TIDMKRS

RNS Number : 9220C

Keras Resources PLC

24 June 2021

24 June 2021

Keras Resources plc ('Keras' or the 'Company')

Interim Results

Keras Resources plc (AIM: KRS) announces its interim results for the six months ended 31 March 2021.

Highlights

Utah - Diamond Creek Phosphate Mine ("Diamond Creek") - one of the highest grade organic phosphate mines in the US, a fully integrated mine to market asset

-- Diamond Creek milling plant currently being commissioned will produce premium organic phosphate products for sale into the North American organic fertiliser market

   --      Milling plant enables in-house production which will reduce operating costs 

-- 2020 mining season completed during October 2020 exceeding management's targets for stockpiling of feed material for the new milling plant

   --      2021 mining season to begin during July 2021 

-- Marketing campaign will now be expanded to take into account additional sized products and increased capacity from the new processing plant - sales targets remain achievable and further guidance to be provided on 2021/2 schedule

-- Granulator plant being shipped to the Spanish Fork processing site will further bolster our in-house beneficiation capacity and product range to include sized granulated organic fertiliser products

-- 51% controlling interest secured in Diamond Creek with payment of the final tranche of the agreed US$2.5m loan to Falcon Isle Resources in December 2020

Togo - Nay éga Manganese Project, production ready on receipt of the exploitation permit

-- Appointment of Mr Blaise Gozan as Country Manager who brings a range of international project management experience to bolster Keras's in-country presence

-- Continuing to engage with Togolese authorities regarding the permitting of the Nayéga manganese project

Financial

-- Successfully raised GBP550,000 and GBP1,000,000 (before expenses) in December 2020 and January 2021 respectively through new and existing investors - both placings were subscribed to and supported by the Directors

Russell Lamming, Keras Resources CEO commented, "Considerable progress has been made at our integrated Diamond Creek phosphate operation during the period. With the new milling plant constructed and commissioning underway we are now in a position to ramp up the marketing campaign for our premium organic phosphate products for sale into the North American fertiliser market. Having our own plant allows us to increase the amount of saleable product due to increased plant capacity and better control on the product split. This will be further accentuated with the construction of a downstream granulator plant which has been delayed due to the ongoing worldwide shipping container imbalance.

"We have one of the highest-grade organic phosphate mines in the US producing six different fully certified organic products. Our job now, in addition to mining and processing, is to create and cultivate our place in the burgeoning US organic phosphate industry and build our market share turning our initial customers into long-term sales partners. We can adapt our premium, higher-grade phosphate resources to deliver customised products for the specific needs of local soil, climate, and crops with the ultimate aim of generating higher crop yields for our customers.

"As noted, we are making significant in-roads in this respect, with 21 customers already on our books, however unlike selling direct into an established bulk commodity marketplace, building market share in the organic phosphate/fertiliser arena will take time. That said with our premium product already gaining traction we remain confident that this will be achieved.

"In Togo, we are delighted to welcome Blaise Gozan as Togo Country Manager. Blaise joins from Rio Tinto and will play a pivotal role in the progression of our manganese project in the country. As previously noted, we look forward to updating shareholders on the progress of the Exploitation Permit approval process.

"Finally, despite the many challenges experienced during the period, due to the ongoing Covid pandemic, travel restrictions and the knock-on effects this has had, when I look at our portfolio of assets, I remain more excited than ever for the future of Keras and would like to thank the team for their commitment and dedicated work, and our shareholders for their continued support."

The information contained within this Announcement is deemed by the Company to constitute inside information as stipulated under Article 7 of the Market Abuse Regulation (EU) No. 596/2014 (as amended) as it forms part of the domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (as amended). Upon the publication of this Announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

For further information please visit www.kerasplc.com , follow us on Twitter @kerasplc or contact the following:

 
 Russell Lamming                    Keras Resources plc           annabel @kerasplc.com 
  Annabel Redford 
 Nominated Adviser & Joint          SP Angel Corporate Finance 
  Broker                             LLP 
  Ewan Leggat / Charlie Bouverat                                  +44 (0) 20 3470 0470 
 
  Joint Broker                       Shard Capital Partners 
  Damon Heath / Erik Woolgar         LLP                           +44 (0) 207 186 9900 
 

CHAIRMAN'S REVIEW

FOR THE SIX MONTHSED 31 MARCH 2021

I am pleased to report on our activities over the past six months. The team in Utah has worked very hard on the installation of the milling plant for the Diamond Creek mine. This had its challenges but it is great to see the plant being commissioned. We now have the in-house capacity to produce a range of high quality products that we can tailor for customers and will now process the remainder of the run-of-mine ore from our 2020 mining season. The plant will also reduce our operating costs as no third-party tolling will be required going forward. Work will now focus on ensuring full road access and maintenance is complete so that we can commence our 2021 mining schedule. Production from our mining season is expected to commence in July and will run through to October.

