TIDMMNRG
RNS Number : 3006N
MetalNRG PLC
29 September 2021
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF REGULATION 2014/596/EU WHICH IS PART OF DOMESTIC UK
LAW PURSUANT TO THE MARKET ABUSE (AMMENT) (EU EXIT) REGULATIONS (SI
2019/310) ("UK MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT,
THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS NOW CONSIDERED TO
BE IN THE PUBLIC DOMAIN.
29(th) September 2021
METALNRG plc
("MetalNRG" or the "Company")
Unaudited Interim Results to 30 June 2021
Operational Highlights
Key operational milestones achieved during the period:
The Company has and continues to assess a number of projects
that meet its investment criteria.
At the beginning of the financial year, we considered an
acquisition of Lake Victoria Gold Ltd ("LVG"), however the Board
decided not to proceed as certain conditions on the properties in
Tanzania were not as reported by LVG. We spent significant time and
effort on the due diligence, and we supported LVG financially which
has been converted into equity in LVG.
MetalNRG completed a transaction for a distressed UK onshore Oil
& Gas company with operating and exploration licenses. A
Special Purpose Vehicle, BritNRG, was set up to complete the
transaction. Operational work on site has progressed and 100-day
operational plan implemented, setting the company up on a more
secure operational footing.
Work at our Goldridge gold project in Arizona has also
progressed well. In the early part of the year SRK Consulting
completed a Competent Person's Report update on the asset. The CPR
was an input document to the prospectus the Company completed in
May. In the report SRK pointed out that in addition to the old
waste dumps and pillars left behind by previous operators, there
appears to be an opportunity to explore in more detail the
connectivity between the previously producing gold mines to get a
detailed understanding of the geological structure on the property.
Work has progressed in this direction and the initial findings are
encouraging.
During the first part of the year, MetalNRG announced a
partnership agreement with EQTEC plc, an AIM listed world leading
gasification technology solutions company focused on waste to
sustainable energy projects. The purpose of the partnership as
announced to market is to seek "shovel ready" green sustainable
waste to energy projects that offer financial upside.
In partnership with EQTEC plc, MetalNRG announced its
participation in the acquisition and planned recommissioning of a
1MW waste-to-energy plant in Italy. Originally commissioned in
2015, the plant was built around EQTEC's proprietary and patented
Advanced Gasification Technology.
MetalNRG joined a consortium led by EQTEC to repower, own and
operate the biomass-to- energy p lant (the "Plant") in Castiglione
d'Orcia, Tuscany, Italy. Once operational, it is intended that the
plant will transform straw and forestry wood waste from local farms
and forests into green electricity and heat for use in the local
community.
The Company continues to support IMC which has a Uranium project
in Kyrgyzstan which is currently on hold due to that Government's
current ban on the exploitation of uranium in the country.
Corporate Development
The Company will continue to seek additional projects that meet
its set investment criteria. The intention is specifically to seek
opportunities where we can deliver early positive cash flows from
an asset and, where the cash generated from the operations allows
us, explore and develop each particular project further. We expect
announcements in the very near future on further developments.
Financial Review
MetalNRG reported an unaudited operating loss for the six months
period ended 30 June 2021 of GBP890,354 (six months period to 30
June 2020: an unaudited operating loss of GBP386,304). Basic and
diluted loss per share for the period was 0.14p and 0.08p
respectively (six months period to 30 June 2020: Basic loss per
share was 0.11p and diluted loss per share was 0.08p).
Outlook
A number of projects have been evaluated and good progress has
been made to date. We expect further announcements will be made to
update the market on any concrete achievements.
Responsibility Statement
We confirm that to the best of our knowledge:
-- The interim financial statements have been prepared in
accordance with International Accounting Standard 34, Interim
Financial Reporting, as adopted by the EU;
-- The interim financial statements give a true and fair view of
the assets, liabilities, financial position and loss of the
Group;
-- The interim report includes a fair review of the information
required by DTR 4.2.7R of the Disclosure and Transparency Rules,
being an indication of important events that have occurred during
the first six months of the financial year and their impact on the
interim financial information, and a description of the principal
risks and uncertainties for the remaining six months of the year;
and
-- The interim financial information includes a fair review of
the information required by DTR 4.2.8R of the Disclosure and
Transparency Rules, being the information required on related party
transactions.
