TIDMKAT

RNS Number : 3220L

Katoro Gold PLC

10 September 2021

10 September 2021

Katoro Gold plc ("Katoro" or "the Company")

Unaudited Interim results for the six months ended 30 June 2021

Katoro Gold plc ('Katoro' or the 'Company') (AIM: KAT), the AIM listed gold and nickel exploration and development company, is pleased to announce its unaudited results for the six months ended 30 June 2021. The interim results will also shortly be available on the Company's website: https://www.katorogold.com/ .

Overview

-- Drilling results from the RAB drill programme carried out at the Haneti project, confirmed the results from previous exploration work done, which was the primary objective. The latest results provided the confirmation desired, therefore s ubsequently refined planning and budgeting of the diamond drilling programme as well as the selection and engagement process for a suitable drilling contractor has been submitted for review and approval.

-- Raised GBP960,000 (gross) through a placing and subscription of 48,000,000 new ordinary shares of 1.00p each in the capital of the Company at 2.00p per share.

-- Katoro is currently in the processes of compiling a comprehensive funding package in accordance with the Blyvoor Joint Venture ("the JV") that will allow the construction, commissioning and operation of a mining and processing facility capable of processing 500,000 tonnes of tailings material per month, at an average Life of Mine ("LoM") gold grade of 0.29 g/t and confirmed recovery of 51%, before incorporating recovery gains from the latest metallurgical optimization tests.

-- Furthermore, the JV's total project resource size of 1,410,000 oz gold consist of 500,000 oz gold in the measured category (35.5%), 368,000 oz gold in the indicated category (26.1%), and 542,000 oz gold in the inferred category (38.4%).

   --      Post period end: 

o A period of limited political unrest in South Africa temporarily delayed the funding process when some of the short-listed parties requested additional time to re-assess the country risk profile as a result of the unrest. However, the Company is pleased to announce that discussions with these potential funders have since resumed, and the joint venture partners hope to conclude a final funding arrangement for Blyvoor during the latter part of 2021.

This announcement contains inside information as stipulated under the Market Abuse Regulations (EU) no. 596/2014.

****

For further information please visit www.katorogold.com or contact:

 
 Louis Coetzee      Katoro Gold plc       Executive Chairman    louisc@katorogold.com 
 Bhavesh Patel 
  Andrew Thomson    RFC Ambrian Ltd       Nominated Adviser     +44 20 3440 6800 
                   --------------------  --------------------  ---------------------------- 
 Nick Emerson                                                   +44 (0) 1483 413 
  Sam Lomanto       SI Capital Ltd        Broker                 500 
                   --------------------  --------------------  ---------------------------- 
 Isabel de Salis    St Brides Partners    Investor & Media      info@stbridespartners.co.uk 
  Oonagh Reidy       Ltd                   Relations Adviser 
                   --------------------  --------------------  ---------------------------- 
 

Chairman's Statement

Introduction

Despite the ongoing challenges around the COVID-19 pandemic, the Company has continued to make significant progress across its project portfolio. As Chairman I would like to thank Katoro's Directors and our management team for their continued perseverance and hard work, and in particular our shareholders, for their patience during this difficult time. We are looking forward to accelerating on all fronts, despite ongoing and varying lockdown conditions in the second half of 2021.

Company successfully completed a maiden Rotary Air Blast Drill ("RAB") programme targeting the discovery of nickel and platinum group metals at the Haneti Joint Venture Project in Tanzania (' Haneti JV Project'), despite substantial challenges presented by COVID-19 and the extreme rainy conditions. Furthermore, the Company announced the results of a comprehensive Competent Person's Report ("CPR") on the results and findings technical and financial work that was conducted on the Blyvoor Gold Tailings Project, South Africa.

Haneti Nickel PGM Project

The Haneti JV Project is a large-scale Polymetallic project covering a vast prospective area in central Tanzania, where the principal target zone is an 80km long ultra-mafic belt with grades from surface sampling of up to 13.6% nickel and 2.33g/t combined Platinum Group Metals (PGM's). Katoro holds a 65% ownership interest in Haneti with 35% held by Power Metal Resources plc (LON:POW).