Management has also continued to engage with the Togolese Authorities on the final permitting for the Nay é ga manganese project in Togo and we are very pleased to welcome Blaise Gozan, previously employed by Rio Tinto in Canada, as Country Manager who further bolsters our presence and expertise in country and will continue to progress discussions on our behalf.

Diamond Creek Phosphate Mine (Diamond Creek) - Utah, US

Diamond Creek is a fully permitted, high grade organic phosphate mine and Keras now holds a 51% controlling interest having paid the final tranche of a US$2.5m loan to Falcon Isle Resources, the owner of the Diamond Creek mine, at the end of December 2020. Work throughout the period at Diamond Creek focussed on the installation of the milling plant at Spanish Fork, Utah, which is being commissioned during June 2021, and provides the in-house capacity to beneficiate products on site and sell a range of premium organic phosphates directly into the high demand US fertiliser markets. This capacity will be further enhanced once the granulator plant is brought online. Delivery had been delayed due to shipping container constraints but this is now en route to site and will be commissioned later this year . The 2020 mining campaign - when we can carry out our physical mining activities and produce our target run-of-mine tonnages for the year - was completed in October 2020 with a total of 7,620 ore tons extracted. As previously announced, we plan to mine 10,000 tons during the 2021 mining season commencing during July 2021 - to ensure that sufficient material is available for planned sales, while maintaining the phased increase to the Year 5 target of 48,000 tons of commercial production.

Sales from the 2020 mining campaign up to 31 March 2021 were 1,297 tons, and the year-to-date total sales are 2,483 tons, at an average sales price of $267 per ton, representing approximately 50% of forecast sales to 31 December 2021. To date we have sold six different products in both 1 ton and 50lb bags to 21 different customers with several repeat orders, all produced through toll treating agreements. The majority of the orders have been for testwork to benchmark our products against their current producers and with the recent commissioning of our milling plant in Spanish Fork we can now not only guarantee high grade products in North America but can also guarantee tonnages.

Falcon Isle Resources only became a Keras subsidiary on 31 December 2020, as such only the Q1 2021 sales (241 tons) are reported as Revenue in the Income Statement.

With the milling plant now in production, sales of our #100 and #350 mesh product will be our key focus as we increase our production and are now able to deliver products on demand. We expect our granulated products to be available for sale in the first quarter of 2022 to meet the new season's demand. Further improvements to the plant are envisaged in order to widen our product range, and the Company has ample funds in hand to finance its 51% share of the cost.

Nay é ga Manganese Project - Togo

Management remains in close communication with the Togolese Ministry of Mines & Energy on the Exploitation Permit for the Nay é ga Manganese Project and whilst this remains pending, we are very pleased to announce the appointment of Blaise Gozan as Togo Country Manager for Keras Resources Plc. Blaise is a Togolese national, and he joins the Company from Rio Tinto in Canada bringing a wealth of experience in mining and project management to this role. We look forward to updating shareholders on the Exploitation Permit when we have additional information to share.

Financial Review

The current financial period for Keras has been extended to 15 months and will end on 31 December 2021, enabling the accounts of all subsidiaries to terminate on the same date. As a result, Keras will publish a second interim statement for the six months ending 30 September 2021.

The loss for the six months to 31 March 2021 was GBP506,000 compared with GBP809,000 for the comparable period in 2020. As explained above there was no material revenue in the period, but increasing sales are expected to be reflected in the next interim statement to 30 September 2021.

Management was very pleased to complete two placings during the period through to the end of March 2021. These funds have in part been utilised to fund Falcon Isle Resources working capital requirements, and to finance our 51% of the plant expansion in Utah. In addition, they have allowed us to bolster our management team and to provide additional working capital. Our Directors all supported these placings, and we welcomed a number of new holders to our register.

Focus on Sustainability

We are aware of our responsibility as an employer and a mining company and we are committed to upholding best practice across our business. We care about all our stakeholders and are focused on looking to create value and benefits for all whilst seeking to manage and mitigate the potential impacts that our operations may have. Our assets are diverse in commodity and location but have important similarities - mining essential resources that can contribute to a more sustainable future, running simple operations with minimal processing requirements and looking to maintain a low carbon footprint. We are focused on meeting our commitments across the ESG space and will continue to be proactive in this area as we look to develop and sustain a positive legacy.

