TIDMGLR

RNS Number : 5168N

Galileo Resources PLC

30 September 2021

30 September 2021

Galileo Resources Plc

("Galileo" or the "Company" or the "Group")

Audited Results for the year ended 31 March 2021

Galileo (AIM: GLR), the exploration and development mining company, announces its audited results for the year ended 31 March 2021.

Highlights for the period under review

-- In June 2020, the Company raised GBP990,000 before expenses to advance its operations in Botswana and Zambia

-- Galileo agreed an optimal arrangement ("Arrangement") with BMR to assume the rights to BMR's Mauritian subsidiary, Enviro Mining Limited ("EML") and its wholly-owned Zambian subsidiaries, which include, amongst other things the title to licences for Star Zinc and Kashitu (zinc willemite) projects. The Arrangement, which is subject to Zambian Ministry ("ZM") approval, is for nil consideration since the Company has earned-in 100% rights to the two projects

-- On 25 November 2020 Galileo announced that it had signed a marketing agreement with Zopco S.A. ("ZopCo") in relation to the potential sale of zinc willemite ore from the group's 95% owned Star Zinc project. Zopco is a Geneva based independent trading company focussed on non-ferrous metals and concentrates

-- In relation to the Glenover phosphate and rare earth project in South Africa the final TSF design report was completed by Golder in November 2020 and has been submitted to the DWS for its RoD

-- Glenover continued to identify potential investors in the Glenover project and initiated preliminary discussions, which are ongoing

-- Galileo acquired 100% of Botswana- incorporated Crocus-Serv (Pty) Ltd ("Crocus"), whose assets comprise 21 copper and nickel-PGE (Platinum Group Elements) exploration Prospecting Licences ("PLs") in the highly prospective Kalahari Copper Belt ("KCB") and the Limpopo Mobile Belt ("LMB") in western and eastern Botswana respectively. The consideration of GBP163,020 for the acquisition comprised the issue of a total 38,814,246 new Galileo ordinary shares of 0.1p at 0.42p each and a separate cash payment of GBP10,828

   --    The Company commenced development of an exploration programme for the KCB properties 

-- The Company's subsidiary, Crocus, submitted, in terms of the Botswana Environmental Assessment Act (2011), a draft environmental management plan ("EMP") for the KCB project to the Department of Environmental Affairs ("DEA") Botswana for review

-- In September 2020 Galileo announced a further agreement to acquire 100% of Africibum Co (Pty) Ltd, and its interest in five prospecting licences and two prospecting licence applications in the Kalahari Copper Belt in Botswana

-- The Africibum licences include the Quirinus copper-silver prospect with historic shallow drill intercepts in a three-hole RC drilling programme which include 4m @ 1.7% Cu, 13g/t Ag and 6m @ 0.9% Cu, 14g/t Ag. The intercepts occur within a series of copper-in-soil anomalies that extend for 13.4km in total, much of it untested. The Quirinus prospect lies within 15km of major copper-silver discoveries, part of Cupric Canyon Capital's Khoemacau Project

-- In January 2021, Galileo announced the sale of 9 Kalahari Copper belt licences for US$3 million to ASX listed Sandfire Resources Ltd ("Sandfire"). The sale includes a first right of refusal in relation to the acquisition of 15 KCB licenses being retained by the Company as well as an exploration commitment by Sandfire to spend US$4 million on the 9 included licenses

-- On 3 March 2021 Galileo announced it entered into a conditional agreement with Siege Mining Limited ("Siege") in relation to the ceding of ownership and operation of the Star Zinc Project for US$750,000 and an ongoing royalty interest

-- At Kashitu the Company reported that it was planning an exploration programme for 2021 with the primary objective of developing a resource for the supply to a nearby refinery and / or the raw ore export market

-- T he Group reported earnings of GBP99,122 which includes a gain on bargain purchase price through business combinations of GBP1,569,776 (2020: loss of GBP642,188) before and after taxation

   --    Basic earnings of 0.01 pence (2020: loss of 0.14 pence) per share 

Highlights post the period under review

-- On 1 June 2021, the Company announced a placing to raise approximately GBP2,000,000 (before expenses) through the issuance of 133,666,664 new ordinary shares at a placing price of 1.5p per share

