Source - LSE Regulatory
RNS Number : 5168N
Galileo Resources PLC
30 September 2021
 

 

 

30 September 2021

 

Galileo Resources Plc

("Galileo" or the "Company" or the "Group")

 

 

Audited Results for the year ended 31 March 2021

 

Galileo (AIM: GLR), the exploration and development mining company, announces its audited results for the year ended 31 March 2021.

 

Highlights for the period under review

 

·    In June 2020, the Company raised £990,000 before expenses to advance its operations in Botswana and Zambia

·    Galileo agreed an optimal arrangement ("Arrangement") with BMR to assume the rights to BMR's Mauritian subsidiary, Enviro Mining Limited ("EML") and  its  wholly-owned Zambian subsidiaries, which include, amongst  other things  the title to licences for  Star Zinc and Kashitu (zinc willemite) projects. The Arrangement, which is subject to Zambian Ministry ("ZM") approval, is for nil consideration since the Company has earned-in 100% rights to the two projects  

·    On 25 November 2020 Galileo announced that it had signed a marketing agreement with Zopco S.A. ("ZopCo") in relation to the potential sale of zinc willemite ore from the group's 95% owned Star Zinc project. Zopco is a Geneva based independent trading company focussed on non-ferrous metals and concentrates 

·    In relation to the Glenover phosphate and rare earth project in South Africa the final TSF design report was completed by Golder in November 2020 and has been submitted to the DWS for its RoD

·    Glenover continued to identify potential investors in the Glenover project and initiated preliminary discussions, which are ongoing

·    Galileo acquired 100% of Botswana- incorporated Crocus-Serv (Pty) Ltd ("Crocus"), whose assets comprise 21 copper and nickel-PGE (Platinum Group Elements) exploration Prospecting Licences ("PLs") in the highly prospective Kalahari Copper Belt ("KCB") and the Limpopo Mobile Belt ("LMB") in western and eastern Botswana respectively. The consideration of £163,020 for the acquisition comprised the issue of a total 38,814,246 new Galileo ordinary shares of 0.1p at 0.42p each and a separate cash payment of £10,828

·    The Company commenced development of an exploration programme for the KCB properties

·    The Company's subsidiary, Crocus, submitted, in terms of the Botswana Environmental Assessment Act (2011), a draft environmental management plan ("EMP") for the KCB project to the Department of Environmental Affairs ("DEA") Botswana for review 

·    In September 2020 Galileo announced a further agreement to acquire 100% of Africibum Co (Pty) Ltd, and its interest in five prospecting licences and two prospecting licence applications in the Kalahari Copper Belt in Botswana

·    The Africibum licences include the Quirinus copper-silver prospect with historic shallow drill intercepts in a three-hole RC drilling programme which include 4m @ 1.7% Cu, 13g/t Ag and 6m @ 0.9% Cu, 14g/t Ag. The intercepts occur within a series of copper-in-soil anomalies that extend for 13.4km in total, much of it untested. The Quirinus prospect lies within 15km of major copper-silver discoveries, part of Cupric Canyon Capital's Khoemacau Project

·    In January 2021, Galileo announced the sale of 9 Kalahari Copper belt licences for US$3 million to ASX listed Sandfire Resources Ltd ("Sandfire"). The sale includes a first right of refusal in relation to the acquisition of 15 KCB licenses being retained by the Company as well as an exploration commitment by Sandfire to spend US$4 million on the 9 included licenses

·    On 3 March 2021 Galileo announced it entered into a conditional agreement with Siege Mining Limited ("Siege") in relation to the ceding of ownership and operation of the Star Zinc Project for US$750,000 and an ongoing royalty interest

·    At Kashitu the Company reported that it was planning an exploration programme for 2021 with the primary objective of developing a resource for the supply to a nearby refinery and / or the raw ore export market

·    The Group reported earnings of £99,122 which includes a gain on bargain purchase price through business combinations of £1,569,776 (2020: loss of £642,188) before and after taxation

·    Basic earnings of 0.01 pence (2020: loss of 0.14 pence) per share

 

Highlights post the period under review

 

·    On 1 June 2021, the Company announced a placing to raise approximately £2,000,000 (before expenses) through the issuance of 133,666,664 new ordinary shares at a placing price of 1.5p per share

