14th Mar 2014 12:00
14 March 2014
Nyota Minerals Limited
('Nyota' or 'the Company')
INTERIM RESULTS
Nyota Minerals Limited (ASX/AIM: NYO), the gold exploration company in East Africa, is pleased to announce its interim results for the six month period ended 31 December 2014.
CHIEF EXECUTIVE OFFICER'S STATEMENT
Following a period of extensive corporate activity, Nyota has entered 2014 as a diversified Ethiopian gold exploration company with development upside.
During the period, the Company completed the sale of 75% of the Tulu Kapi gold project ('Tulu Kapi') and the proximal exploration licences to KEFI Minerals plc ('KEFI'). Nyota's portfolio now consists of the 100% owned Northern Blocks, where work has kick-started to advance numerous targets previously identified over 2,300 sq km of land; a 25% interest in KEFI Minerals (Ethiopia) Limited (formerly Nyota Minerals (Ethiopia) Limited), the 100% owner of the Tulu Kapi project; and a 12.5% shareholding in KEFI (107,081,158 ordinary shares), which not only increases its exposure to Tulu Kapi to 34%, but also provides Nyota with access to upside across the rest of KEFI's portfolio, which includes gold assets in the Kingdom of Saudi Arabia ('KSA'). Following the release of an updated JORC resource for Tulu Kapi, Nyota is required to contribute its pro-rata equity share of the corporate budget for KEFI Minerals (Ethiopia), or otherwise see its holding diluted.
The Company's exploration assets in Ethiopia comprise the "Northern Blocks" consisting of the Brantham and the Towchester licences. Known occurrences of both alluvial and primary gold exist within these tenements and although the license areas are sparsely populated, several thousand artisanal miners are actively engaged in hand digging and panning to recover gold, most especially from the extensive river sediments deposited by the Abay River ("alluvial" deposits). The license areas are highly prospective for economically significant deposits of both primary gold and alluvial gold which would not be amenable to exploitation by artisanal methods.
In line with its strategy to systematically identify and prioritise exploration targets for drilling in the Northern Blocks, Nyota has appointed SRK Exploration Services Limited ('SRK') to conduct a competent person's review. This marks an exciting acceleration in activity at the licences, and accordingly this area is anticipated to be a significant source for future Nyota news flow in the near term. Subject to financing, the Company hopes to be in a position to drill its prioritised targets in 2014. Joint venture opportunities for the Northern Blocks will also be considered.
On a corporate level, with the sale of a majority interest in Tulu Kapi now complete, the Board is now in a position to also focus on the evaluation of new assets which have the potential to enhance the value of Nyota's portfolio. Joint venture opportunities for the Northern Blocks will also be considered. The Board also continues to implement cost cutting initiatives and is targeting a corporate run rate of less than $100,000 per month from Q2 2014.
Finally, I would like to thank Norman Ling and Neil Maclachlan, who have agreed to step down as part of the corporate strategy, for their contribution to the Company.
Richard Chase
14 March 2014
REVIEW AND RESULTS OF OPERATIONS
NORTHERN BLOCKS
Nyota owns 100% of each of the two Northern Block exploration licences, which combined, span 2,300 sq km of prospective land in western Ethiopia. The areas, located on the Adola Greenstone Belt, have a strong structural control and known alluvial and primary gold occurrences. Importantly, the licences are three years old with a maximum tenure, subject to renewals, of 10 years.
Work undertaken to date includes an airborne geophysical survey; satellite image interpretation; heavy mineral concentrate, stream sediment, rock and channel sampling; ground geophysics, trenching and mapping; and drilling at the Bendokoro prospect which was undertaken in H1 2012 and showed the presence of gold in the system. This has already identified a range of targets for follow up exploration.
Remote sensing (satellite imagery and the digital elevation model) has also identified at least 90 square kilometres of alluvial river terraces. These terraces are highly prospective for gold and whilst they are alluvial in origin their size is such that fully mechanised mining can be contemplated. Nyota identified this gold potential in 2011 and had a preliminary scoping study completed in 2012. However the bulk sampling required for grade estimation was not undertaken at the time due to the Tulu Kapi feasibility study and mining license application. Preliminary discussions have been held more recently with the Ethiopian Ministry of Mines regarding permitting of a mechanised project in this area and a new work programme is being designed to evaluate the economic viability in the short term.