-- The Company reported on the results of the interpretation work on the airborne geophysical survey data over prospecting licences PL40 and PL39 in Botswana. Several targets were identified for drill testing and a contract was signed with a local drilling company to commence a drill programme in May 2021

-- On 16 September 2021, the Company reported that all the conditions precedent had been met in relation to its conditional licence sale agreement with ASX listed Sandfire entered into in January 2021. As at the date of this report, the Group had received US$1.5M in cash for the 9 Kalahari Copper Belt licences being sold

-- In June 2021, Glenover received confirmation that DWS had approved their tailings facility design and waste management plan, and NNR has approved its nuclear license. Glenover is now in the process of securing a guarantee for environmental remediation

Notice of Annual General Meeting

Notice is hereby given that the Annual General Meeting of Galileo will be held at Fladgate LLP, 16 Great Queen Street, London, WC2B 5DG on 25 October 2021 at 1:00 p.m.

Resolution 9 contained in the Notice of AGM is as follows:

"Resolution number 9

This resolution seeks Shareholder approval to authorise the Company to issue 17,358,363 shares ("Fee Shares") to settle contractually accrued but unpaid fees due to directors and consultants in respect of the period from March 2018 to March 2021, amounting to GBP118,750 (the "Accrued Fees") .

At the Company's AGMs held in 2018, 2019 and 2020 the Shareholders authorised the Company, at its discretion, to issue shares to directors, management, and consultants in lieu of deferred remuneration, fees and allowances over a period. Therefore the Company already has authority to issue the Fee Shares for the Accrued Fees but given the delay in issuing the Fee Shares primarily due to closed periods, it is as a matter of good corporate governance seeking authority to issue the Fee Shares.

The Accrued Fees includes accrued fees owed to directors totalling GBP106,250 (GBP65,000 owed to Mr Bird and GBP41,250 to Mr Wollenberg). The directors had suggested and the Board agreed to defer settlement of their Accrued Fees to preserve the Company's cash resources in order to continue the implementation of the Company's strategy on the understanding that the Accrued Fees would be settled in shares with the number of shares to be issued to be calculated on the basis of the Volume Weighted Average Price ("VWAP") for the quarter in which the Accrued Fees were due to be paid. Accordingly, in 2018, 2019 2020 and 2021 the appropriate number of Fee Shares was calculated at the end of the relevant quarter using the VWAP for the quarter as summarised in the table below:

 
 
                          Period of                  Issue price of      New Shares 
Person                 Accrued Fees   Accrued Fees       New Shares    to be issued 
                      Q4 2018 to Q4 
Colin Bird                     2020      GBP65,000      0.615 pence      10,570,862 
                      Q2 2018 to Q4 
Richard Wollenberg             2020      GBP41,250      0.705 pence       5,854,170 
                      Q4 2020 to Q1 
Consultant                     2021      GBP12,500       1.34 pence         933,331 
 

The Company's closing share price on 29 September 2021 the last practical date prior to the issue this notice was 1.275 pence per share. If Shareholder approval is not obtained to Resolution 9, the Accrued Fees will still be due and will be paid in cash to the directors and consultant to whom the Accrued Fees are due."

The proposal set out above and as Resolution 9 in the Notice of Meeting is a related party transaction as defined by AIM Rule 13 of the AIM Rules for Companies. Accordingly, the Independent Directors (being the Directors with the exception of Colin Bird and Richard Wollenberg) consider that, having consulted with the Company's Nominated Adviser, the terms of the proposal are fair and reasonable insofar as the Company's shareholders are concerned. In coming to this decision, the Independent Directors have considered their preference for issuing shares as opposed to settling accrued fees in cash thereby preserving the Company's cash resources, that Shareholders have previously approved a Resolution to issue accrued Director's fees in shares using this pricing mechanism and that this Resolution, should it be approved by Shareholders, resolves a long standing Company creditor.

A copy of this announcement is available on the Company's website www.galileoresources.com along with a copy of the Annual Report and Notice of AGM, both of which are being posted to shareholders.

