TIDMPOW
RNS Number : 9275R
Power Metal Resources PLC
06 March 2023
6 March 2023
Power Metal Resources plc
("Power Metal" or the "Company")
Audited Financial Results for the Year Ended 30 September
2022
Power Metal Resources plc (LON:POW) the London listed
exploration company seeking large-scale metal discoveries across
its global project portfolio announces its consolidated audited
results for the year ended 30 September 2022, for the Company and
its subsidiaries (together the "Group").
Highlights from the year under review:
Operational
-- The year saw the Company complete a number of new
acquisitions to advance its global project portfolio whilst in
parallel continue to develop and strengthen its existing business
interests.
-- The dual pathway of proactive exploration of retained project
interests continued across multiple projects, alongside the
advancement of corporate activities seeking the outright disposal
or planned spin-out Initial Public Offering ("IPO") of certain
project interests.
-- In Canada, during the financial year and thereafter, the
Company continued to acquire new uranium project interests through
direct staking and existing project acquisitions in the Athabasca
Basin region of Saskatchewan, reflecting the Company's view that
the uranium commodity is to experience a renaissance due to global
expansion of nuclear power generation.
-- In July 2022, First Class Metals PLC (LON:FMC) listed in
London, with Power Metal holding a c.28% interest valued at
c.GBP1.8m on listing. FMC holds the former Power Metal
Schreiber-Hemlo project interests, sold to FCM for equity in
September 2021.
-- In November 2021, the Company completed the acquisition of
the Pilot Mountain Project, a tungsten focused project and
completing the four-project portfolio of Golden Metal Resources PLC
("GMT") which raised GBP750,000 in pre-IPO financing in December
2021 and during the year continued its IPO preparatory work.
-- The Company confirmed its continuation into year two of the
Authier North/Duval East lithium project earn-in to 100% in July
2022.
-- A diamond drill programme was conducted at the Silver Peak
project in British Columbia, Canada, demonstrating bonanza grade
silver at the project.
-- In Africa, a diamond drill programme was also conducted in
late 2021/early 2022 at the Haneti Project in Tanzania targeting
nickel, copper, and platinum group elements (held with joint
venture ("JV") partner Katoro Gold PLC (LON:KAT). The programme
provided additional geological information to enable the JV
partners to review and consider next steps exploration.
-- Following exploration work at the Kanye Resources JV in
Botswana (Ditau and Kalahari Copper Belt Projects), a conditional
disposal of the Company's 50% JV interest back to partner Kavango
Resources PLC (LON:KAV) was announced.
-- Power Metal signed a conditional acquisition of 56.7% of the
shares in Kalahari Key Mineral Exploration Pty Ltd ("KKME"), holder
of the Molopo Farms Complex Project ("MFC Project") in Botswana.
Moving loop electromagnetic surveys conducted at the MFC Project in
summer 2022 confirmed a major conductor at the T1-6 target where
nickel and PGEs had previously been identified in the 20/21 drill
programme and led to the accelerated launch of a follow up diamond
drill programme at T1-6 and other targets in September 2022.
-- Reverse circulation drilling at the Tati Project ("Tati") in
Botswana identified near surface high-grade gold and follow on work
confirmed an 8km gold-in-soil anomaly at Tati, leading to the
staking of a further prospecting licence to cover the full anomaly
footprint.
-- In Australia, October 2022 saw the completion of the
acquisition of First Development Resources Pty Ltd and its entire
gold/copper focused Western Australian exploration interests. This
was followed up by the acquisition of the Selta Project then
targeting uranium and rare earth elements in the Northern Territory
of Australia. The two acquisitions completed the portfolio of First
Development Resources PLC, a UK holding company which raised
GBP1,125,000 in pre-IPO financing and during the year undertook IPO
preparatory work.
-- Finally in Australia, the Company submitted two licence
applications in South Australia comprising the Wilan Project then
targeting Olympic Dam style mineralisation. During the year one of
the licence applications was granted, with a second licence granted
post year end.
-- The Company closed the financial year with a focus on
delivering advanced exploration programmes across its to be
retained exploration portfolio, and with acquisition restricted to
additional uranium and lithium focused opportunities.
Financial
-- Total comprehensive loss for the year to 30 September 2022 of
GBP137k (2021: loss of GBP622k). The reduction in loss from
September 2021 is in part due to the capital contribution balance
recognised during the year. The capital contribution balance arose
on the completion of the capital reorganisation of the Golden Metal
Resources Plc group;
-- Pre-non-controlling interest total equity of GBP 11.7m at the
year-end (2021: GBP6.3 million); and
-- Raised GBP2,070,000 (before issue costs) in new equity
financing during the financial year, from a combination of new and
existing shareholders, including the Directors. An additional
GBP1,055,978 of cash received by the Company during the year from
exercises of Power Metal share warrants and GBP25,000 of cash
received by the Company during the year from exercises of Power
Metal share options. GBP2,148,307 of shares were issued in relation
to acquisitions in various investments and projects.
Post-year end
In October 2022, the Company acquired Badger Lake Uranium
Property ("Badger Lake") through claim staking. Badger Lake covers
an area of 16.71km(2) within the prolific Athabasca Basin. Badger
Lake is surrounded by claims held by uranium focussed companies
including Orano SA, Hathor Exploration and NexGen Energy Ltd.
In October 2022 the exploration programme over the 100%-owned
Thibault Lake, Clearwater and Tait Hill properties completed
successfully, resulting in multiple locations of anomalous
radioactivity noted across all three properties with rock sample
assay results currently awaited. As a result, the Tait Hill
property was expanded by 32.42km2 to 110.56km2, based on work
results and to include the full extent of the Mullis Lake Target as
well as an anomalous lake sediment result.
As part of Owain Morton's appointment as Non-executive Director
on 10 October 2022, Mr Morton was issued with 5 million options to
subscribe for new Power Metal Ordinary Shares of 0.1p each at an
exercise price of 3.25 pence with a life to expiry of 3 years. The
Director Options are subject to a minimum service period of 6
months and may not be exercised until the volume weighted average
price of Power Metal shares trades at 5.0 pence for ten consecutive
days.
On 12 October 2022 the Company created an Advisor Warrant Pool
comprised of 25m warrants over new ordinary shares of 0.1 pence,
this was to reflect the growth of the network of advisors and to
ensure that those providing valuable support to the Company can
share in the exposure to equity upside. The exercise terms of the
new warrants are the same as those created for those awarded to
team members of the Company in 2022, principally, to acquire new
Ordinary Shares at an exercise price of 3.25p per share.
The Adviser Pool Warrants have a life to expiry ending 12
October 2025, save that should the volume weighted average share
price ("VWAP") of the Company exceed 10.0p for five consecutive
trading days, Power Metal shall have the right to serve a
ten-business day notice on the Adviser Pool warrant holders to
exercise and pay for their allocation, or they may be cancelled by
the Company. The Advisor Pool Warrants are subject to a share price
performance condition and cannot be exercised until the VWAP of the
Company has exceeded 5.0p per Ordinary Share for ten consecutive
trading days.
In October 2022 the Company confirmed extension of insider
Warrants held by Paul Johnson and Ed Shaw, of 20,000,000 and
7,500,000 respectively, and the Company has extended the expiry
date on the Insider Warrants to 21 April 2023 to reflect the
limitations on exercise.
On 18 November 2022, the Group concluded the 58.7% share capital
purchase of Kalahari Key Mineral Exploration Pty Limited ('KKME')
for total consideration of GBP807,348 consisting of 46,134,171 new
ordinary shares in the Company at a share price of 1.75 pence and
warrants with a total fair value of GBP35,300.