Looking Forward

There was a range of challenges experienced during the period, notably the ongoing travel and quarantine restrictions due to the Covid pandemic which limited interactions between the business units and stopped key consultants and original equipment manufacturers from travelling and the knock-on effects resulting in the global imbalance of shipping containers, but we look forward to the coming months. Mining will be underway in Utah soon and we will continue to process and sell premium organic phosphate from Diamond Creek whilst we also pursue the Exploitation Permit in Togo. Whilst securing the final grant has continued to take time, we remain confident in the process and continue to work hard to look to unlock this.

Finally, I would like to take this opportunity to thank the rest of the board and management for their ongoing hard work and shareholders for their continuing support.

Brian Moritz

Chairman

23 June 2021

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHSED 31 MARCH 2021

 
                                                                    31-Mar-21           31-Mar-20          30-Sep-20 
                                                                  (unaudited)         (unaudited)          (audited) 
                                                                      GBP'000             GBP'000            GBP'000 
 Continuing operations 
 Revenue                                                                   31                   -                  - 
 Cost of production                                                      (74)                   -                  - 
 Gross loss                                                              (43)                   -                  - 
 Administrative and exploration 
  expenses                                                              (517)               (810)            (1,235) 
 Loss from operating activities                                         (560)               (810)            (1,235) 
 Finance income                                                             -                   1                  - 
 Finance 
  costs                                                                     -                   -                (3) 
 Net finance costs                                                          -                   1                (3) 
 Share of net loss of associate 
  accounted for using the 
  equity method                                                             -                                    (4) 
 Loss before taxation                                                   (560)               (809)            (1,242) 
 Taxation                                                                   -                   -                  - 
                                                                -------------       -------------       ------------ 
 Loss for the period                                                    (560)               (809)            (1,242) 
                                                                -------------       -------------       ------------ 
 
 Other comprehensive income - items that 
  may be subsequently reclassified to profit 
  or loss 
 Exchange translation on foreign operations                              (47)                 (3)               (15) 
 Change in fair value of available for                                      -                   -                  - 
  sale financial assets 
 Items that will not be reclassified to 
  profit or loss 
 Change in fair value of equity investments 
  at fair value through other comprehensive                                 -                   -                  - 
  income 
                                                                -------------       -------------       ------------ 
 Total comprehensive (loss) for 
  the period                                                            (607)               (812)            (1,257) 
                                                                =============       =============       ============ 
 
 (Loss)/profit attributable 
  to: 
 Owners of the Company                                                  (497)               (753)            (1,181) 
 Non-controlling interests                                               (63)                (56)               (61) 
                                                                -------------       -------------       ------------ 
 (Loss)/profit for the period                                           (560)               (809)            (1,242) 
                                                                =============       =============       ============ 
 
 Total comprehensive income/(loss) 
  attributable to: 
 Owners of the Company                                                  (556)               (756)            (1,194) 
 Non-controlling interests                                               (51)                (56)               (63) 
                                                                -------------       -------------       ------------ 
 Total comprehensive loss 
  for the period                                                        (607)               (812)            (1,257) 
                                                                =============       =============       ============ 
 
 Earnings per share - continuing operations 
 Basic and diluted (loss)/earnings 
  per share (pence)                                                   (0.017)             (0.029)            (0.040) 
                                                                =============       =============       ============ 
 
 
 
 
 
 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH 2021

 
                                                                       31-Mar-21           31-Mar-20         30-Sep-20 
                                                                     (unaudited)         (unaudited)         (audited) 
                                                       Notes             GBP'000             GBP'000           GBP'000 
 Assets 
 Non-current assets 
 Intangible assets                                         7               3,637               1,066             1,069 
 Property, plant and equipment                             8                 493                 274               263 
 Investments accounted for 
  using the equity method                                  9                   -                   -             1,622 
                                                                           4,130               1,340             2,954 
                                                                   -------------       -------------       ----------- 
 
 Current assets 
 Inventory                                                10                 135                   -                 - 
 Other investments                                        11                   -                   -                 - 
 Trade and other receivables                              12                 391                  36                83 
 Cash and cash equivalents                                                   886                  87               438 
                                                                   -------------       -------------       ----------- 
                                                                           1,412                 123               521 
                                                                   -------------       -------------       ----------- 
 
