TIDMPREM

RNS Number : 1440O

Premier African Minerals Limited

29 September 2023

29 September 2023

Premier African Minerals Limited

('Premier' or 'the Company')

Unaudited Interim Results for the six months ended 30 June 2023

Chief Executive Statement

Dear Shareholders,

I believe this will be the last time that I potentially report Interim Results that do not include details of cash generative operations. The six months to 30 June 2023 have been difficult and this has been widely reported in various announcements over the past 4 months. The plant did not achieve name plate throughput production as per the original design and our relationship with Canmax Technologies Co. Ltd (" Canmax ") came under severe duress. That said, the outcome in the past month has the hallmarks of setting aside all that disappointment and with the completion of the installation of the RHA mill and restarting operations in the latter part of September 2023, we expect to meet the production target for shipments in November 2023. At the same time, this use of the RHA mill only allows for up to 50% of target production and the supply of a new mill to meet full design throughput is expected ex works in Q4 of 2023. This is expected to be installed and commissioned in early Q1 of 2024 following a two-week installation shutdown that we plan to coincide with the festive break.

The first six months activity of 2023 (the " Period ") has been extensively reported as post financial year end events in our annual financial statements that were released just a few months ago.

Our interim financial statements for the period to 30 June 2023 are attached. Of particular note is the substantially improved financial position of the company.

Financial and Statutory Information

The Group incurred an operating loss of US$7.166 million for the six months ended 30 June 2022. The loss was principally due to the on-going overheads and administration costs associated with the construction, installation and optimisation of the Zulu Lithium mine in Zimbabwe. Cash at hand on 30 June 2023 was $0.231 million.

Premier received continued financial support from its shareholders and Canmax throughout the period.

These interim statements to 30 June 2023 have not been reviewed by the auditors.

Mr. George Roach

Chief Executive Officer

29 September 2023

Forward Looking Statements

Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as "believe", "could", "should", "envisage", "estimate", "intend", "may", "plan", "will" or the negative of those, variations, or comparable expressions, including references to assumptions. These forward looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital, and other expenditures (including the amount, nature, and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors. A number of factors could cause actual results to differ materially from the results discussed in the forward looking statements including risks associated with vulnerability to general economic and business conditions, competition, environmental and other regulatory changes, actions by governmental authorities, the availability of capital markets, reliance on key personnel, uninsured and underinsured losses, and other factors, many of which are beyond the control of the Company. Although any forward looking statements contained in this announcement are based upon what the Directors believe to be reasonable assumptions, the Company cannot assure investors that actual results will be consistent with such forward looking statements.

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018.

The person who arranged the release of this announcement on behalf of the Company was George Roach.

For further information please visit www.premierafricanminerals.com or contact the following:

 
                     Premier African Minerals     Tel: +27 (0) 100 201 
 George Roach         Limited                      281 
 Michael Cornish /   Beaumont Cornish Limited     Tel: +44 (0) 20 7628 
  Roland Cornish      (Nominated Adviser)          3396 
                    ---------------------------  --------------------- 
                                                  Tel: +44 (0) 20 3003 
 Douglas Crippen     CMC Markets UK Plc            8632 
                    ---------------------------  --------------------- 
 Toby Gibbs/Rachel   Shore Capital Stockbrokers   Tel: +44 (0) 20 7408 
  Goldstein           Limited                      4090 
                    ---------------------------  --------------------- 
 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION

EXPRESSED IN US DOLLARS

 
                                                                          31 December 
                                               Six months    Six months 
                                                to            to                 2022 
 EXPRESSED IN US DOLLARS                        30 June       30 June 
                                                  2023          2022        (Audited) 
                                      Notes         $ 000         $ 000         $ 000 
 ASSETS 
 Non-current assets 
 Intangible assets                      4           5,031         4,686         4,739 
 Investments                            5             501         8,342           501 
 Property, plant and equipment          6          43,390         4,345        35,997 
 Loans receivable                       7             243           859             - 
                                                   49,165        18,232        41,237 
                                             ------------  ------------  ------------ 
 Current assets 
 Inventories                                        1,039            21            11 
 Trade and other receivables                          728           373           180 
 Cash and cash equivalents                            231        10,228         9,627 
                                                    1,998        10,622         9,818 
                                             ------------  ------------  ------------ 
 TOTAL ASSETS                                      51,163        28,854        51,055 
                                             ------------  ------------  ------------ 
 
 LIABILITIES 
 Non-current liabilities 
 Provisions - rehabilitation                          362           748           360 
                                                      362           748           360 
                                             ------------  ------------  ------------ 
 Current liabilities 
 Trade and other payables                          38,152         3,989        33,725 
 Borrowings                             8             196           180           180 
                                                   38,348         4,169        33,905 
                                             ------------  ------------  ------------ 
 TOTAL LIABILITIES                                 38,710         4,917        34,265 
                                             ------------  ------------  ------------ 
 