Additionally, in the event, within 2 years, that Kalahari Key or
the MFC Project is sold for US$10million or greater, or a joint
venture agreement is signed where the potential project spend is
US$10million or greater, Power Metal will issue further warrants
over 46,134,171 new Ordinary Shares at an exercise price of 5.0p
with a 2 year life to expiry. As at 30 September 2022 the above
conditions were deemed unlikely to occur and therefore no
contingent consideration recognised.
KKME holds a 100% interest in the Molopo Farms Complex Project,
where a large scale nickel platinum-group metal discovery is being
targeted in southwestern Botswana.
The acquisition meets the definition of a business combination
and will be accounted for using the acquisition accounting method
in accordance with the Group's accounting policies.
Details of the fair value of identifiable assets and liabilities
acquired purchase consideration and goodwill are as follows:
Fair value
GBP'000's
Exploration and evaluation of assets 1,252
Property, plant and equipment 8
Cash and cash equivalents 64
Trade and other payables (363)
Total fair value 961
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NCI (12.29%) 118
Consideration 843
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Goodwill -
==========
There were no associated transaction costs.
In November 2022 the Company disposed of its 50% interest in
Kanye Resources JV. Kavango PLC acquired all Power Metal interests
in the Kanye JV through the issue to Power Metal of 60 million
Kavango shares and 60 million warrants to subscribe for new Kavango
ordinary shares with a 30-month life to expiry from the 8 July 2022
transaction date (30 million at an exercise price of 4.25p and 30
million at an exercise price of 5.5p). Also, Power Metal 15 million
variable price warrants with a six-month life to expiry, with a
minimum exercise price of 3p and an actual exercise price at a 15%
discount to the volume weighted average share price on the date of
exercise. On completion of this transaction Power Metal held
69.5million Kavango shares, representing 9.85% of Kavango's issued
share capital.
In November 2022 the Company acquired the North Wind Lithium
Project by staking. The staking was completed through Power Metal's
wholly owned Canadian subsidiary, Power Metal Resources Canada Inc.
Following a detailed review of several publicly available
provincial government geological databases and reports, Power Metal
have staked a total of 5,788.5-hectares over a 16km long trend of
highly anomalous lithium-in-lake sediment results. The North Wind
Lithium Project was considered by the Company to be prospective for
lithium (Li), caesium (Cs), and tantalum (Ta) ("LCT") bearing
pegmatite occurrences.
In December 2022 the Company announced a merger of its Wilan
Project ("Wilan" or the "Project"), located in South Australia,
with a number of other Australian exploration interests (the
"Merger"). The Merger will create a new Australian exploration
company and provide Power Metal with exposure to the world class
Mount Isa copper belt located within Queensland, Australia. The
Wilan Project is comprised of two exploration licences ("ELs")
which cover a total area of 1,994km2, held within Power Metal
Resources Australia Pty Ltd ("POW Australia"), which is a wholly
owned subsidiary of Power Metal Resources PLC.
A heads-of-terms agreement (the "Agreement") was signed to
combine POW Australia (100% owner of the Wilan Project) with two
companies holding a 100% interest in a portfolio of two granted
exploration licences and four licence applications covering
1,507km2 in the Mount Isa copper belt of Queensland, Australia (the
"Queensland Projects"). The Queensland Projects are held by two
private Australian companies, RAB Resources Pty Ltd ("RAB
Resources" or "RAB") and New Horizon Metals Pty Ltd ("New Horizon"
or "NHM"). A new company ("NewCo") will acquire outright the shares
in POW Australia, RAB Resources and New Horizon (the "Merger
Parties"). Following the Merger Power Metal Resources PLC will hold
a 20% interest in NewCo.
On 15 February 2019 Paul Johnson, Chief Executive Officer of the
Company was awarded 13,613,929 options to subscribe for new
ordinary shares of 0.1 pence each in the Company at an exercise
price of 1.0p ("Director Options"). The Director Options had an
original expiry date of 15 February 2022, which was subsequently
extended to 15 May 2022 and then to 31 December 2022. Paul Johnson
is unable to exercise the Director Options due to activities
underway within the Company which preclude exercise at this
time.
In addition, in the December 2019 financing undertaken by the
Company participants received warrants to subscribe for new
ordinary shares of 0.1p in Power Metal at an exercise price of 0.7p
per share with an expiry date of 17 December 2021 ("December 2021
Warrants"), which warrant exercise period was subsequently extended
to 17 March 22, then 17 June 2022 and lastly to 31 December 2022
(see announcement 17 June 2022). Paul Johnson, Chief Executive
Office, and Ed Shaw, Non-Executive Director held 6,250,000 and
5,000,000 December 2021 warrants respectively (the "Insider
Warrants").
It is the Directors' intention to exercise the Insider Warrants
and the Director Options as soon as they are able to do so, and the
Directors expect to be in a position to exercise in the foreseeable
future. Reflecting this the Company granted a final extension to
the Insider Warrants and Director Options to 30 June 2023 and
should they be unexercised by or on that date, they will lapse (the
"Final Extension").
In January 2023 the Company announced the acquisition of the
4,222-hectare Doerksen Bay graphite Project ("Doerksen Bay" or the
"Project") located in mining friendly Saskatchewan, Canada. Power
Metal also announced the formation of ION Battery Resources
Limited, a new UK private battery metals and minerals focused
vehicle.
As consideration for the 100% acquisition of the Project, Power
Metal paid the Vendors a total of GBP37,500 (the "Consideration").
The Consideration is payable through the issue of 2,500,000 Power
Metal new ordinary shares of 0.1p each ("Consideration Shares") at
an issue price of 1.5p per share. The Consideration Shares will be
subject to a 4-month lock-in.
In January 2023 Power Metal announced and completed a financing
raising GBP900,000 for the Company, for general working capital
purposes, and to support the planned exploration activities at the
Tati gold project in Botswana and the Athabasca Basin region
uranium properties in Saskatchewan, Canada.
In January Power Metal announced the recommencement of diamond
drilling at the Berringa gold mine licence in Victoria, Australia
and in February 2023 the renewal of the licence for a further 5
years, and a drilling update confirming the presence of visible
gold in the first three holes completed.
In February 2023 Power Metal announced the acquisition of four
additional uranium properties in the Athabasca Basin region of
Saskatchewan, Canada, taking the total licence footprint to
965.73km(2) over 16 properties (including Reitenbach and E-12
properties that are the subject of conditional disposal
agreements).
Scott Richardson Brown and Ed Shaw previously received 5,000,000
options each to acquire new ordinary shares in the Company of 0.1p
at an exercise price of 1.0p ("Director Options"). The Director
Options had an original expiry date of 19 February 2023, however in
February 2023 the company granted a six-month extension to a new
exercise date of 19 August 2023.
Notice of Annual General Meeting and Distribution of Accounts to
Shareholders
The Company's Annual General Meeting ("AGM") will take place at
11.00am on 30 March 2023 at Suite 53, Temple Chambers, 3-7 Temple
Avenue, London, EC4Y ODT. The Company's Annual Report and Accounts
for the year ended 30 September 2022 will be posted to shareholders
this week. Copies of the Notice of AGM and the Annual Report and
Accounts will also be available on the Company's website at
www.powermetalresources.com in due course.
