Source - LSE Regulatory
RNS Number : 5234D
Bezant Resources PLC
29 June 2021
 

 

29 June 2021

 

Bezant Resources Plc

("Bezant", the "Company" or, together with its subsidiaries, the "Group")

 

Final Results for the Year Ended 31 December 2020,

Publication of Annual Report and Update on Timing of AGM 

 

Bezant (AIM: BZT), the copper-gold exploration and development company, announces its audited final results for the year ended 31 December 2020.

 

Highlights:

 

Financial:

·  £1.0m loss after tax (2019:  £1.1m loss).

·  No Impairment charge (2019: £211,000) relating to the Company's Mankayan Copper-Gold Project, Philippines.

·  Approximately £1.1m cash at bank at the period end (2019: £0.3m).

Operational:

As explained in the Chairman's statement below during the year the Company remained focused on seeking to develop its existing projects through strategic alliances / joint ventures / sales and the identification and acquisition of copper-gold resources moving towards development of projects which pass the relevant criteria for investment.

 

Kalengwa Project: Our 30% interest in the Kalengwa copper silver project in Zambia, where Bezant acts as operator, was acquired in April 2020 and comprises a large exploration licence surrounding one of the richest open pits ever worked in Zambia. During its working life, the Kalengwa mine, produced 1.9 million tonnes of ore at an average grade of 9.4% copper with over 25% of the ore mined exceeding 20% copper.  The exploration licence has numerous indications of similar geology, along with poorly tested geochemical and geophysical anomalies, which could lead to discovery of further typical Copper Belt mineralisation.  The key areas of interest include sparsely drilled copper mineralisation just 4km northeast of the main pit and a 13km strike zone of coincident geochemical and structural anomalism, which has not been drill tested. Post the year end in April 2021 we announced the provisional results of our initial two drill holes which were very pleasing and our plans for 2021 are referred to in the Chairman's statement below.

 

Hope Copper Gold Project: We completed the acquisition of 100% of Virgo Resources +70% interest in the Hope and Gorob licences in Namibia, in August 2020 which already have a combined Mineral Resource of 10.2Mt @1.9% Cu and 0.3g/t Au at a 0.7% Cu cut-off, reported in accordance with the JORC Code (2012).  The concession has a further untested potential mineralised area of over 150km as well as additional targets for drill testing adjacent to the Hope and Gorob deposits.  Post-acquisition, archive search, showed that the values of gold at Hope were on many occasions higher than the average in the mineral resource statement, including some values over 1g per tonne.  Samples from the Gorob deposit were not assayed for gold by previous owners, thus giving the impression that no gold existed.  During the period the Company commenced a reconnaissance drilling programme to test the Gorob prospect for gold and to increase the resource base in the area surrounding the Hope property and in January 2021 announced that the result of this initial programme achieved the objective of confirming our assertion that gold should be present at the Gorob-Vendome deposit since it is present at the Hope project and our plans for 2021 are referred to in the Chairman's statement below.

 

Mankayan Project Philippines: In 2019 the Company sold 80% of its interest in the Mankayan copper-gold porphyry project in the Philippines to MMIH of Singapore who intend a reverse takeover or listing on the Singapore or other suitable exchange.  Post the period end on 28 April 2021 the Company announced it had served notice of termination of its transaction agreement (the "Transaction Agreement") dated 4 October 2019 with Mining and Minerals Industries Holding Pte. Ltd. ("MMIH"), a private company incorporated in Singapore, with respect to the sale of 80 per cent. of the Company's interest in the Mankayan coppergold project in the Philippines (the "Mankayan Project") to MMJV Pte. Ltd. ("MMJV"), a 100 percent subsidiary of MMIH, (the "Transaction") as MMIH has not met its Total Funding Commitment as defined in the Transaction Agreement. Bezant, will explore and pursue options including the possibility of repositioning the Mankayan project within the Company's portfolio of copper and gold assets. The Company will provide a further update(s) as and when appropriate and the termination is referred to in notes 5 & 11.1 to the accounts.

 

Eureka Project Argentina: The Eureka Project in Argentina has been kept in good standing. We have previously undertaken the initial desktop work, to define drilling programmes, which will test various geophysical and geochemical anomalies and, when complete, should define, the nature of the gold distribution and overall potential of the project.  Argentina has, like many countries, been adversely affected by COVID-19 but we have received expressions of interest to either joint venture or sell the project and are still considering the best route to take for the project.

 

Fundraising:

 

On 19 June 2020, the Company announced a £350,000 (before expenses) fundraising. The fundraising comprised a placing of 406,250,000 new Ordinary Shares (the "Placing Shares") for £325,000 at a price of 0.08 pence per Ordinary Share (the "Placing Price") (the "Placing") and a subscription by Colin Bird, Bezant's Executive Chairman, who invested £25,000 to subscribe for 31,250,000 new Ordinary Shares at the Placing Price (the "Subscription Shares") (the "Subscription"), representing 7.14 per cent. of the total Fundraising amount.  Each of the participants in the Fundraising also received a warrant exercisable at a 100% premium to the Placing Price for each Fundraising Share which they have subscribed valid for 2 years from Admission. The Company also issued a warrant to Novum to subscribe for 21,875,000 new Ordinary Shares exercisable at the Placing Price for a period of 2 years from Admission. 

 

As announced on 28 August 2020, the Company raised £625,000 before expenses from a fundraising comprising 750,000,000 new Ordinary Shares ("Placing Shares") for £600,000 at a price of 0.08 pence per Ordinary Share (the "Placing Price") (the "Placing") and a subscription by Colin Bird, Bezant's Executive Chairman, who invested £25,000 to subscribe for 31,250,000 new Ordinary Shares at the Placing Price (the "Subscription Shares") (the "Subscription"), representing 4.17 per cent. of the total Fundraising amount.  Each of the participants in the Fundraising also received half a warrant exercisable at 0.16 pence for each Fundraising Share which they have subscribed valid for two years from Admission. The Company also issued a warrant to Novum to subscribe for 37,500,000 new Ordinary Shares exercisable at the Placing Price for a period of two years from Admission.