No field work was conducted on the Northern Blocks during the six month period covered by these interim results, but a field work programme is now underway by Nyota's in-country geological team focused on Boka West (that is near drill-ready) and at the Bar and Cloen targets. Boka West is located between Bendokoro and Boka Sirba, along a 20km north-west trending structural break in the central part of the Brantham license area. Bar and Cloen are at the northeastern end of the Towchester license area.
SRK has been engaged to prepare a Competent Person's Report ('CP all the work undertaken by Nyota since the acquisition of the Northern Block licences and to review the fieldwork for the current field season between February and July 2014. The delivery of the report is expected in Q1 2014.
Boka West
The Boka West target was identified primarily through a combination of artisanal workings, analysis of heavy mineral concentrate samples and rock chip sampling. It lies along the northwest-trending lineament that runs from Boka Sirba, through Bendokoro to Tsole-Mole (See Figure 1).
The gold-in-soil anomaly (defined by samples containing in excess of 0.02 g/t gold, with a peak of 0.39 g/t gold) extends for 2km in length and is up to 500m wide. It is coincidental with anomalies for copper, zinc and bismuth. Gold mineralisation is associated with meta‐sedimentary rocks (including marble, quartzite and mixed quartz‐sericite and quartz‐chlorite schist) marginal to syn‐to‐post tectonic intrusives.
Seven trenches were previously excavated over the central part of the anomaly and four returned significant gold intersections with peaks of 7.40m at 1.49g/t Au; 7.10m at 2.56g/t; 5.00m at 1.03 g/t Au; and 1.00m at 10.85g/t.
Over the next ten weeks the plan is to conduct a gradient array IP geophysical survey and detailed geological mapping along with additional trenching in order to properly define the drill targets.
Bar and Cloen
Bar and Cloen targets are located in the Towchester licence area. They were selected initially based on the previous reconnaissance work of the Geological Survey of Ethiopia that showed gold grains in heavy mineral concentrates samples coincidental with sulphide mineralisation. Supporting evidence came from the airborne geophysical survey completed by Nyota in 2010 and observation of the Midroc Gold deposit at Jilaye, approximately 9km east of the Bar target, in that company's Metekel Exploration Licence.
Work on the Bar target area returned a high gold count in heavy mineral concentrate (6-12 grains), stream sediment samples (6-62 ppb Au) and rock chip samples (41-102 ppb Au). These anomalous samples are from the vicinity of a contact zone between carbonate and other meta-sedimentary rocks, and igneous intrusive rocks. An overlapping copper - lead - arsenic stream sediment anomaly supports the potential for anomalous primary mineralisation. Based on the favourable geological setting and geochemical analysis an area of approximately 8.6 km2 has been delineated for detailed follow-up.
The Cloen Target was found to be dominantly underlain by north-west striking package of meta-sedimentary rocks and acidic to intermediate schistose volcanic units.
A cluster of high gold grain counts in heavy mineral concentrate and stream sediment samples is seen in the western part of the target. Rock-chip samples picked from a schistose, acid volcanic unit returned values of 103ppb to 1060 ppb (1.06g/t) gold, with corresponding anomalism in copper (up to 0.45%), silver and zinc. The occurrence of an acid volcanic schist with disseminated sulphide, grading locally to massive sulphide, within multi-element anomalism and the presence of barite suggests a possible volcanogenic massive sulphide (VMS) setting. Based on these encouraging results, a 23km2 area has been delineated for detailed follow-up.
JOINT VENTURE PARTNER FOR TULU KAPI
On 30 December 2013, Nyota completed the sale of 75% of the issued share capital of Nyota Minerals (Ethiopia) Limited ("NMEL") (the 'Sale'), the Company's then subsidiary that owns 100% of Tulu Kapi. (Note: Post period end, NMEL was re-named KEFI Minerals (Ethiopia) Limited).
The Group received £1.285 million in cash (including a working capital loan pre-completion) and 107,081,158 ordinary shares in the capital of KEFI as consideration for the Sale, and Nyota and KEFI are now joint venture partners in respect of Tulu Kapi and the proximal licence areas; with KEFI appointed as manager. The Sale has enabled Nyota to realise some immediate value while retaining a 25% direct interest in the asset and an indirect 9% interest via its 12.5% shareholding in KEFI. Accordingly, the Company has the flexibility to fund its equity interest or to be diluted depending on the future of the asset.
Tulu Kapi was placed on a care and maintenance programme during the period as the KEFI transaction was negotiated. However, with the renewal of the exploration licence in November 2013, and based on the agreed initial work programme, the project is poised to be quickly ramped-up again.
