29th May 2014 07:00
29 May, 2014
Sovereign Mines of Africa PLC
("SMA" or "the Company")
Sovereign Mines of Africa PLC (AIM:SML), the gold mining exploration Company with properties in the Republic of Guinea in West Africa, today announces its audited results for the year ended 31st December 2013.
Enquiries:
Sovereign Mines of Africa PLC:
David Pearl F.C.A. - Chairman +353 696 8961
John Barry - Exploration Director +353 8 7669 5608
Nathan Steinberg - Finance Director +44 20 7269 7680
Shore Capital - Nominated Adviser & Broker
Toby Gibbs / Bidhi Bhoma - Corporate Finance
Jerry Keen - Corporate Broking +44 20 7408 4090
SOVEREIGN MINES OF AFRICA PLC
Final Results for the Year ended 31 December 2013
CHAIRMAN'S STATEMENT
This time last year we were about to embark on the third phase of drilling with high hopes of being able to achieve an initial gold resource at our flagship property Mandiana Magana, which is held by Sovereign Mines of Guinea (SMG) the Company's operating subsidiary. In the event, our expectations were exceeded and in October the Company announced a maiden inferred resource of 600,000oz of gold in very deep oxides, including 420,000ozs having an average grade of 2.3g/per ton of gold. The potential of the property to produce a world class mine and the competence of our Geological team was evidenced by the total discovery cost of approximately $10/oz and a very impressive return on drilling of 40 ounces of gold per metre drilled.
In June, in order to assist in financing the phase of exploration which produced the inferred maiden resource, we took the opportunity to place the majority of our financial assets which, although producing a loss on disposal, proved to be fortuitous both in view of the subsequent further decline in their value to less than half of the proceeds realised, and the success of the drilling programme.
In November we acquired a new exploration concession to the south, covering the open strike extension of the mineralised trend, which forms the core of the Company's maiden resource. Based on the Company's current assumptions this newly acquired property doubles the potential strike of the mineralised corridor, by adding an additional 8kms and as such the existing drilling results only cover less than 10% of the potential strike.
In December 2013 the Company agreed to increase its equity holdings in SMG from 60% to 75% by capitalising £2.784m of the inter-company loan, which has been provided by the Company to SMG in order to fund the exploration activities and running costs of SMG since its incorporation. This transaction was completed in January 2014.
Our successes on the ground, however, failed to be reflected in our share price, because at a time when proven reserves can be acquired on extremely favourable terms, it is not surprising that investors currently have little appetite for supporting exploration projects. As a result, a year which had shown such promise, ended in very difficult and frustrating circumstances and despite the fact that our partners in the Guinean Government had agreed to give us every assistance in fast tracking a small scale mining operation based on our existing resource, we were forced into survival mode.
Our central overhead expenditure has always been extremely modest in comparison to similar companies on AIM and we were therefore able to restructure our finances so as to preserve our Guinean assets in the most cost effective way possible and, after raising £625,000 in March, we have over £600,000 in the bank which will provide sufficient working capital for at least 15 months.
Shareholders will be kept informed of any developments as they occur and if market conditions improve we will hopefully be able to resume operations at Mandiana in a more active fashion. In the meantime the Board is also looking at opportunities for involving a strategic partner at Mandiana and finding a complimentary acquisition.
