funds which the Company raised from private and public placings of its shares during the year ended 31 December 2011. The Group has not earned revenue during 2011 and is still in the exploration phase of its life cycle. As at 31 December 2011, the Group had cash resources of £812,000.
The Group is reliant on the continuing support from its existing and future shareholders. The Directors have prepared cash flow forecasts for the period ending 30 June 2013. After taking into consideration committed funding at the date of approval of the financial statements, the forecasts demonstrate that the Group expects to have sufficient cash facilities available to allow it to meet its liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements. Accordingly, the accounts have been prepared on a going concern basis.
2 SEGMENTAL REPORTING
An operating segment is a distinguishable component of the Group that engages in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the Group's chief operating decision maker to make decisions about the allocation of resources and assessment of performance and about which discrete financial information is available.
The chief operating decision maker has defined that the Group's only reportable operating segment during the period is mining.
The Group has not generated any revenues from external customers during the period.
In respect of the non-current assets, £21,000 (2010: Nil) arise in the UK, and £79,000 (2010: £95,000) arise in the rest of the world.
3 Taxation
There was a tax refund for the year of £Nil (2010: £2,000 refund).
Unrelieved tax losses of approximately £2.05 million (2010: £1.85 million) remain available to offset against future taxable trading profits. The unprovided deferred tax asset at 31 December 2011 is £513,000 (2010: £481,000) which has not been provided on the grounds that it is uncertain when taxable profits will be generated by the Group to utilise those losses.
The tax assessed for the period differs from the standard rate of corporation tax in the UK as follows:
|
2011 |
2011 |
2010 |
2010 |
|
£000 |
% |
£000 |
% |
|
|
|
|
|
Loss before taxation |
(2,538) |
|
(1,500) |
|
|
|
|
|
|
Loss multiplied by standard rate of corporation tax in the UK |
(673) |
(26.5) |
(420) |
(28) |
|
|
|
|
|
Effect of: |
|
|
|
|
Expenses not deductible for tax purposes |
177 |
|
65 |
|
Capital allowances in excess of depreciation |
(5) |
|
- |
|
Overseas loss not recognised |
394 |
|
294 |
|
Unrelieved tax losses |
107 |
|
63 |
|
Total tax credit for the year |
- |
|
2 |
|
4 LOSS PER SHARE
The calculation of the basic loss per share is based on the loss attributable to ordinary shareholders divided by the weighted average number of shares in issue during the period.
|
2011 |
2010 |
|
£000 |
£000 |
|
|
|
Loss attributable to equity holders of the Company |
(2,538) |
(1,498) |
|
2011 |
2010 |
|
Number |
Number |
|
|
|
Weighted average number of ordinary shares |
4,962,123,165 |
3,669,488,506 |
Dilutive earnings per share is the same as basic loss per share in each year because the potential shares arising under the share option scheme and share warrants decrease the basic loss per share, thus being anti-dilutive.
The weighted average number of ordinary shares excludes deferred shares which have no voting rights and no entitlement to a dividend.
|
5 share capital
|
31 December 2011 |
31 December 2010 |
|
£000 |
£000 |
Allotted, issued and fully paid |
|
|
1,363,925,475 deferred shares of 0.1p (2010: 1,363,925,475) |
1,364 |
1,364 |
856,547,275 deferred shares of 0.095p (2010: 856,547,275) |
814 |
814 |
5,033,347,275 ordinary shares of 0.005p (2010:4,762,547,275) |
251 |
237 |
|
|
|
|
2,429 |
2,415 |
The movement in the ordinary share capital is analysed as follows:
|
|
|
|
|
|
|
|
Ordinary shares |
Deferred 0.1p shares |
Deferred 0.095p shares |
|||
|
No. |
£000 |
No. |
£000 |
No. |
£000 |
Allotted, issued and fully paid |
|
|
|
|
|
|
At 1 January 2010 |
816,547,275 |
817 |
1,363,925,475 |
1,364 |
- |
- |
Conversion of loan |
40,000,000 |
40 |
- |
- |
- |
- |
Impact of share split |
- |
(814) |
- |
- |
856,547,275 |
814 |
Issue of shares |
3,522,500,000 |
176 |
- |
- |
- |
- |
Conversion of loan |
383,500,000 |
18 |
- |
- |
- |
- |
At 31 December 2010 |
4,762,547,275 |
237 |
1,363,925,475 |
1,364 |
856,547,275 |
814 |
Issue of shares |
270,800,000 |
14 |
- |
- |
- |
- |
At 31 December 2011 |
5,033,347,275 |
251 |
1,363,925,475 |
1,364 |
856,547,275 |
814 |
Following the issue of the 270,800,000 Ordinary Shares of 0.005 pence each announced on 29 March 2011 there were 5,033,347,275 Ordinary Shares of 0.005 pence each in issue (each of which are voting shares) as at 31 December 2011.
Each share issued on 29 March 2011 had a three year half warrant attached to it, which would be exercisable at 2 pence, and a three year half warrant attached to it, which will be exercisable at 3 pence. The warrants will not be admitted to trading on AIM.
The deferred shares have no voting rights and are not eligible for dividends.
6 publication of non-statutory accounts
The financial information set out in this preliminary announcement does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006.
The consolidated statement of financial position at 31 December 2011, the consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated statement of cash flows and associated notes for the year then ended have been extracted from the Group's 2011 financial statements upon which the auditor's opinion is unqualified and does not include any statement under Section 498 of the Companies Act 2006.
The accounts for the year ended 31 December 2011 will be posted to shareholders and laid before the company at the Annual General Meeting which will be held on 25 July 2012 at 11.00am at the offices of Fladgate LLP, 216 Great Queen Street, London, WC2B 5DG. Copies will also be available on the Company's website (www.tri-starresources.com) in accordance with AIM Rule 26.