Post-period end, fieldwork re-commenced at Tulu Kapi. Work is focused on updating and upgrading the |October 2012 JORC Resource of 1.9Moz @2.34 g/t Au, comprising 1.1Moz @2.36g/t Indicated and 0.8Moz @2.30g/t Inferred. KEFI released an announcement on 12 March 2014 regarding an updated Resource at Tulu Kapi, however Nyota has not had the opportunity to review KEFI's findings but will do so as soon as practical. As the findings are considered to be a material change, further announcements to the market can be expected to follow in order to satisfy Nyota's ASX/JORC 2012 reporting requirements. KEFI has stated that a new mining license application will be made before the end of 2014.
Nyota's Directors believe that KEFI represents a solid partner and that the Tulu Kapi project will benefit from its experienced technical team who have recognised the potential of the project and the optimisation work completed in 2013. Strong geological similarities exist between KEFI's Jibal Qutman project in KSA and Tulu Kapi, which will benefit the on-going development of the project.
Shareholders will be advised of developments as they are announced by the joint venture.
CORPORATE AND FINANCE
Following completion of the KEFI transaction, Nyota had cash of $2.0 million as at 31 December 2013. Corporate administration expenditure during the half year was inflated by $170,000 of deal costs and other one-off corporate costs related to the General Meeting called by one the Company's largest shareholders, legal advice and alternative transactions. Similarly, some one-off costs will be paid out in Q1 2014, including Nyota's share of the initial payment of the NMEL VAT liability (explained further below) and some professional fees relating to the Sale that were contingent upon success.
The Company will need to raise funds in the first half of 2014 in order to fund the Company's share of the on-going costs at Tulu Kapi and to continue the focused exploration programme to advance the Company's Northern Block exploration properties. The Directors believe that significant value exists in both of these assets.
Nyota may elect not to fund its pro-rata share of Tulu Kapi but will suffer dilution of its shareholding as a result.
Action was also taken to further significantly reduce corporate costs during the quarter and immediately after the period end. This includes:
I. The London operations of Nyota moved out of the legacy office in Holborn to a much smaller serviced office, thereby more than halving monthly office costs while limiting the Company's exposure to the rest of the lease term and introducing flexibility for the future;
II. The management will be reduced as befits an exploration company, with only two people in the London office from May;
III. Richard Chase, the Company's CEO, has accepted a variation to his contract of employment with effect from 1 January 2014, reducing his salary by 40%. He receives no other fees or benefits from the Company; and
IV. Two directors, Norman Ling and Neil Maclachlan, will be standing down following the Annual General Meeting on 17 March 2014.
On 28 October 2013 NMEL received an assessment from the Ethiopian Revenue and Customs Authority ('ERCA') for the accrued reverse VAT liability relating to the provision of foreign services in Ethiopia; primarily for the drilling undertaken at Tulu Kapi between 2009 and 2013. An accrual was made in each of the last two years' audited accounts of the subsidiary and the consolidated accounts of Nyota, but payment was deferred whilst the mining licence application was being considered. Negotiations with ERCA for payment have been positive and, in accordance with the relevant law, an initial payment of 25% of the assessed amount was made on 31 January 2014, of which Nyota's share was 25%; equivalent to $371,618.
SUBSEQUENT EVENTS
The 2013 Annual Report for the Group was published on 5 February 2014, following completion of the transaction with KEFI. Trading in the Company's shares and depositary interests had been suspended on ASX and AIM, respectively, due to the late filing of the Annual Report, but was restored following publication.
On 12 March 2014, Nyota agreed to assign the existing lease over its London office to a third party. The lease, which runs to 6 August 2016, is subject to annual rent payments of £68,400 per annum, the full cost of which have transferred to the assignee.
There are no other matters or circumstances that have arisen since 31 December 2013 that may significantly affect operations, results or the state of affairs of the group in future financial years.
GOING CONCERN
The group incurred a loss for the half year of $3,065,000 (2012- $3,431,000) and operating cash outflows of $1,886,000 (2012- $3,496,000). At 31 December 2013, the Group had net current assets of $1,241,000.
The Directors have prepared cash projections showing the need to raise additional funds to finance the Group's proposed minimum exploration work programme and working capital requirements for the next twelve months.