David B Pearl FCA (Chairman)
28 May 2014
SOVEREIGN MINES OF AFRICA PLC
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Year ended 31 December 2013
2013 | 2012 | |||||
Note | £ | £ | ||||
Administrative expenses - (operating loss) |
2 |
(351,995) |
(477,410) | |||
Losses on financial assets at fair value
| 6
|
(574,006) |
(110,000) | |||
Finance income | 2,926 | 3,726 | ||||
|
| |||||
Loss on ordinary activities before taxation |
|
(923,075) |
(583,684) | |||
Taxation | - | - | ||||
Loss for the year | (923,075) | (583,684) | ||||
Other comprehensive income | - | - | ||||
Total comprehensive income for the year |
(923,075) |
(583,684) | ||||
| ||||||
Loss for the period and Total comprehensive loss attributable to: | |||||
Owners of the parent | (923,075) | (583,684) | |||
Non-controlling interest | - | - | |||
(923,075) | (583,684) | ||||
| |||||
Loss per ordinary share (pence) From continuing operations: basic and diluted | 4
|
(0.39)p |
(0.32)p | ||
SOVEREIGN MINES OF AFRICA PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Year ended 31 December 2013
Share Capital | Share Premium | Reconstruction Reserve | Share based payment reserve | Profit & Loss Account | Total | |
£ | £ | £ | £ | £ | £ | |
Balance at 1 January 2013 | 1,946,922 | 4,152,508 | (586,100) | - | (1,444,037) | 4,069,293 |
Loss and total comprehensive income for the year |
- |
- |
- |
(923,075) |
(923,075) | |
Share-based payment expense |
- |
-
|
- |
3,478 |
- |
3,478 |
Issue of shares, net of share issue costs |
536,667 |
947,036 |
- |
- |
- |
1,483,703 |
Balance at 31 December 2013 |
2,483,589 |
5,099,544 |
(586,100) |
3,478 |
(2,367,112) |
4,633,399 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Year ended 31 December 2012
Share Capital | Share Premium | Reconstruction Reserve | Profit & Loss Account | Total | |||||
£ | £ | £ | £ | £ | |||||
Balance at 1 January 2012 | 1,656,922 | 2,722,508 | (586,100) | (860,353) | 2,932,977 | ||||
Loss and total comprehensive income for the year |
- |
- |
- |
(583,684) |
(583,684) | ||||
Issue of shares, net of share issue costs |
290,000 |
1,430,000 |
- |
- |
1,720,000 | ||||
Balance at 31 December 2012 |
1,946,922 |
4,152,508 |
(586,100) |
(1,444,037) |
4,069,293 | ||||
The Reconstruction Reserve represents the difference between the investment in the subsidiary and the share capital in the subsidiary on acquisition.
SOVEREIGN MINES OF AFRICA PLC
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2013
2013 | 2012 | ||
Note | £ | £ | |
NON CURRENT ASSETS Intangible assets |
5 |
4,489,678
|
2,804,835
|
4,489,678 | 2,804,835 | ||
CURRENT ASSETS | |||
Financial assets at fair value through profit or loss | 6
|
18,000 |
990,000 |
Cash at bank | 185,458 | 349,618 | |
203,458 | 1,339,618 | ||
TOTAL ASSETS | 4,693,136 | 4,144,453 | |
LIABILITIES | |||
CURRENT LIABILITIES Trade and other payables |
|
59,737 |
75,160 |
TOTAL LIABILITIES | 59,737 | 75,160 | |
NET ASSETS | 4,633,399 | 4,069,293 | |
SHAREHOLDERS EQUITY | |||
Share capital | 7 | 2,483,589 | 1,946,922 |
Share premium account | 7 | 5,099,544 | 4,152,508 |
Reconstruction reserve | (586,100) | (586,100) | |
Share-based payment reserve | 3,478 | - | |
Profit and loss account | (2,367,112) | (1,444,037) | |
TOTAL EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT |
4,633,399 |
4,069,293 |
SOVEREIGN MINES OF AFRICA PLC
CONSOLIDATED STATEMENT OF CASH FLOWS
Year ended 31 December 2013
2013 |
2012 | |
£ | £ | |
Cash flows from operating activities | ||
Loss before taxation | (923,075) | (583,684) |
Impairment losses on intangible assets | - | 118,853 |
Unrealised losses on financial assets at fair value | 72,006 | 110,000 |
Realised losses on financial assets at fair value | 502,000 | - |
Share-based payment expense | 3,478 | - |
(Decrease)/increase in trade and other payables | (15,423) | 24,941 |
Net cash flows generated by/(used in) operating activities |
(361,014) |
(329,890) |
Cash flows from investing activities | ||
Proceeds of disposal of financial assets at fair value Purchase of intangible fixed assets
| 397,994 (1,684,843) | - (1,160,439) |
Net cash used in investing activities | (1,286,849)
| (1,160,439)
|
Cash flows from financing activities | ||
Issue of shares, net of share issue costs
Net cash used in financing activities | 1,483,703
1,483,703 | 620,000
620,000 |
(Decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year |
(164,160)
349,618
185,458 |
(870,329)
1,219,947
349,618 |
Significant Non Cash movements
The financial assets at fair value were acquired in the year ended 31 December 2012 by the issue of Ordinary shares of 0.01p each with a total consideration of £1,100,000.