Introduction
The mineral resource exploration sector is highly cyclical and
during the financial year has experienced a typical cyclical
downturn brought about by a variety of factors. These include the
medium-term impact of global policies to address the COVID-19
pandemic, the war in Ukraine and the uncertainty caused by
inflationary pressures and interest rate policies.
The overwhelming uncertainty and unstable conditions during the
financial year provided exactly the backdrop needed for a
high-quality portfolio of exploration interests to be gathered at
modest cost and advanced, which is precisely what Power Metal has
been able to achieve.
Our focus now turns to value generation through ongoing
exploration of retained interests, and through completion of those
corporate activities in process, or planned. The next financial
year we intend to report mainly on that value generation, rather
than undertaking further acquisitions and therefore the business
will move to a distinctly new phase in its life cycle.
Operations Review
Projects
Africa
Botswana
(Tati Project)
In October 2021 Power Metal commenced reverse circulation ("RC")
drilling at the Tati Gold Project, with a 1,062m programme, results
from which were released in April 2022 confirming near surface gold
mineralisation including up to 3m at 5.17g/t gold from 9m
downhole.
The confirmation of geological formations, and evidence of a
strong gold-in-soil anomaly inspired the Company to apply for an
additional licence to cover the full extent of the anomaly (licence
granted April 2022).
A further site visit and ground mapping in July 2022 confirmed
extensive gold workings, more extensive than previously thought and
two fines' dumps representing waste material from historical mining
activities at the Cherished Hope gold mine within the project
boundaries.
A further RC drilling programme was commenced in August 2022
with 490m of drilling alongside sampling of the fine's dumps. The
fines dumps sampling confirmed residual gold at an average of
0.94g/t, which is amenable to processing at a nearby processing
facility, subject to contract and local approvals.
(Molopo Farms Complex)
In November 2021, Kavango Resources PLC (LON:KAV) secured an
option to acquire the shares in Kalahari Key Mineral Exploration
Pty Ltd ("KKME"), the holder of the Molopo Farms Complex Project
("MFC Project") in southwest Botswana (subject to Power Metal's 40%
interest by virtue of a previously completed earn-in). This option
was subsequently extended, but ultimately did not result in KAV
proceeding, as announced in March 2022.
Instead, in May 2022, Power Metal agreed a conditional
acquisition of 56.7% of KKME shares from KKME shareholders, for
GBP807,348 consideration payable in new Power Metal ordinary shares
of 0.1 pence each at a price of 1.75p and attaching warrants over
46,134,171 new ordinary shares at a 3.5p exercise price with a
2-year life. The conditionality was principally the receipt of
local regulatory approvals which were received, and the transaction
completed in November 2022. Following completion and the reversal
of Power Metal's earn-in to a 40% interest into the MFC Project,
the Company held an 87.71% interest in KKME which wholly owns the
MFC Project.
Moving loop electromagnetic surveys conducted in summer 2022
revealed a number of large magnetic conductors across 4 targets,
with the first announced in August 2022 leading to the launch of an
expedited 2,600m drill programme in September 2022.
(Kanye Resources Joint Venture ("JV"))
Exploration work continued across the Kanye Resources JV held
50% by Power Metal and 50% by JV partner KAV with a diamond drill
programme commencing at the Ditau project in January 2022 and
target identification work for planned drilling at the Kalahari
Copper Belt project.
In July 2022, Power Metal announced a conditional agreement to
dispose of its 50% interest in the Kanye Resources JV to Kavango
Resources in a transaction which completed in November 2022
following the publication of a new market prospectus by Kavango
Resources.
Consideration for the disposal included 60m KAV shares at a
price of 0.02 pence per share, valued at GBP1.08m on the date of
completion, together with KAV warrants and a 1% net smelter return
royalty across the Kanye Resources properties.
Tanzania
In January 2022, the Company announced the commencement of
diamond drilling at its 35% owned Haneti Project in Tanzania with
65% JV partner Katoro Gold PLC (LON:KAT). The results from the 900m
drill programme were announced in May 2022 confirming the
intersection of significant sequences of altered ultramafic and
mafic rocks. The drilling demonstrated nickel, copper, gold, and
platinum group elements ("PGEs") albeit not in economic quantities,
however the information gathered enabled the JV partners to plan
for the next exploration steps at Haneti.
Concurrent with the drill programme, rock sampling undertaken at
the Babayu lithium prospect highlighted significant lithium and
tantalum prospectivity leading to the development of a lithium
consolidation strategy, covering existing lithium applications and
reviewing potential partnerships with local licence holders.
Australia
First Development Resources
In October 2021, Power Metal announced the acquisition of a
portfolio of precious and base metal focused projects in Western
Australia held by private Australian company First Development
Resources Pty Ltd ("FDR Australia"). FDR Australia was acquired
outright by First Development Resources PLC ("FDR UK") for
consideration including a deemed value of GBP686,667 in Power Metal
shares and with a plan to list FDR UK on the London capital
markets.
Subsequently in November 2021, FDR UK also conditionally
acquired the Selta Project in the Northern Territory of Australia,
through the 100% acquisition of URE Metals Pty Ltd, a private
Australian subsidiary, payable through the issue of GBP500,000
deemed equity value in FDR UK. The conditions for acquisition were
all satisfied in February 2022.
Further transactions undertaken during the year included the
acquisition of the Ripon Hills project in Western Australia and
restructuring of the FDR group to simplify the listing process.
During the course of the financial year various corporate work
streams were undertaken including pre-IPO preparations, notably the
completion of a GBP1,125,000 pre-IPO financing announced in June
2022.
In addition, during the year various exploration work was
undertaken. At the Wallal Project a desktop study was finalised,
and three magnetic bullseye anomalies were identified within the
project area. The Eastern anomaly will be targeted in the Phase I
diamond drilling programme planned to commence immediately post
admission. To facilitate site works the pre-requisite Heritage
Clearance Survey was completed in Q3 2022.
The desktop studies for the Braeside West and Ripon Hills
Projects were completed during 2022 which identified multiple gold
and base metal targets for further investigation.
At the Selta Project, a desktop study completed during 2022
identified multiple uranium and rare-earth element targets and the
geology at Selta is interpreted to be compositionally similar to
that which underpins the nearby Nolans Deposit currently being
developed by ASX listed Arafura Resources.
Wilan Project
In October 2021, Power Metal announced its wholly owned
Australian subsidiary, Power Metal Resources Pty Ltd, had lodged
two licence applications covering 1,994km(2) in the Gawler Craton
region within South Australia.
The originally named Gawler Project, subsequently renamed the
Wilan Project, saw the first 999km(2) licence granted in September
2022 and the identification of an Iron Oxide Copper Gold ("IOCG")
target within the granted exploration licence area.
New Ballarat Gold Corporation (NBGC)
Power Metal holds a 49.9% interest in NBGC with partner Red Rock
Resources PLC (LON:RRR). NBGC holds a 100% interest in Red Rock
Australasia Pty Ltd ("RRAL") which itself holds a portfolio of
granted exploration licences and licence applications in the
Victoria Goldfields region in the State of Victoria, Australia.
The original applications were submitted in early 2020, and
during the financial year RRAL saw a number of licence applications
granted, such that by the financial year end 15 granted licences
covered a footprint of some 1,841km(2) and 5 licence applications
awaiting grant of 493km(2) .
An operating team based in Ballarat, Victoria, conducted various
exploration work during the year including an inaugural diamond
drill programme in December 2021, with results demonstrating gold
bearing structures and evidence of gold mineralisation across the
target areas.