·    The Company reported on the results of the interpretation work on the airborne geophysical survey data over prospecting licences PL40 and PL39 in Botswana. Several targets were identified for drill testing and a contract was signed with a local drilling company to commence a drill programme in May 2021

·    On 16 September 2021, the Company reported that all the conditions precedent had been met in relation to its conditional licence sale agreement with ASX listed Sandfire entered into in January 2021. As at the date of this report, the Group had received US$1.5M in cash for the 9 Kalahari Copper Belt licences being sold

·    In June 2021, Glenover received confirmation that DWS had approved their tailings facility design and waste management plan, and NNR has approved its nuclear license. Glenover is now in the process of securing a guarantee for environmental remediation

 

 

Notice of Annual General Meeting

Notice is hereby given that the Annual General Meeting of Galileo will be held at Fladgate LLP, 16 Great Queen Street, London, WC2B 5DG on 25 October 2021 at 1:00 p.m.

 

 

Resolution 9 contained in the Notice of AGM is as follows:

 

"Resolution number 9

This resolution seeks Shareholder approval to authorise the Company to issue 17,358,363 shares ("Fee Shares") to settle contractually accrued but unpaid fees due to directors and consultants in respect of the period from March 2018 to March 2021, amounting to £118,750 (the "Accrued Fees") .

At the Company's AGMs held in 2018, 2019 and 2020 the Shareholders authorised the Company, at its discretion, to issue shares to directors, management, and consultants in lieu of deferred remuneration, fees and allowances over a period.  Therefore the Company already has authority to issue the Fee Shares for the Accrued Fees but given the delay in issuing the Fee Shares primarily due to closed periods, it is as a matter of good corporate governance seeking authority to issue the Fee Shares.

 

The Accrued Fees includes accrued fees owed to directors totalling £106,250 (£65,000 owed to Mr Bird and £41,250 to Mr Wollenberg). The directors had suggested and the Board agreed to defer settlement of their Accrued Fees to preserve the Company's cash resources in order to continue the implementation of the Company's strategy on the understanding that the Accrued Fees would be settled in shares with the number of shares to be issued to be calculated on the basis of the Volume Weighted Average Price ("VWAP") for the quarter in which the Accrued Fees were due to be paid. Accordingly, in 2018, 2019 2020 and 2021 the appropriate number of Fee Shares was calculated at the end of the relevant quarter using the VWAP for the quarter as summarised in the table below:

 

Person

Period of

Accrued Fees

Accrued Fees

Issue price of

New Shares

 

New Shares

to be issued

Colin Bird

Q4 2018 to Q4 2020

£65,000 

0.615 pence

10,570,862

Richard Wollenberg

Q2 2018 to Q4 2020

£41,250 

0.705 pence

5,854,170

Consultant

Q4 2020 to Q1 2021

£12,500 

1.34 pence

933,331

 

The Company's closing share price on 29 September 2021 the last practical date prior to the issue this notice was 1.275 pence per share.  If Shareholder approval is not obtained to Resolution 9, the Accrued Fees will still be due and will be paid in cash to the directors and consultant to whom the Accrued Fees are due."

 

The proposal set out above and as Resolution 9 in the Notice of Meeting is a related party transaction as defined by AIM Rule 13 of the AIM Rules for Companies. Accordingly, the Independent Directors (being the Directors with the exception of Colin Bird and Richard Wollenberg) consider that, having consulted with the Company's Nominated Adviser, the terms of the proposal are fair and reasonable insofar as the Company's shareholders are concerned. In coming to this decision, the Independent Directors have considered their preference for issuing shares as opposed to settling accrued fees in cash thereby preserving the Company's cash resources, that Shareholders have previously approved a Resolution to issue accrued Director's fees in shares using this pricing mechanism and that this Resolution, should it be approved by Shareholders, resolves a long standing Company creditor.

 

A copy of this announcement is available on the Company's website www.galileoresources.com along with a copy of the Annual Report and Notice of AGM, both of which are being posted to shareholders.

 

This announcement contains inside information for the purposes of Article 7 of 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. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

 

You can also follow Galileo on Twitter: @GalileoResource.