During the reporting period, Katoro completed a 50 hole, 1,965 metres, maiden RAB drill programme at Mihanza Hill and Mwaka Hill and collected 1,965 samples. Following analysis of the assay results, an earlier decision to progress to a diamond core drilling programme in order to test for nickel sulphide mineralisation at depth, was confirmed. Subsequent refined planning and budgeting of the diamond drilling programme, as well as the selection and engagement process for a suitable drilling contractor has been submitted for review and approval.

Blyvoor Joint Venture Project

In early 2020 the Company entered into a strategic gold production opportunity in South Africa, focused on the reprocessing of an existing Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC) compliant 1.34-million-ounce gold tailings resource. Katoro entered into a binding conditional agreement to form a 50/50 incorporated joint venture to advance the project to near term production.

During the reporting period, Katoro and its joint venture partners announced the results of a comprehensive CPR on the gold resource, based on the results and findings of advanced technical and financial work conducted on the Project.

The CPR comprised an advanced Pre-Feasibility level study, a South African Code for Reporting Exploration Results, Mineral Resources and Ore Reserves (SAMREC) compliant reserve and resource statement, and a South African Mineral Asset Valuation ("SAMVAL") report for Blyvoor TSF 1, 6 and 7 and Doornfontein TSF 1, 2 and 3 gold tailings storage facilities.

The findings of the CPR were subjected to the results of confirmatory, optimization metallurgical test work. Following receipt of all the outstanding metallurgical test results, the findings of the CPR was validated, and the Company could proceed to further engage with prospective funders to a juncture where several parties recently submitted initial funding offers / proposals that were within the broad funding requirements and expectations of the Company.

Post reporting period, the Company has continued to make significant progress on all aspects of the business. A period of limited political unrest in South Africa temporarily delayed the funding process when some of the short-listed parties requested additional time to re-assess the country risk profile as a result of the unrest. However, the Company is pleased to announce that discussions with these potential funders have since resumed and the joint venture partners hope to conclude a final funding arrangement for Blyvoor during the latter part of 2021. Finalization of future Engineering, Procurement and Construction (EPC), mining contractor and operator appointment will follow on conclusion of the funding.

In conclusion, I am optimistic about Katoro and its prospects and look forward to a productive and exciting second half of FY 2021.

Louis Coetzee

Executive Chairman

Unaudited Interim Results for the six months ended 30 June 2021

Unaudited condensed consolidated interim Statement of Comprehensive Income

For the six months ended 30 June 2021

 
                                                                              6 months to   6 months to   12 months to 
                                                                       Note       30 June       30 June    31 December 
                                                                                     2021          2020           2020 
                                                                              (Unaudited)   (Unaudited)      (Audited) 
                                                                                      GBP           GBP            GBP 
 
 Revenue                                                                                -             -              - 
 Cost of sales                                                                          -             -              - 
                                                                             ------------  ------------  ------------- 
 Gross Profit                                                                           -             -              - 
                                                                             ------------  ------------  ------------- 
 Administrative expenses                                                        (341,987)     (432,928)      (894,872) 
 Profit from disposal of subsidiary                                      13             -       815,691              - 
 Foreign exchanges gain/(loss)                                                         69         (293)       (76,889) 
 Share based payment transactions                                        7      (162,700)             -      (225,778) 
 Exploration expenditure                                                        (279,092)          (26)    (1,394,715) 
 Finance costs                                                                          -      (17,701)       (22,303) 
                                                                             ------------  ------------  ------------- 
 Operating profit/loss                                                          (783,710)       364,743    (2,614,557) 
                                                                             ------------  ------------  ------------- 
 Other Income                                                            13             -       815,691         43,873 
 Finance Income                                                                    11,919             -          9,570 
                                                                             ------------  ------------  ------------- 
 Profit/(loss) before Tax                                                       (771,791)       364,743    (2,561,114) 
                                                                             ------------  ------------  ------------- 
 Tax                                                                                    -             -              - 
                                                                             ------------  ------------  ------------- 
 Profit/(loss) for the period                                                   (771,791)       364,743    (2,561,114) 
                                                                             ------------  ------------  ------------- 
 
 Other comprehensive Income/(loss): 
 Items that may be classified subsequently to profit or 
 loss: 
 Exchange differences on translating of foreign operations                       (16,456)       (7,789)        (9,266) 
 Gain/loss reclassified to P&L on disposal of foreign 
  operation                                                                             -             -        121,670 
                                                                             ------------  ------------  ------------- 
 Total Comprehensive Income/(loss)                                              (788,247)       356,954    (2,448,710) 
  Profit/(loss) for the period                                                  (771,791)       364,743    (2,561,114) 
   Attributable to owners of the parent                                         (770,161)       364,743    (2,437,234) 
  Attributable to non-controlling interest                                        (1,630)             -      (123,880) 
                                                                             ------------  ------------  ------------- 
 