In July 2022, the Company announced the conditional acquisition
by RRAL of the licence including the historic Berringa gold mine
with conditions satisfied and the transaction completed in
September 2022.
North America
Silver Peak
Power Metal has a 30% interest in the Silver Peak project in
British Columbia, Canada, following completion of an earn-in in the
2021 financial year.
In August 2021 a total of 19 short core holes were completed
targeting high-grade extensions of the Victoria Vein. 10 out of the
19 holes drilled returned >1000g/t silver assays with
significant copper (Cu), zinc (Zn), lead (Pb) and antimony (Sb)
credits. Following the initial announcement of results in November
2021, overlimit assays were completed for Cu, Zn, Pb and Sb. Final
silver equivalent assays were received and reported in December
2021 which included a highlight interval of 0.76m 10,131g/t silver
equivalent.
In August 2022 the Company had its Exploration Manager conduct a
one-day site visit to the project. He was accompanied by Michael
Nugent who represents the majority ownership group. Due to the
complex nature of the surrounding topography, the site visit was
completed in order to gain a better understanding of the
opportunity, and challenges that Silver Peak faces during further
exploration and next stage exploration plans.
Further work was undertaken during the course of the year to
review potential commercial options for the project.
Authier North
In 2021 Power Metal signed an agreement to earn into a 100%
interest in the Authier North project.
Following on from a ground exploration programme in March 2022
the Company engaged Dahrouge Geological Consultant Ltd to complete
an independent technical review of the project. This review
identified two target areas for further investigation and
exploration plans have been developed for next stage ground
exploration.
The Company successfully satisfied the year one option terms and
entered into year two of the agreement on 12 July 2022.
Athabasca Basin
During the year the Company continued to build its portfolio of
Athabasca Basin, Saskatchewan, Canada, focused uranium properties.
This portfolio was originally built in 2021 utilising internal
technical resources to identify prospective new opportunities for
acquisition via direct low-cost mineral claim staking.
The original portfolio of seven uranium focussed properties was
expanded multiple times in 2022 with the first being July 2022
following the acquisition of the Reindeer Lake, Porter Lake and Old
Woman Rapids from an established prospector.
Furthermore, via direct mineral staking, the Company acquired
the Durrant Lake property located in the eastern side of the
Athabasca Basin in August 2022. Durrant Lake is bordered on three
sides by claims held by uranium focused companies including Orano
SA, Denison Mines Corp and ISO Energy Ltd. Shortly after, in
September 2022, the company staked a further project located inside
the basin called the Badger Lake project bringing the portfolio's
total to 11 properties.
During summer 2022, Power Metal undertook ground exploration at
three properties (Clearwater, Thibault Lake and Tait Hill).
In August 2022, Power Metal announced the conditional disposal
of the Reitenbach property to Teathers Financial PLC for a disposal
value of GBP360,000 and to form the listing asset for that vehicle.
Teathers Financial PLC will be renamed Uranium Energy Exploration
PLC ("UEE") and listed on a preferred stock exchange in London. The
conditions of the disposal included the successful listing of
UEE.
As at the year-end, Power Metal held 11 properties (including
the conditionally disposed Reitenbach and E-12 properties) covering
approximately 780km(2) in and surrounding the Athabasca Basin.
Schreiber-Hemlo / First Class Metals
The Company announced the completion of the sale of its 100%
owned Schreiber-Hemlo interests to First Class Metals PLC (LON:FCM)
in October 2021 for GBP1m.
In July 2022, FCM successfully listed on the London stock
exchange and Power Metal's holding on listing was valued at circa
GBP1.8m.
Golden Metal Resources
In November 2021, the Company completed the acquisition of the
Pilot Mountain tungsten Project. This acquisition completed the
four-project portfolio of Golden Metal Resources PLC ("GMT") which
is focussed in Nevada, USA. The Pilot Mountain transaction was
further bolstered by the subsequent acquisition of the longer-term
tail-benefit included in the original consideration from the
vendor, fellow AIM-listed Thor Mining PLC in January 2022.
Following the acquisition of Pilot Mountain and during the year,
GMT undertook pre-IPO preparations including the completion of a
GBP750,000 pre-IPO financing which diluted the Company's interest
in GMT to 83.13%.
In parallel with the pre-IPO work, GMT completed various
exploration work programmes across its Nevada portfolio which
included a 3D induced polarisation ("IP") geophysical survey over
the Pilot Mountain Project, a high-resolution soil geochemical
survey over the Garfield project which includes a total of 453
individual sample points. Further minor work streams at the
Golconda Summit project were completed including rock sampling as
well as the completion of permitting for mechanised trenching.
Furthermore, GMT obtained access to a historical soil geochemical
survey completed over Golconda Summit which included 741 individual
samples.
The results from both the IP geophysical survey and Garfield
soil geochemical survey are pending. The results, once received by
GMT, will be compiled, analysed and released when ready.
New Opportunities
Power Metal Resources
During the financial year Power Metal continued to review new
opportunities and completed a number of acquisitions as outlined
above and following the year end.
The focus of the Company post year end is acquisitions focused
on uranium or lithium opportunities.
Corporate Social Responsibility ("CSR")
The Company maintains a focus on CSR through internal policies
and our approach to external operational activities.
During the year and after the year end the Company developed its
internal environmental, social and governance ("ESG") policies and
procedures to codify many of the practices in place at the Company
and to introduce a number of new initiatives.
The Company will continue to prudently invest in the regions in
which we have business activities, in support of the communities
where we operate. As an early-stage company, Power Metal is keen to
employ workers from the areas in which we operate, and to operate
in a safe, responsible, and reasonable manner.
As certain projects mature, we would expect our community
engagement to become more extensive in line with the level of
operational activities.
Financial Review
The Group recorded an audited total comprehensive loss after tax
for the year to 30 September 2022 of GBP 137k (2021: loss of
GBP622k) with the increase reflecting the increased administration
costs pertaining to increased business activities and notably those
in connection with the costs of planned spin-out IPO listings. The
loss
per share from continuing activities was 0.15p (2021: 0.05p).
The Group's exploration activities during the financial year
under review were funded through the issue of shares to raise cash.
In aggregate, new ordinary shares were issued during the financial
year, raising a total of GBP2.07 million from fundraising, GBP1.06
million from the exercise of warrants, GBP0.03 million from the
exercise of options and GBP2.15 million relating to the
acquisitions of various investments and projects.
We ended the financial year with a cash balance of GBP 1.56
million (2021: GBP1.28 million), which was enhanced post-financial
year end by a financing in January 2023 raising an additional
GBP900,000, before expenses.
Cash balances held at the year-end are supplemented by listed
company shares and warrants (cash equivalents), which represent a
further pool of accessible cash available on the sale of shares in
listed companies.
Targets for 2023
Our operational targets for the remainder of 2023 are:
-- To continue our proactive exploration work across retained
priority exploration interests seeking multiple large-scale metal
discoveries.
-- To generate value from our existing portfolio through the
continuation of spin-out listings and outright disposals further
enhancing the Company's financial strength.
Board Changes
In October 2022, Owain Morton was appointed to the Board as
Non-executive Director.
Outlook
Power Metal has built its business through a creative
acquisition and project generation approach with a view to building
a portfolio charged with the potential to deliver the metals needed
by the world in an era of metal criticality.
The portfolio is charged with strategic, and multiple
potentially district scale exploration and development interests,
some for priority internal exploration and some for value
generation through spin-out listings or outright disposal.