SOVEREIGN MINES OF AFRICA PLC
Notes to the final results
Year ended 31 December 2013
1. BASIS OF PREPARATION
The financial information set out in this announcement does not constitute the Group's statutory financial statements for the years ended 31 December 2013 or 2012 but is derived from those financial statements. Statutory financial statements for 2012 have been delivered to the Registrar of Companies, and those for 2013 will be delivered in due course.
The auditors have reported on the financial statements for the year ended 31 December 2013; their report was unqualified and did not contain statements under section 498 (2) or (3) of the Companies Act 2006.
While the financial information included in this announcement has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRSs) as endorsed for use in the European Union, this announcement does not itself contain sufficient information to comply with IFRSs.
The principal accounting policies adopted in the preparation of the financial information in this announcement are set out in the Company's full financial statements for the year ended 31 December 2013 and are consistent with those adopted in the financial statements for the year ended 31 December 2012.
The Directors do not recommend the payment of a dividend (2012: nil).
The Board approved this announcement on 28 May 2014.
2. OPERATING SEGMENTS
Operating Segments are based on internal reports about components of the Group, which are regularly reviewed by the Chairman being the Chief Operating Decision Makers ("CODM") for strategic decision making and resource allocation in order to allocate resources to the segment and to assess its performance.
The group undertakes only one business activity as described in the Director's report. All transactions between each reportable segment are accounted for using the same accounting policies as the Group uses, as set out in note 3. Accordingly, the Group's operating segments have been determined based on geographical areas.
The Group has not generated revenue during the either of the years ended 31 December 2013 or 31 December 2012.
The Group's results by reportable segment is as follows:
Year ended 31 December 2013
UK £ | Guinea £ | Group £ | |
RESULTS | |||
Operating loss | (346,995) | (5,000) | (351,995) |
Interest income | 2,926 | - | 2,926 |
Year ended 31 December 2012
UK £ | Guinea £ | Group £ | |
RESULTS | |||
Operating loss | (348,507) | (238,903) | (587,410) |
Interest income | 3,726 | - | 3,726 |
All transactions between each reportable segment are accounted for using the same accounting policies as the Group uses, as set out in note 3. The Group's assets and liabilities by reportable segment are as follows :-
At 31 December 2013
UK £ | Guinea £ | Group £ | |
ASSETS Cash Financial assets at fair value Intangible Assets |
185,302 18,000 - |
156 - 4,489,678 |
185,458 18,000 4,489,678 |
Total assets | 203,302 | 4,489,834 | 4,693,136 |
UK £ | Guinea £ | Group £ | |
LIABILITIES | |||
Total liabilities | 59,737 | - | 59,737 |
At 31 December 2012
UK £ | Guinea £ | Group £ | |
ASSETS Cash Financial assets at fair value Intangible Assets |
349,462 990,000 - |
156 - 2,804,835 |
349,618 990,000 2,804,835 |
Total assets | 1,339,462 | 2,804.991 | 4,144,453 |
UK £ | Guinea £ | Group £ | |
LIABILITIES | |||
Total liabilities | 74,160 | 1,000 | 75,160 |
3. TAXATION
Analysis of the tax charge |
| |||||
2013 £ | 2012 £ |
| ||||
Current tax: Tax |
- |
- |
| |||
| ||||||
Total tax charge in income statement | - | - |
| |||
Reconciliation of the tax charge
2013 £ |
2012 £ | |||
Loss before tax | (923,075) | (583,684) | ||
Loss before tax multiplied by standard rate of corporation tax in the UK of 23% (2012: 24%) | (212,307) | (140,084) | ||
Effects of: | ||||
Deferred tax not provided | 212,307 | 140,084 | ||
Total tax charge in income statement | - | - | ||
A deferred tax asset has not been recognisedin respect of deductible temporary differences relating to losses carried forward at the year end, as there is insufficient evidence that taxable profits will be available in the foreseeable future against which the deductible temporary difference can be utilised. The amount of the asset not recognised is £486,787 (2012: £345,902). The asset would be recovered if the Group made taxable profits in future years.