Nyota has the right to maintain its 25% interest in KEFI Minerals (Ethiopia) by funding its pro-rata share of that company's expenditure, or to be diluted accordingly. The principal commitment of KEFI Minerals (Ethiopia) is the Tulu Kapi project. To maintain the 25% interest, the Company's commitment according to the current budget is $1,417,000 from 01 March to 31 December 2014. In addition, there are work programme commitments of $1,274,000 in the current exploration license periods to maintain tenements, The Directors' cash projections show that its pro-rata share of funding for KEFI Minerals (Ethiopia) would be the majority of the working capital requirement of the Group for the next 12 months provided that the company is able to and elected to do so. Notwithstanding this the Directors believe that it is in the Company's best interests to maintain its 25% shareholding in KEFI Minerals (Ethiopia) by funding its pro-rata share whenever possible. However, it is not required to do so and can be diluted accordingly.
The Group's ability to continue as a going concern while meeting its preferred minimum exploration work programme is dependent upon the Group being successful in completing a capital raising and/or asset sale and/or joint venture agreement in the next 12 months.
The Directors have taken further steps to reduce the Group's corporate overheads and other expenditure in order to reduce the risk, however there can be no guarantee that sufficient funds can be raised through one or all of the above mechanisms or that the funds raised will meet the Group's requirements. Failure to raise the required funds will result in the Group failing to meet its proposed exploration work programme and working capital requirements and/or in its interest in KEFI Minerals (Ethiopia) being reduced.
As a result of these matters, there is a material uncertainty that may cast significant doubt on whether the Group will continue as a going concern and, therefore, whether it will realise its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial report. However, the directors believe that the Group will be successful in the above matters and, accordingly, have prepared the financial report on a going concern basis. The financial statements do not include the adjustments that would result if the group was unable to continue as a going concern.
The attached half year financial report contains an independent auditor's report which includes an emphasis of matter paragraph relating to the existence of a material uncertainty that may cast significant doubt about the Group's ability to continue as a going concern and therefore, whether it will realise its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial statements. For further information, refer to Note 1 to the financial statements, together with the auditor's report.
OUTLOOK
Nyota has commenced the year with exposure to a range of activities across multiple gold assets in Ethiopia and beyond. The work currently being undertaken across each of its assets has the potential to increase the current value of each project. In particular, the imminent SRK CPR is anticipated to reaffirm the strong prospectivity of the Northern Blocks, positioning the Company to secure funds and henceforth implement a defined drill programme to fully understand the potential of its assets in 2014.
The Company is focussed on strengthening its position as a prominent African focussed gold explorer with development upside in the near term. With this in mind, the Board is also proactively assessing a range of additional, value accretive resource and corporate opportunities and will make announcements on these, and its strong array of operational activities, at the appropriate time.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE HALF-YEAR ENDED 31 DECEMBER 2013
|
| Half-year Ended |
| Half-year Ended |
|
| 31 Dec 2013 |
| 31 Dec 2012 |
Notes | $'000 |
| $'000 | |
|
|
|
| |
Revenue from continuing operations |
|
|
|
|
Other revenue |
| 5 |
| 20 |
|
|
|
|
|
|
|
|
|
|
Other expenses from continuing operations |
|
|
|
|
Administration |
| (2,089) |
| (3,289) |
Loss on disposal of subsidiary | 2 | (959) |
| - |
Impairment of assets |
| - |
| (104) |
Foreign exchange gains |
| 31 |
| 28 |
Share based compensation expense |
| (53) |
| (86) |
Loss before income tax |
|
(3,065) |
|
(3,431) |
Income tax expense |
|
- |
|
- |
Loss for half year |
|
(3,065) |
|
(3,431) |
Other comprehensive expense / income |
|
|
|
|
Items that may be reclassified to profit and loss: Changes in fair value of available for sale financial assets, net of tax |