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014, as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

You can also follow Galileo on Twitter: @GalileoResource.

 
 For further information, 
  please contact: Colin Bird,     Tel +44 (0) 20 7581 4477 
  Chairman 
 
 Beaumont Cornish Limited 
  - Nomad                         Tel +44 (0) 20 7628 3396 
  Roland Cornish 
 Novum Securities Limited 
  - Broker                        Tel +44 (0) 20 7399 9400 
  Colin Rowbury/Jon Belliss 
 Shard Capital Partners LLP 
  -Joint Broker 
 
   Damon Heath                                                        Tel +44 (0) 20 7186 9952 

Chairman's report

Dear Shareholder,

The year under review has been challenging for the world in general, but Galileo has maintained its momentum despite all of the problems received from COVID-19 pandemic. Remote communications and logistic difficulties have been our main challenge. I am pleased to report that none of our team has suffered ill effect from the COVID-19 health crisis.

Kalahari Copperbelt: Botswana

On the 7(th) of May 2020, we announced a major copper exploration acquisition in the Kalahari Copperbelt in Botswana, which consisted of 21 exploration licences, totalling some 15,000km(2) in the Northern region of the belt. The areas acquired are in relatively close proximity to mining areas being developed by Sandfire Resources and Cupric Canyon Resources.

In August 2020 we commenced planning and execution of an heliborne electromagnetic geophysics programme together with a reconnaissance soil sampling survey. The programme was carried out over four licences PL250 and PL251, as well as PL40 and PL39 and results received from the flying indicated an environment potentially conducive to Kalahari style copper mineralisation.

In October 2020, we acquired five further licences by acquiring Africibum Co Pty Ltd, which again are very prospective in that some of the licences had previous reconnaissance drilling, which intercepted mineralisation, typical for that part of the Kalahari Copperbelt.

In late January 2021, we announced a conditional licence sale agreement with Sandfire Resources, an Australian listed company. The agreement is for the transfer of certain licences of potentially strategic value to Sandfire for a settlement of US$3 million, half in Sandfire shares and half in cash. The agreement requires Sandfire to incur exploration expenditure of US$4 million within two years of settlement and thereafter, if success is achieved in reporting an ore reserve under the JORC Code 2012 which exceeds 200,000 tonnes of contained copper, Galileo will be due a success payment in the range of US$10 million to US$80 million.

On 16 September 2021, we announced that all the conditions precedent had been met in relation to the sale agreement with Sandfire and at the date of this report, the Company had received US$1.5M in cash for the 9 Kalahari Copper Belt licences being sold.

Sandfire Resources is a successful Australian copper and gold producing company with a market capitalisation of over A$1 billion and a large and successful operation in Botswana where they have recently been awarded a mining licence and we look forward to our association with them.

Star Zinc: Zambia

During the period under review, we advanced discussions and licencing activities for the Star Zinc Project in Lusaka, Zambia. The area of the high grade willemite mineralisation is well defined and suitable for small scale mining activities. The potential mine, however, is in the midst of a very rapidly developing municipality and the activities associated with mining and processing in such circumstances requires a close relationship with the community and a strong local presence. Taking this into account we considered that a conditional agreement with Siege Mining was the best route to developing the property as this provides for the ownership and operational responsibilities to be assumed by a Zambian mining company, whilst the Company can still participate in the future success of the Star Zinc Project. The arrangement reached with Siege, involves an initial US$50,000 payment and US$700,000 thereafter against certain deliverables, after which the Company receives a turnover based royalty.

Preliminary mining has commenced and trial shipments of willemite ore are currently on the ocean and will be tested for suitability shortly.

Kashitu Project: Zambia

The Company is currently assessing a work programme for the Kashitu Project, located 6km from the Sable Zinc Refinery in Zambia. Desk research has indicated the potential for a significant near surface resource of veined willemite. At the time of writing the Company is designing a drill programme to test quantity and grade of the willemite showings.

Glenover Project: South Africa

The Glenover Project in South Africa, which contains rare earth stockpiles and primary rare earth potential, has attracted the interest of a number of potential partners and acquirers, with one company being particularly interested in the entire proposition. Major test work has been carried out on the orebody and stockpiles to assess the potential and processing complexities to include fertilizer production materials, vermiculite and, of course, rare earths.