 

During the period 476,875,000 of the warrants issued in relation to the two fundraisings announced on 19 June 2020 and 28 August 2020 were exercised and the Company was paid in aggregate £739,250 in relation to the exercise of these warrants. As at the year end.

 

2021 Annual General Meeting

 

In light of current restrictions on public gatherings and the uncertainty as to when and to what extent these will be lifted and to ensure shareholders comply with the Government measures, the Company will as in 2020 be calling an Annual General Meeting at which shareholders will not permitted to attend in person but arrangement will be made for shareholders to dial into the AGM and submit questions in advance of the AGM.    

 

The Company will hold an Annual General Meeting on or around Friday, 30 July 2021 and the wording of each resolution to be tabled will be set out in a formal Notice of Annual General Meeting to be sent to shareholders.

 

Shareholders who are unable to attend the Annual General Meeting and who wish to appoint a proxy in their place must ensure that their proxy is appointed in accordance with the provisions set out in the Notice of Annual General Meeting.

 

Corporate

On 26 October the Company announced the appointment to the Board of Raju Samtani as a Finance Director and Edward (Ed) Slowey as a Technical Director of the Company.

 

Raju Samtani, Associate Chartered Management Accountant, serves currently as Finance Director of the AIM-listed Tiger Royalties and Investments Plc. His previous experience includes his position as a Finance Director of Kiwara Plc which was acquired by First Quantum Minerals Ltd in January 2010 and prior to that he spent three years as Group Financial Controller at marketing services agency - WTS Group Limited, where he was appointed by the Virgin Group to oversee their investment in the WTS Group Ltd.

 

Ed Slowey holds a BSc degree in Geology from the National University of Ireland and is a founder member of The Institute of Geology of Ireland. Ed has more than 40 years' experience in mineral exploration, mining and project management including working as a mine geologist at Europe's largest zinc mine in Navan, Ireland and was exploration manager for Rio Tinto in Ireland for more than a decade, which led to the discovery of the Cavanacaw gold deposit.  Ed is an experienced exploration geologist, having worked in Africa, Europe, America and the FSU and his experience includes joint venture negotiation, exploration programme planning and management through to feasibility study implementation for a variety of commodities. As a professional consultant, Ed's work has included completion of CPR's and 43-101 technical reports for international stock exchange listings and fundraising, while also undertaking assignments for the World Bank and European Union bodies. Ed has also served as director of several private and public companies, including the role of CEO and Technical Director at AIM-listed Orogen Gold Plc which discovered the Mutsk gold deposit in Armenia.

 

Post Period End:

1. Termination of Agreement with MMIH: In 2019 the Company sold 80% of its interest in the Mankayan copper-gold porphyry project in the Philippines to MMIH of Singapore who intend a reverse takeover or listing on the Singapore or other suitable exchange.  Post the period end on 28 April 2021 the Company announced it had served notice of termination of its transaction agreement (the "Transaction Agreement") dated 4 October 2019 with Mining and Minerals Industries Holding Pte. Ltd. ("MMIH"), a private company incorporated in Singapore, with respect to the sale of 80 per cent. of the Company's interest in the Mankayan coppergold project in the Philippines (the "Mankayan Project") to MMJV Pte. Ltd. ("MMJV"), a 100 percent subsidiary of MMIH, (the "Transaction") as MMIH has not met its Total Funding Commitment as defined in the Transaction Agreement. Bezant, is exploring and pursuing options including the possibility of repositioning the Mankayan project within the Company's portfolio of copper and gold assets.  As mentioned in note 5 the previous provisions writing the Group investment in the Mankayan Project to Nil have not been written back. Due to the termination of the Transaction Agreement the contingent consideration due to the Company under the Transaction Agreement of S$10m shares in a ListCo has not been recognised. 

 

2. Completion of acquisition of 100% of Metrock Resources: On 12 February 2021 the Company announced the completion of its share purchase agreement with the shareholders of Metrock (the "Vendors") dated 21 December 2020 to acquire 100% of Metrock Resources Ltd, incorporated in Australia (ACN 634 959 274) ("Metrock") (the "Acquisition"). Metrock through its 100% owned Australian subsidiary Coastal Resources Pty Ltd (ACN 624 968 752) owns i) 100% of Cypress Sources Pty Ltd incorporated in Botswana which owns PLs 377/2018, 378/2018, 379/2018, 420/2018, 421/2018, 423/2018, 424/2018, 425/2018, and ii) 100% of Coastal Minerals Pty Ltd Incorporated in Botswana which owns PL129/2019.

 

The initial consideration payable by Bezant at completion of the Acquisition ("Completion") was i) £405,000 by the issue of 150,000,000 new ordinary shares of 0.002 pence each in the capital of the Company ("Bezant Shares") at a deemed issue price of 0.27 pence per Bezant Share ("Ordinary Shares Consideration") which was a premium of 17.4% to the closing price of 0.23 pence on 11 February 2021, ii) the issue of 31,800,000 Unlisted Options in the share capital of Bezant. The options will have a strike price of 0.40 pence per share and will have an expiry date of 30 September 2024 ("Option Consideration"). The Company also issued a total of 84,597,407 Bezant Shares to acquire Loans of £198,213 and settle creditors of £30,200 owed by Metrock which will be issued i) to two of the Vendors namely 50,422,222 Bezant Shares to Breamline Pty Ltd and 5,860,370 Bezant Shares to M&A Wealth Pty Ltd and ii) 28,314,815 Bezant Shares to Tiger Royalties and Investments Plc (AIM:TIR) ("Loan Accounts Consideration Shares") (the "Consideration"). The Company at Completion settled creditors of Metrock of approximately A$26,508 (approximately £14,900) in cash.