 NET ASSETS                                        12,453        23,937        16,790 
                                             ------------  ------------  ------------ 
 
 EQUITY 
 Share capital                          9          74,305        70,951        70,951 
 Share based payment and warrant 
  reserve                                           3,708         2,366         3,708 
 Revaluation reserve                                  711           711           711 
 Foreign currency translation 
  reserve                                        (13,288)      (13,213)      (13,150) 
 Accumulated loss                                (40,041)      (24,253)      (32,713) 
 Total equity attributed to 
  the owners of the parent company                 25,395        36,562        29,507 
 Non-controlling interest                        (12,942)      (12,625)      (12,717) 
 
 TOTAL EQUITY                                      12,453        23,937        16,790 
                                             ------------  ------------  ------------ 
 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME

EXPRESSED IN US DOLLARS

 
                                                                              31 December 
                                                   Six months    Six months 
                                                    to            to                 2022 
                                                    30 June       30 June 
 Continuing operations                    Notes       2023          2022        (Audited) 
 EXPRESSED IN US DOLLARS                                $ 000         $ 000         $ 000 
 
 Revenue                                                    -             -             - 
 Cost of sales excluding depreciation                       -             -             - 
  and amortisation expense 
 Gross profit / (loss)                                      -             -             - 
 
 Administrative expenses                              (7,166)       (4,890)       (4,622) 
                                                 ------------  ------------  ------------ 
 Operating profit / (loss)                            (7,166)       (4,890)       (4,622) 
 
 Depreciation and amortisation              6           (141)          (15)          (54) 
 Other Income                               9               -             3            34 
 Loss on disposal of property, 
  plant and equipment                                    (11)             -             - 
 Finance charges                                        (231)          (36)             - 
 Impairment loss for investments 
  and loans receivable                                      -             -       (1,161) 
                                                 ------------  ------------  ------------ 
                                                        (383)          (48)       (1,181) 
 
 Profit / (Loss) before income 
  tax                                                 (7,549)       (4,938)       (5,803) 
 Income tax expense                        10               -             -             - 
                                                 ------------  ------------  ------------ 
 Profit / (Loss) from continuing 
  operations                                          (7,549)       (4,938)       (5,803) 
 
 Profit / (Loss) for the year                         (7,549)       (4,938)       (5,803) 
                                                 ------------  ------------  ------------ 
 Other comprehensive income: 
 Items that are or may be reclassified 
  subsequently to profit or loss: 
 Fair Value adjustment on investments                       -             -       (7,841) 
                                                        (142)         (559)       (7,710) 
                                                 ------------  ------------  ------------ 
 Total comprehensive income 
  for the year                                        (7,691)       (5,497)      (13,513) 
                                                 ------------  ------------  ------------ 
 
 Loss attributable to: 
 Owners of the Company                                (7,328)       (4,683)       (5,492) 
 Non-controlling interests                              (221)         (255)         (444) 
                                                      (7,549)       (4,938)       (5,936) 
                                                 ------------  ------------  ------------ 
 
 Total comprehensive income 
  attributable to: 
 Owners of the Company                                (7,465)       (5,076)      (13,134) 
 Non-controlling interests                              (225)         (421)         (512) 
                                                 ------------  ------------  ------------ 
 
 Total comprehensive income 
  for the year                                        (7,690)       (5,497)      (13,646) 
                                                 ------------  ------------  ------------ 
 
 Loss per share attributable to owners of the parent 
  (expressed in US cents) 
 Basic loss per share                      11         (0.035)       (0.041)       (0.042) 
 Diluted loss per share                    11         (0.035)       (0.041)       (0.042) 
 

ONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY

EXPRESSED IN US DOLLARS

 
                     Share     Share   Revaluation       Foreign   Retained          Total   Non-controlling     Total 
                   capital    option       reserve      currency   earnings   attributable   interest("NCI")    equity 
                                 and                 translation                 to owners 
                             warrant                     reserve                 of parent 
                             reserve 
                     $ 000     $ 000         $ 000         $ 000      $ 000          $ 000             $ 000     $ 000 
 At 1 January 
  2022              56,113     2,366           711      (13,217)   (19,512)         26,461          (12,205)    14,256 
 Loss for the 
  period                 -         -             -             -    (4,683)        (4,683)             (255)   (4,938) 
 Other 
  comprehensive 
  income 
  for the 
  period                 -         -             -         (559)          -          (559)             (166)     (725) 
                 ---------                                                                                    -------- 
 Total 
  comprehensive 
  income 
  for the 
  period                 -         -             -         (559)    (4,683)        (5,242)             (421)   (5,663) 
 Transactions 
 with Owners 
 Issue of 
  equity shares     15,782         -             -             -          -         15,782                 -    15,782 
 Share issue 
  costs              (944)         -             -             -          -          (944)                 -     (944) 
 At 30 June 
  2022              70,951     2,366           711      (13,213)   (24,253)         36,057          (12,626)    23,431 
 Loss for the 
  period                 -         -             -             -      (809)          (809)             (189)     (998) 
 Other 
  comprehensive 
  income 
  for the 
  period                 -         -             -            63    (7,651)        (7,588)                98   (7,490) 
                 ---------  --------  ------------  ------------  ---------  -------------                    -------- 
 Total 
  comprehensive 
  income 
  for the 
  period                 -         -             -            63    (8,460)        (8,397)              (91)   (8,488) 
 Transactions 
 with Owners 
 Issue of 
 equity shares           -         -             -             -          -              -                 -         - 
 Share issue 
 costs                   -         -             -             -          -              -                 -         - 
 Share based 
  payments               -     1,342             -             -          -          1,342                 -     1,342 
                 ---------  --------  ------------  ------------  ---------  -------------  ----------------  -------- 
 At 31 December 
  2022              70,951     3,708           711      (13,150)   (32,713)         29,002          (12,717)    16,285 
 Profit / 
  (Loss) for 
  the period             -         -             -             -    (7,328)        (7,328)             (221)   (7,549) 
 Other 
  comprehensive 
  income 
  for the 
  period                 -         -             -         (138)          -          (138)               (4)     (142) 
                 ---------  --------  ------------  ------------  ---------  -------------  ----------------  -------- 
 Total 
  comprehensive 
  income 
  for the 
  period                 -         -             -         (138)    (7,328)        (7,466)             (225)   (7,691) 
 Transactions 
 with Owners 
 Issue of 
  equity shares      4,298         -             -             -          -          4,298                 -     4,298 
 Share issue 
  costs              (944)         -             -             -          -          (944)                 -     (944) 
 At 30 June 
  2023              74,305     3,708           711      (13,288)   (40,041)         24,890          (12,942)    11,948 
                 ---------  --------  ------------  ------------  ---------  -------------  ----------------  -------- 
 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS

EXPRESSED IN US DOLLARS

 
                                                                   31 December 
                                        Six months    Six months 
                                         to            to                 2022 
                                         30 June       30 June 
                                           2023          2022        (Audited) 
                                             $ 000         $ 000         $ 000 
 
 Net cash outflow from operating 
  activities                                 (936)       (1,222)        30,116 
                                      ------------  ------------  ------------ 
 
 Investing activities 
 
 Acquisition of property plant 
  and equipment                           (11,295)       (4,328)      (35,912) 
 Acquisition of intangible assets            (292)             -          (53) 
 Loans advanced                              (243)             -         (302) 
 
 Net cash used in investing 
  activities                              (11,830)       (4,328)      (36,267) 
                                      ------------  ------------  ------------ 
 
 Financing activities 
 Proceeds from borrowings granted               16             -             - 
 Net proceeds from issue of 
  share capital                              3,354        14,838        14,838 
 
 Net cash from financing activities          3,370        14,838        14,838 
                                      ------------  ------------  ------------ 
 
 Net decrease in cash and cash 
  equivalents                              (9,396)         9,288         8,687 
 
 Cash and cash equivalents at 
  beginning of year                          9,627           940           940 
 Net cash and cash equivalents 
  at end of year                               231        10,228         9,627 
                                      ------------  ------------  ------------ 
 

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

   1.    GENERAL INFORMATION 

Premier African Minerals Limited ("Premier" or "the Company"), together with its subsidiaries (the "Group"), was incorporated and domiciled in the Territory of the British Virgin Islands under the BVI Business Companies Act, 2004. The address of the registered office is Craigmuir Chambers, PO Box 71, Road Town, Tortola, British Virgin Islands. Premier's shares were admitted to trading on the London Stock Exchange's AIM market on 10 December 2012.

The Group's operations and principal activities are the mining, development and exploration of mineral reserves, primarily on the African continent. The presentational currency of the condensed consolidated interim financial statements is US Dollars ("$").

   2.    BASIS OF PREPARATION 

These unaudited condensed consolidated interim financial statements for the six months ended 30 June 2023 were approved by the Board and authorised for issue on 29 September 2023.

These interim financial statements have been prepared in accordance with the recognition and measurement principles of the International Financial Reporting Standards ("IFRS") as endorsed by the UK.

The accounting policies applied in the preparation of these consolidated interim financial statements are consistent with the accounting policies applied in the preparation of the consolidated financial statements for the year ended 31 December 2022.

The figures for the six months ended 30 June 2023 and 30 June 2022 are unaudited and do not constitute full accounts. The comparative figures for the year ended 31 December 2022 are extracts from the 2022 audited accounts. The independent auditor's report on the 2022 accounts was unqualified.

Going Concern

The Directors have prepared cash flow forecasts for the next 12 months, taking into account working capital, Zulu revenue and expenditure forecasts for the rest of the Group including overheads and other exploration costs. As previously announced, certain contractors also agreed to collectively accept payment of a limited number of future invoices until the end of December 2023 in new ordinary shares of the Company at the closing middle market price on the day prior to settlement which is included in the forecasts.