As the world begins to recognise the importance of metal supply,
and the need to support and invest in sources of supply, the
Company is uniquely well positioned. We look forward to the
developments in the business during 2023.
Note 2022 2021
GBP'000 GBP'000
Revenue 37 37
Gross profit 37 37
--------- ---------
Operating expenses 4 (3,127) (847)
Impairment - (156)
Fair value gains through profit or loss 309 445
Loss from operating activities (2,781) (521)
--------- ---------
Share of post-tax losses of equity accounted joint ventures (167) (102)
Loss before tax (2,948) (623)
Taxation - -
--------- ---------
Loss for the year from continuing operations (2,948) (623)
Other comprehensive income
Items that will or may be reclassified to profit or loss;
Exchange translation 18 1
Items that will not be reclassified to profit or loss
Capital contribution 2,793 -
Total other comprehensive (expense)/income 2,811 1
--------- ---------
Total comprehensive loss for the year (137) (622)
========= =========
Loss for the period attributable to:
Owners of the parent (2,256) (592)
Non-controlling interests (692) (31)
--------- ---------
(2,948) (623)
========= =========
Total comprehensive loss attributable to:
Owners of the parent 82 (591)
Non-controlling interests (219) (31)
--------- ---------
(137) (622)
========= =========
Earnings per share from continuing operations attributable to the ordinary equity
holder of
the parent:
--------- ---------
Basic and diluted loss per share (pence) 8 (0.15) (0.05)
--------- ---------
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARED 30 SEPTEMBER 2022
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2022
30 September 2022 30 September 2021
Note GBP'000 GBP'000
Assets
Intangible assets 5 7,138 800
Investments in associates and joint ventures 402 166
Financial assets at fair value through profit or loss 1,620 3,527
Property, plant and equipment 33 2
------------------ ------------------
Non-current assets 9,193 4,495
------------------ ------------------
Financial assets at fair value through profit or loss 2,384 179
Trade and other receivables 6 346 175
Cash and cash equivalents 1,560 1,281
------------------ ------------------
Current assets 4,290 1,635
------------------ ------------------
Assets classified as held for sale 1,124 153
------------------ ------------------
Total assets 14,607 6,283
================== ==================
Equity
Share capital 7 8,065 7,705
Share premium 7 23,312 18,437
Capital redemption reserve 5 5
Capital contribution reserve 2,322 -
Share based payment reserve 1,638 1,541
Exchange reserve 90 72
Accumulated losses (23,740) (21,488)
------------------ ------------------
Total 11,692 6,272
------------------ ------------------
Non-controlling interests 2,065 (306)
------------------ ------------------
Total equity 13,757 5,966
------------------ ------------------
Liabilities
Trade and other payables 9 850 317
------------------ ------------------
Current liabilities 850 317
------------------ ------------------
Total liabilities 850 317
================== ==================
Total equity and liabilities 14,607 6,283
================== ==================
The financial statements of Power Metal Resources PLC, company
number 07800337, were approved by the board of Directors and
authorised for issue on 3 March 2023.
CONSOLIDATED STATEMENT OF EQUITY
FOR THE YEARED 30 SEPTEMBER 2021
Share
Shares Capital Capital based
Share Share to be Redemption contribution payment Exchange Retained Non-Controlling Total
capital premium issued Reserve reserve Reserve reserve deficit Total Interests Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1
October 2020 7,286 14,910 22 5 - 1,286 71 (20,911) 2,669 (275) 2,394
-------- -------- -------- ----------- ------------- -------- --------- --------- -------- ---------------- --------
Loss for the
period - - - - - - - (592) (592) (31) (623)
Other
comprehensive
income - - - - - - 1 - 1 - 1
-------- -------- ----------- ------------- -------- --------- -------- ----------------
Total
comprehensive
income /
(expense) for
the period - - - - - - 1 (592) (591) (31) (622)
-------- -------- -------- ----------- ------------- -------- --------- --------- -------- ---------------- --------
Adjustment for
previous year (19) 19 - - - - - - - - -
Issue of
ordinary
shares 438 3,546 (22) - - - - - 3,962 - 3,962
Costs of share
issues - (38) - - - - - - (38) - (38)
Share-based
payments - - - - - 270 - - 270 - 270
Warrant
exercises - - - - - (15) - 15 - -
-------- -------- -------- ----------- ------------- -------- --------- --------- -------- ---------------- --------
Total
transactions
with owners 419 3,527 (22) - - 255 - 15 4,194 - 4,194
Balance at 30
September
2021 7,705 18,437 - 5 - 1,541 72 (21,488) 6,272 (306) 5,966
======== ======== ======== =========== ============= ======== ========= ========= ======== ================ ========
CONSOLIDATED STATEMENT OF EQUITY
FOR THE YEARED 30 SEPTEMBER 2022
Share
Capital Capital based
Share Share Redemption contribution payment Exchange Retained Non-Controlling Total
capital premium Reserve reserve Reserve reserve deficit Total Interests Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1
October 2021 7,705 18,437 5 - 1,541 72 (21,488) 6,272 (306) 5,966
-------- -------- ----------- ------------- -------- --------- --------- -------- ---------------- --------
Loss for the
period - - - - - - (2,258) (2,258) (690) (2,948)
Other
comprehensive
income - - - - - 18 - 18 - 18
Capital
contribution - - - 2,322 - - - 2,322 471 2,793
-------- ----------- ------------- -------- --------- -------- ----------------
Total
comprehensive
income /
(expense) for
the period - - - 2,322 - 18 (2,258) 82 (219) (137)
-------- -------- ----------- ------------- -------- --------- --------- -------- ---------------- --------
Issue of
ordinary shares 360 4,999 - - - - - 5,359 - 5,359
Costs of share
issues - (124) - - - - - (124) - (124)
Share-based
payments - - - - 101 - - 101 - 101
Warrant
exercises - - - - (4) - 4 - - -
Non-controlling
interest
adjustment on
step disposal
of subsidiaries - - - - - - - - 2,590 2,590
Total
transactions
with owners 360 4,875 - - 97 - 4 5,336 2,590 7,926
Balance at 30
September 2022 8,065 23,312 5 2,322 1,638 90 (23,742) 11,690 2,065 13,755
======== ======== =========== ============= ======== ========= ========= ======== ================ ========
CONSOLIDATED STATEMENT OF CASHFLOWS
AS AT 30 SEPTEMBER 2022
2022 2021
GBP'000 GBP'000
Cash flows used in operating activities
Loss for the year from continuing activities (2,948) (623)
Adjustments for:
Fair value adjustments (309) (445)
Share of post-tax losses of equity accounted joint ventures 167 102
Impairment - 156
Disposals of financial assets 245 -
Share-based payment expense 101 270
Foreign exchange differences 11 1
(2,733) (539)
Changes in working capital:
Increase in trade and other receivables (250) (181)
Increase in trade and other payables 477 156
--------- ---------
Net cash used in operating activities (2,506) (564)
--------- ---------
Cash flows from investing activities
Purchase of intangibles (1,530) (528)
Purchase of financial assets at fair value through profit or loss (426) (2,184)
Investment in joint ventures (188) (256)
Proceeds from investment disposals - 261
Purchase of property, plant, and equipment (32) (2)
--------- ---------
Net cash outflows from investing activities (2,176) (2,709)
--------- ---------
Cash flows from financing activities
Proceeds from issue of share capital 3,211 3,679
Shares issued to non-controlling interests by subsidiaries 1,875 -
Issue costs (125) (38)
Net cash inflows from financing activities 4,961 3,641
--------- ---------
Increase in cash and cash equivalents 279 368
Cash and cash equivalents at beginning of year 1,281 913
Cash and cash equivalents at 30 September 1,560 1,281
========= =========
Significant non-cash transactions during the year
During the year ended 30 September 2022 a capital contribution
and corresponding receivable balance of GBP2,793k was recognised in
respect of the value of loans from subsidiary undertakings as part
of a group reorganisation.