Consolidated Income Statement
6 months 6 months Year ended
to to 31 December
30 June 30 June 2020
2021 2020
Unaudited Unaudited Audited
GBP GBP GBP
Revenue 38,422 - -
Cost of sales (29,320) - -
---------- ---------- ---------------
Gross profit 9,102 - -
Administrative expenses (642,837) (405,647) (829,267)
Other operating income 381 19,343 19,134
IPO expenses (257,000) - -
Operating loss (890,354) (386,304) (810,133)
Finance income - - -
Loss on ordinary activities
before taxation (890,354) (386,304) (810,133)
Tax on loss on ordinary - - -
activities
---------- ---------- ---------------
Loss for the financial
period attributable
to equity holders (890,354) (386,304) (810,133)
========== ========== ===============
Attributable to:
Equity holders of
the parent (867,870) (386,304) (810,133)
Non-controlling interests (22,484) - -
---------- ---------- ---------------
(890,354) (386,304) (810,133)
========== ========== ===============
Earnings per share
- see note 3 (0.14) (0.11) (0.22) pence
Basic pence pence (0.18) pence
Diluted (0.08) (0.08)
pence pence
Consolidated Statement of Comprehensive Income
6 months 6 months Year ended
to to 31 December
30 June 30 June 2020
2021 2020
Unaudited Unaudited Audited
GBP GBP GBP
Loss after tax (890,354) (386,304) (810,133)
Items that may subsequently
be reclassified to
profit or loss:
* Foreign exchange movements 923 (3,675) (418)
Total comprehensive
loss (889,431) (389,979) (810,551)
========== ========== =============
Attributable to:
Equity holders of
the parent (866,947) (389,979) (810,551)
Non-controlling interests (22,484) - -
---------- ---------- -------------
(889,431) (389,979) (810,551)
========== ========== =============
Consolidated Statement of Financial Position
6 months 6 months Year ended
to 30 June to 31 December
2021 30 June 2020
2020
Unaudited Unaudited Audited
GBP GBP GBP
Assets
Non-current assets
Intangible fixed
assets 2,580,009 669,198 668,937
Tangible fixed assets 5,891 - -
Investments 467,033 166,808 466,652
Investments in associates 687,198 - -
Available for sale
assets 391,062 - -
--------------- --------------- --------------
Total assets 4,131,193 836,006 1,135,589
--------------- ---------------
Current assets
Trade and other
receivables 964,667 63,122 29,736
Cash and cash equivalents 99,798 111,699 63,611
--------------- --------------- --------------
Total current assets 1,064,465 174,821 93,347
--------------- --------------- --------------
Current liabilities
Trade and other
payables (2,069,773) (480,065) (1,049,772)
--------------- --------------- --------------
Total current liabilities (2,069,773) (480,065) (1,049,772)
--------------- --------------- --------------
Non-current liabilities
Other non-current
liabilities (377,875) - (28,975)
--------------- --------------- --------------
Total non-current
liabilities (377,875) - (28,975)
--------------- --------------- --------------
Net assets 2,748,010 530,762 150,189
=============== =============== ==============
Equity
Share capital 332,116 273,301 273,968
Share premium 5,911,719 2,443,784 2,483,117
Retained losses (3,473,406) (2,181,708) (2,605,538)
Foreign currency
reserve (435) (4,615) (1,358)
--------------- --------------- --------------
Equity attributable
to equity holders
of the parent 2,769,994 530,762 150,189
Non-controlling (21,984) - -
interests
Total equity 2,748,010 530,762 150,189
==================== =============== ==============
Consolidated Statement of Cash Flows
6 months 6 months Year ended
to to 31 December
30 June 30 June 2020
2021 2020
Unaudited Unaudited Audited
GBP GBP GBP
Cash flow from operating
activities
Operating loss (890,354) (386,304) (810,133)
(profit)/loss on sale
of investment - (19,134) (19,134)
Fees settled in shares 11,750 - -
Impairment of investments 108,939 - -
Foreign exchange 923 - (418)
Finance costs 12,600 - 32,436
Increase in payables 1,178,902 160,186 50,931
(Increase)/decrease
in receivables (934,931) 22,167 55,554
Net cash outflow from
operations (512,171) (223,085) (690,764)
------------ ----------- -------------
Cash flows from investing
activities
Payments for intangible (1,911,071) - -