 Total comprehensive Income/(loss)                                              (788,247)       356,954    (2,692,050) 
  Attributable to owners of the parent                                          (786,617)       356,954    (2,324,830) 
  Attributable to non-controlling interest                                        (1,630)             -      (123,880) 
                                                                             ------------  ------------  ------------- 
 
 Earnings/(loss) Profit per share 
 Basic and diluted Earnings/(loss) per share (pence)               4               (0.21)          0.17         (0.91) 
 
 
 

Unaudited condensed consolidated interim Statement of Financial Position

As at 30 June 2021

 
                                                   6 months to   6 months to   12 months to 
                                                       30 June       30 June    31 December 
                                            Note          2021          2020           2020 
                                                   (Unaudited)   (Unaudited)      (Audited) 
                                                           GBP           GBP            GBP 
 Assets 
 Non-current assets 
 Intangible assets                           8         209,500       209,500        209,500 
 Other financial assets                      13              -       405,700              - 
 Investments                                                 -        37,661              - 
                                                  ------------  ------------  ------------- 
                                                       209,500       652,861        209,500 
                                                  ------------  ------------  ------------- 
 
 Current assets 
 Cash and cash equivalents                             420,860        61,769         97,777 
 Other receivables                                      23,104        13,020         46,405 
 Other financial assets                      13              -     1,159,200              - 
 Total current assets                                  443,964     1,233,989        144,182 
                                                  ------------  ------------  ------------- 
 
 Total Assets                                          653,464     1,886,850        353,682 
                                                  ------------  ------------  ------------- 
 
 Equity 
 Called up share capital                     6       3,789,125     2,503,650      3,286,982 
 Share premium                                       2,823,382     2,505,634      2,472,725 
 Capital contribution reserve                           10,528        10,528         10,528 
 Translation reserve                                 (355,300)     (459,039)      (338,844) 
 Merger reserve                                      1,271,715     1,271,715      1,271,715 
 Warrant and share-based payment reserve     7         985,612       141,055        750,912 
 Retained deficit                                  (8,032,868)   (4,439,559)    (7,262,707) 
                                                  ------------  ------------  ------------- 
 Reserves attributable to owners                       492,194     1,533,984        191,311 
 Minority interest                                    (71,065)        33,272       (69,435) 
                                                  ------------  ------------  ------------- 
 Total Equity                                          421,129     1,567,256        121,876 
                                                  ------------  ------------  ------------- 
 
 Liabilities 
 Current liabilities 
 Trade and other payables                    3         232,335       236,704        214,806 
 Other financial liabilities                                 -        82,890         17,000 
                                                  ------------  ------------  ------------- 
 Total current liabilities                             232,335       319,594        231,806 
                                                  ------------  ------------  ------------- 
 
 Total Equity and Liabilities                          653,464     1,886,850        353,682 
                                                  ------------  ------------  ------------- 
 
 