During the year, the Group acquired intangible assets, either
directly or indirectly via subsidiary undertakings and investments
in subsidiaries, totalling GBP2,148k via the issue of ordinary
shares.
Included in purchases of intangible assets, is GBP2,590k,
relating to the issue of shares by Golden Metal Resources Plc and
First Development Resources Plc during the year, to non-controlling
interests.
NOTES TO THE CONSOLODATED FINANCIAL STATEMENTS
FOR THE YEARED 30 SEPTEMBER 2022
1. Reporting entity
Power Metal Resources PLC is a public company limited by shares
which is incorporated and domiciled in England and Wales. The
address of the Company's registered office is 201 Temple Chambers,
3-7 Temple Avenue, London EC4Y 0DT. The consolidated financial
statements of the Company as at and for the year ended 30 September
2022 include the Company and its subsidiaries. The Group is
primarily involved in the exploration and exploitation of mineral
resources in Africa, Australia, Canada and the US.
2. Going concern
The financial statements are prepared on a going concern basis.
In assessing whether the going concern assumption is appropriate,
the Directors have considered all relevant available information
about the current and future position of the Group, including
current level of resources, additional funding raised during the
year and post-year-end, and the required level of spending on
exploration and drilling activities. As part of their assessment,
the Directors have also taken into account the ability to raise new
funding whist maintaining an acceptable level of cash flows for the
Group to meet all commitments.
The Directors have stress tested the Group's cash projections,
which involves preserving cash flows and adopting a policy of
minimal cash spending for a period of at least 12 months from the
date of approval of these financial statements. The Directors
believe the measures they have put in place will result in
sufficient working capital and cash flows to continue in
operational existence, assuming that all exploration and drilling
activities are managed carefully and curtailed if necessary. For
the Group to carry out the desired levels of exploration and
drilling activities, the Directors believe that it needs to secure
further funding either from a strategic partner or subsequent
equity raisings in the next financial year, which the Group has
succeeded in completing over recent years. The Group has the
ability to partially dispose of equity investments if required.
Taking these matters in consideration, the Directors continue to
adopt the going concern basis of accounting in the preparation of
the financial statements.
The financial statements do not include the adjustments that
would be required should the going concern basis of preparation no
longer be appropriate.
3. Intangible assets - Prospecting and exploration rights
Rights acquired with subsidiaries are recognised at fair value
at the date of acquisition. Other rights acquired and development
expenditure are recognised at cost.
Exploration and evaluation costs arising following the
application for the legal right, are capitalised on a
project-by-project basis, pending determination of the technical
feasibility and commercial viability of the project. When a project
is deemed not feasible, related costs are expensed as incurred.
Costs incurred include any costs pertaining to technical and
administrative overheads. Administration costs that are not
directly attributable to a specific exploration area are expensed
as incurred, and subsequently capitalised if it is reasonably
certain that a resource will be defined.
Capitalised development expenditure will be measured at cost
less accumulated amortisation and impairment losses.
4. Operating expenses
Operating expenses include: 2022 2021
GBP'000 GBP'000
Staff costs 960 686
Foreign exchange loss 11 14
Share based payment expense 70 249
Loss on disposal 180 770
Auditor's remuneration - audit services 29 27
Auditor's remuneration in respect of the Company amounted to
GBP29,000 (2021: GBP26,500).
5. Intangible assets
Group Prospecting and exploration rights
GBP'000
Cost
As at 30 September 2020 1,126
Reclassification from Investment in Joint Venture 273
Additions 527
Balance at 30 September 2021 1,926
-----------------------------------
As at 30 September 2021 1,926
Reclassification from financial assets 136
Reclassification to assets held for sale (993)
Additions 7,186
Effect of foreign exchange 9
Balance at 30 September 2022 8,264
-----------------------------------
Impairment
As at 30 September 2020 970
Charge 156
-----------------------------------
Balance at 30 September 2021 1,126
As at 30 September 2021 1,126
Balance at 30 September 2022 1,126
-----------------------------------
Net book value
At 30 September 2021 800
-----------------------------------
At 30 September 2022 7,138
===================================
During the year, the Ditau Camp/South Ghanzi Projects, and two
properties held within the Athabasca project were transferred to
held for sale and the Group acquired interests in several other
projects, see below:
2022 2021
GBP'000 GBP'000
Intangible assets
Athabasca Uranium Project 175 3
Authier North Project 115 -
Tati Gold-Nickel Project 359 186
Garfield, Stonewall, Golconda Summit & Pilot Mountain Projects 4,865 83
Ditau Camp/South Ghanzi Projects - 528
Wallal, Braeside West, Selta & Ripon Hill Projects 1,624 -
Total 7,138 800
========= =========
The Directors regularly assess the carrying value of the Group's
assets, including its prospecting and exploitation rights, and
write off any exploration expenditure that they believe to be
irrecoverable.
Athabasca Uranium Project
As at 30 September 2022, the Group held 11 properties covering
780km2 within and surrounding the prolific Athabasca Basin,
including several new property acquisitions and additional staked
ground, secured in the last quarter.
The conditional disposal of two properties held at the Athabasca
project were announced during the year; Reitenbach, in August 2022
and E-12 in November 2022. Work is in process to complete the
transaction through a listing on the London capital markets for the
proposed holding vehicle, Teathers Financial Plc, to be renamed
Uranium Energy Exploration PLC. The two properties have been moved
to assets held for sale in the statement of financial position,
totalling GBP28k.
A detailed update was announced in September 2022 covering a
recently completed exploration programme covering Tait Hill,
Thibault Lake and Clearwater and the launch of hyperspectral remote
sensing review work at Cook Lake and E-12 properties. The update
also included the expansion of the Tait Hill property and the
staking of a new property Badger Lake, which followed on from the
newly staked strategic Durrant Lake property.
Authier North Project
In July 2022, Power Metal decided to proceed into year 2 of the
earn-in to a 100% interest in Authier North following completion
and review of a Property Evaluation Report by Canada-based lithium
geologist. The Authier North Property consists of 15 mineral claims
covering an area of approximately 560 hectares and is prospective
for lithium pegmatites and base metal mineralisation.
It is expected that the ground exploration programme will be
undertaken in Spring 2023 and in the interim, the Company is
considering the commercial options for the project.
Tati Gold-Nickel Project
In August 2022 the Company announced the commencement of RC
drilling at the Tati Gold Project, designed to test the along
strike and down dip extension of quartz reefs associated with the
historical Cherished Hope gold mine. In early September 2022, the
Company announced the completion of 490m of RC drilling over 9
holes and the successful intersection of quartz reef in all holes
drilled, with multiple holes intersecting multiple sub-parallel
quartz reef structures.
Molopo Farms Complex Project
In 2019 Power Metal acquired an equity stake in private company
Kalahari Key Mineral Exploration Pty Limited (KKME), a Botswana
registered exploration company with a 100% interest in the 1,723km2
Molopo Farms Complex Project (MFC) and in the previous financial
year completed an earn-in to a 40% direct project interest.