assets
Payments for tangible (5,891) - -
fixed assets
Proceeds from sale of
investment - 102,467 102,467
Purchase of investments (1,187,580) (38,047) (337,631)
------------ ----------- -------------
Net cash flows from
investing activities (3,104,542) 64,420 (235,164)
------------ ----------- -------------
Cash flows from financing
activities
Proceeds from issue
of shares and warrants 3,614,000 30,000 70,000
Cost of shares issued (151,100) - -
Proceeds from Convertible
Loan Notes - 105,000 370,000
Bridging and other loan
financing 190,000 - 410,500
Net cash flows from
financing activities 3,652,900 135,000 850,500
------------ ----------- -------------
Net increase/(decrease)
in cash and cash equivalents
Cash and cash equivalents 36,187 (23,665) (75,428)
at the beginning of
period 63,611 139,039 139,039
Effect of exchange rate - (3,675) -
changes on cash and
cash equivalents
------------ ----------- -------------
Cash and cash equivalents
at end of period 99,798 111,699 63,611
============ =========== =============
Consolidated Statement of Changes in Equity
Share Share Retained Foreign Non-controlling Total
capital premium earnings currency interest
reserve
GBP GBP GBP GBP GBP GBP
As at 31 August
2019 266,847 2,167,311 (1,470,778) (2,700) - 960,680
========= ========== ============ ========== ================ ==========
Loss for the
period - - (324,627) - - (324,627)
Translation
differences - - - 1,760 - 1,760
--------- ---------- ------------ ---------- ---------------- ----------
Total comprehensive
income - - (324,627) 1,760 - (322,867)
Share capital
issued 5,954 246,973 - - - 252,927
--------- ---------- ------------ ---------- ---------------- ----------
Total contributions
by and distributions
to owners of
the Company 5,954 246,973 - - - 252,927
--------- ---------- ------------ ---------- ---------------- ----------
As at 31 December
2019 272,801 2,414,284 (1,795,405) (940) - 890,740
========= ========== ============ ========== ================ ==========
Loss for the
period - - (386,304) - - (386,304)
Translation
differences - - - (3,675) - (3,675)
Total comprehensive
income - - (386,304) (3,675) - (389,979)
Share capital
issued 500 29,500 - - - 30,000
--------- ---------- ------------ ---------- ---------------- ----------
Total contributions
by and distributions
to owners of
the Company 500 29,500 - - - 30,000
--------- ---------- ------------ ---------- ---------------- ----------
As at 30 June
2020 273,301 2,443,784 (2,181,708) (4,615) - 530,762
========= ========== ============ ========== ================ ==========
Loss for the
period - - (423,830) - - (423,830)
Translation
differences - - - 3,257 - 3,257
--------- ---------- ------------ ---------- ---------------- ----------
Total comprehensive
income - - (423,830) 3,257 - (420,573)
Share capital
issued 667 39,333 - - - 40,000
--------- ---------- ------------ ---------- ---------------- ----------
Total contributions
by and distributions
to owners of
the Company 667 39,333 - - - 40,000
--------- ---------- ------------ ---------- ---------------- ----------
As at 31 December
2020 273,968 2,483,117 (2,605,538) (1,358) - 150,189
========= ========== ============ ========== ================ ==========
Loss for the
period - - (867,870) - (22,484) (890,354)
Translation
differences - - - 923 - 923
--------- ---------- ------------ ---------- ---------------- ----------
Total comprehensive
income - - (867,870) 923 (22,484) (889,431)
Share capital
issued 58,149 3,428,601 - - 500 3,487,250
--------- ---------- ------------ ---------- ---------------- ----------
Total contributions
by and distributions
to owners of
the Company 58,149 3,428,601 - - 500 3,487,250
--------- ---------- ------------ ---------- ---------------- ----------
As at 30 June
2021 332,116 5,911,719 (3,473,406) (435) (21,984) 2,748,010
========= ========== ============ ========== ================ ==========
Half-yearly report notes
1. Half-yearly report
This interim report was approved by the Board of Directors on 28
September 2021.
The information relating to the six months periods to 30 June
2021 and 30 June 2020 are unaudited.
