TIDMMMM
RNS Number : 7297R
Mining, Minerals & Metals PLC
30 October 2023
30 October 2023
Mining, Minerals & Metals plc
Interim Results for the Six Months Ended 31 July 2023
Mining, Minerals & Metals plc ("MMM" or the "Company") is
pleased to present its unaudited financial statements for the for
the 6 months ended 31 July 2023 ("2023 Interim Financial
Statements").
Chairman's Statement
I have pleasure in presenting the 2023 Interim Financial
Statements of MMM.
The Company was formed to undertake the acquisition of a
controlling interest in a business (either shares or assets) that
has operations in the natural resources sector (an "Acquisition"),
reflecting the experience of the Company's board of directors.
Since the Company's IPO on the Main Market of the London Stock
Exchange in March 2020, the Company has seen a steady flow of
potential Acquisition opportunities and has actively reviewed many
projects covering all stages of development from exploration
through to producing assets over a range of commodities across
multiple jurisdictions.
In October 2021 the Company announced that it had entered into a
non-binding term sheet with Africa Resources Holdings, LLC ("ARH")
to acquire the entire issued share capital of Narnia Mauritius Gas
Holdings Limited ("NMGH"), that will hold a 95%, interest in Inert
Gas Industries (Proprietary) Limited ("IGI"), which in turn, owns
the Lindley Natural Gas Project ("LNGP") exploration licences
situated in the Free State Province of South Africa (the "Proposed
Transaction"). This exploration licence has not been renewed by the
South African Authorities and as such, MMM is not able to pursue
this opportunity at present. In the event that the licence is
renewed, MMM may be in a position to re-engage with ARH.
The Board has now entered into a new heads of terms with
Georgina Energy plc ("GEO"). GEO is an early-stage resource company
with a strategy of actively pursuing the exploration, commercial
development and monetisation of helium, hydrogen and hydrocarbon
interests located in the Amadeus and Officer Basins in Northern and
Western Australia ("New Proposed Transaction").
The New Proposed Transaction is conditional on a due diligence,
funding being raised and approval by the FCA. The Company and its
advisers aim to begin consultation with the FCA shortly with a view
to re-listing the enlarged company in Q1 2024.
The Board of MMM looks forward to working with GEO and the
advisors of both companies, to complete this transaction as quickly
as possible.
I am grateful for shareholder's patience in securing a project
for MMM and for the ongoing financial support received.
Roy Pitchford
Chairman
STATEMENT OF COMPREHENSIVE INCOME
for the period ended 31 July 2023
For six For six For year
months months ended 31
ended ended January
31 July 31 July 2023 (audited)
2023 (unaudited) 2022 (unaudited)
GBP GBP GBP
Note
Revenue - -
Administrative expenses (71,720) (68,260) (159,681)
------------------ ------------------ ----------------
Operating profit (71,720) (68,260) (159,681)
Finance income 83 48 221
Finance costs - (340) (18)
------------------ ------------------ ----------------
Profit before taxation (71,637) (68,553) (159,478)
Income tax - - -
------------------ ------------------ ----------------
Total comprehensive
loss
for the year (71,637) (68,553) (159,478)
------------------ ------------------ ----------------
Earnings per share 7
Basic and diluted (pence
per share) (0.22) (0.21) (0.50)
------------------ ------------------ ----------------
The accompanying notes form an integral part of the financial
information.
STATEMENT OF FINANCIAL POSITION
As at 31 July 2023
Note At 31 At 31 At 31
July 2023 July 2022 January
(unaudited) (audited) 2023 (audited)
GBP GBP GBP
ASSETS
Current assets
Cash and cash equivalents 4,674 114,174 48,210
Trade and other receivables 22,521 13,076 22,281
------------- ----------- ----------------
Total assets 27,195 127,250 70,491
------------- ----------- ----------------
EQUITY
Equity Attributable to
Owners of the company
Share capital 8 320,500 320,500 320,500
Share premium 406,167 406,167 406,167
Retained earnings (787,179) (624,620) (715,542)
------------- ----------- ----------------
Total equity (60,512) 102,047 11,125
------------- ----------- ----------------
LIABILITIES
Non-current liabilities
Long-term borrowings 59,094 10,469 10,469
------------- ----------- ----------------
Total non-current liabilities 59,094 10,469 10,469
------------- ----------- ----------------
Current liabilities
Trade and other payables 28,613 14,734 48,897
------------- ----------- ----------------
Total current liabilities 28,613 14,734 48,897
------------- ----------- ----------------
Total liabilities 87,707 25,203 59,367
------------- ----------- ----------------
TOTAL EQUITY AND LIABILITIES 27,195 127,250 70,491
------------- ----------- ----------------
The accompanying notes form an integral part of the financial
information.