During the period under review, we have seen renewed interest in the production of non-Chinese rare earth production and the overall value of the project may have increased and could increase further should the interest be maintained.

The potential to conclude a commercial arrangement for part or all of the property exists for the 4(th) quarter of 2021. All of the test work carried out under the period under review belongs to Glenover and as such we have a strong platform to develop one or more of the opportunities from a much stronger test work basis.

Ferber Project: Nevada USA

Whilst limited work has been carried out at the Ferber Project, Nevada, USA, we have renewed our licences and intend to carry out reconnaissance exploration before year end. We feel this is prudent in the light of future forecasts for copper and gold, both of which has been evidenced at the property.

Prospects

The Galileo portfolio of projects are all at an interesting stage, in good jurisdictions and in commodities which are forecasted to show strong price growth, particularly copper.

We are very excited about our position in Botswana and feel the propensity for success is very high, compared to our peers. Since the commencement of the year, finance has been available for IPOs and secondary placings at a level not witnessed for many years and as such your Company is relatively well funded to meet its exploration obligations and requirements.

At the time of writing there exist many major geopolitical, trade and health threats facing the world and I am not convinced that the buoyant stock markets can be maintained against all of the threats, notwithstanding the spectre of inflation looming around the corner. Against all of these uncertainties the Company will use best endeavours to deploy its cash resourcefully, whilst being mindful of the fact that next year might present a very different mining investment climate.

Uncertainty generally brings extreme caution, but your Board remains of the view, that the opportunities presented by the global warming prevention requirements are tantamount to an industrial revolution and that copper will become the oil of the early 1970s. Against all this we remain motivated to increase our copper portfolio to be in the right place when the acquisition frenzy inevitably commences, which we expect to be during 2023.

I would like to thank my fellow directors, management, and employees for the efforts during the year under review and repeat my assertion that the Company has a broad-based portfolio, anyone of which constituents could return a significant enhanced value to shareholders.

In conclusion, I would like to thank the shareholders for their support during the year and assure all that the team will employ best efforts to produce the returns expected from a venture capital market.

Colin Bird

Chairman

CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR THE PERIODED 31 March 2021

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 March 2021

 
                                                  31 March          31 March 
Figures in pound sterling                           2021             2020 
====================================   ====================  =============== 
 
  A s sets 
Non- current assets 
Intangible assets                                 2,114,817        3,348,019 
In v estment in joint ventur es                   1,979,640        1,834,710 
L oans to joint ventur e s, associa 
 t es, and subsidiaries                             345,684          291,442 
Other financial assets                              373,521          344,522 
                                       ====================  =============== 
                                                  4,813,662        5,818,693 
                                       ====================  =============== 
C urrent assets 
T r ade and other receivables                         1,359            2,228 
Cash and cash equivalents                         1,392,955          356,485 
                                       ====================  =============== 
                                                  1,394,314          358,713 
                                       ====================  =============== 
Assets held for sale                              3,952,786                - 
====================================   ====================  =============== 
T o tal assets                                   10,160,763        6,177,406 
=====================================  ====================  =============== 
E quity and liabilities 
E quity 
Share capital                                    29,705,244       26,469,319 
Re serv es                                          837,700          621,131 
Ac cumula ted loss                             (21,124,916)     (21,222,788) 
                                       ====================  =============== 
                                                  9,408,028        5,867,662 
                                       ====================  =============== 
Liabilities 
Non- current liabilities 
Other financial liabilities                               5                5 
Deferred tax                                        425,813                - 
                                       --------------------  --------------- 
                                                    425,818                5 
                                       --------------------  --------------- 
C urrent liabilities 
T r ade and other pa yables                         326,916          309,738 
                                       ====================  =============== 
T o tal liabilities                                 752,735          309,743 
                                       ====================  =============== 
T o tal equity and liabilities                   10,160,763        6,177,406 
=====================================  ====================  =============== 
 

These financial statements were approved by the directors and authorised f or issue on 29 September 2021 and are signed on their behalf by:

Colin Bird

   C ompany   number: 05679987 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARED 31 March 2021

 
Figures in pound                                                   31 March         31 March 
 sterling                                                              2021             2020 
--------------------------------------------  ------------  ---------------  --------------- 
Oper ating expenses                                             (1,472,816)        (630,384) 
                                                            ---------------  --------------- 
Oper ating loss                                                 (1,472,816)        (630,384) 
In v estment revenue                                                      -                2 
Gain on bargain purchase through business 
 combinations                                                     1,569,776                - 
Loss from equity accounted in v estments                            (9,088)         (11,806) 
                                                            ===============  =============== 
Profit/(L oss) for the y ear                                         87,872        (642,188) 
                                                            ===============  =============== 
Other comprehensive income: 
E x change differenc es on translating 
 foreign oper ations                                               (66,549)           26,078 
                                                            ===============  =============== 
T o ta l c omp r ehensi ve lo ss f or 
 the y e ar                                                          21,323        (616,110) 
                                                            ===============  =============== 
Earnings/(L oss) per share in pence (basic)                            0.01           (0.14) 
 
 

All operating expenses and operating losses relate to continuing activities.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS AT 31 March 2020

 
 
  Figur es in                                                            F oreign 
  Pound S                                                                currency                                                             Ac 
  terling                                                    T o tal  translation      Merger        Share based                          cumula 
                       Share              Share                share     r eserve           r          payment r         T o tal r           ted      T o tal 
                     capital            premium              capital          (1)   eserve(2)          eserve(3)          eserv es          loss       equity 
==============  ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
G r o up 
B alance at 1 
 April 2019        5,915,231         19,525,088           25,440,319    (736,060)   1,047,821            149,793           461,554  (20,580,600)    5,321,273 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
L oss for the 
 y ear                     -                  -                    -            -           -                  -                 -     (642,188)    (642,188) 
Other 
 comprehensive 
 income                    -                  -                    -       26,114           -                  -            26,114             -       26,114 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
T o tal 
 comprehensive 
 loss for the 
 y ear                     -                  -                    -       26,114           -                  -            26,114     (642,188)    (616,074) 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
Issue of shar 
 es net 
 of issue 
 costs               253,215            909,284            1,162,499            -           -                  -                 -             -    1,162,499 
Warrants 
 issued                    -          (133,499)            (133,499)            -           -            133,499           133,499             -            - 
T o tal 
 contributions 
 by and 
 distributions 
 to owners of        253,215            775,785            1,029,000            -           -            133,499           133,499             -    1,162,499 
C ompany 
recognised 
directly 
in equity 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
B alance at 1 
 April 2020        6,168,446         20,300,873           26,469,319    (709,946)   1,047,821            283,292           621,131  (21,222,788)    5,867,698 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
Profit for the 
 y ear                     -                  -                    -            -           -                  -                 -        87,872       87,872 
Other 
 comprehensive 
 income                    -                  -                    -     (66,549)           -                 --          (66,549)             -     (66,549) 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
T o tal 
 comprehensive 
 loss for the 
 y ear                     -                  -                    -     (66,549)           -                  -         (66,549)         87,872       21,324 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
Issue of shar 
 es net 
 of issue 
 costs               354,163          2,894,249            3,248,412            -           -                  -                 -             -    3,248,412 
Options issued             -                  -                    -            -           -            270,595           270,595             -      270,595 
Warrants 
 issued                    -          (150,544)            (150,544)            -           -            150,544           150,544             -            - 
Warrants 
 exercised                 -            138,057              138,057            -           -          (138,057)         (138,057)             -            - 
T o tal 
contributions 
by and 
distributions 
to owners 
o f Company 
 recognised 
 directly in 
 equity              354,163          2,881,762            3,235,925            -           -            283,083           283,082             -    3,519,006 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
B alance at 31 
 March 
 2021              6,522,609         23,182,635           29,705,244    (776,495)   1,047,821            566,374           837,700  (21,124,916)  (9,408,028) 
                ============  =================  ===================  ===========  ==========  =================  ================  ============  =========== 
 
1. Foreign currency translation reserve comprises all foreign currency differences arising from the translation 
 of the financial statements of foreign operations. 
 2. Merger reserve comprises the difference between the fair value of an acquisition and the nominal value 
 of the shares allotted in a share exchange. 
 3. Share based payment reserve comprises the fair value of an equity-settled share based payment. 
 