The information relating to the year ended 31 December 2020 is
extracted from the audited financial statements of the Company
which have been filed at Companies House and on which the auditors
issued an unqualified audit report. The condensed interim financial
statements have been reviewed by the Company's auditor.
2. Basis of accounting
The interim financial statements have been prepared using
accounting policies and practices that are consistent with those
adopted in the statutory financial statements for the year ended 31
December 2020, although the information does not constitute
statutory financial statements within the meaning of the Companies
Act 2006. The interim financial statements have been prepared under
the historical cost convention.
These interim financial statements are prepared in accordance
with IAS 34 Interim Financial Reporting as adopted by the European
Union and the Disclosure and Transparency Rules of the UK Financial
Conduct Authority.
This interim report does not include all the notes of the type
normally included in an annual financial report. Accordingly, this
interim report should be read in conjunction with the annual report
for the year ended 31 December 2020, which have been prepared in
accordance with International Financial Reporting Standards (IFRS)
as adopted by the European Union.
The Company will report again for the full year to 31 December
2021.
Going concern
The Company's day-to-day financing is from its available cash
resources.
The Company is confident of raising funds to enable it to
continue to develop its targeted investments and exploration
campaigns across its key projects over the next 12-18 months and
the Directors are confident that adequate funding can be raised as
required to meet the Company's current and future liabilities.
For the reasons outlined above, the Directors are satisfied that
the Company will be able to meet its current and future
liabilities, and continue trading, for the foreseeable future and,
in any event, for a period of not less than twelve months from the
date of approving this interim report. The preparation of these
interim financial statements on a going concern basis is therefore
considered to remain appropriate.
Critical accounting estimates
The preparation of condensed interim financial statements
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the end of the
reporting period. Significant items subject to such estimates are
set out in the Company's 2020 Annual Report and Financial
Statements. The nature and amounts of such estimates have not
changed significantly during the interim period.
Intangible assets
Exploration and development costs
All costs associated with mineral exploration and investments
are capitalised on a project-by-project basis, pending
determination of the feasibility of the project. Costs incurred
include appropriate technical and administrative expenses but not
general overheads. If an exploration project is successful, the
related expenditures will be transferred to mining assets and
amortised over the estimated life of economically recoverable
reserves on a unit of production basis.
Intangible assets
Exploration and development costs
Where a licence is relinquished or a project abandoned, the
related costs are written off in the period in which the event
occurs. Where the Group maintains an interest in a project, but the
value of the project is considered to be impaired, a provision
against the relevant capitalised costs will be raised.
The recoverability of all exploration and development costs is
dependent upon the discovery of economically recoverable reserves,
the ability of the Group to obtain necessary financing to complete
the development of reserves and future profitable production or
proceeds from the disposition thereof.
3. Earnings per share
6 months 6 months Year ended
to to 31 December
30 June 30 June 2020
2021 2020
Unaudited Unaudited Audited
GBP GBP GBP
These have been calculated
on a loss of: (890,354) (386,604) (810,133)
---------------- -------------- --------------
The basic weighted
average number of
shares used was:
623,214,765 359,990,020 363,554,242
The diluted weighted
average number of
shares used was: 1,044,548,093 466,523,346 453,720,902
---------------- -------------- --------------
Basic loss per share: (0.14) pence (0.11) (0.22)
pence pence
Diluted loss per (0.08) pence (0.08) (0.18)
share: pence pence
4. Events after the reporting period
There were no reportable events after the reporting period other
than those highlighted in the 'Financial Review'.
The Condensed interim financial statements were approved by the
Board of Directors on 28 September 2021.
By order of the Board
Rolf Gerritsen
Director
For the purposes of UK MAR, the person responsible for arranging
for the release of this announcement on behalf of the Company is
Rolf Gerritsen, Chief Executive Officer.
Contact details:
MetalNRG PLC
Rolf Gerritsen
Christopher Latilla-Campbell +44 (0) 20 7796 9060
Corporate Adviser
PETERHOUSE CAPITAL LIMITED
Lucy Williams/Duncan Vasey +44 (0) 20 7469 0930
----------------------
Corporate Broker
SI CAPITAL LIMITED
Nick Emerson +44 (0) 1483 413500
----------------------
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