|
(165) |
|
(138) |
Exchange differences on translation of foreign operations |
|
(32) |
|
763 |
Other comprehensive (expense) / income for the half year |
|
(197) |
|
625 |
Total comprehensive loss for the half year |
|
(3,262) |
|
(2,806) |
Total comprehensive loss for the half year attributable to members of Nyota Minerals Limited |
|
(3,262) |
|
(2,806) |
|
|
|
|
|
Loss per share from continuing operations attributable to the ordinary equity holders of Nyota Minerals Limited |
|
|
|
|
Basic loss per share |
|
(0.4) |
|
(0.5) |
Diluted loss per share |
| (0.4) |
| (0.5) |
CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2013
|
| 31 Dec 2013 |
| 30 June 2013 |
Note | $'000 |
| $'000 | |
|
|
|
| |
ASSETS |
|
|
|
|
Current assets |
|
|
|
|
Cash and cash equivalents |
| 2,006 |
| 2,434 |
Trade and other receivables |
| 159 |
| 298 |
Total current assets |
|
2,165 |
| 2,732 |
|
|
|
|
|
Non-current assets |
|
|
|
|
Investment in associates | 2 | 2,007 |
| - |
Available-for-sale assets | 3 | 3,762 |
| 228 |
Property, plant and equipment |
| 188 |
| 861 |
Exploration and evaluation expenditure | 4 | 2,033 |
| 15,211 |
Total non-current assets |
|
7,990 |
| 16,300 |
Total assets |
|
10,155 |
| 19,032 |
LIABILITIES |
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables | 6 | 869 |
| 6,496 |
Provisions |
| 55 |
| 96 |
Total current liabilities |
|
924 |
| 6,592 |
Total liabilities |
|
924 |
| 6,592 |
Net assets |
|
9,231 |
| 12,440 |
EQUITY |
|
|
|
|
|
|
|
|
|
Contributed equity | 7 | 185,699 |
| 185,699 |
Reserves |
| 2,617 |
| 2,761 |
Accumulated losses |
| (179,085) |
| (176,020) |
Total equity |
|
9,231 |
| 12,440 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR HALF-YEAR ENDED 31 DECEMBER 2013
|
| Attributable to the owners of Nyota Minerals Limited | |||
|
| Contributed equity | Accumulated losses | Reserves | Total equity |
|
| $'000 | $'000 | $'000 | $'000 |
|
|
|
|
| |
Balance 1 July 2013 |
| 185,699 | (176,020) | 2,761 | 12,440 |
Loss for the half year Other comprehensive income for the half year |
|
-
- |
(3,065)
- |
-
(197) |
(3,065)
(197) |
Total comprehensive loss for the half year |
| - | (3,065) | (197) | (3,262) |
Transactions with equity holders in their capacity as equity holders: |
|
|
|
|
|
Share based compensation |
| - | - | 53 | 53 |
|
| - | - | 53 | 53 |
Balance at 31 December 2013 |
| 185,699 | (179,085) | 2,617 | 9,231 |
|
|
|
|
|
|
Balance at 1 July 2012 |
| 177,607 | (120,708) | 1,286 | 58,185 |
Loss for the half year Other comprehensive income for the half year |
|
-
- |
(3,431)
- |
-
625 |
(3,431)
625 |
Total comprehensive loss for the half year |
| - | (3,431) | 625 | (2,806) |
Transactions with equity holders in their capacity as equity holders: |
|
1,959 |
- |
- |
1,959 |
Share options exercised |
| - | - | - | - |
Share based compensation |
| - | - | 86 | 86 |
|
| 1,959 | - | 86 | 2,045 |
Balance at 31 December 2012 |
| 179,566 |
(124,139) | 1,997 | 57,424 |
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR HALF-YEAR ENDED 31 DECEMBER 2013
|
| Half-year Ended |
| Half-year Ended |
|
| 31 Dec 2013 |
| 31 Dec 2012 |
|
| $'000 |
| $'000 |
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
Payments to suppliers and employees (inclusive of goods and services tax) |
| (1,891) |
| (4,041) |
Interest received |
| 5 |
| 18 |
Research and development tax credit received |
| - |
| 527 |
Net cash flow used in operating activities |
|
(1,886) |
|
(3,496) |
CASH FLOW FROM INVESTING ACTIVITES |
|
|
|
|
|
|
|
|
|
Sale of subsidiary, net of cash disposed and selling costs |
| 2,129 |
| - |
Payments for plant and equipment |
| - |
| (28) |
Payment for exploration and evaluation expenditure |
| (702) |
| (9,927) |
Net cash flow used in investing activities |
|
1,427 |
|
(9,955) |
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
Proceeds from issue of shares |
| - |
| 1,983 |
Payments for equity issue costs |
| - |
| (24) |
Net cash flow from financing activities |
|
- |
|
1,959 |
Net decrease in cash and cash equivalents |
|
(459) |
|
(11,492) |
Cash and cash equivalents at the beginning of the half year |
|
2,434 |
|
14,475 |
Effect of exchange rate changes on cash and cash equivalents |
| 31 |
| 28 |
Cash and cash equivalents at the end of the half year |
|
2,006 |
|
3,011 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31 DECEMBER 2013
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation
This condensed consolidated interim financial report for the half-year reporting period ended 31 December 2013 has been prepared in accordance with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001.