 Total assets                                                              5,542               1,463             3,475 
                                                                   =============       =============       =========== 
 
 Equity 
 Equity attributable to owners of 
  the Company 
 Share capital                                            13                 629                 279               487 
 Share premium                                            13               4,027                 419             2,637 
 Other reserves                                                               68                   -                16 
 Retained deficit                                                          (590)                 428                 8 
                                                                   -------------       -------------       ----------- 
                                                                           4,134               1,126             3,148 
 Non-controlling interests                                                   934               (132)             (140) 
                                                                   -------------       -------------       ----------- 
 Total equity                                                              5,068                 994             3,008 
                                                                   -------------       -------------       ----------- 
 
 Liabilities 
 Current liabilities 
 Trade and other payables                                 14                 474                 469               467 
                                                                             474                 469               467 
                                                                   -------------       -------------       ----------- 
 
 Total liabilities                                                           474                 469               467 
                                                                   -------------       -------------       ----------- 
 
 Total equity and liabilities                                              5,542               1,463             3,475 
                                                                   =============       =============       =========== 
 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHSED 31 MARCH 2020

 
                                                       Total attributable to owners of the Company 
                                           Share 
                                         option/                Financial     Retained                Non-controlling 
                      Share      Share   warrant    Exchange       assets    earnings/                      interests      Total 
                    capital    premium   reserve     reserve     at FVOCI    (deficit)       Total            GBP'000     equity 
                    GBP'000    GBP'000   GBP'000     GBP'000      GBP'000      GBP'000     GBP'000                       GBP'000 
 
 Balance at 1 
  October 2019 
  (audited)           7,266     10,938         -        (33)        3,459     (10,310)      11,320               (76)     11,244 
 
 
 Loss for the 
  period                  -          -         -           -            -        (753)       (753)               (56)      (809) 
 Other 
  comprehensive 
  income                  -          -         -           3            -          (6)         (3)                  -        (3) 
                  ---------  ---------  --------  ----------  -----------  -----------  ----------  -----------------  --------- 
 Total 
  comprehensive 
  loss 
  for the period                     -         -           3            -        (759)       (756)               (56)      (812) 
 
 Capital 
  reduction         (7,023)   (10,938)         -           -      (3,459)       11,497     (9,923)                  -    (9,923) 
 Issue of 
  ordinary 
  shares                 36        429         -           -            -            -         465                  -        465 
 Issue costs              -       (10)         -           -            -            -        (10)                  -       (10) 
 Share based 
  payment 
  transactions            -          -        30           -            -            -          30                  -         30 
                    (6,987)   (10,519)        30           -      (3,459)       11,497     (9,438)                  -    (9,438) 
 
 Balance at 31 
  March 2020 
  (unaudited)           279        419        30        (30)            -          428       1,126              (132)        994 
                  =========  =========  ========  ==========  ===========  ===========  ==========  =================  ========= 
 
 
        CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 
            (CONTINUED) FOR THE SIX MONTHSED 30 SEPTEMBER 
                                                         2020 
                                                                   Total attributable to owners of 
                                                                                               the 
                                                                                           Company 
                                           Share 
                                         option/                 Financial                            Non-controlling 
                      Share      Share   warrant     Exchange       assets    Retained                      interests      Total 
                    capital    premium   reserve      reserve     at FVOCI    earnings       Total            GBP'000     equity 
                    GBP'000    GBP'000   GBP'000      GBP'000      GBP'000     GBP'000     GBP'000                       GBP'000 
 
 Balance at 1 
  April 2020 
  (unaudited)           279        419        30         (30)            -         428       1,126              (132)        994 
 
 
 Loss for the 
  period                  -          -         -            -            -       (428)       (428)                (5)      (433) 
 Other 
  comprehensive 
  income                  -          -         -         (19)            -          10         (9)                (3)       (12) 
                  ---------  ---------  --------  -----------  -----------  ----------  ----------  -----------------  --------- 
 Total 
  comprehensive 
  income for the 
  period                  -          -         -         (19)            -       (418)       (437)                (8)      (445) 
 
 
 Issue of 
  ordinary 
  shares                208      2,289         -            -            -           -       2,497                  -      2,497 
 Share based 
  payment 
  transactions            -          -        33            -            -           -          33                  -         33 
 Issue costs              -       (71)         -            -            -           -        (71)                          (71) 
 Transfer                 -          -         -            2            -         (2)           -                  -          - 
                  ---------  ---------  --------  -----------  -----------  ----------  ----------  -----------------  --------- 
                        208      2,218        33            2            -         (2)       2,459                  -      2,459 
 