The forecasts assume that the Company will commence generating revenue later this calendar year, which the directors believe can be met. In the event that revenue generation is delayed for any reason, the Company may require further funding and, if the Company is unable to obtain additional finance for the Group's working capital and capital expenditure requirements, a material uncertainty may exist which could cast significant doubt on the ability of the Group to continue as a going concern and therefore be unable to realise its assets and settle its liabilities in the normal course of business.

   3.    SEGMENTAL REPORTING 

Segmental information is presented in respect of the information reported to the Directors. The segmental information reports the revenue generating segments of RHA Tungsten Private Limited ("RHA"), that operates the RHA Tungsten Mine, and Zulu Lithium Private Limited ("Zulu"). The RHA segment derives income primarily from the production and sale of wolframite concentrate. All other segments are primarily focused on exploration and on administrative and financing segments. Segmental results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.

As at the reporting date, the company has significant holdings in Zimbabwe. As indicated in the audited annual financial statements, the Zimbabwean government mandated that with effect of 1 March 2019 the only functional currency is the RTGS Dollar. Since the introduction of RTGS Dollars the Zimbabwean inflation rate has gone into hyperinflationary percentages. Hyperinflationary accounting requires a restatement of the local currency assets and liabilities to reflect the effect of the hyperinflation before translating the local currency to the reporting currency. Refer to the audited annual financial statements of 31 December 2022 for more detailed information.

 
                                                                     Exploration 
                                                    RHA Tungsten    Zulu Lithium 
                                                   Mine Zimbabwe        Zimbabwe         Total 
                                    Unallocated          and RHA        and Zulu    continuing 
 By operating segment                 Corporate       Mauritius*       Mauritius    operations 
 June 2023                                $ 000            $ 000           $ 000         $ 000 
 
 Result 
 Revenue                                      -                -               6             - 
 Operating loss / (income)                1,343               46           6,061         7,450 
                                   ------------  ---------------  --------------  ------------ 
 Other income                                 -                -               5             5 
 Fair value movement on 
  investment                                  -                -               -             - 
 Finance charges                            232                -               -           232 
 Impairment of investments 
  and 
  loans receivable                            -                -               -             - 
                                   ------------  ---------------  -------------- 
 Loss before taxation                     1,575               46           6,066         7,687 
                                   ------------  ---------------  --------------  ------------ 
 Assets 
 Exploration and evaluation 
  assets                                    468                -           4,563         5,031 
 Investments                                501                -               -           501 
 Property, plant and equipment               84                -          43,306        43,390 
 Loans receivable                           243                -               -           243 
 Inventories                                  -                -           1,039         1,039 
 Trade and other receivables                  4                5             719           728 
 Cash                                       137                6              88           231 
 Total assets                             1,437               11          49,715        51,163 
                                   ------------  ---------------  --------------  ------------ 
 Liabilities 
 Other financial liabilities                  -                -               -             - 
 Borrowings                               (196)                -               -         (196) 
 Trade and other payables              (37,729)              (7)           (416)      (38,152) 
 Provisions                                   -            (362)               -         (362) 
                                   ------------  ---------------  -------------- 
 Total liabilities                     (37,925)            (369)           (416)      (38,710) 
                                   ------------  ---------------  --------------  ------------ 
 Net (liabilities) /assets             (36,488)            (358)          49,299        12,453 
 
 Other information 
 Depreciation and amortisation                5                -             136           141 
 Property plant and equipment 
  additions                                  70                -          35,981        36,051 
 Costs capitalised to intangible 
  assets                                    345                -               -           345 
 
 
                                                                     Exploration 
                                                    RHA Tungsten    Zulu Lithium 
                                                   Mine Zimbabwe        Zimbabwe         Total 
                                    Unallocated          and RHA        and Zulu     continued 
 By operating segment                 Corporate       Mauritius*       Mauritius    operations 
 June 2022                                $ 000            $ 000           $ 000         $ 000 
 
 Result 
 Revenue                                      -                -               -             - 
 Operating loss / (income)                1,756               47           2,976         4,779 
                                   ------------  ---------------  --------------  ------------ 
 Other income                                 -                -             (3)           (3) 
 Finance charges                              -               18               -            18 
 Reversal of Impairment 
  of Zulu                                     -                -               -             - 
                                   ------------  ---------------  -------------- 
 Loss before taxation                     1,756               65           2,973         4,794 
                                   ------------  ---------------  --------------  ------------ 
 Assets 
 Exploration and evaluation 
  assets                                    108                -           4,563         4,671 
 Investments                              8,312                -               -         8,312 
 Inventories                                  -                1              20            21 
 Trade and other receivables                 26                3             341           370 
 Cash                                    10,005               13             164        10,182 
 Total assets                            19,353               17           9,391        28,761 
                                   ------------  ---------------  --------------  ------------ 
 Liabilities 
 Borrowings                               (180)                -               -         (180) 
 Trade and other payables               (3,975)              (8)               -       (3,983) 
 Provisions                                   -            (380)               -         (380) 
                                   ------------  ---------------  -------------- 
 Total liabilities                      (4,155)            (388)               -       (4,543) 
                                   ------------  ---------------  --------------  ------------ 
 Net assets                              15,198            (371)           9,391        24,218 
 