 

For further information, please contact: Colin Bird, Chairman

 

Tel +44 (0) 20 7581 4477

 

 

Beaumont Cornish Limited - Nomad

Roland Cornish

 

Tel +44 (0) 20 7628 3396

Novum Securities Limited - Broker

Colin Rowbury/Jon Belliss

 

Tel +44 (0) 20 7399 9400

Shard Capital Partners LLP -Joint Broker

 

Damon Heath                                                        Tel +44 (0) 20 7186 9952

 

 

 

 
 
Chairman's report

 

Dear Shareholder,

 

The year under review has been challenging for the world in general, but Galileo has maintained its momentum despite all of the problems received from COVID-19 pandemic.  Remote communications and logistic difficulties have been our main challenge. I am pleased to report that none of our team has suffered ill effect from the COVID-19 health crisis.

 

Kalahari Copperbelt: Botswana

 

On the 7th of May 2020, we announced a major copper exploration acquisition in the Kalahari Copperbelt in Botswana, which consisted of 21 exploration licences, totalling some 15,000km² in the Northern region of the belt.  The areas acquired are in relatively close proximity to mining areas being developed by Sandfire Resources and Cupric Canyon Resources. 

 

In August 2020 we commenced planning and execution of an heliborne electromagnetic geophysics programme together with a reconnaissance soil sampling survey.  The programme was carried out over four licences PL250 and PL251, as well as PL40 and PL39 and results received from the flying indicated an environment potentially conducive to Kalahari style copper mineralisation.

 

In October 2020, we acquired five further licences by acquiring Africibum Co Pty Ltd, which again are very prospective in that some of the licences had previous reconnaissance drilling, which intercepted mineralisation, typical for that part of the Kalahari Copperbelt. 

 

In late January 2021, we announced a conditional licence sale agreement with Sandfire Resources, an Australian listed company.  The agreement is for the transfer of certain licences of potentially strategic value to Sandfire for a settlement of US$3 million, half in Sandfire shares and half in cash.  The agreement requires Sandfire to incur exploration expenditure of US$4 million within two years of settlement and thereafter, if success is achieved in reporting an ore reserve under the JORC Code 2012 which exceeds 200,000 tonnes of contained copper, Galileo will be due a success payment in the range of US$10 million to US$80 million.

 

On 16 September 2021, we announced that all the conditions precedent had been met in relation to the sale agreement with Sandfire and at the date of this report, the Company had received US$1.5M in cash for the 9 Kalahari Copper Belt licences being sold.

Sandfire Resources is a successful Australian copper and gold producing company with a market capitalisation of over A$1 billion and a large and successful operation in Botswana where they have recently been awarded a mining licence and we look forward to our association with them.

 

Star Zinc: Zambia

 

During the period under review, we advanced discussions and licencing activities for the Star Zinc Project in Lusaka, Zambia.  The area of the high grade willemite mineralisation is well defined and suitable for small scale mining activities.  The potential mine, however, is in the midst of a very rapidly developing municipality and the activities associated with mining and processing in such circumstances requires a close relationship with the community and a strong local presence.  Taking this into account we considered that a conditional agreement with Siege Mining was the best route to developing the property as this provides for the ownership and operational responsibilities to be assumed by a Zambian mining company, whilst the Company can still participate in the future success of the Star Zinc Project.  The arrangement reached with Siege, involves an initial US$50,000 payment and US$700,000 thereafter against certain deliverables, after which the Company receives a turnover based royalty.

 

Preliminary mining has commenced and trial shipments of willemite ore are currently on the ocean and will be tested for suitability shortly.

 

Kashitu Project: Zambia

 

The Company is currently assessing a work programme for the Kashitu Project, located 6km from the Sable Zinc Refinery in Zambia.  Desk research has indicated the potential for a significant near surface resource of veined willemite.  At the time of writing the Company is designing a drill programme to test quantity and grade of the willemite showings.

 

Glenover Project: South Africa

 

The Glenover Project in South Africa, which contains rare earth stockpiles and primary rare earth potential, has attracted the interest of a number of potential partners and acquirers, with one company being particularly interested in the entire proposition.  Major test work has been carried out on the orebody and stockpiles to assess the potential and processing complexities to include fertilizer production materials, vermiculite and, of course, rare earths.

 

During the period under review, we have seen renewed interest in the production of non-Chinese rare earth production and the overall value of the project may have increased and could increase further should the interest be maintained.