The company secured a conditional agreement to acquire an
additional 58.7% of shares in project partner KKME as announced on
18 May 2022. This acquisition, conditional on receipt of in-country
regulatory approval, would see Power Metal holding 87.71% of KKME
which will hold 100% of the Molopo Farms Complex Project ("Molopo
Farms") after an appropriate restructuring, also part of the
acquisition. At Molopo Farms, Power Metal is targeting large-scale
nickel-copper-PGE mineralisation.
Overall, the planned drill programme included 5 or 6 holes for a
total of circa 2,600m of diamond drilling, and included two
drillholes into target T1-6, located approximately 530m and 830m
south of original hole K1-6, both designed to intersect the core of
a geophysical conductor target.
Garfield, Stonewall, Golconda Summit and Pilot Mountain
Projects
The Garfield and Stonewall exploration properties in Nevada were
acquired in June 2021, through the Company's wholly owned
operational subsidiary, Golden Metal Resources PLC ("Golden
Metal"). A high-resolution soil geochemical survey was carried out
at the Garfield property during the year with results pending at
year end. The soil survey assay results will help Golden Metal in
targeting additional copper-gold-silver mineralisation.
During the year, a detailed desktop study was undertaken for the
Stonewall project which identified multiple targets for follow up
exploration programmes.
Golden Metal acquired 100% of the Pilot Mountain project during
the year and has commissioned three-dimensional modelling of the
high-resolution induced polarisation geophysics survey data
collected, with results awaited. This is Golden Metal's flagship
project.
Golden Metal is also the operator of the Golconda Summit Project
which is held under an earn-in right from the mineral claim owner
under an option agreement. Recently obtained historical dataset
from a high-resolution geochemical soil survey covering the
entirety of the Golconda Summit Project has highlighted three zones
of strongly anomalous arsenic and gold mineralisation for further
investigation. In addition. rock sample assay results from a
geological mapping and sampling programme over Golconda Summit,
undertaken by Golden Metal's in-country senior geological
consultant, have confirmed strong arsenic (pathfinder for
Carlin-type gold mineralisation) and gold anomalism.
Ditau Camp/South Ghanzi Projects
In September 2020, the Company acquired 50% of four prospecting
licences in Botswana, from Kavango Resources PLC ("Kavango"), held
in a joint operation arrangement in the prior year ended 30
September 2021.
During the year ended 30 September 2022, an agreement was put in
place whereby Kavango would repurchase the 50% held by the Company
on completion of a Prospectus, to be announced by Kavango in Q4
2022. As such, the investment was reclassified as held for sale as
at 30 September 2022, the total of which was GBP965k. The disposal
took place following the year end, see post-year-end section above
for further details.
Wallal Project, Ripon Hills, Braeside Project and Selta
Project
In October 2021, First Development Resources Pty Ltd ("FDR
Pty"), an 100% subsidiary of First Development Resources PLC ("FDR
PLC"), acquired the Wallal licences, located in the Paterson
Province of Western Australia. The Wallal project covers an area of
572km2 and is the Group's primary focus in the region. It is of
particular interest due to several geophysical anomalies which have
been identified following the completion of an in-depth study which
included the reprocessing of historic seismic data along with the
analysis of historic magnetic and gravity geophysical surveys.
FDR PLC also acquired the Ripon Hills and Braeside West Projects
cover a combined area of approximately 300km2. The tenements are
located approximately 250 km southeast of Port Hedland on the
western edge of the Paterson Province in Western Australia. The
projects are located on the western and eastern limbs of the
Oakover Syncline. The area is primarily prospective for manganese,
similar to the nearby Woodie manganese mine, as well as base-metal
and gold mineralisation associated with deep seated north to
north-westerly trending fault structures. These fault structures
have the potential to be conduits for various styles of
hydrothermal mineralisation as evidenced by recent exploration
conducted by ASX listed Rumble Resources Limited on land adjacent
to the Braeside West tenement.
In February 2022, FDR PLC acquired URE Metals Pty Ltd ("URE")
which holds t he Selta Project. The Selta project is located in the
Northern Territory in an area considered highly prospective for
uranium and Rare Earth Element ("REE") mineralisation along with
base and precious metal mineralisation. Numerous companies are
actively exploring within the region. The Selta project is
comprised of three granted exploration licences and covers a total
land area of almost 1,600km2 . The project borders ASX listed
Prodigy Gold and Canadian listed Megawatt Lithium and Battery
Metals Corporation; and is less than 70km northwest of Arafura's
Resources high-grade, world-class Nolans REE deposit.
6. Trade and other receivables
Group 2022 2021
GBP'000 GBP'000
Accounts receivable 123 104
Other receivables 149 19
Prepayments 74 52
---------
Trade and other receivables 346 175
========= =========
7. Share capital
Number of ordinary shares
2022 2021
Ordinary shares in issue at 1 October 1,254,808,787 818,316,542
Issued for cash 137,142,857 422,890,840
Issued in settlement for acquisitions 222,703,277 13,601,405
In issue at 30 September - fully paid (par value 0.1p) 1,614,654,921 1,254,808,787
============== ==============
Number of deferred
shares
2022 2021
Deferred shares in issue at 1 October 3,628,594,957 3,628,594,957
In issue at 30 September 3,628,594,957 3,628,594,957
============== ==============
Ordinary
share capital
2022 2021
GBP'000 GBP'000
Balance at beginning of year 7,705 7,286
Prior Year Adjustment - (19)
Share issues 360 438
Balance at 30 September 8,065 7,705
============== ==============
Share Premium
2022 2021
GBP'000 GBP'000
Balance at beginning of year 18,437 14,910
Prior year adjustment - 19
Share issues 4,999 3,546
Expenses relating to share issues (124) (38)
Balance at 30 September 23,312 18,437
========= =========
The prior year adjustment in 2021 relates to a previous
misallocation between share capital and share premium, relating to
a share issue in the year ended 30 September 2017. GBP19,011 was
incorrectly allocated to share capital and has been rectified in
the year ended 30 September 2021.
All ordinary shares rank equally with regard to the Company's
residual assets.
The holders of ordinary shares are entitled to receive dividends
as declared from time to time and are entitled to one vote per
share at meetings of the Company.
Both classes of deferred shares (Deferred and Deferred A), do
not entitle the holders thereof to receive notice of or attend and
vote at any general meeting of the Company or to receive dividends
or other distributions or to participate in any return on capital
on a winding up unless the assets of the Company are in excess of
GBP1,000,000,000,000. The Company retains the right to purchase the
deferred shares from any shareholder for a consideration of one
penny in aggregate for all that shareholder's deferred shares. As
such, the deferred shares effectively have no value. Share
certificates will not be issued in respect of the deferred
shares.
Issue of ordinary shares
In October 2021, the Company received notices to exercise
warrants over 15,578,947 new ordinary shares of 0.1 pence each in
the Company raising an additional GBP139,842 for the Company. The
warrant shares were issued pursuant to the exercise of 10,000,000
warrants at an exercise price of 1.0 pence per ordinary share,
1,578,947 warrants at an exercise price of 0.75 pence per ordinary
share and 4,000,000 warrants at an exercise price of 0.70 pence per
ordinary share.
In November 2021, Golden Metal acquired a 100% interest in the
Pilot Mountain project, the consideration for which was paid by
Power Metal, including the issue of 48,118,920 new ordinary shares
of 0.1p each at an issue price of 2.5p, equating to GBP1.2m.