 Balance at 30 
  September 
  2020 (audited)        487      2,637        63         (47)            -           8       3,148              (140)      3,008 
                  =========  =========  ========  ===========  ===========  ==========  ==========  =================  ========= 
 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED) FOR THE SIX MONTHSED 31 MARCH 2021

 
                                                                                                Total attributable to owners of the 
                                                                                                                            Company 
                                                                Share 
                                                              option/                          Financial                                        Non- 
                                 Share           Share        warrant         Exchange            assets      Retained                   controlling           Total 
                               capital         premium        reserve          reserve          at FVOCI      earnings        Total        interests          equity 
                               GBP'000         GBP'000        GBP'000          GBP'000           GBP'000       GBP'000      GBP'000          GBP'000         GBP'000 
 
 Balance at 1 October 
  2020 (audited)                   487           2,637             63             (47)                 -             8        3,148            (140)           3,008 
 
 
 Loss for the period                 -               -              -                -                 -         (497)        (497)             (63)           (560) 
 Total other comprehensive 
  income                             -               -              -               42                 -         (101)         (59)               12            (47) 
                             ---------       ---------       --------       ----------       -----------       -------       ------        ---------       --------- 
 Total comprehensive 
  loss for the period                -               -              -               42                 -         (598)        (556)             (51)           (607) 
 
 Issue of ordinary shares          142           1,463              -                -                 -             -        1,605                -           1,605 
 Issue costs                         -            (73)              -                -                 -             -         (73)                -            (73) 
 Non-controlling interest 
  on acquisition of 
  subsidiary                         -               -              -                -                 -             -            -            1,125           1,125 
 Share based payment 
  transactions                       -               -             10                -                 -             -           10                               10 
                                   142           1,390             10                -                 -             -        1,542            1,125           2,667 
 
 Balance at 31 March 
  2021                             629           4,027             73              (5)                 -         (590)        4,134              934           5,068 
   (unaudited) 
                             =========       =========       ========       ==========       ===========       =======       ======        =========       ========= 
 
 
 CONDENSED CONSOLIDATED STATEMENT OF CASH 
  FLOWS FOR THE SIX MONTHSED 31 MARCH 
  2021 
 
 
                                                           31-Mar-21            31-Mar-20          30-Sep-20 
                                                         (unaudited)          (unaudited)          (audited) 
                                                             GBP'000              GBP'000            GBP'000 
 Cash flows from operating 
  activities 
 Loss from operating activities                                (560)                (809)            (1,242) 
 Adjustments for: 
 Depreciation and amortisation                                    18                   57                 76 
 Share of loss of equity accounted 
  associate                                                       71                    -                  4 
 Loss on disposal of property, plant                               -                    -                  - 
  and equipment 
 Foreign exchange differences                                    117                  (2)               (39) 
 Compensation on cancellation of 
  SARS scheme                                                      -                  119                120 
 Equity-settled share-based payment 
  transactions                                                    10                   30                 63 
                                                      --------------       --------------       ------------ 
                                                               (344)                (605)            (1,018) 
 Changes in: 
 - inventories                                                     7                    -                  - 
 - trade and other receivables                                 (186)                  (1)                  2 
 - trade and other payables                                       45                  188                278 
                                                      --------------       --------------       ------------ 
 Cash used in operating activities                             (478)                (418)              (738) 
 
 Finance costs                                                     -                    -                  - 
 Net cash used in operating 
  activities                                                   (478)                (418)              (738) 
                                                      --------------       --------------       ------------ 
 
 Cash flows from investing 
  activities 
 Acquisition of property, plant and                             (93)                    -                  - 
  equipment 
 Proceeds from sale of property,                                   -                    -                  - 
  plant and equipment 
 Exploration and licence expenditure                           (161)                 (16)                (1) 
 Investment in associate to date 
  of control                                                   (455)                    -              (938) 
 Net cash used in investing 
  activities                                                   (709)                 (16)              (939) 
                                                      --------------       --------------       ------------ 
 
 Cash flows from financing 
  activities 
 Net proceeds from issue of 
  share capital                                                1,477                  337              1,931 
 Proceeds from short term                                          -                    -                  - 
  borrowings 
 Net cash flows from financing 
  activities                                                   1,477                  337              1,931 
                                                      --------------       --------------       ------------ 
 