 

3. Issue of Namibian Licence: On 12 February 2021 the Company, further to its announcement of 19 June 2020 announced that EPL 7170 has been granted and is registered in the name of the group's 80% owned subsidiary Hope Namibia Mineral Exploration Pty Ltd . The consideration for the acquisition of EPL 7170 was the issue of 15,763,889 new ordinary shares at a deemed issue price of 0.27 pence per share, which was at a premium of 17.4% to the closing price of 0.23 pence on 11 February 2021  issued to Bezant's local partner in relation to the issue of EPL 7170 and its transfer to Hope Namibia (the "Initial Shares") and a further 15,763,889 Bezant Shares are to be issued on 13 July 2021 (the "Balance Shares") (together the "New Shares").  

 

4. Issue of equity regarding acquisition of Virgo Resources Ltd: On 1 March 2021 the Company announced the issue of 34,000,000 ordinary shares representing the Balance of Assets Sellers Shares referred to the Company's 17 August 2020 announcement.

 

5. Exercise of warrants. On the following dates the Company announced the exercise of warrants at a price on 0.16p per share;

i)          28 April 2021- 16,250,000 warrants for £26,000;

ii)          7 May 2021 - 26,250,000 warrants for £42,000;

iii)         11 May 2021 - 6,250,000 warrants for £10,000; and

17 May 2021 - 43,437,500 warrants £69,500

Other that these matters, no significant events have occurred subsequent to the reporting date that would have a material impact on the consolidated financial statements.

 

Colin Bird, Executive Chairman of Bezant, today commented:

"During 2020 we have increased the Company's copper projects in Southern Africa by acquire a 30% interest in the Kalengwa copper silver project in Zambia and a >70% interest in the Hope Copper Gold project in Namibia which means the Company is well positioned in the gold-copper space when the demand for copper is expected to double by 2030. Post the year end we increased our position in Southern Africa by the acquisition of the Kanye Manganese Project in Botswana."

 

The Company's Annual Report and Financial Statements for the year ended 31 December 2020 has been published today and will shortly be available on the Company's website at: https://www.bezantresources.com/financial-reports 

 

The audited financial information contained in this announcement does not constitute the Company's full financial statements for the year ended 31 December 2020, but is derived from those financial statements, approved by the board of directors. The auditors' report on the 2020 financial statements was unqualified and did not contain any statement under section 498(2) or (3) of the Companies Act 2006 but did contain an 'material uncertainty' paragraph relating to going concern.  The full audited financial statements for the year ended 31 December 2020 will be delivered to the Registrar of Companies and filed at Companies House.

 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR").

For further information, please contact:

Bezant Resources plc

Colin Bird

Executive Chairman

 

Beaumont Cornish (Nominated Adviser)

Roland Cornish

 

Novum Securities Limited (Broker)

Jon Belliss

 

or visit http://www.bezantresources.com

 

 

+27 726 118 724

 

 

+44 (0) 20 7628 3396

 

 

+44 (0) 20 7399 9400 

 

 

 

 

EXTRACTS FROM THE 2020 ANNUAL REPORT

 

Chairman's Statement

 

Dear Shareholder,

 

In last year's Chairman's letter, I mentioned the Board's move to focus on Southern Africa and during the year under review, Bezant acquired a 30% interest in the Kalengwa Copper Silver Project in Zambia, and +70% interest in the Hope Copper Gold Project in Namibia and also entered into an agreement to acquire the Kanye Manganese Project in Botswana which closed after the year end. We remained focused on seeking to develop existing projects through strategic alliances / joint ventures / sales and the identification and acquisition of copper-gold resources moving towards development of projects which pass the relevant criteria for investment.

 

Kalengwa Project: Our 30% interest in the Kalengwa copper silver project in Zambia, where Bezant acts as operator, was acquired in April 2020 and comprises a large exploration licence surrounding one of the richest open pits ever worked in Zambia. During its working life, the Kalengwa mine, produced 1.9 million tonnes of ore at an average grade of 9.4% copper with over 25% of the ore mined exceeding 20% copper.  The exploration licence has numerous indications of similar geology, along with poorly tested geochemical and geophysical anomalies, which could lead to discovery of further typical Copper Belt mineralisation.  The key areas of interest include sparsely drilled copper mineralisation just 4km northeast of the main pit and a 13km strike zone of coincident geochemical and structural anomalism, which has not been drill tested.  Post the year end on 12th and 22nd April 2021 we announced the provisional results of our initial two drill holes which were very pleasing. We have identified 350m of mineralised strike to date and, in order to build up a significant copper tonnage, we intend to carry out a ground IP geophysics survey as well as drilling at least two further holes in the vicinity of the two already completed holes. We are pleased with the results to date as we have not yet tested several other targets on the large Kalengwa property, including a 13km zone of enhanced soil geochemistry along an interpreted structure. We plan to carry out initial geophysical surveying on this target while the geophysics crew is on site.