This report was approved by the board and authorised for issue
on 30 October 2023 and signed on its behalf by:
Roy Pitchford
Non-Executive Chairman
STATEMENT OF CHANGES IN EQUITY
for the period ended 31 July 2023
Share Share premium Retained Total
capital earnings equity
GBP GBP GBP GBP
Balance at 31 January
2022 (audited) 320,500 406,167 (556,067) 170,600
Total comprehensive
loss for the year - - (68,553) (68,553)
-------- -------- ---------- ---------
Balance at 31 July
2022 (unaudited) 320,500 406,167 (624,620) 102,047
Balance at 31 January
2022 (audited) 320,500 406,167 (556,067) 170,600
Total comprehensive
loss for the year - - (159,478) (159,478)
-------- -------- ---------- ----------
Balance at 31 January
2023 (audited) 320,500 406,167 (715,542) 11,125
- - - -
Total comprehensive
loss for the year - - (71,637) (71,637)
-------- -------- ---------- ----------
Balance at 31 July
2023 (unaudited) 320,500 406,167 (787,179) (60,512)
The accompanying notes form an integral part of the financial
information.
STATEMENT OF CASHFLOWS
for the period ended 31 July 2023
Six months Six months Year
ended ended ended
31 July 31 July 31 January
2023 (unaudited) 2022 (unaudited) 2023 (audited)
GBP GBP GBP
Loss before tax (71,637) (68,553) (159,478)
Adjusted for:
(Increase)/Decrease in
trade and other receivables (239) (4,807) (14,010)
(Decrease)/Increase in
trade and other creditors 28,340 (12,820) 21,344
------------------ ------------------ --------------------
Net cash used in operating
activities (43,536) (86,181) (152,144)
Net (decrease)/increase
in cash and cash equivalents (43,356) (86,181) (152,144)
------------------ ------------------ --------------------
Cash and cash equivalents
at beginning of the year 48,210 200,354 200,354
Cash and cash equivalents
at end of the year 4,674 114,174 48,210
------------------ ------------------ --------------------
The accompanying notes form an integral part of the financial
information.
NOTES TO THE FINANCIAL INFORMATION
1. GENERAL INFORMATION
The Company was incorporated on 28 January 2013 in England and
Wales as a limited company, limited by shares and with Registered
Number 08377465 under the Companies Act 2006. The Company's
registered office address is 167-169 Great Portland Street, Fifth
Floor, London, W1W 5PF, United Kingdom. The Company has not yet
commenced business. The company re-registered as a public limited
company on 22 October 2018.
The Company's objective is to undertake an acquisition of a
target company or business in the natural resources sector.
Other than the Directors the company did not have any staff.
2. ACCOUNTING POLICIES
Basis of preparation
The principal accounting policies adopted by the Company in the
preparation of the Company Financial Information are set out
below.
The financial statements have been prepared in accordance with
International Financial Reporting Standards and IFRIC
interpretations as endorsed by the EU ("IFRS") and the requirements
of the Companies Act applicable to companies reporting under
IFRS.
The Company Financial Information has been presented in Pounds
Sterling, being the functional currency of the Company.
The preparation of the financial statements in conformity with
IFRS requires the use of certain critical accounting estimates. It
also requires the Directors to exercise their judgment in the
process of applying the Company's accounting policies. The
Company's accounting policies as well as the areas involving a
higher degree of judgment and complexity, or areas where
assumptions and estimates are significant to the Company financial
statements are disclosed in the audited annual report for the year
ended 31 January 2023 and are available on the Company's
website.
In the opinion of the management, the interim unaudited
financial information includes all adjustments considered necessary
for fair and consistent presentation of this financial information.
The interim unaudited financial information should be read in
conjunction with the Company's audited financial statements and
notes for the year ended 31 January 2023.
Going Concern
These financial statements have been prepared on a going concern
basis as the Directors have reasonable expectation that the Company
will have access to adequate resources to continue in operational
existence. The Company is a start-up company and does not currently
have any service offering or customer base.
The Directors consider there to be uncertainty over the timing
and occurrence of a potential acquisition, and given the cash
position of the Company as at the date of this report the Company
will need to raise additional funding in order to have sufficient
headroom to remain in operational existence for a period of at
least 12 months from the date the financial statements were
approved. It is also anticipated that additional resources will be
required to fund the costs of any potential acquisition, when a
suitable project has been identified.