 Other information 
 Depreciation and amortisation                -                -              15            15 
 Property plant and equipment 
  additions                                   -                -             347           347 
 Costs capitalised to intangible 
  assets                                   (12)                -               -          (12) 
 
 
                                                                                  Exploration 
                                                      RHA Tungsten               Zulu Lithium 
                                                     Mine Zimbabwe                   Zimbabwe                    Total 
 By operating               Unallocated                    and RHA                   and Zulu                continued 
 segment                      Corporate                 Mauritius*                  Mauritius               operations 
 December 2022                    $ 000                      $ 000                      $ 000                    $ 000 
 
 Result 
 Revenue                              -                          -                          -                        - 
 Operating 
  loss / 
  (income)                        3,774                        213                        689                    4,676 
                -----------------------  -------------------------  -------------------------  ----------------------- 
 Other income                         -                          -                       (34)                     (34) 
 Finance 
 charges                              -                          -                          -                        - 
 Impairment of 
  investments 
  and 
  loans 
  receivable                      1,161                          -                          -                    1,161 
 Loss before 
  taxation                        4,935                        213                        655                    5,803 
 Assets 
                -----------------------  -------------------------  ------------------------- 
 Exploration 
  and 
  evaluation 
  assets                            176                          -                      4,563                    4,739 
                -----------------------  -------------------------  -------------------------  ----------------------- 
 Investments                        501                          -                          -                      501 
 Property, 
  plant and 
  equipment                          63                          -                     35,934                   35,997 
 Loans                                -                          -                          -                        - 
 receivable 
 Inventories                          -                          -                         11                       11 
 Trade and 
  other 
  receivables                        65                          3                        112                      180 
 Cash                             9,238                         12                        377                    9,627 
 Total assets                    10,043                         15                     40,997                   51,055 
                -----------------------  -------------------------  -------------------------  ----------------------- 
 Liabilities 
 Other                                -                          -                          -                        - 
 financial 
 liabilities 
 Borrowings                       (180)                          -                          -                    (180) 
 Trade and 
  other 
  payables                     (33,792)                          -                         67                 (33,725) 
 Provisions                           -                      (360)                          -                    (360) 
                -----------------------  -------------------------  ------------------------- 
 Total 
  liabilities                  (33,972)                      (360)                         67                 (34,265) 
                -----------------------  -------------------------  -------------------------  ----------------------- 
 Net assets                    (23,929)                      (345)                     41,064                   16,790 
 
 Other 
 information 
 Depreciation 
  and 
  amortisation                        7                          -                         47                       54 
 Property 
  plant and 
  equipment 
  additions                          70                          -                     35,981                   36,051 
 Costs 
  capitalised 
  to 
  intangible 
  assets                             53                          -                          -                       53 
 

* Represents 100% of the results and financial position of RHA whereas the Group owns 49%.

   4.    INTANGIBLE EXPLORATION AND EVALUATION ASSETS 
 
                                          Exploration 
                                         & Evaluation 
                                               assets    Total 
                                                $ 000    $ 000 
 
 Opening carrying value 1 January 
  2022                                          4,686    4,686 
 Expenditure on Exploration and                     -        - 
  evaluation 
 Reversal of Impairment                             -        - 
 Closing carrying value 30 June 
  2022                                          4,686    4,686 
 Expenditure on Exploration and 
  evaluation                                       53       53 
 Closing carrying value 31 December 
  2022                                          4,739    4,739 
 Expenditure on Exploration and 
  evaluation                                      292      292 
 Closing carrying value 30 June 
  2023                                          5,031    5,031 
                                       --------------  ------- 
 
   5.    INVESTMENTS 
 
                                     Vortex   Manganese     Total 
                                          / 
                                   ( Circum    Namibian 
                                   Minerals    Holdings 
                                          ) 
                                      $ 000       $ 000     $ 000 
 Available-for-sale: 
 Closing carrying 31 December 
  2021                                6,263       2,079     8,342 
 Shares acquired                          -           -         - 
 Closing carrying 30 June 2022        6,263       2,079     8,342 
 Shares acquired                          -           -         - 
 Impairment of investments          (5,762)     (2,079)   (7,841) 
 Closing carrying 31 December 
  2022                                  501           -       501 
 Shares acquired                          -           -         - 
 Closing carrying 30 June 2023          501           -       501 
                                  ---------  ----------  -------- 
 