 Net (decrease)/increase in cash 
  and cash equivalents                                           290                 (97)                254 
 Cash and cash equivalents at beginning 
  of period                                                      438                  184                184 
 Cash acquired with subsidiary                                   158                    -                  - 
 Effect of foreign exchange                                        -                    -                  - 
  rate changes 
                                                      --------------       --------------       ------------ 
 Cash and cash equivalents at end 
  of period                                                      886                   87                438 
                                                      ==============       ==============       ============ 
 

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THE SIX MONTHSED 31 MARCH 2021

   1.             Reporting entity 

Keras Resources plc (the "Company") is a company domiciled in England and Wales. The condensed consolidated interim financial statements of the Company as at and for the six months ended 31 March 2021 comprise the Company and its subsidiaries (together referred to as the "Group") and the Group's interests in associates and jointly controlled entities. The Group currently operates as an explorer and developer.

   2.             Basis of preparation 
   (a)           Statement of compliance 

This condensed consolidated interim financial report has been prepared in accordance with IAS 34 Interim Financial Reporting. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in financial performance and position of the Group since the last annual consolidated financial statements as at and for the year ended 30 September 2020. This condensed consolidated interim financial report does not include all the information required for full annual financial statements prepared in accordance with International Financial Reporting Standards.

This condensed consolidated interim financial report was approved by the Board of Directors on 23 June 2021.

   (b)           Judgements and estimates 

Preparing the interim financial report requires Management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing this condensed consolidated interim financial report, significant judgements made by Management in applying the Group's accounting policies and key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 30 September 2020.

   3.             Significant accounting policies 

The accounting policies applied by the Group in this condensed consolidated interim financial report are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 30 September 2020.

   4.             Financial instruments 

Financial risk management

The Group's financial risk management objectives and policies are consistent with those disclosed in the consolidated financial statements as at and for the year ended 30 September 2020.

   5.             Segment information 

The Group considers that it operates in two distinct business areas, manganese mining in West Africa and phosphate mining in Utah, USA. These business areas form the basis of the Group's operating segments. For each segment, the Group's Managing Director (the chief operating decision maker) reviews internal management reports on at least a quarterly basis.

Other operations relate to the group's administrative functions conducted at its head office and by its intermediate holding company together with consolidation adjustments.

Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit before tax, as included in the internal management reports that are reviewed by the Group's Managing Director. Segment results are used to measure performance as Management believes such information is the most relevant in evaluating the performance of certain segments relative to other entities that operate within the exploration industry.

For the six months ended 31 March 2021 (unaudited)

 
                                                                                   Other 
                                            Manganese     Phosphate    operationsGBP'000       Total 
                                                            GBP'000                          GBP'000 
           External revenue                         -            31                    -          31 
                                       ==============  ============  ===================  ========== 
 
           Loss before tax                       (60)         (110)                (390)       (560) 
                                       ==============  ============  ===================  ========== 
 
           Segment assets                       1,082         2,958                1,502       5,542 
                                       ==============  ============  ===================  ========== 
 
 
             For the six months ended 31 March 2020 (unaudited) 
                                                                                   Other 
                                            Manganese     Phosphate           operations       Total 
                                              GBP'000       GBP'000              GBP'000     GBP'000 
           External revenue                         -             -                    -           - 
                                       ==============  ============  ===================  ========== 
 
           Loss before tax                      (373)             -                (436)       (809) 
                                       ==============  ============  ===================  ========== 
 
           Segment assets                         993             -                  470       1,463 
                                       ==============  ============  ===================  ========== 
 
 
 
             For the twelve months ended 30 September 2020 (audited) 
                                                                                   Other 
                                            Manganese     Phosphate           operations       Total 
                                              GBP'000       GBP'000              GBP'000     GBP'000 
           External revenue                         -             -                    -           - 
                                       ==============  ============  ===================  ========== 
 
           Profit/(loss) before 
           tax                                  (405)           (4)                (833)     (1,242) 
                                       ==============  ============  ===================  ========== 
 
           Segment assets                       1,011         1,622                  842       3,475 
                                       ==============  ============  ===================  ========== 
 
             Information about geographical segments: 
 
 

For the six months ended 31 March 2021 (unaudited)

 
                                             West         US                Other      Total 
                                           Africa               operationsGBP'000 
                                          GBP'000    GBP'000                         GBP'000 
           External revenue                     -         31                    -         31 
                                        =========  =========  ===================  ========= 
 
           Loss before tax                   (60)      (110)                (390)      (560) 
                                        =========  =========  ===================  ========= 
 
           Segment assets                   1,082      2,958                1,502      5,542 
                                        =========  =========  ===================  ========= 
 