 

Hope Copper Gold Project: We completed the acquisition of 100% of Virgo Resources +70% interest in the Hope and Gorob licences in Namibia, which already have a combined Mineral Resource of 10.2Mt @1.9% Cu and 0.3g/t Au at a 0.7% Cu cut-off, reported in accordance with the JORC Code (2012).  The concession has a further untested potential mineralised area of over 150km as well as additional targets for drill testing adjacent to the Hope and Gorob deposits.  Post-acquisition, archive search, showed that the values of gold at Hope were on many occasions higher than the average in the mineral resource statement, including some values over 1g per tonne.  Samples from the Gorob deposit were not assayed for gold by previous owners, thus giving the impression that no gold existed.  During the period the Company commenced a reconnaissance drilling programme to test the Gorob prospect for gold and to increase the resource base in the area surrounding the Hope property and in January 2021 announced that the result of this initial programme achieved the objective of confirming our assertion that gold should be present at the Gorob-Vendome deposit since itis present at the Hope project. Both copper and gold values were pleasing, and we will obviously internally rework the valuation of Gorob based on the new results. In the first half of 2021 we tested the130km of strike under license by a heli-airborne electromagnetic survey and the preliminary evaluation of this announced on 2 June 2021 showed good results as the survey covered areas suspected to be prospective and has also identified further prospective EM and magnetic targets with significant strike lengths. We are currently interrogating the raw data to refine target selection. Our focus will be on near surface anomalies and/or targets with significant strike lengths.

 

Kanye Manganese Project Botswana: We announced on 22 December 2020 the conditional acquisition of a 100% interest in the Kanye Manganese Project and announced the completion of the acquisition on 12 February 2021. The project comprises a collection of nine prospecting licenses, located in south-central Botswana south of the town of Jwaneng and west of the town of Kanye and 150 km by road from the capital Gaborone. The licenses cover a total area of 4,043 km2 and provide the holder with the right to prospect for Metals.  The target for manganese mineralisation is manganiferous shale horizons located on the contact between the Taupone Group and the underlying Black Reef Formation. This geological setting is similar to that of the Giyani Metals Corp manganese occurrences on their Kwgakgwe Hill (K-Hill), Otse and Lobatse projects which are located just a few kilometres off the Kanye property. The most significant of these (K-Hill) comprises a manganese-rich black shale formation within the lower Taupone Group containing an Inferred Mineral Resource of 1.24Mt @ 27.3% MnO at a cut-off grade of 8.9% MnO prepared in accordance with Canadian National Instrument 43-101. (As reported by Giyani Metals Corp. in April 2020).  Post-acquisition the Company has in 2021 commenced an initial exploration programme involving filed work and trenching.

 

Mankayan Project Philippines: In 2019 the Company sold 80% of its interest in the Mankayan copper-gold porphyry project in the Philippines to MMIH of Singapore who intend a reverse takeover or listing on the Singapore or other suitable exchange.  Post the period end on 28 April 2021 the Company announced it had served notice of termination of its transaction agreement (the "Transaction Agreement") dated 4 October 2019 with Mining and Minerals Industries Holding Pte. Ltd. ("MMIH"), a private company incorporated in Singapore, with respect to the sale of 80 per cent. of the Company's interest in the Mankayan coppergold project in the Philippines (the "Mankayan Project") to MMJV Pte. Ltd. ("MMJV"), a 100 percent subsidiary of MMIH, (the "Transaction") as MMIH has not met its Total Funding Commitment as defined in the Transaction Agreement. Bezant, will explore and pursue options including the possibility of repositioning the Mankayan project within the Company's portfolio of copper and gold assets. The Company will provide a further update(s) as and when appropriate and the termination is referred to in notes 5 & 11.1 to the accounts

 

Eureka Project Argentina: The Eureka Project in Argentina has been kept in good standing. We have previously undertaken the initial desktop work, to define drilling programmes, which will test various geophysical and geochemical anomalies and, when complete, should define, the nature of the gold distribution and overall potential of the project.  Argentina has, like many countries, been adversely affected by COVID-19 but we have received expressions of interest to either joint venture or sell the project and are still considering the best route to take for the project. 

 

Market Outlook: The gold price is always difficult to predict, but in our projects where gold occurs it is secondary and has the potential for significant revenue addition particularly in Namibia.  We are particularly confident for the prospects of copper, and as I have indicated before there are forecast that the demand for copper is expected to double by 2030.  The supply fundamentals have deteriorated over the last 3 to 4 years, mainly due to do the weak financing conditions for explorers and social challenges in places such as Chile and the DRC and this has been borne out by a strong increase in the copper price over the last year.  It remains our view, that the copper industry will return to its structure of the 1990s, where small high-grade mines existed, medium sized open pit and underground mines existed and of course, the large open pits which were the key contributors. 

 

COVID-19 and Brexit: Following on from last year's Chairman's letter it is now 15 months or so when we all first learnt about the COVID-19 pandemic and notwithstanding success in the development of vaccinations it is still very much with us as second and third waves have emerged.  Geo-political tensions have not in the meantime got any better which has led to a very uncertain world.  The paradox against this uncertainty is sharply rising base metal prices and bullish forecast for commodities for the coming years.  We continue to believe that for the coming year uncertainties will be increased, but that the underlying strong trend in commodities will be maintained. As COVID-19 remains very much a live issue to be carefully monitored, at the corporate level we have continued to work from home.  Notwithstanding COVID-19 in the period we completed two acquisitions and two fundraisings both of which I participated in. Notwithstanding local COVID-19 requirements during the period we commenced our planned reconnaissance drilling in Namibia and post year end were able to do the same in Zambia. With no projects in Europe Brexit has had a minimal effect on the Company.

 

I would like to thank my fellow directors of Bezant and management, who have seen many changes during the year and have been resilient during the transition phase.

 

I look forward to reporting positive developments in our projects, with the Company well positioned in the copper-gold space.