 
 Reconciliation of movements in 
  investments 
 Carrying value at 31 December 
  2020                                6,263       2,079     8,342 
 Acquisition at fair value                -           -         - 
 Carrying value at 30 June 2022       6,263       2,079     8,342 
 Acquisition at fair value                -           -         - 
 Impairment of investments          (5,762)     (2,079)   (7,841) 
 Carrying value at 31 December 
  2022 and 30 June 2023                 501           -       501 
                                  ---------  ----------  -------- 
 

During the six months ended 30 June 2022, Premier sold its shares in Circum Minerals Limited ("Circum"), together with other minority shareholders, to Vortex Limited ("Vortex") in exchange for an equal value investment in Vortex. Premier's investment in Vortex / Circum was designated as FVOCI. As such the investment is required to be measured at fair value at each reporting date. As Vortex / Circum is unlisted there are no quoted market prices. The fair value of Vortex shares was derived using the previous issue price of Circum shares and validating it against the most recent placing price on 11 May 2021. The shares are considered to be level 3 financial assets under the IFRS 13 categorisation of fair value measurements. Premier continues to hold 5 010 333 shares in Vortex / Circum currently valued in total at $0.501 million.

Premier's investment in MN Holdings Limited ('MNH') is classified as an FVOCI as such is required to be measured at fair value at the reporting date. As MNH is unlisted there are no quoted market prices. The Fair value of the MNH shares as at 30 June 2023 and 31 December 2022 was based on most recent unaudited financial statements of MNH. These financial statements showed significant operating losses. Accordingly, Premier's investment in MNH has been fully impaired as at 31 December 2022.

   6.    PROPERTY, PLANT AND EQUIPMENT 
 
                                 Mine Development            Plant     Land and             Capital     Total 
                                                     and Equipment    Buildings    Work-in-Progress 
                                            $ 000            $ 000        $ 000               $ 000     $ 000 
 Cost 
 At 1 January 2022                            895            2,812           41                   -     3,748 
 Foreign Currency Translation 
  effect                                        -            4,229                                -     4,229 
 Additions                                      -                -                                -         - 
 At 30 June 2022                              895            7,041           41                   -     7,977 
 Foreign Currency Translation 
  effect                                    (122)          (3,790)          219                   -   (3,693) 
 Transfer from Capital                          -                -            -                   -         - 
  Work in Progress 
 Additions                                      -              206           15              34,956    35,177 
 At 31 December 2022                          773            3,457          275              34,956    39,461 
 Foreign Currency Translation 
  effect                                    8,140            3,711        1,394                   -    13,245 
 Additions                                      -            4,328            -               6,967    11,295 
 At 30 June 2023                            8,913           11,496        1,669              41,923    64,001 
                                -----------------  ---------------  -----------  ------------------  -------- 
 
 Accumulated Depreciation 
  and Impairment Losses 
 At 1 January 2022                            895            2,687           27                   -     3,609 
 Foreign Currency Translation 
  effect                                        -               22            1                   -        23 
 Charge for the year                            -                -            -                   -         - 
 At 30 June 2022                              895            2,709           28                   -     3,632 
 Exchange differences                       (122)             (32)         (14)                   -     (168) 
 Charge for the year                            -                -            -                   -         - 
 At 31 December 2022                          773            2,677           14                   -     3,464 
 Foreign Currency Translation 
  effect                                    8,140            7,562        1,430                   -    17,132 
 Charge for the year                            -               15            -                   -        15 
 At 30 June 2023                            8,913           10,254        1,444                   -    20,611 
                                -----------------  ---------------  -----------  ------------------  -------- 
 
 Net Book Value 
 At 30 June 2022                                -            4,332           13                   -     4,345 
 At 31 December 2022                            -              780          261              34,956    35,997 
 At 30 June 2023                                -            1,242          225              41,923    43,390 
 
   7.    LOANS RECEIVABLE 
 
                                                              31 December 
                                   Six months    Six months 
                                           to            to          2022 
                                      30 June       30 June 
                                         2023          2022     (Audited) 
                                        $ 000         $ 000         $ 000 
 
 Outback Investments (Pty) Ltd              -           414             - 
 Otjozondu Mining (Pty) Ltd                 -           445             - 
 Vortex Limited                           243             -             - 
                                          243           859             - 
                                 ------------  ------------  ------------ 
 
 Reconciliation of movement in 
  loans receivable 
 As at 1 January                            -             -             - 
 Loans advanced                           243           859           859 
 Repayment                                  -             -             - 
 Accrued interest                           -             -             - 
 Impairment of loans advanced               -             -         (859) 
 Total                                    243           859             - 
                                 ------------  ------------  ------------ 
 
 Current                                  243           859             - 
 Non-current                                -             -             - 
                                          243           859             - 
                                 ------------  ------------  ------------ 
 

The above loans to Outback Investments (Pty) Ltd and Otjozondu Mining (Pty) Ltd were made to a subsidiary and a related party of MN Holdings (Pty) Ltd ("MNH") and were held at amortised cost. The loans were fully impaired as at 31 December 2022.