 
 
    For the six months ended 31 March 2020 (unaudited) 
                                             West         US                Other      Total 
                                           Africa                      operations 
                                          GBP'000    GBP'000              GBP'000    GBP'000 
           External revenue                     -          -                    -          - 
                                        =========  =========  ===================  ========= 
 
           Loss before tax                  (373)          -                (436)      (809) 
                                        =========  =========  ===================  ========= 
 
           Segment assets                     993          -                  470      1,463 
                                        =========  =========  ===================  ========= 
 
 
 
 
    For the twelve months ended 30 September 2020 (audited) 
                                             West         US                Other      Total 
                                           Africa                      operations 
                                          GBP'000    GBP'000              GBP'000    GBP'000 
           External revenue                     -          -                    -          - 
                                        =========  =========  ===================  ========= 
 
           Profit/(loss) before 
           tax                              (405)        (4)                (833)    (1,242) 
                                        =========  =========  ===================  ========= 
 
           Segment assets                   1,011      1,622                  842      3,475 
                                        =========  =========  ===================  ========= 
 
 
 
 
   6.             Seasonality of operations 

The Group is not considered to be subject to seasonal fluctuations.

   7.             Intangible assets 
 
                                                                                6 months               6 months         12 months 
                                                                                  31 Mar                 31 Mar            30 Sep 
                                                                                      21         20 (unaudited)                20 
                                                                             (unaudited)                GBP'000         (audited) 
                                                                                 GBP'000                                  GBP'000 
           Cost 
           Balance at beginning of period                                          1,227                  1,206             1,206 
           Additions                                                               2,629                     16                 1 
           Disposals                                                               (158)                      -                 - 
            Effect of movement in exchange rates                                    (61)                    (1)                20 
                                                                           -------------       ----------------       ----------- 
           Balance at end of period                                                3,637                  1,221             1,227 
                                                                           =============       ================       =========== 
 
           Impairment losses 
           Balance at beginning of period                                            158                    155               155 
           Impairment                                                                  -                      -                 - 
           Amortisation                                                                -                      -                 - 
           Disposals                                                               (158)                      -                 - 
           Effect of movement in exchange rates                                        -                      -                 3 
                                                                           -------------       ----------------       ----------- 
           Balance at end of period                                                    -                    155               158 
                                                                           =============       ================       =========== 
 
 
           Carrying amounts 
           Balance at end of period           3,637   1,066   1,069 
                                             ======  ======  ====== 
           Balance at beginning of period     1,069   1,051   1,051 
                                             ======  ======  ====== 
 
 

Intangible assets comprise the fair value of prospecting and exploration rights.

   8.             Property, plant and equipment 

Acquisitions and disposals

During the six months ended 31 March 2021 the Group acquired assets with a cost of GBP263,000 (six months ended 31 March 2020: GBPnil, twelve months ended 30 September 2020: GBPnil).

Assets with a carrying amount of GBPnil were disposed of during the six months ended 31 March 2021 (six months ended 31 March 2019: GBPnil; twelve months ended 30 September 2020: GBPnil), resulting in a loss on disposal of GBPnil (six months ended 31 March 2019: GBPnil; twelve months ended 30 September 2020: GBPnil), which is included in 'administrative expenses' in the condensed consolidated statement of comprehensive income.

   9.             Investments 

The interest in Falcon Isle was acquired for nominal consideration under a binding heads of terms dated 28 July 2020. Under this agreement the Company agreed to provide US$2.5m in loans to Falcon Isle payable in agreed tranches. Falcon Isle is the 100% owner of the Diamond Creek phosphate mine located in in Utah (USA) which is a fully permitted, high grade direct shipping ore organic phosphate operating mine.

At 30 September 2020 the Company had advanced US$1.9m to Falcon Isle, resulting in an equity interest of 40% and bringing the cost of the investment in the associate to GBP1,626,000.

On 31 December 2020 the Company advanced the balance of $0.6m and its equity interest has increased to 51%.

The initial acquisitions were accounted for under the equity method of accounting but upon achieving control on 31 December 2020, the acquisition method of accounting has been applied.