 

 

Mr Colin Bird

Executive Chairman

 

28 June 2021

 

 

 

Consolidated Statement of Profit and Loss

For the year ended 31 December 2020

 

 

Notes

 

Year ended 31 December 2020

£'000

 

Year ended 31 December 2019

£'000

 

 

 

 

 

 

CONTINUING OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

Group revenue

 

 

-

 

-

Cost of sales

 

 

-

 

-

 

 

 

 

 

 

Gross profit/(loss)

 

 

-

 

-

 

 

 

 

 

 

Operating expenses

 

 

(658)

 

(911)

Share based payments

 

 

(380)

 

(6)

 

Operating loss

 

 

(1,038)

 

(917)

 

 

 

 

 

 

Interest received

 

 

-

 

1

Other income

 

 

12

 

-  

Impairment of assets

2

 

-

 

(211)

 

 

 

 

 

 

Loss before taxation

 

 

(1,026)

 

(1,127)

 

Taxation

 

 

-

 

-  

 

 

 

 

 

 

Loss for the financial year from continuing operations

 

 

(1,026)

 

(1,127)

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the financial year

 

 

(1,026)

 

(1,127)

 

 

 

 

 

 

Attributable to:

Owners of the Company

 

 

(977)

 

(1,127)

- Continuing operations

 

 

(977)

 

(1,127)

- Discontinued operations

 

 

-

 

-  

Non-controlling interest

 

 

(49)

 

-  

 

 

 

 

(1,026)

 

(1,127)

 

Loss per share (pence)

 

 

 

 

 

Basic loss per share from continuing operations

3

 

(0.05)

 

 (0.11)

Diluted loss per share from continuing operations

3

 

(0.05)

 

(0.11)

 

 

 

 

 

 

 

 

 

Consolidated Statement of Other Comprehensive Income

For the year ended 31 December 2020

 

 

 

 

 

Year ended 31 December 2020

£'000

 

Year ended 31 December 2019

£'000

 

 

 

 

 

 

 

 

Other comprehensive income:

 

 

 

 

 

 

Loss for the financial year

 

 

(1,026)

 

(1,127)

 

Items that may be reclassified to profit or loss:

 

 

 

 

 

 

Foreign currency reserve movement

 

 

(1)

 

(17)

 

 

Total comprehensive loss for the financial year

 

 

(1,027)

 

(1,144)

 

 

 

 

 

 

 

 

Attributable to:

Owners of the Company

 

 

(978)

 

(1,144)

 

Non-controlling interest

 

 

(49)  

 

-  

 

 

 

 

 

(1,027)

 

(1,144)

 

 

 

 

 

 

 

 

 

 

Consolidated Statement of Changes in Equity

For the year ended 31 December 2020

 

 

 

Share Capital

£'000

Share Premium

£'000

Other Reserves1

£'000

Retained Losses

£'000

Non

Controlling interest

£'000

Total

Equity

£'000

Year ended 31 December 2020

 

 

 

 

 

 

Balance at 1 January 2020

2,003

36,429

840

(34,489)

-  

4,783

Current year loss

-

-

-

(977)

(49)  

(1,026)

Foreign currency reserve

-

-

(1)

-

-  

(1)

 

 

 

 

 

 

 

Total comprehensive loss for the year

-

-

(1)

(977)

(49)  

(1,027)

Proceeds from shares issued

24

951

-

-

-

975

Share issue costs

-

(105)

-

-

-

(105)

Shares issued - Acquisitions

12

1,120

-

-

-

1,132

Warrants issued to shareholders

-

-

486

(451)

-

35  

Warrants exercised

10

730

(243)  

243

-

740

Share options granted

-

-

441

-

-

441

Non-controlling interests on acquisition of subsidiary

-

-

-

-

37

37

 

 

 

 

 

 

 

Balance at 31 December 2020

2,049

39,125

1,523

(35,674)

(12)  

7,011

 

 

Share Capital

£'000

Share Premium

£'000

Other Reserves1

£'000

Retained Losses

£'000

Non

Controlling interest

£'000

Total

Equity

£'000

Year ended 31 December 2019

 

 

 

 

 

 

Balance at 1 January 2019

1,998

36,074

840

(33,362)

-  

5,550

Current year loss

-

-

-

(1,127)

-  

(1,127)

Foreign currency reserve

-

-

(17)

-

-  

(17)

 

 

 

 

 

 

 

Total comprehensive loss for the year

-

-

(17)

(1,127)

-  

(1,144)

Proceeds from shares issued

5

366

-

-

-

371

Warrants issued

-

(38)

38

-

-

-  

Lapsed warrants

-

27

(27)

-

-

-

Share options granted

-

-

6

-

-

6

 

 

 

 

 

 

 

Balance at 31 December 2019

2,003

36,429

840

(34,489)

-  

4,783

 

1 Other reserves is made up of the share-based payment and foreign exchange reserve.

 

 

 

 

Consolidated and company Balance Sheet

As at 31 December 2020

 

 

 

Consolidated

Company

 

 

 

 

2020

2019

2020

2019

 

Notes

 

£'000

£'000

£'000

£'000

ASSETS

 

 

 

 

 

 

 

Non-current assets

 

 

 

 

 

 

Plant and equipment

4

 

3

4

-

1

Investments

5

 

-  

-  

4,516

2,870

Exploration and evaluation assets

6

 

6,405

4,778

3,129

3,129

Total non-current assets

 

 

6,408

4,782

7,645

6,000

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Trade and other receivables

 

 

28

65

16

58

Cash and cash equivalents

 

 

1,128

330

1,094

329

 

 

 

1,156

395

1,110

387

Total current assets

 

 

1,156

395

1,110

387

 

 

 

 

 

 

 

TOTAL ASSETS

 

 

7,564

5,177

8,755

6,387

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Trade and other payables

 

 

553

394

399

371

Total current liabilities

 

 

553

394

399

371

 

 

 

 

 

 

 

 

NET ASSETS

 

 

7,011

4,783

8,356

6,016

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

Share capital

7

 

2,049

2,003

2,049

2,003

Share premium

7

 

39,125

36,429

39,125

36,429

Share-based payment reserve

 

 

858

174

858

174

Foreign exchange reserve

 

 

665

666

142

142

Retained losses

 

 

(35,674)

(34,489)

(33,818)

(32,732)

 

 

 

7,023

4,783

8,356

6,016

Non-controlling interests

 

 

(12)

-

-

-

 

TOTAL EQUITY

 

 

7,011

4,783

8,356

6,016

 

 

 

In accordance with the provisions of Section 408 of the Companies Act 2006, the Parent Company has not presented a separate income statement. A loss for the year ended 31 December 2020 of £878,000 (2019: £1,216,000) has been included in the consolidated income statement.