CONSOLIDATED STATEMENT OF CASH FLOW FOR THE YEARED 31 March 2021

 
Figures in Pound Sterling                           31 March    31 March 
                                                        2021        2020 
===========================================  ===============  ========== 
 
  Cash flows from oper ating activities 
Cash used in oper ations                         (1,186,567)   (331,288) 
In v estment R evenue                                      -           2 
                                             ===============  ========== 
Net cash from oper ating activities              (1,186,567)   (331,286) 
===========================================  ===============  ========== 
 
  Cash flows from in v esting activities 
Additions to intangible assets                     (453,724)   (290,232) 
Net movement on group company loans                 (84,239)    (13,072) 
Net cash flows from in v esting activities         (537,963)   (303,304) 
===========================================  ===============  ========== 
 
  Cash flows from financing activities 
Proceeds from share issues                         2,761,000     990,000 
T o tal cash movement for the y ear                1,036,470     355,410 
Cash at the beginning of the y ear                   356,485       1,075 
                                             ===============  ========== 
T o tal cash at end of the y ear                   1,392,955     356,485 
===========================================  ===============  ========== 
 

Statement of Directors' Responsibilities for the year ended 31 March 2021

-- The directors are required in terms of the Companies Act 2006 to maintain adequate accounting records and are responsible for the content and integrity of the consolidated annual financial statements and related financial information included in this report. It is their responsibility to ensure that the consolidated annual financial statements fairly present the state of affairs of the Group as at the end of the financial year and the results of its operations and cash flows for the period then ended, in conformity with the applicable UK laws.

-- The consolidated annual financial statements are prepared in accordance with International Financial reporting standards (IFRS) and are based upon appropriate accounting policies consistently applied and supported by reasonable and prudent judgments and estimates. The directors acknowledge that they are ultimately responsible for the system of internal financial control established by the Group and place considerable importance on maintaining a strong control environment. To enable the directors to meet these responsibilities, the board sets standards for internal control aimed at reducing the risk of error or loss in a cost-effective manner. The standards include the proper delegation of responsibilities within a clearly defined framework, effective accounting procedures and adequate segregation of duties to ensure an acceptable level of risk. These controls are monitored throughout the Group and all employees are required to maintain the highest ethical standards in ensuring the Group's business is conducted in a manner that in all reasonable circumstances is above reproach. The focus of risk management in the Group is on identifying, assessing, managing and monitoring all known forms of risk across the Group. While operating risk cannot be fully eliminated, the Group endeavours to minimise it by ensuring that appropriate infrastructure, controls, systems and ethical behavior are applied and managed within predetermined procedures and constraints.

-- The directors are of the opinion, based on the information and explanations given by management that the system of internal control provides reasonable assurance that the financial records may be relied on for the preparation of the consolidated annual financial statements. However, any system of internal financial control can provide only reasonable, and not absolute, assurance against material misstatement or loss.

-- The going concern basis has been adopted in preparing the consolidated annual financial statements. The directors have no reason to believe that the Group will not be a going concern in the foreseeable future, based on forecasts and available cash resources. These consolidated annual financial statements support the viability of the company. the directors have reviewed the Group's financial position at the balance sheet date and for the period ending on the anniversary of the date of approval of these financial statements and they are satisfied that the Group has, or has access to, adequate resources to continue in operational existence for the foreseeable future.

   Colin Bird                                     Chairman 
   Joel Silberstein                            Finance director 
   Ed Slowey                                     Technical director 
   J Richard Wollenberg                 Non-Executive director 
   Christopher Molefe                    Non-Executive Director 

NOTES TO THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS

1. Basis of preparation

The consolidated annual financial statements have been prepared in accordance with International Financial Reporting Standards IFRIC interpretations issued by the International Accounting Standards Board and the Companies Act 2006. The consolidated annual financial statements have been prepared on the historical cost basis, except for certain financial instruments at fair value, and incorporate the principal accounting policies set out below. Cost is based on the fair values of the consideration given in exchange for assets and they are presented in Pound Sterling. The accounting policies applied are consistent with those of the previous period.