The Major shareholders of the Company have indicated their
intention to continue to provide the financial support the Company
requires to continue to meet its obligations as they fall due,
along with any costs required to conclude an acquisition. As a
consequence, the Directors have determined that the application of
the going concern principal remains appropriate for these interim
financial statements.
3. DIRECTORS' EMOLUMENTS
No amount was paid or become payable to any of the Directors of
the Company and there were no staff costs as no staff was employed
by the Company during the period ended 31 July 2023 (2022:
NIL).
4. FINANCIAL RISK MANAGEMENT
The Company uses a limited number of financial instruments,
comprising cash and various items such as trade payables, which
arise directly from operations. The Company does not trade in
financial instruments.
Financial risk factors
The Company's activities expose it to a variety of financial
risks: credit risk and liquidity risk. The Company's overall risk
management programme focuses on the unpredictability of financial
markets and seeks to minimise potential adverse effects on the
Company's financial performance.
(a) Credit risk
The Company does not have any major concentrations of credit
risk related to any individual customer or counterparty.
(b) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient
cash, the Company ensures it has adequate resource to discharge all
its liabilities. The directors have considered the liquidity risk
as part of their going concern assessment.
Fair values
Management assessed that the fair values of cash trade payables
and other current liabilities approximate their carrying amounts
largely due to the short-term maturities of these instruments.
5. CAPITAL MANAGEMENT POLICY
The Company's objectives when managing capital are to safeguard
the Company's ability to continue as a going concern in order to
provide returns for shareholders and benefits for other
stakeholders and to maintain an optimal capital structure to reduce
the cost of capital. The capital structure of the Company consists
of equity attributable to equity holders of the Company, comprising
issued share capital and reserves.
6. FINANCIAL INSTRUMENTS
The Company's principal financial instruments comprise cash and
cash equivalents and other payable. The Company does not use
financial instruments for speculative purposes.
The principal financial instruments used by the Company, from
which financial instrument risk arises, are as follows:
31 July 31 July 31 January
2023 2022 2023
GBP GBP GBP
Financial assets
Cash and cash equivalents 4,674 114,174 48,210
-------- -------- -----------
Total financial assets 4,674 114,174 48,210
-------- -------- -----------
Financial liabilities measured
at amortised cost
Trade and other payables 28,613 14,734 48,898
-------- -------- -----------
Borrowings 59,094 10,469 10,469
-------- -------- -----------
Total financial liabilities 87,707 25,203 59,367
-------- -------- -----------
There are no financial assets that are either past due or
impaired. The financial liabilities are due for payment in 1 to 3
months.
7. EARNINGS PER SHARE
The loss per share has been calculated using the loss for the
year and the weighted average number of ordinary shares entitled to
dividend rights which were outstanding during the year. Fully
diluted earnings per share, taking account of the warrants in issue
as at the reporting date, has not been prepared as the Company is
loss making and the effects of these warrants is antidilutive.
31 July 31 July 31 January
2022 2022 2022
GBP GBP GBP
Loss for the period attributable to equity holders of the Company (71,637) (68,553) (159,478)
Weighted average number of ordinary shares (number of shares) 32,049,999 32,049,999 32,049,999
Loss per share (pence per share) (0.22) (0.21) (0.50)
8. SHARE CAPITAL
Ordinary shares of GBP0.01 each
Number of Amount
shares GBP
Issued, called up and paid 32,049,999 320,500
32,049,999 320,500
----------- --------
As at 31 July 2023, the Company had 17,166,667 warrants in issue
exercisable at GBP0.04 per share and expiring on 6 September 2023.
The Board has resolved that these warrants should be extended a
year until 6 September 2024.
9. RELATED PARTY TRANSACTIONS
Key management are considered to be the directors and the key
management personnel compensation has been disclosed in note 3.
10. POST BALANCE SHEET EVENT
On the 6 September 2023 the 17,166,667 warrants in issue and
exercisable over ordinary shares were extended to 6 September
2024.
On the 27 October 2023 the Company entered into a head of terms
with GEO to acquire a 100% interest in GEO, satisfied by the issue
of MMM shares on terms to be approved by shareholders of each
company.
11. ULTIMATE CONTROLLING PARTY
At 31 July 2023, there was no ultimate controlling party.
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END
IR EAFEEDFPDFFA
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