 

 

Consolidated and Company Statement of Cash Flows

For the year ended 31 December 2020

 

 

 

Consolidated

Company

 

 

 

Year ended 31 December 2020

Year ended 31 December 2019

Year ended 31 December 2020

Year ended 31 December 2019

 

Notes

£'000

£'000

£'000

£'000

 

 

 

 

 

 

Net cash outflow from operating activities

8

 (629)

 (437)

 (460)

 (352)

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Interest received

 

-

1

-

-

Other income

 

 53

 43

53

 43

Option payments

 

-

(27)

-

-

Proceeds from sale of PP&E

 

12

-

-

-

Deferred exploration expenditure

 

(271)

-

-

-

Investment in subsidiary

 

-

-

(245)

 -

Loans to associates

 

-

 (58)

-

(58)

Loans to subsidiaries

 

-

-

(227)

(108)

 

 

(206)

 (41)

 (419)

 (123)

Cash flows from financing activities

 

 

 

 

 

Proceeds from issuance of ordinary shares

 

1,644

 329

1,644

 329

 

 

 

 

 

 

Increase/(decrease) in cash

 

809

 (149)

765

 (146)

 

 

 

 

 

 

Cash and cash equivalents at beginning of year

 

330

492

329

481

Foreign exchange movement

 

(11)

 (13)

-

 (6)

 

 

 

 

 

 

Cash and cash equivalents at end of year

 

1,128

 330

1,094

 

 

 

 

 

 

               
 

 

Notes to the financial information

For the year ended 31 December 2019

 

 

1.

Basis of preparation

The financial information, which incorporates the financial information of the Company and its subsidiary undertakings (the "Group"), has been prepared using the historical cost convention and in accordance with International Financial Reporting Standards ("IFRS") including IFRS 6 'Exploration for and Evaluation of Mineral Resources', as adopted by the European Union ("EU").  

 

The audited financial information contained in this announcement does not constitute the Company's full financial statements for the year ended 31 December 2020, but is derived from those financial statements, approved by the board of directors. The auditors' report on the 2020 financial statements was unqualified and did not contain any statement under section 498(2) or (3) of the Companies Act 2006 but did contain an 'material uncertainty' paragraph relating to going concern.  The full audited financial statements for the year ended 31 December 2020 will be delivered to the Registrar of Companies and filed at Companies House.

 

Going concern basis of accounting

The Group made a loss from all operations for the year ended 31 December 2020 after tax of £1,026,000 (2019: £1.1 million), had negative cash flows from operations and is currently not generating revenues. Cash and cash equivalents were £1.1 million as at 31 December 2020. An operating loss is expected in the year subsequent to the date of these accounts and as a result the Company will need to raise funding to provide additional working capital to finance its ongoing activities. Management has successfully raised money in the past, but there is no guarantee that adequate funds will be available when needed in the future. 

 

The COVID-19 pandemic announced by the World Health Organisation in the period initially had a markedly negative impact on global stock markets although many sectors and stock market losses have been recovered there is increased volatility as stock markets react to ongoing news in relation to the short-term and long-term impact of COVID-19 and the financially implications of the economic stimulus packages adopted by most governments to protect and / or support their economies this has also, affected currencies and general business activity. Notwithstanding this the Company was able to complete and announce fundraisings of £350,000 on 19 June 2020 and £625,000 on 28 August 2020. The timing and extent of the impact and recovery from COVID-19 is still not certain as although certain countries have implemented successful vaccination programs others lag behind , many international travel restrictions remain in place and different countries are experiencing new waves of infection so COVID-19 remains an issue that requires ongoing monitoring in 2021 and likely at least into 2022 but possibly longer.

 

Based on the Board's assessment that the Company will be able to raise additional funds, as and when required, to meet its working capital and capital expenditure requirements, the Board have concluded that they have a reasonable expectation that the Group can continue in operational existence for the foreseeable future. For these reasons the Group continues to adopt the going concern basis in preparing the annual report and financial statements.

 

There is a material uncertainty related to the conditions above that may cast significant doubt on the Group's ability to continue as a going concern and therefore the Group may be unable to realise its assets and discharge its liabilities in the normal course of business.

 

The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might be necessary should the entity not continue as a going concern.

 

2.

Impairment

 

 

 

Year ended 31 December 2020

Year ended 31 December 2019

 

 

£'000

£'000

 

 

 

 

 

Impairment loss on loan to associate

-

211

 

 

 

-

211

 

 

 

 

 

 The Mankayan project owned by Crescent Mining and Development Corporation is part of the continuing operations and was fully impaired in 2016 (see note 11) due to then significant lingering uncertainty concerning the political and tax environment in the Philippines. Although the political and tax environment has subsequently improved it was not considered prudent in the 2019 accounts to write back any of the provision made in prior years.

 

In 2019, as per note 11.1, of the accounts Group sold 80% of its interest in the Mankayan copper-gold project and derecognised its investment in its subsidiary, Asean Copper Investments Limited and the loan balances outstanding have been fully impaired.