Unaudited Condensed Consolidated Statement of Changes in Equity

 
                                 Share       Share     Warrant    Merger       Capital      Foreign currency     Retained     Minority        Total 
                                Capital     Premium    reserve    Reserve    Contribution      translation        deficit     interest 
                                                         and                   Reserve           reserve 
                                                        share 
                                                        based 
                                                       payment 
                                                       reserve 
                                     GBP         GBP       GBP         GBP            GBP                 GBP           GBP                          GBP 
 Balance at 31 December 2020 
  (audited)                    3,286,982   2,472,725   750,912   1,271,715         10,528           (338,844)   (7,262,707)    (69,435)          121,876 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 Loss for the period                   -           -         -           -              -                   -     (770,161)     (1,630)        (771,791) 
 Other comprehensive loss - 
  exchange differences                 -           -         -           -              -            (16,456)             -           -         (16,456) 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 Proceeds of share issue of 
  share capital                  502,143     350,657         -           -              -                   -             -           -          852,800 
 Issue of share options and 
  share warrants                       -           -   234,700           -              -                   -             -           -          234,700 
 Balance as at 30 June 2021    3,789,125   2,823,382   985,612   1,271,715         10,528           (355,300)   (8,032,868)    (71,065)          421,129 
  (unaudited) 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 
 Balance at 1 January 2020 
  (audited)                    1,795,555   2,216,729   105,467   1,271,715         10,528           (451,250)   (4,804,302)      33,272          177,714 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 Loss for the period                   -           -         -           -              -                   -       364,743           -          364,743 
 Other comprehensive income 
  - exchange differences               -           -         -           -              -             (7,789)             -           -          (7,789) 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 Proceeds of share issue of 
  share capital                  708,095     288,905         -           -              -                   -             -           -          997,000 
 Issue of share options and 
  share warrants                       -           -    35,588           -              -                   -             -           -           35,588 
 Balance at 30 June 2020 
  (unaudited)                  2,503,650   2,505,634   141,055   1,271,715         10,528           (459,039)   (4,439,559)      33,272        1,567,256 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 
 Balance at 1 January 2020 
  (audited)                    1,795,555   2,216,729   105,467   1,271,715         10,528           (451,250)   (4,804,302)      33,272          177,714 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 Loss for the period                   -           -         -           -              -                   -   (2,437,232)   (123,880)      (2,561,112) 
 Other comprehensive loss              -           -         -           -              -             (9,264)             -           -          (9,264) 
 Issue of share capital        1,491,427     255,996         -           -              -                   -             -           -        1,747,423 
 Issue of share warrants and 
  options                              -           -   645,445           -              -                   -             -           -          645,445 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 Disposal of interest in 
  subsidiary without losing 
  control                              -           -         -           -                            121,670      (21,173)      21,173          121,670 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 Balance at 31 December 2020 
  (audited)                    3,286,982   2,472,725   750,912   1,271,715         10,528           (338,844)   (7,262,707)    (69,435)          121,876 
----------------------------  ----------  ----------  --------  ----------  -------------  ------------------  ------------  ----------  --------------- 
 

Unaudited condensed consolidated interim statement of cash flow

For the six months ended 30 June 2021

 
                                                       6 months      6 months     12 months 
                                                             to            to            to 
                                                        30 June       30 June   31 December 
                                                           2021          2020          2020 
                                                    (Unaudited)   (Unaudited)     (Audited) 
                                                            GBP           GBP           GBP 
 
 Profit/(loss) for the period before 
  taxation                                            (771,791)       364,743   (2,561,114) 
 Adjusted for: 
 Foreign exchange (gain)/ loss                             (69)       (7,789)        99,828 
 Share based payment transactions                       162,700             -       225,778 
 Directors shares issued as part 
  of capital placing                                          -             -        50,090 
 Warrants issued for facilitation                             -        35,588             - 
  fees 
 Profit on disposal of subsidiaries                           -     (815,691)      (43,873) 
 Impairments of other financial 
  assets                                                 83,532             -     1,160,337 
 Non trade expenses not settled                               -             -       (4,200) 
 Operating income before working 
  capital changes                                     (525,628)     (423,149)   (1,073,154) 
 Decrease/ (Increase) in trade 
  and other receivables                                  23,301            85      (33,387) 
 (Decrease)/ Increase in trade 
  and other payables                                     17,529       130,561        67,506 
 Net cash outflows from operating 
  activities                                          (484,798)     (292,503)   (1,039,035) 
 
 Cash flows from investing activities 
 Cash and cash equivalents disposed 
  of due to sale of Subsidiary                                -       (6,966)       (6,966) 
 Advances of other financial assets                    (83,532)     (753,500)   (1,122,676) 
 Proceed received from sale of 
  Subsidiary                                                  -             -        76,717 
 Advances to subsidiaries                               (9,597)             -             - 
 Advances to Reef Miners                                (6,790)             -             - 
 Proceeds from sale of subsidiary 
  without loss of control                                     -             -        25,000 
 Net cash outflow from investing 
  activities                                           (99,919)     (760,466)   (1,027,925) 
 
 Cash flows from financing activities 
 Issue of shares (net of share 
  issue costs)                                          907,800       287,000     1,337,000 
 Proceeds from convertible loan 
  note                                                        -       792,800       792,800 
                                          ---------------------  ------------  ------------ 
 Net cash proceeds from financing 
  activities                                            907,800     1,079,800     2,129,800 
 