The details of the business combination are as follows:

 
 
                                                                            Fair value 
                                                                               GBP'000 
 
          Intangibles                                                            2,170 
          Fixed assets                                                             172 
          Inventory                                                                142 
          Receivables                                                              122 
          Bank balances and cash                                                   158 
          Trade and other payables                                                (17) 
          Loans                                                                (3,164) 
                                                                                 (417) 
                                              Adjust: Non controlling 
                                                             interest              204 
          Adjust: goodwill                                                         298 
          Adjust: Equity accounted losses to date 
           of control                                                               76 
                                                                       --------------- 
                                                                                   161 
                                                                       =============== 
 
 
                                                                             GBP'000 
 
          Satisfied by: 
          Acquisition related costs                                              161 
                                                                                 161 
                                                                       ============= 
 
 
   10.          Inventories 
 
                                                 31-Mar-21           31-Mar-20         30-Sep-20 
                                               (unaudited) 
                                                                   (unaudited)         (audited) 
                                                   GBP'000             GBP'000           GBP'000 
           Phosphate                                   135                   -                 - 
                                                       135                   -                 - 
                                             =============       =============       =========== 
 
   11.          Other investments 
 
                                                                      31-Mar-21            31-Mar-20         30-Sep-20 
                                                                    (unaudited)          (unaudited)         (audited) 
                                                                        GBP'000              GBP'000           GBP'000 
           Equity securities - available for sale 
           Brought forward                                                     -               9,923             9,923 
           Disposal via demerger                                               -             (9,923)           (9,923) 
                                                                               -                   -                 - 
                                                            ====================       =============       =========== 
 

Equity securities represented ordinary and performance shares in Calidus Resources Limited ("Calidus"), a company listed on the Australian Securities Exchange ("ASX").

These equity securities were demerged on 19 November 2019 by way of a capital reduction scheme.

   12.          Trade and other receivables 
 
                                                           31-Mar-21           31-Mar-20         30-Sep-20 
                                                         (unaudited)         (unaudited)         (audited) 
                                                             GBP'000             GBP'000           GBP'000 
           Other receivables                                     352                  36                71 
           Prepayments                                            39                   -                12 
                                                                 391                  36                83 
                                                       =============       =============       =========== 
 

Trade receivables and other receivables are stated at their nominal values less allowances for non recoverability.

   13.          Share capital and reserves 

Issue of ordinary shares

On 18 December 2020, 400,000,000 ordinary shares were issued for cash at GBP0.0011 per share.

On 18 December 2020 B Moritz and D Reeves, conditionally agreed to subscribe for 36,363,636 and 63,636,364 shares each at GBP0.0011 per share, these were issued on 18 January 2021 following a General Meeting to grant increased authority to issue shares.

On 18 January 2021, 869,565,217 ordinary shares were agreed to be issued at GBP0.00115 per share, of these, B Moritz conditionally agreed to subscribe for 17,391,304 shares and R Lamming conditionally agreed to subscribe for 26,086,957 shares in lieu of part of his salary. Of these shares, 600,000,000 were issued on 18 January 2021 and the balance of 269,565,217 were issued on 15 February 2021 following a General Meeting to grant increased authority to issue shares.

   13.          Share capital and reserves (continued) 

On 18 January 2021, the company conditionally agreed to issue 48,000,000 ordinary shares at GBP0.00115 per share in settlement of amounts owing to advisors. These were issued on 15 February 2021 following a General Meeting to grant increased authority to issue shares.

Dividends

No dividends were declared or paid in the six months ended 31 March 2021 (six months ended 31 March 2020: GBPnil, twelve months ended 30 September 2020: GBPnil).

   14.          Trade and other payables 
 
                                                         31-Mar-21           31-Mar-20         30-Sep-20 
                                                       (unaudited)         (unaudited)         (audited) 
                                                           GBP'000             GBP'000           GBP'000 
           Trade payables                                      146                 220               104 
           Accruals                                            230                 187               228 
            Other payables                                      98                  62               135 
                                                     -------------       -------------       ----------- 
                                                               474                 469               467 
                                                     =============       =============       =========== 
 

There is no material difference between the fair value of trade and other payables and their book value.

   15.          Related parties 

The total amount due to D Reeves at the period end was GBP43,000 in respect of unpaid remuneration (six months ended 31 March 2020: GBP19,000, twelve months ended 30 September 2020: GBP31,000). The total amount due to B Moritz at the period end was GBPnil in respect of unpaid remuneration (six months ended 31 March 2019: GBP27,000, twelve months ended 30 September 2020: GBPnil). The total amount due to Parallel Resources Limited, a company owned and controlled by R Lamming in respect of unpaid fees at the period end was GBPnil (six months ended 31 March 2020: GBP28,500, twelve months ended 30 September 2020: GBPnil).

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END

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June 24, 2021 02:00 ET (06:00 GMT)

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