 

On 28 April 2021 post the period end ( see note 25 of the accounts) the Company announced that it had served notice of termination of its transaction agreement (the "Transaction Agreement") dated 4 October 2019 with Mining and Minerals Industries Holding Pte. Ltd. ("MMIH"), a private company incorporated in Singapore, with respect to the sale of 80 per cent. of the Company's interest in the Mankayan coppergold project in the Philippines (the "Mankayan Project") to MMJV Pte. Ltd. ("MMJV"), a 100 percent subsidiary of MMIH, (the "Transaction") as MMIH has not met its Total Funding Commitment as defined in the Transaction Agreement. Bezant, will explore and pursue options including the possibility of repositioning the Mankayan project within the Company's portfolio of copper and gold assets but in the meantime the previous provisions against the Company's investment in the Mankayan Project writing it down to Nil have not been written back.

 

 

3.

Loss per share

 

The basic and diluted loss per share have been calculated using the loss attributable to equity holders of the Company for the year ended 31 December 2020 of £977,000 (2019: £1,127,000) of which £977,000 (2019: £1,127,000) was from Continuing Operations and £nil (2019: nil) was from Discontinued Operations.  The basic loss per share was calculated using a weighted average number of shares in issue of 2,046,170,268 (2019: 1,018,075,876).

 

The diluted loss per share has been calculated using a weighted average number of shares in issue and to be issued of 2,397,420,278 (2019: 1,018,075,876).

 

The diluted loss per share and the basic loss per share are recorded as the same amount, as conversion of share options decreases the basic loss per share, thus being anti-dilutive.

 

4.

Plant and equipment

 

 

 

 

2020

2019

 

 

£'000

£'000

 

Plant and equipment

 

 

 

 

 

 

 

Cost

 

 

 

At beginning of year

68

73

 

Exchange differences

(1)

(5)

 

At end of year

67

68

 

 

 

 

 

Depreciation

 

 

 

At beginning of year

64

67

 

Charge for the year

1

1

 

Exchange differences

(1)

(4)

 

At end of year

64

64

 

 

 

 

 

 

Net book value at end of year

3

4

 

5.

Investments

 

 

 

 

2020

2019

 

 

£'000

£'000

 

 

 

 

 

Loan to associate

211

211

 

Impairment provision (note 2)

(211)

(211)

 

 

 

-

279

 

6.

Exploration and evaluation assets

2020

2019

 

 

£'000

£'000

 

Balance at beginning of year

4,778

4,781

 

Acquisitions during year

 

-

 

Namibia (note 9)

1,283

-

 

Zambia (note 9)

131

-

 

Exploration expenditure

218

-

 

Exchange differences

(5)

(3)

 

Carried forward  at end of year

6,405

4,778

 

7.

Share capital

 

 

2020

2019

 

Number

£'000

£'000

 

Authorised

 

 

 

5,000,000,000 ordinary shares of 0.002p each

100

-

 

5,000,000,000 deferred shares of 0.198p each

9,900

-

 

 

 

10,000

 

10,000

 

 

 

 

 

Allotted ordinary shares, called up and fully paid

 

 

 

As at beginning of the year

25

1,998

 

Share subscription

24

5

 

Shares issued to directors and management

12

-

 

Shares issued to settle third party fees

10

-

 

Sub-divided to deferred shares (1)

-

(1,978)

 

Total ordinary shares at end of year r

71

25

 

 

 

 

 

Allotted deferred shares, called up and fully paid

 

 

 

As at beginning of the period

1,978

-

 

Sub-divided from ordinary shares (1)

-

1,978

 

Total deferred shares at end of period

1,978

1,978

 

 

Ordinary and deferred as at end of year

2,049

2,003

 

 

 

 

 

 

Number of shares 2020

Number of shares 2019

 

Ordinary share capital is summarised below:

 

 

 

As at beginning of the year

1,269,755,181

998,773,038

 

Share subscription

1,218,750,000

250,000,000

 

Shares issued for exploration project acquisitions

578,318,935(3)

 

 

Shares issued on exercise of warrants

476,875,000

-

 

Shares issued to settle third party fees

-

20,982,143(2)

 

 

As at end of year

3,543,699,116

1,269,755,181

 

 

 

 

 

Deferred share capital is summarised below:

 

 

 

As at beginning of the year

-

-

 

Issued due to sub-division (1)

998,773,038

998,773,038

 

As at the end of the year

998,773,038

998,773,038

 

 

(1) On 24 May 2019, a resolution was passed at the Company's Annual General Meeting to approve the reorganisation of the Company's share capital in order to reduce the nominal value of the Company's ordinary shares such that the Company is able to issue new ordinary shares at a price below £0.02 per ordinary share in the event that the Directors seek to raise additional equity finance at such a price to provide, inter alia, additional working capital for the group. Pursuant to this resolution, every existing ordinary share in the capital of the Company in issue of £0.002 each ("Existing Ordinary Shares") on 24 May 2019 was re-designated and sub-divided into 1 (one) new ordinary share of £0.00002 each ("New Ordinary Shares") and 1 (one) deferred share of £0.00198 each ("Deferred Shares"). The New Ordinary Shares have been admitted for trading on AIM in place of the Existing Ordinary Shares. The New Ordinary Shares continue to carry the same rights as attached to the Existing Ordinary Shares (save for the reduction in their nominal value). The Deferred Shares have very limited rights and are effectively valueless as they have no voting rights and have no rights as to dividends and only very limited rights on a return of capital. The Deferred Shares are not admitted to trading or listed on any stock exchange and are not freely transferable. 

 

 

 

 

(2) On 5 December 2019, certain professional fees amounting to £29,375 owed to Novum Securities Ltd was settled by the issue of 20,982,143 new Ordinary Shares (the "Fee Shares").  The Fee Shares were issued at a price of 0.14 pence per share, being the price at which the Company completed its fundraise announced on 5 December 2019 which represented a discount of approximately 30 per cent. to the Company's closing mid-market share price of 0.2 pence on 4 December 2019.