This condensed consolidated interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2013 and any public announcements made by Nyota Minerals Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period.
Going Concern
The group incurred a loss for the half year of $3,065,000 (2012- $3,431,000) and operating cash outflows of $1,886,000 (2012- $3,496,000). At 31 December 2013, the Group had net current assets of $1,241,000.
The Directors have prepared cash projections showing the need to raise additional funds to finance the Group's proposed minimum exploration work programme and working capital requirements for the next twelve months.
Nyota has the right to maintain its 25% interest in KEFI Minerals (Ethiopia) by funding its pro-rata share of that company's expenditure, or to be diluted accordingly. The principal commitment of KEFI Minerals (Ethiopia) is the Tulu Kapi project. To maintain the 25% interest, the Company's commitment according to the current budget is $1,417,000 from 01 March to 31 December 2014. In addition, there are work programme commitments of $1,274,000 in the current exploration license periods to maintain tenements, The Directors' cash projections show that its pro-rata share of funding for KEFI Minerals (Ethiopia) would be the majority of the working capital requirement of the Group for the next 12 months provided that the company is able to and elected to do so. Notwithstanding this the Directors believe that it is in the Company's best interests to maintain its 25% shareholding in KEFI Minerals (Ethiopia) by funding its pro-rata share whenever possible. However, it is not required to do so and can be diluted accordingly.
The Group's ability to continue as a going concern while meeting its preferred minimum exploration work programme is dependent upon the Group being successful in completing a capital raising and/or asset sale and/or joint venture agreement in the next 12 months.
The Directors have taken further steps to reduce the Group's corporate overheads and other expenditure in order to reduce the risk, however there can be no guarantee that sufficient funds can be raised through one or all of the above mechanisms or that the funds raised will meet the Group's requirements. Failure to raise the required funds will result in the Group failing to meet its proposed exploration work programme and working capital requirements and/or in its interest in Nyota Minerals (Ethiopia) being reduced.
As a result of these matters, there is a material uncertainty that may cast significant doubt on whether the Group will continue as a going concern and, therefore, whether it will realise its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial report. However, the directors believe that the Group will be successful in the above matters and, accordingly, have prepared the financial report on a going concern basis. The financial statements do not include the adjustments that would result if the group was unable to continue as a going concern.
The attached half year financial report contains an independent auditor's report which includes an emphasis of matter paragraph relating to the existence of a material uncertainty that may cast significant doubt about the Group's ability to continue as a going concern and therefore, whether it will realise its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial statements. For further information, refer to Note 1 to the financial statements, together with the auditor's report.
2. DISPOSAL OF SUBSIDIARY
On 30 December 2013, Nyota sold 75% of the issued and outstanding shares in the capital of Nyota Minerals (Ethiopia) Limited, the subsidiary that holds the Tulu Kapi and proximal licences, to KEFI. Nyota received total net proceeds of $6,019,000 (£3,241,312), comprising cash consideration of $2,386,374 (£1,285,000), 107,081,158 ordinary shares in KEFI valued at $3,828,063 (£2,061,312) on the day of completion and $195,000 (£104,996) of directly attributable costs.
| Book value |
| At date of |
| disposal |
| $'000 |
|
|
Property, plant and equipment Available for sale assets Evaluation and exploration expenditure Trade and other receivables Cash and cash equivalents Trade and other payables
|
504 129 16,378 155 62 (5,733)
|
Net assets disposed of | 11,495 |
|
|
Sale proceeds: |
|
Cash | 2,386 |
Equity | 3,828 |
Less: directly attributable costs | (195) |
Fair value of 25% interest retained | 2,006 |
|
|
Total net proceeds | 8,025 |
|
|
Loss on disposal before recycling of foreign exchange | (3,470) |
Recycling of foreign exchange | 2,511 |
|
|
Loss on disposal | (959) |
The net cash inflow in the period was $2,129,000, comprising net cash proceeds of $2,191,000 less $62,000 of cash and cash equivalents disposed of.
3. AVAILABLE-FOR-SALE FINANCIAL ASSETS
Available-for-sale financial assets include the following classes of financial assets:
|
|
| 31 Dec 2013 | 30 June 2013 |
|
|
| $'000 | $'000 |
|
|
|
|
|
Listed securities (a) |
|
|
| |
Equity securities |
|
| 3,728 | 69 |
|
|
|
|
|
|
|
| 3,728 | 69 |
|
|
|
|
|
Unlisted securities (b) |
|
|
|
|
Debt securities |
|
| 34 | 159 |
|
|
|
|
|
|
|
| 34 | 145 |
|
|
|
|
|
|
|
| 3,762 | 228 |
(a) Listed securities
On 30 December 2013 the Group received shares in KEFI valued at $3,828,063 (note 2).
