19th Dec 2007 07:01
Niger Uranium Limited19 December 2007 For immediate release19 December 2007 NIGER URANIUM LIMITED ('Niger Uranium' or the 'Company') Interim results for the period ended 30 September 2007 CHAIRMAN'S STATEMENT I have pleasure in presenting the first interim financial statements for NigerUranium since its admission to AIM, a market operated by the London StockExchange, on 12 September 2007. The period under review covers the period from21 May 2007 to 30 September 2007. Exploration operations commenced in Niger after the period end in November 2007with the first phase of field work planned for the period from November 2007 toFebruary 2008. Prospective targets have been identified and over seventeen (17)airborne uranium targets, located along structures that host existing uraniummines, have been re-assessed and prioritised. The Company will now progress withan aggressive but achievable exploration phase which will include detailedgroundwork, mapping and the exploratory drilling of five priority targets. Aspreviously set out in the Company's Admission Document, Irhazer and In Gall havereturned uranium values ranging from 0.22% U3O8 to 1.0% U3O8 from five surfacerock samples collected from outcrops. All analyses are being conducted by SGSJohannesburg. The drilling program will be divided into two campaigns, the first consisting of2,500 metres of diamond drilling, planned for completion in February 2008. Thesecond phase, of up to a further 7,500 metres, is designed to follow-up on theresults of the first phase. In parallel to this drilling program, several targets will be trenched andsampled to test for mineralization, geology and structure. Grids indicatinghistorical drill sites will be re-established and, where possible, will betested by down-hole radiometrics Niger Uranium is well funded and debt free. The company has an experienced boardof directors, a professional management team and individuals with proven minebuilding track records in companies such as UraMin Inc., AngloGold Ashanti andGoldfields. Niger Uranium will use its existing knowledge, mining andexploration expertise to fast track projects and the delivery of resources andresults. Niger Uranium has established a sound relationship with the government of Nigerand is committed to the development of the country. James Mellon Non Executive Chairman 19 December 2007 Enquires: Niger Uranium Limited Tel: + 27 11 783 5056Ian Stalker, Executive Deputy Chairman Tel: +1 866 437 9551Marek Kreczemer, Chief Executive OfficerBeaumont Cornish Limited Tel: +44 (0) 20 7628 3396Roland Cornish / Michael CornishHaywood Securities (UK) Limited Tel+ 44 (0) 20 7031 8000Karen KayFinancial Dynamics Tel +44 (0) 20 7269 7230Edward Westropp NIGER URANIUM LTD REVIEWED INCOME STATEMENT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 GROUP Note Period 21 May to 30 September 2007 $'000 Administrative expenses (619)Share-based payments expensed 5 (2,429) -------Loss on ordinary activities before (3,048)taxation Taxation - -------Loss attributable to equity holders (3,048) ======= Loss per shareBasic loss per share (expressed in US 3 (0.037)cents) ======= As the inclusion of the potential ordinary shares would result in a decrease inthe loss per share they are considered to be antidilutive and, as such, a diluted loss per share isnot included. NIGER URANIUM LTD REVIEWED BALANCE SHEET AS AT 30 SEPTEMBER 2007 GROUP Note As at 30 September 2007 $'000Assets Non-current assetsIntangible assets 7 4,826Property, plant and equipment 6 284 ------- 5,110Current assetsTrade and other receivables 250Cash and cash equivalents 27,718 -------Total current assets 27,968 -------TOTAL ASSETS 33,078 ------- Current LiabilitiesTrade and other payables (1,045) -------Total Liabilities (1,045) -------Net Assets 32,033 ======= Shareholders' equityShare capital 830Share premium 31,811Retained earnings (3,048)Foreign currency translation reserve 11Share option reserve 2,429 -------Total Equity 32,033 ======= NIGER URANIUM LTD REVIEWED CASH FLOW STATEMENT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 GROUP Period 21 May to 30 September 2007 $'000 Cash flows from operating activitiesLoss for the period (3,048)Increase in trade and other receivables (250)Increase in trade and other payables 1,045Adjustments for :- 2,429Share-based payments expensedForeign currency translation 11 -------Net cash from operating activities 187 ------- Cash flows from investing activitiesAcquisition of intangible assets (4,826)Acquisition of property, plant and equipment (284) -------Net cash outflow from investing activities (5,110) ------- Cash flows from financing activitiesProceeds from issue of share capital 34,721Share issue costs (2,080) -------Net cash from financing activities 32,641 ------- Net increase in cash and cash equivalents 27,718 Cash and cash equivalents at beginning of -period -------Cash and cash equivalents at end of period 27,718 ------- NIGER URANIUM LTD REVIEWED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 GROUPAttributable to equity holders Share Share Foreign Share Retained Total capital premium currency option earnings translation reserve reserve EquityGroup $' 000 $' 000 $' 000 $' 000 $' 000 $' 000Balance at 21 May 2007 - - - - - -Ordinaryshares issued 830 33,891 - - - 34,721Cost of shareissue - (2,080) - - - (2,080)Loss for theperiod - - - - (3,048) (3,048)Share-basedpaymentexpense - - - 2,429 - 2,429Currencytranslationdifferences - - 11 - - 11---------------- ------ ------- -------- ------- ------- -------Balance at 30September 2007 830 31,811 11 2,429 (3,048) 32,033---------------- ------ ------- -------- ------- ------- ------- NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 Significant Accounting Policies Niger Uranium Ltd, formerly known as UraMin Niger Ltd, was first incorporated on21 May 2007 in the British Virgin Islands under the IBC Act. The name of thecompany was changed, and the change registered, in the British Virgin Islands on7 June 2007. The consolidated condensed reviewed financial statements("financial statements") of the Company for the period 21 May 2007 to 30September 2007 comprise the Company and its subsidiary (together referred to asthe Group). Statement of compliance The financial statements for the period ended 30 September 2007 have beenprepared in accordance with the recognition and measurement requirements ofInternational Financial Reporting Standards (IFRS) and the presentation anddisclosure requirements of IAS 34 Interim Financial Reporting. The financialstatements do not include all of the information or disclosures required forfull annual financial statements. Basis of preparation The financial statements have been prepared on the historical cost basis, exceptfor financial instruments which are stated at fair value , where applicable, interms of IAS 32 - Financial Instruments: Disclosure and Presentation and IAS 39- Financial Instruments : Recognition and Measurement. The preparation of financial statements in conformity with IFRS requiresmanagement to make judgements, estimates and assumptions that affect theapplication of policies and reported amounts of assets and liabilities, incomeand expenses. The estimates and associated assumptions are based on historicalexperience and various other factors that are believed to be reasonable underthe circumstances, the results of which form the basis of making the judgementsabout carrying values of assets and liabilities that are not readily apparentfrom other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis.Revisions to accounting estimates are recognised in the period in which theestimate is revised if the revision only affects that period or in the period ofthe revision and future periods if the revision affects both current and futureperiods. The accounting policies have been applied consistently by Group companies andhave been applied to the period represented in these consolidated financialstatements. Functional and presentation currency These consolidated financial statements are presented in US Dollars, which isthe Company's functional currency. All financial information presented in USDollars has been rounded to the nearest thousand. Basis of consolidation Subsidiaries are entities controlled by the Group. Control exists when the Grouphas the power to govern the financial and operating policies of an entity so asto obtain benefits from its activities. The financial statements of subsidiaries are included in the consolidatedfinancial statements from the date that control commences to the date thatcontrol ceases. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 Foreign currency translations Transactions in foreign currencies are translated to the respective functionalcurrencies of Group entities at exchange rates at the date of the transactions. Monetary assets and liabilities denominated in foreign currencies at thereporting date are retranslated to the functional currency at the exchange rateat that date. Foreign currency differences arising on retranslation arerecognised in profit or loss. Foreign operations The assets and liabilities of foreign operations are translated to US Dollars atexchange rates at the reporting date. The income and expenses of foreignoperations are translated to US Dollars at exchange rates at the dates of thetransactions. Foreign currency differences are recognised directly in equity inthe foreign currency translation reserve.. Financial instruments Non-derivative financial instruments comprise trade and other receivables, cashand cash equivalents and trade and other payables. The Group's financial assets consist of cash balances and trade and otherreceivables. Trade and other receivables are measured initially at fair valueand subsequently at amortised cost. All are non-derivative assets. The Group's financial liabilities consist of trade and other