The purpose of the Outback Investments Pty Ltd loan was to enable MNH to lease and acquire the remaining extent of the Ebenezer No 377 Farm which contains untreated tailings facilities from the Purity Mining Project as announced on the 8(th) of July 2019. The loan will be forgiven following the uninterrupted use of the farmland for the treatment of the tailing facilities for a period of up to 10 years. During this period Premier has rights to these tailings facilities. The loan is interest free. The loan is only repayable upon default by Outback Investments.

The loan to Otjozondu Mining (Pty) Ltd was to assist with funding the day-to-day operations and is in accordance with the announcement dated of 31 August 2021. Premier provided a loan of $265,000 which bears interest of 20% and is repayable in instalments of $25,000 per shipment of manganese shipped from Namibia. The balance of $180,000 has been provided interest free as it is linked to the loan from Neil Herbert, further details of which are set out in note 8 below.

   8.    BORROWINGS 
 
                                                               31 December 
                                    Six months    Six months 
                                            to            to          2022 
                                       30 June       30 June 
                                          2023          2022     (Audited) 
                                         $ 000         $ 000         $ 000 
 
 Loan - joint venture partner - 
  Li3 Lithium Corp                          16             -             - 
 Loan - Neil Herbert                       180           180           180 
                                           196           180           180 
                                  ------------  ------------  ------------ 
 
 
                                                                    31 December 
                                         Six months    Six months 
                                                 to            to          2022 
                                            30 June       30 June 
                                               2023          2022     (Audited) 
                                              $ 000         $ 000         $ 000 
 
 Reconciliation of movement in 
  borrowings 
 As at 1 January                                180           180           180 
 Investment by joint venture partner 
  - Li3 Lithium Corp                             16             -             - 
 Loans received                                   -             -             - 
 Accrued interest                                 -             -             - 
                                       ------------                ------------ 
 Total                                          196           180           180 
                                       ------------  ------------  ------------ 
 
 Current                                        196           180           180 
 Non-current                                      -             -             - 
                                                196           180           180 
                                       ------------  ------------  ------------ 
 

Borrowings comprise loans from a related party and a non-related party.

Neil Herbert, a former director of the Company, made available a loan of US$180,000 to the Company in August 2021. Under the terms of the Director Loan, the loan is both unsecured and will not attract any interest and is repayable in full by the Company on the signing of a new off-take agreement at Otoconium. The purpose of the Director Loan was to provide funding to Premier to allow an amendment to the Otoconium Loan while Premier, acting collectively with Otoconium, looked to secure the best possible off-take funding package.

At 30 June 2023 the off-take funding had not been secured and Mr. Herbert has agreed to the deferment of the repayment of the loan until such off-take agreement has been secured.

Premier entered into a joint venture agreement with Li3 Lithium Corp (Li3) for the purpose of prospecting for additional lithium bearing ore in Zimbabwe. The net investment by Li3 represents the net amount due to Li3 after apportioning all expenses and amounts invested by both Premier and Li3.

   9.    SHARE CAPITAL 

Authorised share capital

The total number of voting rights in the Company on the 30 June 2023 was 22,836,049,123.

Issued share capital

 
                                             Number 
                                          of Shares    Value 
                                               '000    $ 000 
                                        -----------  ------- 
 As at 1 January 2022                    19,418,009   59,432 
 
 Shares issued for direct Investment      3,000,000   15,782 
                                        -----------  ------- 
 As at 30 June 2022                      22,418,009   75,214 
 
 Shares issued for direct Investment              -        - 
 As at 31 December 2022                  22,418,009   75,214 
 
 Exercise of options                        161,877      687 
 Shares issued for direct Investment        190,216     2722 
 Shares issued for direct Investment         65,947      889 
 
 As at 30 June 2023                      22,836,049   79,512 
                                        -----------  ------- 
 
 
 Reconciliation to balances as stated in the consolidated 
  statement of financial position 
 
                                         Issued    Share Issue       Share 
                                                                   Capital 
                                  Share Capital          Costs     (Net of 
                                                                    Costs) 
                                         $ '000         $ '000      $ '000 
 
 As at 31 December 2021 - 
  Audited                                59,432        (3,319)      56,113 
 Shares issued                           15,782          (944)      14,838 
 As at 30 June 2022                      75,214        (4,263)      70,951 
 Shares issued                                -              -           - 
 As at 31 December 2022 - 
  Audited                                75,214        (4,263)      70,951 
 Shares issued                            4,298          (944)       3,354 
 As at 30 June 2023                      79,512        (5,207)      74,305 
                              -----------------  -------------  ---------- 
 

10. OTHER INCOME

 
                                                               31 December 
                                    Six months    Six months 
                                            to            to          2022 
                                       30 June       30 June 
                                          2023          2022     (Audited) 
                                         $ 000         $ 000         $ 000 
 