(b) Unlisted Securities
Unlisted securities are traded in inactive markets. Included in unlisted securities are Ethiopian Government Bonds held by the Group's subsidiary undertakings, Brantham Investments Limited and Towchester Investment Company Limited. Available for sale assets valued at $129,000 were disposed of with Nyota Minerals (Ethiopia) Limited (note 2).
4. EXPLORATION AND EVALUATION EXPENDITURE
| Half year ended | Year ended |
| 31 Dec 2013 | 30 June 2013 |
| $'000 | $'000 |
Opening balance |
15,211 |
48,668 |
Additions | 702 | 14,703 |
Foreign exchange movements | 2,498 | 1,263 |
Disposals (note 2) | (16,378) | - |
Impairment charge- Ethiopia | - | (49,137) |
Impairment charge - Burundi | - | (104) |
|
|
|
Closing balance | 2,033 | 15,211 |
|
|
|
5 SEGMENT INFORMATION
(a) Description of segments
Management has determined the operating segments based upon the reports viewed by the Chief Executive Officer (CEO). The CEO considers that the group operates in distinct segments being different countries around the world.
The segment results for the half-year ended 31 December 2013 are as follows:
Revenue | Corporate $'000 | Ethiopia $'000 | Africa - other $'000 | Unallocated $'000 | Consolidated $'000 |
For the half-year ended 31 December 2013 | |||||
Total segment revenue | 5 | - | - | - | 5 |
Segment Result | |||||
Loss for half year | (2,951) | (145) | - | 31* | (3,065) |
Assets | |||||
Segment assets | 5,923 | 4,209 | 23 | - | 10,155 |
|
* FOREX gains
Revenue | Corporate $'000 | Ethiopia $'000 | Africa - other $'000 | Unallocated $'000 | Consolidated $'000 |
For the half-year ended 31 December 2012 | |||||
Total segment revenue | 20 | - | - | - | 20 |
Segment Result | |||||
Loss for half year | (2,935) | (406) | (112) | 22* | (3,431) |
Assets | |||||
Segment assets | 3,309 | 61,505 | 24 | - | 64,838 |
* FOREX gains
The segment liabilities and capital expenditure for the half-year ended 31 December 2013 are as follows:
Liabilities For the half-year ended 31 December 2013 | Corporate $'000 | Ethiopia $'000 | Africa-other $'000 | Unallocated $'000 | Consolidated $'000 |
Segment liabilities | 496 | 373 | 55 | - | 924 |
Acquisition of property, plant and equipment and other non-current segment assets | - | - | - | - | - |
Other non-cash expenses | - | - | - | 53 | 53 |
Depreciation and amortisation expense | 47 | 146 | - | - | 193 |
Impairment of assets | |||||
- other financial assets | - | - | - | - | - |
- other assets | - | - | - | - | - |
Liabilities For the half-year ended 31 December 2012 | Corporate $'000 | Ethiopia $'000 | Africa-other $'000 | Unallocated $'000 | Consolidated $'000 |
Segment liabilities | 971 | 6,443 | - | - | 7,414 |
Acquisition of property, plant and equipment and other non-current segment assets | 4 | 24 | - | - | 28 |
Other non-cash expenses | - | - | - | 86 | 86 |
Depreciation and amortisation expense | 109 | 44 | - | - | 153 |
Impairment of assets | |||||
- other financial assets | - | - | - | - | - |
- other assets | - | - | 104 | - | 104 |
6. TRADE AND OTHER PAYABLES
|
| |
| 31 Dec 2013 | 30 June 2013 |
| $'000 | $'000 |
Trade payables Other payables |
277 592 |
128 6,368 |
|
869 |
6,496 |
7. EQUITY SECURITIES ISSUED
Movements in equity securities during the half-year period were:
Date | Details | Issue price
| Number of shares |
$'000 |
Half Year 2013
|
|
|
| |
Fully paid ordinary shares |
|
|
| |
1/7/2013 | Opening balance |
| 866,924,127 | 185,699 |
|
|
|
|
|
31/12/2013 |
Balance |
|
866,924,127 |
185,699 |
|
|
|
|
|
Employee Share plan shares issued with non-recourse employee loans |
| |||
|
|
|
|
|
1/7/2013 | Opening balance |
| 12,725,000 |
|
31/12/2013 |
Balance |
|
12,725,000 |
|
31/12/2013 |
Total ordinary shares on issue |
|
879,649,127 |
185,699 |
8. CONTINGENCIES / COMMITMENTS
(a) Contingent liabilities
In October 2010 Nyota appointed Rockbury Services Inc. to provide advice and services in connection with the debt financing of the Tulu Kapi gold project. This engagement was terminated in May 2013 on the basis that both Rockbury and the Nyota Board decided that it was not going to be possible to finance the project in the current market. The Rockbury engagement included a contingent termination fee of 3% of the debt funding package agreed, subject to a minimum of US$ 3 million, in the event that financing for the Tulu Kapi gold project is committed in the 24 months following termination. Having taken advice from legal counsel, and based on the Company's current work programme, the Board do not believe that a fee will become payable under this contract.