 
 Net increase in cash and cash 
  equivalents                                           323,083        26,831        62,839 
 Cash and cash equivalents at beginning 
  of period                                              97,777        34,938        34,938 
                                          ---------------------  ------------  ------------ 
 Cash and Cash equivalents at End 
  of Period                                             420,860        61,769        97,777 
                                          ---------------------  ------------  ------------ 
 

Notes to the unaudited condensed consolidated interim financial statements

For the six months ended 30 June 2021

   Note 1             General information 

Katoro Gold plc ("Katoro" or the "Company") is incorporated in England & Wales as a public Ltd company. The Company's registered office is located at 60 Gracechurch Street, London EC3V OHR.

The principal activity of Katoro, through its subsidiaries (together the 'Group'), is to carry out evaluation and exploration studies within a licenced portfolio area with a view to generating commercially viable Mineral Resources, namely gold and nickel mines. In Haneti, the Group has one nickel mining project, which has mineral exploration licences currently held by Eagle Exploration Ltd. In addition, in South Africa the Group has entered into binding conditional agreement to form a 50/50 unincorporated joint venture pertaining to gold tailing project.

The condensed interim consolidated financial statements do not represent statutory accounts within the meaning of section 435 of the Companies Act 2016.

The condensed interim financial information is unaudited and has been prepared on the basis of the accounting policies as set out in the audited financial statements for the period ended 31 December 2020.

Accounting policies applied are consistent with those of the previous financial period.

The seasonality or cyclicality of operations does not impact on the interim financial statements.

   Note 2             Going concern 

The Company currently generates no revenue and had net assets of GBP 421,129 as at 30 June 2021.

Following the recent successful placing and subscription of new ordinary shares, where the Group raised in cash the amount of GBP 892,800 , the Group has adequate cash and cash equivalents (financial resources) to ensure the Group is able to continue as a going concern for the foreseeable future.

Furthermore, after reviewing the Group's financial projections, the directors of the Company (the "Directors") have a reasonable expectation that the Group will have adequate resources to continue in operational existence for the foreseeable future.

For this reason, they adopted the going concern basis in preparing the Group Financial Information.

The effective implementation of COVID-19 vaccination protocol within the key areas the Group operations has led to an increase in operational activity for the Group. As at the time of preparing these results, the Group does not anticipate any further significant foreseeable disruption from the COVID-19 pandemic, and expects operational activities to normalise in the coming months.

Post period end there has been a period of limited political unrest in South Africa, however the impact on the groups operations have been temporary and limited in this regard.

   Note 3             Trade and other payables 
 
                               30 June 2021   30 June 2020   31 Dec 2020 
                                        GBP            GBP           GBP 
                              -------------  -------------  ------------ 
 
  Trade payables                    122,897        123,424        62,892 
  Cash received on unlisted 
   placing                                -         45,000             - 
  Accruals                          109,438         68,280       151,914 
                              -------------  -------------  ------------ 
                                    232,335        236,704       214,806 
                              -------------  -------------  ------------ 
 
   Note 4            Earnings per share 

The calculation of loss per share is based on the following loss and number of shares:

 
                            30 June 2021   30 June 2020   31 Dec 2020 
                                     GBP            GBP           GBP 
                           -------------  -------------  ------------ 
 
  Profit/(loss) for 
   the period from 
   continuing operations       (770,161)        364,743   (2,437,234) 
                           -------------  -------------  ------------ 
 
  Weighted Average 
   basic and diluted 
   number of shares          373,931,716    214,713,873   268 475 455 
                           -------------  -------------  ------------ 
 
  Basic and diluted 
   Earnings/(loss) 
   per share (pence)              (0.21)           0.17        (0.91) 
 

The Group presents basic and diluted EPS data on the basis that the current structure has always been in place. Therefore the number of Katoro shares in issue as at the period end has been used in the calculation. Basic Earnings/loss per share is calculated by dividing the Profit/loss for the period from continuing operations of the Group by the weighted average number of shares in issue during the period.

The Company had in issue warrants and options at 30 June 2021, the inclusion of such warrants and options in the weighted average number of shares in issue would be anti-dilutive and therefore they have not been included for the purpose of calculating the loss per share.

   Note 5              Unaudited results 

These condensed consolidated interim financial results have not been audited or reviewed by the Group's auditors.