 (Loss) / Profit on disposal of 
  PPE                                     (11)             3             - 
 Reversal of prescribed debt                 -             -             - 
                                          (11)             3             - 
                                  ------------  ------------  ------------ 
 

11. FOREIGN EXCHANGE GAINS AND LOSSES

As indicated in note 3. Segmental Reporting, the company has significant holdings in Zimbabwe. With effect from the 1(st) of March 2019, the Zimbabwean government mandated that the only functional currency is RTGS Dollar. Since the introduction of RTGS Dollar the currency has devalued from the introductory rate of

RTGS Dollar 1: US$ 1 to RTGS Dollar 5,739.7961 at 30 June 2023 (RTGS Dollar 370.9646 at 30 June 2022). This currency has continued to devalue. As defined in IAS29, the Zimbabwean economy is considered to be hyperinflationary. As most of the group's Zimbabwean assets have been impaired the result in liabilities are adjusted for the hyperinflationary effect. This leads to a net gain on translation into the reporting currency. For further information refer to the audited financial statement of 31 December 2022.

12. TAXATION

There is no taxation charge for the period ended 30 June 2023 (30 June 2022 and 31 December 2022: Nil) because the Group is registered in the British Virgin Islands where no corporate taxes or capital gains tax are charged. However, the Group may be liable for taxes in the jurisdictions of the underlying operations.

The Group has incurred tax losses in Zimbabwe; however, a deferred tax asset has not been recognised in the accounts due to the unpredictability of future profit streams.

The Group operates across different geographical regions and is required to comply with tax legislation in various jurisdictions. The determination of the Group's tax is based on interpretations applied in terms of the respective tax legislations and may be subject to periodic challenges by tax authorities which may give rise to tax exposures.

13. LOSS PER SHARE

The calculation of loss per share is based on the loss after taxation attributable to the owners of the parent divided by the weighted average number of shares in issue during each period.

 
                                                                  31 December 
                                       Six months    Six months 
                                               to            to          2022 
                                          30 June       30 June 
                                             2023          2022     (Audited) 
                                      (Unaudited)   (Unaudited)     (Audited) 
 
                                           $ '000        $ '000        $ '000 
 
 Net profit / (loss) attributable 
  to owners of the company ($'000)        (7,328)       (4,683)       (5,492) 
 
 Weighted average number of Ordinary Shares 
  in calculating 
 basic earnings per share ('000)       20,959,445    11,455,420    13,167,281 
 
 Basic earnings / (loss) per share 
  (US cents)                              (0.035)       (0.041)       (0.042) 
 

As the Group incurred a loss for the period, there is no dilutive effect from the share options and warrants in issue or the shares issued after the reporting date.

14. EVENTS AFTER THE REPORTING DATE

Offtake and Prepayment Agreement

On 15 August 2023, the Company agreed with Canmax to amend and restate the Offtake and Prepayment Agreement which the parties had previously agreed in August 2022 ("Amended Agreement"). The Amended Agreement restored the working arrangements between Premier and Canmax and the Force Majeure and default notices were withdrawn by the respective parties. The major and essential elements of the Amended Agreement remained the same as the original agreement entered into in August 2022, save that the parties agreed:

 
      -   A revised Product supply schedule in respect of the 
           prepayment of US$34.6 million plus; and 
      -   A revised hybrid pricing agreement with the payment 
           for SC6 supplied by Premier based on the SC6 price 
           and a profit share whereby Premier and Canmax will 
           share in the profit from production by Canmax of Lithium 
           Hydroxide from SC6 supplied by Premier. 
 

Director Loan

On 21 July 2023, the Company announced that it had agreed an unsecured GBP1.7 million Loan Facility Agreement with George Roach ("Facility"). On 9 August 2023, Premier and George Roach agreed to vary the Facility by increasing the size of the Facility from GBP1.7 million to GBP2 million and to waive any interest on a repayment by Premier of the Facility in cash ("Amended Facility"). Premier and the Lender further agreed that Premier would make one request of a draw-down under the Amended Facility in the amount of GBP2 million.

On 18 August 2023, Premier announced that the Company had received total net proceeds of GBP1,708,532.51 from the sales of 370,000,000 Premier Ordinary Shares by George Roach at an average price 0.4513 pence per share, in accordance with the Facility. The Company and George Roach agreed that no further shares would be sold by George Roach under the Facility and that, upon settlement of the repayment of the existing amounts outstanding under the Facility by the issue of the new Premier Ordinary Shares, the Facility would be terminated with immediate effect.

Funding

On 25 August 2023, the Company announced a placing and subscription to raise GBP4 million before expenses at an issue price of 0.35 pence per new ordinary share for the ongoing Zulu Pilot Optimisation.

On 30 August 2023, the Company announced a conditional subscription for new ordinary shares by Canmax to raise GBP5 million before expenses at an issue price of 0.35 pence per new ordinary share for the ongoing Zulu Pilot Optimisation.

ENDS

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September 29, 2023 02:00 ET (06:00 GMT)

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