payables. The tradeand other payables are measured initially at fair value and subsequently atamortised cost. All are non-derivative liabilities. There is no material difference between the carrying value and fair value of theGroup's asset and liability balances. Share-based payment expense Where share options are awarded to employees, the fair value of the options atthe date of grant is charged to the income statement over the vesting periodwith a corresponding increase in equity. Non-market vesting conditions are takeninto account by adjusting the number of equity instruments expected to vest ateach balance sheet date so that, ultimately, the cumulative amount recognisedover the vesting period is based on the number of options that eventually vest.Market vesting conditions are factored into the fair value of the optionsgranted. As long as all other vesting conditions are satisfied, a charge is madeirrespective of whether the market vesting conditions are satisfied. Thecumulative expense is not adjusted for failure to achieve a market vestingcondition. Property, plant and equipment Property, plant and equipment, is stated at cost less any accumulateddepreciation and accumulated impairment losses. Cost includes expenditure thatis directly attributable to the acquisition cost of the asset. Depreciation is charged to the income statement to each asset over its expecteduseful life on a straight-line basis at the following annual rates: Office equipment, furniture and fittings 20% Plant, equipment and motor vehicles 33% NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 Intangible assets Mining development licences are classified as intangible assets. Intangibleassets are recorded at cost less amortisation and accumulated impairment losses.Mining development licences for the exploration of natural resources areamortised on a straight line basis over the period of the licence following thecommencement of production. Impairment The carrying amounts of the Group's assets are reviewed at each balance sheetdate and, if there is any indication that an asset may be impaired, itsrecoverable amount is estimated. The recoverable amount is the higher of its netselling price and its value in use. Impairment tests are also carried out inrespect of intangible assets that are not yet available for use, goodwill andintangible assets with an indefinite useful life. Estimates on impairment are limited to discount rate used on net present valuecalculations. Sensitivities to the discount rate are considered and anyrealistic changes to the discount rate have been found not to lead to animpairment of the assets. Any impairment loss arising from the review is charged to the income statementwhenever the carrying amount of the asset exceeds its recoverable amount. With the exception of goodwill, any previously recognised impairment loss isreversed if the recoverable amount increases as a result of a change in theestimates used to determine the recoverable amount but only to the extent thatthe revised carrying amount does not exceed the carrying amount that would havebeen determined (net of depreciation) had no impairment loss been recognised inprior years. Deferred taxation Deferred tax is the tax expected to be payable or recoverable on differencesbetween the carrying amounts of assets and liabilities in the financialstatements and the corresponding tax bases used in the tax computations, and isaccounted for using the balance sheet liability method. Deferred tax liabilitiesare generally recognised for all taxable temporary differences and deferred taxassets are recognised to the extent that it is probable that taxable profitswill be available against which deductible temporary differences can beutilised. Deferred tax assets are reviewed at each reporting date and arereduced to the extent that it is no longer probable that the related tax benefitwill be realised. Deferred tax is calculated at the tax rates that are expected to apply in theperiod when the liability is settled or the asset is realised. Deferred tax ischarged or credited in the income statement, except when it relates to itemscharged or credited directly to equity, in which case it is also dealt with inequity. Deferred tax is not recognised on: • the initial recognition of goodwill; or • the initial recognition of goodwill of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits; or • on differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future recognition of goodwill. Earnings per share The Group presents basic and diluted earnings per share (EPS) data for itsordinary shares. Basic EPS is calculated by dividing the profit or lossattributable to ordinary shareholders of the Company by the weighted averagenumber of ordinary shares outstanding during the period. Diluted EPS isdetermined by adjusting the profit or loss attributable to ordinary shareholdersand the weighted average number of ordinary shares outstanding for the effectsof all dilutive potential ordinary shares, which comprise convertible notes andshare options granted to directors and employees. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 1 Review of results KPMG Inc., the company's independent auditor, has reviewed the interim financialstatements contained in this interim report and has expressed an unmodifiedconclusion on the interim financial statements. Their review report isavailable for inspection at the company's registered office. 2 General Issue of shares for cash or other considerations - Listingon AIM Niger Uranium Limited concluded its successful listing on "AIM" on 12 September2007 issuing 19.09 million new Ordinary Shares at British Pounds 0.50 per sharein a general issue of shares for cash on the listing, raising British Pounds9.545 Million. 3 Loss per share The calculation of earnings per share is based on the loss after taxationdivided by the weighted average number of share in issue during the period: Period ended 30 September 2007 Net loss after taxation ($'000) (3,048) Weighted average number of ordinary shares used incalculating basic earnings per share (million) 83.0 Basic loss per share (expressed in US cents) (0.037) As the inclusion of the potential ordinary shares would result in a decrease inthe loss per share they are considered to be antidilutive and, as such, adiluted loss per share is not included. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 4 Share capital Total share and warrant options in issue During the period ended 30 September 2007, 2,602,400 share options and 1,395,400warrant options were issued. As at 30 September 2007 the options in issue were; Exercise Price Expiry Date Options in IssueShare options £0.50 11 September 2012 2,602,400--------------- ------------ ------------ ------------Total share options 2,602,400--------------- ------------ ------------ ------------ Warrant options £0.50 11 September 2009 1,145,400Warrant options £0.50 11 September 2010 250,000--------------- ------------ ------------ ------------Total warrant options 1,395,400--------------- ------------ ------------ ------------ No options lapsed or were cancelled and no options were exercised during theperiod to 30 September 2007. 5 Share based payments Under IFRS 2 Share Based Payments, the Company determines the fair value of optionsissued to Directors and Employees as remuneration and recognises the amount as anexpense in the income statement with a corresponding increase in equity. TheRemuneration Committee is responsible for the granting of options at its discretion. Name Date Date Vested Number Exercise Expiry Date Fair Value Granted Price at Grant (British Date Pounds) (British Pounds)Marek 12 Sept 12 Sept 2007 1,037,400 0.50 11 Sept 2012 0.3307Kreczmer 2007John Stalker 12 Sept 12 Sept 2007 480,000 0.50 11 Sept 2012 0.3307 2007Neil Herbert 12 Sept 12 Sept 2007 435,000 0.50 11 Sept 2012 0.3307 2007John Sanders 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307 2007John Lynch 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307 2007Wayne Beach 12 Sept 12 Sept 2007 100,000 0.50 11 Sept 2012 0.3307 2007James Mellon 12 Sept 12 Sept 2007 350,000 0.50 11 Sept 2012 0.3307 2007 ---------- --------- --------- -------- ------- ---------- --------Totals 2,602,400 NIGER URANIUM LTDNOTES TO THE REVIEWED INTERIM FINANCIAL REPORTFOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 5 Share based payments (continued) As at the 30 September 2007, the following warrant options of no par value ordinaryshares in the Company in respect of capital raising had been granted but not exercised. Name Date Granted Date Vested Number Exercise Expiry Date Fair Value Price at Grant (British Date Pounds) (British Pounds)RegentResources 12 Sept 2007 12 Sept 544,065 0.50 11 Sept 2009 0.2255 2007HaywoodSecurities 12 Sept 2007 12 Sept 601,335 0.50 11 Sept 2009 0.2255 2007BeaumontCornish 12 Sept 2007 12 Sept 250,000 0.50 11 Sept 2010 0.2683 2007---------- --------- --------- -------- ------- ---------- --------Totals 1,395,400---------- --------- --------- -------- ------- ---------- -------- The fair value of the options vested during the period ended 30 September 2007 iscalculated at US Dollars 2.429 million. The assessed fair value at grant date isdetermined using the Black-Scholes Model that takes into account the exerciseprice, the term of the option, the share price at grant date, the expected pricevolatility of the underlying share, the expected dividend yield and the risk-freeinterest rate for the term of the option. The following table lists the inputs to the models used for the period ended 30September 2007: Expected volatility (%) 65.00Risk-free interest rate (%) 4.77Share price at grant rate (£) 0.50 6 Property, plant and equipment Plant and Motor Furniture and equipment Vehicles fittings Total $'000 $'000 $'000 $'000GroupBalance at 21 May 2007 - - - -Additions 152 77 55 284Balance at 30 September 2007 152 77 55 284 NIGER URANIUM LTDNOTES TO THE REVIEWED INTERIM FINANCIAL REPORTFOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 6 Property, plant and equipment (continued) Included in property, plant and equipment are assets purchased to the value of USDollars 230,185 as per the Asset Purchase Agreement (refer to Note 10).Due to the late dates at which all property, plant and equipment was acquired, nodepreciation has been charged against the assets up to 30 September 2007. Anydepreciation which might have been chargeable in not considered to be material. 