The comparative figures for the financial year ended 31 March 2020 are not the Company's statutory accounts for that financial year but the consolidated accounts. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not give any reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under sections 498 (2) or (3) of the Companies Act 2006, relating to the accounting records of the company.

2. Basis of consolidation

The consolidated annual financial statements incorporate the annual financial statements of the Company and all entities, including special purpose entities, which are controlled by the Company. Control exists when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries are included in the consolidated annual financial statements from the effective date of acquisition to the effective date of disposal. Adjustments are made when necessary to the annual financial statements of subsidiaries to bring their accounting policies in line with those of the Group.

All intra-group transactions, balances, income and expenses are eliminated in full on consolidation. Non-controlling interests in the net assets of consolidated subsidiaries are identified and recognised separately from the Group's interest therein, and are recognised within equity. Losses of subsidiaries attributable to non-controlling interests are allocated to the non-controlling interest even if this results in a debit balance being recognised for non- controlling interest. Transactions which result in changes in ownership levels, where the Group has control of the subsidiary both before and after the transaction, are regarded as equity transactions and are recognised directly in the statement of changes in equity. The difference between the fair value of consideration paid or received and the movement in non-controlling interest for such transactions is recognised in equity attributable to the owners of the parent.

   3.   Financial review 

The Group reported earnings of GBP87,872 which includes a gain on bargain purchase price through business combinations of GBP1,569,776 (2020: loss of GBP642,188) before and after taxation. Basic earnings of 0.01 pence (2020: loss of 0.14 pence) per share.

   4.    Segmental analysis 

Business unit

The Company's investments in subsidiaries and associates, that were operational at year-end, operate in two geographical locations being South Africa and USA, and are organised into one business unit, namely Mineral Assets, from which the Group's expenses are incurred and future revenues are expected to be earned. This being the exploration for and extraction of its mineral assets through direct and indirect holdings. The reporting on these investments to the board focuses on the use of funds towards the respective projects and the forecasted profit earnings potential of the projects.

The Company's investment in Zambia and Botswana are not yet operational and does not form part of the segmental reporting for the period under review.

Geographical segments

An analysis of the loss on ordinary activities before taxation is given below:

 
                                                                   31 March              31 March 
                                                                       2021                  2020 
Rare earths, aggrega t es and iron ore and 
 manganese South Africa                                             (9,088)              (11,806) 
Copper Botswana                                                   1,569,776                     - 
Copper South Africa                                                       -             (148,940) 
Gold, Copper USA                                                          -              (23,187) 
C orpor a te costs South Africa and United Kingdom              (1,472,816)             (458,255) 
                                                     ----------------------  -------------------- 
T o tal                                                              87,872             (642,188) 
                                                     ----------------------  -------------------- 
 
   5.   Taxation 

No provision has been made for 2021 tax as the Group has no taxable income. The estimated Group tax losses available for set off against future taxable income is GBP 6,868,214 (2020: GBP6,051,322). The Group has not reflected a deferred tax asset in respect of the losses carried forward as the Group is not expected to generate taxable profits in the foreseeable future.

6. Auditors' Report

The comparative figures for the financial year ended 31 March 2020 are not the Company's statutory accounts for that financial year but the consolidated accounts. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not give any reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under sections 498 (2) or (3) of the Companies Act 2006, relating to the accounting records of the company.

7. Availability of the Annual Report

This information has been extracted from the Company's Audited Annual Report for the year ended 31 March 2021, copies of which will be mailed to shareholders on 1 October 2021 and a copy will also be available to shareholders and members of the public in hard copy and free of charge, from the Company's London office at 1st Floor, 7/8 Kendrick Mews, London, SW7 3HD. Alternatively, a downloadable version will be available from 30 September 2021 from Company's website: www.galileoresources.com .

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(END) Dow Jones Newswires

September 30, 2021 02:44 ET (06:44 GMT)

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