   Note 6             Share Capital 

The called-up and fully paid share capital of the Company is as follows:

 
                             30 June 2021   30 June 2020   31 Dec 2020 
                                      GBP            GBP           GBP 
                            -------------  -------------  ------------ 
 
  Allotted, called-up and 
   fully paid:                  3,789,125      2,503,650     3,286,982 
                            -------------  -------------  ------------ 
 

A reconciliation of share capital is set out below:

 
                                                    Allotted, 
                                                    called-up 
                                                    and fully 
                                       Number of         paid 
                                          shares          GBP 
                                    ------------  ----------- 
 
  At 1 January 2021                  328,698,305    3,286,982 
 
  Shares issued on cash placing       48,000,000      480,000 
  Conversion of convertible loans      1,214,285       12,143 
  Warrants exercised                   1,000,000       10,000 
 
  At 30 June 2021                    378,912,590    3,789,125 
                                    ------------  ----------- 
 
   Note 7             Warrant and Share based payment reserve 

Warrants

The following reconciliation serves to summarise the composition of the warrant reserve as at period end:

 
                                        30 June   30 June   31 December 
                                          2021      2020        2020 
                                            GBP       GBP           GBP 
 Opening balance of warrant reserve     494,597    74,930        74,930 
 Issue of warrants                       72,000    35,588       419,667 
 Exercise of warrants                         -         -             - 
                                        566,597   110,518       494,597 
                                       --------  --------  ------------ 
 

Reconciliation of the quantity of warrants in issue:

 
                          30 June       30 June     31 December 
                            2021          2020          2020 
                       ------------  ------------  ------------ 
 Opening balance         70,274,999    21,208,333    21,208,333 
 Warrants exercised     (1,000,000)   (4,800,000)   (4,800,000) 
 Warrants issued         48,000,000    17,200,000    53,866,666 
                       ------------  ------------  ------------ 
                        117,274,999    33,608,333    70,274,999 
                       ------------  ------------  ------------ 
 

During the current year the following warrants have been issued over the Company's Ordinary Shares :

48,000,000 warrants to various funders in respect of placing and subscription of 48,000,000 ordinary shares of 1.0p each issued on 15 January 2021. Each Financing Share has an attaching warrant to subscribe for a further new Ordinary Share at a price of 3p, with a life to expiry of 3 years from the Financing Shares admission to trading on AIM ('Admission'), creating 48,000,000 new warrants.

Share Options

The following reconciliation serves to summarise the composition of the share based payment reserve as at period end:

 
                                    30 June   30 June   31 December 
                                      2021      2020        2020 
                                        GBP       GBP           GBP 
 Opening balance of share based 
  payment reserve                   256,315    30,537        30,537 
 Vesting of share options           162,700         -       225,778 
                                    419,015    30,537       256,315 
                                   --------  --------  ------------ 
 

Reconciliation of the quantity of Share options in issue:

 
                           30 June      30 June     31 December 
                             2021         2020          2020 
                         -----------  -----------  ------------ 
 Opening balance          32,244,781   14,944,783    14,944,783 
 Share options issued              -            -    17,300,000 
                         -----------  -----------  ------------ 
                          32,244,781   14,944,783    32,244,781 
                         -----------  -----------  ------------ 
 

During the current year the remaining 50% of the share options issued in August 2020 has vested.

   Note 8             Exploration and evaluation assets 

Exploration and evaluation assets consist solely of separately identifiable prospecting assets held by Kibo Nickel and its subsidiaries.

The following reconciliation serves to summarise the composition of intangible prospecting assets as at period end:

 
     Reconciliation of exploration and evaluation 
      assets 
 
     Carrying value as at 1 January 2020              209,500 
                                                     -------- 
     Acquisition of prospecting licences                    - 
     Impairment of licences                                 - 
     Carrying value as at 30 June 2020                209,500 
                                                     -------- 
     Acquisition of prospecting licences                    - 
     Impairment of licences                                 - 
     Carrying value as at 31 December 2020            209,500 
                                                     -------- 
     Acquisition of prospecting licences                    - 
                                                     -------- 
     Impairment of licences 
                                                     -------- 
     Carrying value as at 30 June 2021                209,500 
                                                     -------- 
 
 