7 Intangible assets Total $'000GroupBalance at 21 May 2007 -Acquisition ofNorthwestern licences 4,706Transfer of UraMin licences 120Balance at 30 September 2007 4,826 Under the July 17 2007 Asset Purchase Agreement (refer to Note 10), the Groupacquired two (2) Licences from Northwestern Mineral Ventures Inc. to the value of US Dollars4,705,313. According to the same agreement, UraMin transferred six (6) licences to the Groupfor which no consideration was paid. Management subsequently placed a fair valueof US Dollars 20,000 on each licence. 8 Deferred taxation A deferred tax asset has not been provided because it is not probable that futuretaxable profit will be available against which the group can utilise benefitstherefrom. 9 Related party disclosure At 30 September 2007, NWT Uranium Inc (formerly Northwestern Mineral VenturesInc.) held 31,955,000 (38.5%) of the shares of Niger Uranium Limited. NWT Uranium Inc and UraMin Inc were parties to the original formation andincorporation of the Company in May 2007 and, under agreement, it was agreedthat NWT Uranium Inc would be re-imbursed for all expenses incurred by themuntil the Company was able to fund all expenses directly. At 30 September 2007, an accrual of US Dollars 477,763 was made in respect ofexpenses incurred by NWT Uranium Inc. on behalf of the Group. NIGER URANIUM LTD NOTES TO THE REVIEWED INTERIM FINANCIAL REPORT FOR THE PERIOD 21 MAY 2007 TO 30 SEPTEMBER 2007 9 Related party disclosure (continued) Transactions with key management personnel During the period to 30 September 2007, 2,602,400 share options had been issuedto directors and employees and none had been exercised. The options were grantedunder recommendation of the Remuneration Committee and were granted at anexercise price of £0.50 each (refer to Note 5). 10 Asset Purchase Agreement On July 17, an Asset Purchase Agreement was signed between the Company andNorthwestern Mineral Ventures Inc. and UraMin Inc. Under the agreement, UraMin agreed to pay US Dollars 15 million and to transferits six (6) mining development licences in Niger to the Company, in exchange forthe issuance of shares in the Company such that UraMin Inc. would own 50% of theissued shares in the Company, on a fully diluted basis. Under the agreement, Northwestern Mineral Ventures Inc. agreed to transfer bothits (2) mining development licences and its mining assets in Niger to theCompany. These transfers were made in exchange for the issuance of shares in theCompany plus Canadian Dollars 4.8 million (US Dollars 4.616 million)such thatNorthwestern Mineral Ventures Inc. would own 50% of the issued shares in theCompany, on a fully diluted basis. The par value of the shares issued is USDollars 319,550, A value of US Dollars 230,185 was placed on the mining assets with the remainingbalance of US Dollars 4,705,313 attributed to the value of the mining licences. 11 Other information The financial information in this statement does not constitute statutoryaccounts within the meaning of section 240 of the Companies Act 1985. Copies of the interim results are available to download from the Group's websitewww.niger-uranium.com. Corporate Information Registered number 1405944 - Registered in British Virgin Islands Directors Marek Jozef Kreczmer - Chief Executive Officer Neil Lindsey Herbert - Non Executive Director John Stalker - Executive Deputy Chairman Wayne Gordon Beach - Non Executive Director John Paul Lynch - Non Executive Director James Mellon - Non Executive Chairman Registered Office Walkers Chambers P.O.Box 92 Road Town, Tortola British Virgin Islands VG 1110 Business Address 31 Impala Road Chislehurston Sandton Johannesburg South Africa Reporting KPMG IncAccountants 85 Empire Road Parktown South Africa 2193 Solicitors Kerman & Co LLP 7 Savoy Court Strand, London WC2R 0ER United Kingdom Nominated Advisor Beaumont Cornish Limited 5th Floor, 10-12 Copthall Avenue London EC2 7DE United Kingdom Broker Haywood Securities (UK) Ltd Ryder Court 14 Ryder Street London EC2R 7DE United Kingdom Registrars Computershare Investor Services (Channel Islands) LtdPO Box 83 Ordnance House, 31 Pier Road St Helier JE4 8PW Channel Islands Principal Bankers Barclays Bank 1 Churchill Place London E14 5HP United Kingdom This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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