In November 2021 the Company acquired 100% of FDR Australia and
the Wallal Main licence currently held within FDR Australia through
the issue of 13,333,333 Power Metal new ordinary shares of 0.1p
each at an issue price of 2.75p and 13,333,333 warrants to acquire
new Ordinary Shares at an exercise price of 4.5p. Additional
Consideration for the 100% acquisition of all other FDR Australia
interests (granted licences and a licence application currently
held by third parties to be transferred into FDR Australia under
the Agreement) of 10,000,000 Power Metal shares at an issue price
of 3.2p and 10,000,000 warrants to acquire new Ordinary Shares at
an exercise price of 5.0p.
In November 2021, the Company raised GBP1,050,000 through the
issue of 60,000,000 new ordinary shares of 0.1p each ("Placing
Shares") at an issue price of 1.75p, the closing mid-market price
on 12 November 2021. Each Placing Share has an attaching warrant to
subscribe for a further new ordinary share of 0.1p each at an
exercise price of 3.5p each with a two-year term from the admission
of the Placing Shares creating 60,000,000 placing warrants.
In November 2021, the Company received notice to exercise
warrants over 1,500,000 new ordinary shares of 0.1 pence each in
the Company, at an exercise price of 0.7 pence per ordinary share,
raising an additional GBP10,500.
In December 2021, the Company received notice to exercise
warrants over 38,500,000 new ordinary shares of 0.1 pence each
raising an additional GBP269,500 for the Company. The Warrant
Shares were issued pursuant to the exercise of 38,500,000 warrants
at an exercise price of 0.7 pence per ordinary share of 0.1 pence
each in the Company.
In January 2022 the Company agreed terms to secure the early
clearance of a Tail Benefit through the payment of GBP50,000 cash
and issue to Thor Mining of 4,000,000 new ordinary shares of 0.1p
each in the Company at an issue price of 2.5p per share.
In January 2022 the Company announced that the two Prospecting
Licences comprising the Tati Project were successfully transferred
into Tati Greenstone Resources Pty Ltd, a wholly owned private
Botswana-based subsidiary of Power Metal. The Company issued
833,333 new ordinary Shares of 0.1p each at an issue price of 3.0
pence per New Ordinary Share. The Company also elected to proceed
with the year 3 exploration spend programme (for the year ending 30
September 2022) and paid a further consideration of GBP50,000, to
the Vendors through the issue of 833,333 New Ordinary Shares at an
issue price of 3.0p each for each licence, resulting in 1,666,666
New Ordinary Shares to be issued.
In February 2022, the Company received a notice to exercise
options over 13,613,929 new ordinary shares of 0.1 pence each at an
exercise price of 1.0 pence per new ordinary share raising an
additional GBP136,139 for the Company.
In February 2022, the Company received a notice to exercise
warrants over 5,000,000 new ordinary shares of 0.1 pence each at an
exercise price of 0.75p per Warrant Share and raising an additional
GBP37,500 for the Company.
In April 2022, the Company received a notice to exercise
warrants over 2,315,789 new ordinary shares of 0.1 pence each at an
exercise price of 0.75p per Warrant Share, raising an additional
GBP17,368 for the Company.
In May 2022, the Company received a notice to exercise warrants
over 6,710,526 new ordinary shares of 0.1 pence each at an exercise
price of 0.75p per Warrant Share, raising an additional GBP50,329
for the Company.
In May 2022 the Company signed an Agreement for the 100%
acquisition of Pardoo Resources Pty Limited by First Development
Resources PLC. The Company issued 398,036 Ordinary Shares at an
issue price of 2.75p and 398,036 Power Metal warrants at an
exercise price of 4.5p.
In June 2022, the Company received a notice to exercise warrants
over 657,895 new ordinary shares of 0.1 pence each at an exercise
price of 0.75p per Warrant Share, raising an additional GBP4,934
for the Company.
In July 2022 the Company received a notice to exercise warrants
over 54,772,304 new ordinary shares, raising an additional
GBP414,865 for the Company. The warrant shares were issued pursuant
to the exercise of 51,022,319 warrants at an exercise price of 0.75
pence per ordinary share and 3,749,985 warrants at an exercise
price of 0.90 pence per ordinary share.
In July 2022 the Company announced an acquisition of additional
uranium properties surrounding the Athabasca Basin in northern
Saskatchewan, Canada. The cost of the Acquisition was GBP88,872
payable as GBP16,158 cash and GBP72,714 through the issue of
5,703,599 new ordinary shares of 0.1p in the Company at an issue
price of 1.275p.
In September 2022 the Company raised GBP800,000 before expenses
through the issue of 57,142,857 new ordinary shares of 0.1p each at
an issue price of 1.4p per share, the closing market price on 2
September 2022. Each share has an attaching warrant to subscribe
for one new ordinary share of 0.1p each at an exercise price of
2.0p with a 12-month term from 19 September 2022 creating
57,142,857 warrants.
In September 2022, the Company raised an additional GBP280,000
before expenses through the issue of 20,000,000 new ordinary shares
of 0.1p each at an issue price of 1.4p per share, the closing
market bid price on 2 September 2022. As above, each share has an
attaching warrant to subscribe for one new ordinary share of 0.1p
each at an exercise price of 2.0p with a 12-month term from 19
September 2022.
8. Earnings per share
Basic and diluted loss per share
The calculation of basic and diluted loss per share is based on
the loss attributable to ordinary shareholders of GBP2,257,872
(2021: GBP591,938), and a weighted average number of ordinary
shares in issue of 1,457,507,624 (2021: 1,079,317,932).
The basic and diluted earnings per share are the same given the
loss for the year, making the outstanding share options and
warrants anti-dilutive.
9. Trade and other payables
Group
2022 2021
GBP'000 GBP'000
Trade payables 686 250
Accrued expenses 164 67
---------
Trade and other payables 850 317
========= =========
Company
2022 2021
GBP'000 GBP'000
Trade payables 329 146
Accrued expenses 164 74
Payable to group undertakings 24 27
--------- ---------
Trade and other payables 517 247
========= =========
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the Company's obligations under Article 17 of MAR.
For further information please visit
https://www.powermetalresources.com/ or contact:
Power Metal Resources plc
Paul Johnson (Chief Executive Officer) +44 (0) 7766 465 617
SP Angel Corporate Finance (Nomad and Joint Broker)
Ewan Leggat/Charlie Bouverat +44 (0) 20 3470 0470
SI Capital Limited (Joint Broker)
Nick Emerson +44 (0) 1483 413 500
First Equity Limited (Joint Broker)
David Cockbill/Jason Robertson +44 (0) 20 7330 1883
NOTES TO EDITORS
Power Metal Resources plc - Background
Power Metal Resources plc (LON:POW) is an AIM listed metals
exploration company which finances and manages global resource
projects and is seeking large scale metal discoveries.
The Company has a principal focus on opportunities offering
district scale potential across a global portfolio including
precious, base and strategic metal exploration in North America,
Africa and Australia.
Project interests range from early-stage greenfield exploration
to later-stage prospects currently subject to drill programmes.
Power Metal will develop projects internally or through
strategic joint ventures until a project becomes ready for disposal
through outright sale or separate listing on a recognised stock
exchange thereby crystallising the value generated from our
internal exploration and development work.
Value generated through disposals will be deployed internally to
drive the Company's growth or may be returned to shareholders
through share buy backs, dividends or in-specie distributions of
assets.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
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Policy.
END
FR LELLBXXLBBBF
(END) Dow Jones Newswires
March 06, 2023 02:00 ET (07:00 GMT)
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