4. LOSS PER SHARE
Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.
2013
|
2012
| |
Weighted average number of ordinary shares in issue | 233,678,522 | 179,716,773 |
------------- | ------------- | |
Loss after taxation | £(923,075) | £(583,684) |
---------- | ---------- | |
Loss per share (pence) | (0.39)p | (0.32)p |
======= | ======= |
Due to there being a loss during the period there are no dilutive transactions and therefore no diluted loss per share has been presented. Details of shares issued since the year end are set out in note 8 below.
5. INTANGIBLE ASSETS
Exploration costs £ | ||
Group | ||
Cost: | ||
At 1 January 2013 | 2,923,688 | |
Additions | 1,684,843 | |
At 31 December 2013 | 4,608,531 | |
Impairment: | ||
At 1 January 2013 | 118,853 | |
Additions | - | |
At 31 December 2013 | 118,853 | |
Net Book Value | ||
At 31 December 2013 | 4,489,678 | |
At 31 December 2012 |
2,804,835 |
Exploration activities are deferred until a reasonable assessment can be made of the existence or otherwise of economically recoverable reserves. No amortisation has been charged in the period. The directors have reviewed the carrying value of the exploration assets and consider them to be fairly stated and not impaired at 31 December 2013. The recoverability of the intangible assets is dependent upon the future realisation or disposal of the gold or other mineral resources.
The impairment losses brought forward of £118,853 represent exploration costs written-off where exploration licences lapsed and were not renewed as work carried out in these areas had not indicated obvious potential for major gold deposits.
Impairment costs are included under "Administrative expenses" in the Consolidated Statement of Comprehensive Income.
6. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
2013 £ |
| 2012 £ | ||
Listed investments | 18,000 | 990,000 | ||
Amounts presented in respect of listed investments have been determined by reference to published price quotations on the London Stock Exchange.
7. SHARE CAPITAL
a) Share Capital
The Company has one class of ordinary shares which carry no right to fixed income nor have any preferences or restrictions attached.
Issued and fully paid:
2012 | 2012 | ||
£ | £ | ||
248,358,850 (2012: 194,692,183) Ordinary shares of £0.01 each
|
2,483,589 |
1,946,922 |
b) Share issues during the year
Number of shares | Share Capital £ | Share premium £ | Total
£ | ||
At 1 January 2013 | 194,692,183 | 1,946,922 | 4,152,508 | 6,099,430 | |
Issued in the year | 53,666,667 | 536,667 | 1,061,333 | 1,598,000 | |
Less share issue costs | - | - | (114,297) | (114,297) | |
At 31 December 2013 | 248,358,850 | 2,483,589 | 5,099,544 | 7,583,133 |
On 22 January 2013, the company raised additional working capital of £1,250,000
through a placing of 41,666,667 new ordinary shares of £0.01each with institutional and other investors at a price of 3p each. Following this placement the company's issued share capital is increased to 236,358,850 ordinary shares of £0.01.
On 20 December 2013, the company issued 12,000,000 new ordinary shares at a price of 2.9p each in exchange for 7.5% of the issued share capital of its subsidiary company, Sovereign Mines of Guinea Limited. Following this placement the company's issued share capital is increased to 248,358,850 ordinary shares of 0.01p.
8. EVENTS SINCE THE YEAR END
On 6 December 2013, the Company agreed to capitalise £2,784,000 of the inter-company loan to its subsidiary undertaking, Sovereign Mines of Guinea Limited (SMG), by the issue of 120 new shares in SMG to Sovereign Mines. The terms of the capitalisation are on the same basis as the exchange of shares in SMG for new shares in the Company announced on 20 December 2013. The effect of this transaction is to increase the Company's interest in the share capital of SMG from 60% to 75%. The remaining 25% is held by SOGUIPAMI, the Republic of Guinea's state-owned mining firm.
The transaction was not completed until 20 January 2014, and accordingly, is not reflected in the Company's balance sheet as at 31 December 2013.
On 25 March 2014, the company raised additional working capital of £625,000 through a placing of 62,500,000 new ordinary shares with institutional and other investors at a price of 1p each. Following this placement the company's issued share capital is increased to 310,858,850 ordinary shares of 0.01p.
Related Shares:
Sovereign Mines of Africa