Apart from the above the Group does not have any known contingent liabilities as at 31 December 2013 (30 June 2013: Nil).
(b) Contingent assets
Although the Group no longer has any legal interest in a Swaziland gold project it has retained a beneficial right to 50% of any sale proceeds should this project be on-sold to a third party. The Group is unable to place a potential value on this contingent asset. Apart from the above the Group does not have any known contingent assets as at 31 December 2013 (30 June 2013: Nil).
(c) Commitments
Exploration program commitments
|
|
| 31 Dec 2013 | 30 June 2013 |
|
|
| $'000 | $000 |
|
|
|
|
|
Exploration program commitments payable |
|
|
| |
Within one year |
|
| 1,365 | 4,739* |
Later than one year but not later than 5 years |
| - | - | |
|
|
|
| |
|
| 1,365 | 4,739 |
*$4,192,000 of the exploration program commitments at 30 June 2013 above related to licences held by Nyota Minerals (Ethiopia) Ltd.
Following the sale of 75% of Nyota Minerals (Ethiopia) Ltd on 30 December 2013 (now KEFI Minerals (Ethiopia) Ltd), Nyota's minimum commitment will be no more than 25% of the total budgetfor that company. According to the current budget for the period to 31 December 2014 this commitment is $1,417,000. Nyota has the right not to fund KEFI Minerals (Ethiopia) Ltd pro-rata its shareholding in that company. Non-funding would result in the dilution of its shareholding.
(i) Lease commitments: group as lessee
Non-cancellable operating leases
The group leases offices under non-cancellable operating leases expiring within two to four years. The leases have varying terms and renewal rights. On renewal, the terms of the leases are renegotiated.
|
|
| 31 Dec 2013 | 30 June 2013 |
|
|
| $'000 | $000 |
|
|
|
|
|
Commitments for minimum lease payments in relation to non-cancellable operating leases are payable as follows:
|
|
|
| |
Within one year |
|
| 127* | 181 |
Later than one year but not later than 5 years |
| 203* | 272 | |
|
|
|
| |
|
| 330* | 453 |
*On 12 March 2014, Nyota agreed to assign the existing lease over its London office to a third party. The lease, which runs to 6 August 2016, is subject to annual rent payments of £68,400 per annum, the full cost of which have transferred to the assignee.
9. SUBSEQUENT EVENTS
There are no matters or circumstances that have arisen since 31 December 2013 that may significantly affect operations, results or state of affairs of the group in future financial years other than:
· On 12 March 2014, Nyota agreed to assign the existing lease over its London office to a third party. The lease, which runs to 6 August 2016, is subject to annual rent payments of £68,400 per annum, the full cost of which have transferred to the assignee.
**ENDS**
For further information please visit www.nyotaminerals.com or contact:
Richard Chase | Nyota Minerals Limited Chief Executive Officer | +44 (0) 20 7659 6109
|
Anthony Rowland | Nyota Minerals Limited Business Development | +44 (0) 20 7659 6109
|
Antony Legge/ James Thomas | Nominated Adviser and Joint Broker Daniel Stewart & Company plc | +44 (0) 20 7776 6550
|
Susie Geliher/ Elisabeth Cowell | Financial PR St Brides Media & Finance Ltd
| +44 (0) 20 7236 1177 |
Guy Wilkes | Joint Broker Ocean Equities Limited
| +44 (0) 20 7786 4370
|
Related Shares:
Nyota Minerals