Haneti comprises tenements (prospecting licences, offers and applications) prospective for nickel, platinum-group-elements and gold. It covers an area of approximately 5,000 sq. km in central Tanzania and forms a near contiguous project block. The project area straddles the Dodoma, Kondoa and Manyoni districts all within the Dodoma (Administrative) Region. The main prospective belt of rocks within the project, the Haneti-Itiso Ultramafic Complex (HIUC), is centred on the small town of Haneti, located 88 kilometres north of Tanzania's capital city Dodoma. The HIUC sporadically crops out over a strike length of 80 kilometres with most outcrop exposure occurring 15 kilometres east of Haneti village where artisanal mining of the semi-precious mineral chrysoprase (nickel stained chalcedonic quartz) is being carried out at a few localities.

   Note 9             Board of Directors 

There were no changes to the board of directors during the interim period, or any other committee's composition.

   Note 10           Subsequent events 

Blyvoor Joint Venture Project

A period of limited political unrest in South Africa temporarily delayed the funding process when some of the short-listed parties requested additional time to re-assess the country risk profile as a result of the unrest. However, the Company is pleased to announce that discussions with these potential funders have since resumed and the joint venture partners hope to conclude a final funding arrangement for Blyvoor during the latter part of 2021.

   Note 11           Commitments and contingencies 

There are no material contingent assets or liabilities as at 30 June 2021.

   Note 12          Segment report 

Segmental disclosure per category

 
                             Mining   Corporate       Total 
                                GBP         GBP         GBP 
 30 June 2020 
 Loss after tax               (516)     365,259     364,743 
 Segmental assets           211,768   1,675,082   1,886,650 
 Segmental liabilities       10,051     309,543     319,594 
 
 30 June 2021 
 Loss after tax           (369,842)   (401,949)   (771,791) 
 Segmental assets           217,519     435,945     653,464 
 Segmental liabilities      113,169     119,166     232,335 
 

Segmental disclosure per geographical location

 
                  Tanzania      Cyprus          UK   South Africa       Total 
                       GBP         GBP         GBP            GBP         GBP 
 30 June 2020 
 Loss after 
  tax                (516)   (138,339)     503,598              -     364,743 
 Segmental 
  assets           211,768       1,495   1,673,587              -   1,886,650 
 Segmental 
  liabilities       10,051      85,776     223,767              -     319,594 
 
 30 June 2021 
 Loss after 
  tax            (120,438)   (131,894)   (401,949)      (117,509)   (771,791) 
 Segmental 
  assets           214,705         996     435,945          1,818     653,464 
 Segmental 
  liabilities        9,553     102,117     119,166          1,499     232,335 
 

Notable changes from the prior interim report has been the addition of a new geographical location in which the Group prospecting operation has been initiated which is South Africa where the Group has entered into binding conditional agreement to form a 50/50 unincorporated joint venture pertaining to gold tailing project.

   Note 13           Other financial assets 
 
                                   30 June  30 June  31 December 
                                     2021     2020       2020 
                                     GBP      GBP        GBP 
Other financial assets consists 
 of: 
Lake Victoria Gold                       -  811,400      640,821 
Impairment                               -        -    (640,821) 
                                         -  811,400            - 
                                   =======  =======  =========== 
 

On 30 June 2020, the last condition precedent related to the disposal of Reef Miners Ltd ("Reef") as per the SPA, comprising the Imweru gold project and the Lubando gold project in northern Tanzania, was met resulting in the effective disposal of the subsidiary to Lake Victoria Gold Ltd ("LVG").

The following profit on disposal of the subsidiary was recognised in the audited annual report at 31 December 2020:

 
 
                                                             Group (GBP) 
    Cash and cash equivalents                                      (336) 
    Trade and other payables                                       9,136 
    Net liability value disposed of at 31 December 
     2020                                                          8,800 
    Foreign currency translation reserve reclassified 
     through profit or loss                                    (121,670) 
    Proceeds from disposal                                       797,564 
                                                         --------------- 
    Profit on disposal for group                                 684,694 
                                                         --------------- 
    Impairment                                                 (640,821) 
                                                         --------------- 
    Net profit on disposal for group at 31 December 
     2020                                                         43,873 
                                                         --------------- 
 

The amount receivable from Lake Victoria Gold will be due and payable on the following dates:

   1.   US$100,000 upon the satisfaction of the Condition Precedent; 
   2.   US$100,000 upon registration of Reef in the name of LVG; 
   3.   US$100,000 four months from the date of the SPA; 
   4.   US$200,000 nine months from the date of the SPA; and 

5. US$500,000 upon the earlier of the commissioning of the first producing mine of LVG in the Tanzania or the date 24 months from the date of the SPA.