 

 

 

(3) On 14 August 2020 the Company completed the acquisition of 100% of Virgo Resources Ltd and its interests in the Hope Copper-Gold Project in Namibia. Acquisition consideration included the issue of 501,395,858 ordinary shares to the vendors of the project (note 12). On 27 April 2020 the Company entered into a binding agreement with KPZ International Limited ("KPZ Int") in relation to the acquisition of a 30 per cent. interest in the approximate 974 km2 large scale exploration licence numbered 24401-HQ-LEL in the Kalengwa greater exploration area in The Republic of Zambia (the "Licence") by acquiring a 30 per cent. shareholding in KPZ Int. The Licence is held by Kalengwa Processing Zone Ltd ("KPZ"), a 100 per cent. (less one share) Zambian subsidiary of KPZ Int, and is for the exploration of copper, cobalt, silver, gold and certain other specified minerals. The Licence was granted on 2 April 2019 and is valid for an initial period up to 1 April 2023. Consideration for the acquisition was US$250,000 (₤202,493) settled on 6 November by the issue of 76,923,077 shares and costs of £23,77

 

 

 

 

 

 

2020

2019

 

 

£'000

£'000

 

The share premium was as follows:

 

 

 

As at beginning of year

36,429

36,074

 

Share subscription

951

345

 

Shares issued to directors and management

-

-

 

Shares issued to settle third party fees

-

42

 

Shares issued - Acqusitions

1,120

-

 

Share issue costs

(105)

(21)

 

Warrants lapsed

-

27

 

Warrants exercised

730

-

 

Warrants issued

-

(38)

 

 

As at end of year

39,125

36,429

 

 

Each fully paid ordinary share carries the right to one vote at a meeting of the Company. Holders of shares also have the right to receive dividends and to participate in the proceeds from sale of all surplus assets in proportion to the total shares issued in the event of the Company winding up.

 

8.

Reconciliation of operating loss to net cash outflow from operating activities

 

 

 

Year ended 31 December 2020

Year ended 31 December 2019

 

 

£'000

£'000

 

 

 

 

 

Operating loss from all operations

(1,038)

(917)

 

 

 

 

 

Depreciation and amortisation

-

1

 

VAT refunds received

 (53)

 (43)

 

Share options

380

 6

 

Shares converted at a discount

-

13

 

Foreign exchange gain

5

 154

 

Decrease in receivables

 37

 29

 

Increase in payables

40

320

 

 

Net cash outflow from operating activities

 (629)

 (437)

 

9.

Acquisition of subsidiaries

 

 

 

Acquisition of Virgo Resources Limited

 

Namibia

On 14 August 2020 the Company completed the acquisition of 100% of Virgo Resources Ltd and its interests in the Hope Copper-Gold Project in Namibia.

 

The fair value of the assets and liabilities acquired were as follows:

 

 

2020

 

 

 

 

 

£'000

 

 

 

 

Consideration

 

 

 

 

 

Equity consideration

 

 

 

 

 

-    Ordinary shares (issued)

939

 

 

 

 

-    Ordinary shares (deferred)

126

 

 

 

 

-    Options

61

 

 

 

 

 Cash consideration

86

 

 

 

 

 

1,212

 

 

 

 

Fair value of assets and liabilities acquired

 

 

 

 

 

-    Assets

33

 

 

 

 

-    Liabilities

(104)

 

 

 

 

 

(71)

 

 

 

 

 

 

 

 

 

 

Deemed fair value of

exploration assets acquired

1,283

 

 

 

 

 

 

On 27 April 2020 the Company entered into a binding joint venture agreement with KPZ International Limited ("KPZ Int") in relation to the acquisition of a 30 per cent. interest in the approximate 974 km2 large scale exploration licence numbered 24401-HQ-LEL in the Kalengwa greater exploration area in The Republic of Zambia (the "Licence") by acquiring a 30 per cent. shareholding in KPZ Int. The Licence is held by Kalengwa Processing Zone Ltd ("KPZ"), a 100 per cent. (less one share) Zambian subsidiary of KPZ Int, and is for the exploration of copper, cobalt, silver, gold and certain other specified minerals. The Licence was granted on 2 April 2019 and is valid for an initial period up to 1 April 2023.

 

The fair value of the assets and liabilities acquired were as follows:

 

 

2020

 

 

 

 

 

£'000

 

 

 

 

Consideration

 

 

 

 

 

Consideration

 

 

 

 

 

-    Was due to be paid in cash but subsequently agreed to be settled by Ordinary shares (issued)

193

 

 

 

 

 

193

 

 

 

 

Fair value of assets and liabilities acquired

 

 

 

 

 

-    Assets

53

 

 

 

 

-    Liabilities

-

 

 

 

 

 

53

 

 

 

 

 

 

 

 

 

 

Deemed fair value of

exploration assets acquired

140

 

 

 

 

10.

Availability of Annual Report and Financial Statements

 

Copies of the Company's full Annual Report and Financial Statements are being posted to those shareholders who have elected to receive hardcopy shareholder communications from the Company and are also available to download from the Company's website at www.bezantresources.com.

 

The Annual Report and Financial Statements will also be made available for inspection at the Company's registered office during normal business hours on any weekday. Bezant Resources Plc is registered in England and Wales with registered number 02918391. The registered office is at Floor 6, Quadrant House, 4 Thomas More Square, London E1W 1YW.

 

 

Subsequent events

5. Exercise of warrants. On the following dates the Company announced the exercise of warrants at a price on 0.16p per share;

iv)         28 April 2021- 16,250,000 warrants for £26,000;

v)         7 May 2021 - 26,250,000 warrants for £42,000;

vi)         11 May 2021 - 6,250,000 warrants for £10,000; and

 

 

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