As at 31 December 2020, funds of $100,000 have been received from Lake Victoria Gold in respect of the sale of Reef Miners Ltd ("Reef")

The receivable in Lake Victoria Gold has been fully impaired at 31 December 2020 due to the significant increase in credit risk, which is as a result of payments 1, 3 and 4 not being received as they become due and is still outstanding at the date of this interim report.

Blyvoor Joint Venture

On 30 January 2020, the Group entered into a Joint Venture Agreement with Blyvoor Gold Mines (Pty) Ltd, whereby Katoro Gold plc and Blyvoor Gold Mines (Pty) Ltd would become 50/50 participants in an unincorporated Joint Venture.

In accordance with the requirements of the Joint Venture Agreement, the Katoro Group was to provide a ZAR15.0 million loan (approximately GBP790,000) to the JV ('the Katoro Loan Facility'), which will fund ongoing development work on the Project.

As at 31 December 2020, the Group has advanced funding in the amount of GBP1,201,767 of which 100% relate to expenditure allocated to the Joint Venture operations, carried by the Katoro Gold plc Group.

Furthermore, the Group has continued to advance funding in the amount of GBP97,207 of which 100% relate to expenditure allocated to the Joint Venture operations, carried out by the Katoro Gold plc Group.

The Katoro Loan Facility shall form part of the development capital project financing that Katoro shall procure in accordance with its obligations contained in the Agreement, as detailed below, provided that:

-- the balance of the Katoro Loan Facility then outstanding shall be subordinated to third party creditors participating in the development capital project financing;

-- the Katoro Loan Facility will bear interest at the 12-month London Inter Bank Offered Rate, or its successor; and

-- the Katoro Loan Facility will be repayable within 12 months after:

- the last third-party creditor participating in the project financing shall have been paid; or

- any earlier date on which the Parties may agree.

   Note 14          Related parties 

Relationships

   Name                                                           Relationship 

Kibo Energy plc Significant shareholder and controlling parent

   Power Metal Resources plc                         Common shareholding 
 
 Related party balances trade receivables/(trade    30 June    30 June   31 December 
  payables)                                           2021      2020         2020 
                                                         GBP       GBP           GBP 
 Kibo Energy plc                                           -         -        23,024 
 Power Metal Resources plc                          (77,080)         -      (41,155) 
                                                   ---------  --------  ------------ 
                                                    (77,080)         -      (18,131) 
                                                   =========  ========  ============ 
 
 

Related parties of the Group comprise subsidiaries, significant shareholders, and the Directors.

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation.

Transactions with related parties are effected on a commercial basis and related party debts are repayable on a commercial basis.

The transactions during the period between the Company and its subsidiaries included the settlement of expenditure to/from subsidiaries, working capital funding, and settlement of the Company's liabilities through the issue of equity in subsidiaries. The loans to/from Group companies do not have fixed repayment terms and are unsecured.

   Note 15           Principal risks 

The principal risks and uncertainties identified in the last Annual Report of Katoro Gold plc, issued in May 2021, have not materially changed/altered in the interim period.

   Note 16           Use of Estimates and Judgements 

The preparation of these condensed interim consolidated financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses.

The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about carrying values of assets and liabilities that are not readily apparent from other sources.

In particular, there are significant areas of estimation, uncertainty and critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements.

-- Valuation of share options and warrants;

-- Credit loss allowance for other financial assets; and

-- Valuation of mining licence in Kibo Nickel Ltd.

   Note 17           Financial instruments - Fair value and Risk Management 

The carrying amount of all financial assets and liabilities approximates the fair value. Directors consider the carrying value of financial instruments of a short-term nature, that mature in 12 months or less, to approximate the fair value of such assets or liability classes.

The carrying values of longer-term assets are considered to approximate their fair value as these instruments bear interest at interest rates appropriate to the risk profile of the asset or liability class.

The Group does carry any unlisted financial instruments measured in the statement of financial position at fair value at 30 June 2021.

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END

IR UKAVRABUKRAR

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September 10, 2021 02:00 ET (06:00 GMT)

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