 

The potential to conclude a commercial arrangement for part or all of the property exists for the 4th quarter of 2021.  All of the test work carried out under the period under review belongs to Glenover and as such we have a strong platform to develop one or more of the opportunities from a much stronger test work basis.

 

Ferber Project: Nevada USA

 

Whilst limited work has been carried out at the Ferber Project, Nevada, USA, we have renewed our licences and intend to carry out reconnaissance exploration before year end.  We feel this is prudent in the light of future forecasts for copper and gold, both of which has been evidenced at the property.

 

Prospects

 

The Galileo portfolio of projects are all at an interesting stage, in good jurisdictions and in commodities which are forecasted to show strong price growth, particularly copper. 

 

We are very excited about our position in Botswana and feel the propensity for success is very high, compared to our peers.  Since the commencement of the year, finance has been available for IPOs and secondary placings at a level not witnessed for many years and as such your Company is relatively well funded to meet its exploration obligations and requirements.

 

At the time of writing there exist many major geopolitical, trade and health threats facing the world and I am not convinced that the buoyant stock markets can be maintained against all of the threats, notwithstanding the spectre of inflation looming around the corner.  Against all of these uncertainties the Company will use best endeavours to deploy its cash resourcefully, whilst being mindful of the fact that next year might present a very different mining investment climate.

 

Uncertainty generally brings extreme caution, but your Board remains of the view, that the opportunities presented by the global warming prevention requirements are tantamount to an industrial revolution and that copper will become the oil of the early 1970s.  Against all this we remain motivated to increase our copper portfolio to be in the right place when the acquisition frenzy inevitably commences, which we expect to be during 2023. 

 

I would like to thank my fellow directors, management, and employees for the efforts during the year under review and repeat my assertion that the Company has a broad-based portfolio, anyone of which constituents could return a significant enhanced value to shareholders.

 

In conclusion, I would like to thank the shareholders for their support during the year and assure all that the team will employ best efforts to produce the returns expected from a venture capital market.

 

 

Colin Bird

Chairman

 

 

 

 

 

CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 March 2021 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 March 2021

 

 

Figures in pound sterling

 

  31 March

2021

31 March

2020

 

Assets

 

 

 

Non-current assets

 

 

 

Intangible assets

 

2,114,817

3,348,019

Investment in joint ventures

 

1,979,640

1,834,710

Loans to joint ventures, associates, and subsidiaries

 

345,684

291,442

Other financial assets

 

373,521

344,522

 

 

4,813,662

5,818,693

Current assets

 

 

 

Trade and other receivables

 

1,359

2,228

Cash and cash equivalents

 

1,392,955

356,485

 

 

1,394,314

358,713

Assets held for sale

 

3,952,786

-

Total assets

 

10,160,763

6,177,406

Equity and liabilities

 

 

Equity

 

 

 

Share capital

 

29,705,244

26,469,319

Reserves

 

837,700

621,131

Accumulated loss

 

(21,124,916)

(21,222,788)

 

 

9,408,028

5,867,662

Liabilities

 

 

Non-current liabilities

 

 

 

Other financial liabilities

 

5

5

Deferred tax

 

425,813

-

 

 

425,818

5

Current liabilities

 

 

 

Trade and other payables

 

326,916

309,738

Total liabilities

 

752,735

309,743

Total equity and liabilities

 

10,160,763

6,177,406

 

These financial statements were approved by the directors and authorised for issue on 29 September 2021 and are signed on their behalf by:

 

Colin Bird                                              

Company number: 05679987

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 March 2021

 

Figures in pound sterling

 

 

 

31 March

2021

31 March

2020

Operating expenses

 

(1,472,816)

(630,384)

Operating loss

 

(1,472,816)

(630,384)

Investment revenue

 

-

2

Gain on bargain purchase through business combinations

 

1,569,776

-

Loss from equity accounted investments

 

(9,088)

(11,806)

Profit/(Loss) for the year

 

87,872

(642,188)

Other comprehensive income:

 

 

 

Exchange differences on translating foreign operations

 

(66,549)

26,078

Total comprehensive loss for the year

 

21,323

(616,110)

Earnings/(Loss) per share in pence (basic)

 

0.01

(0.14)

         

 

All operating expenses and operating losses relate to continuing activities.

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS AT 31 March 2020

 

Figures in Pound Sterling

 

 

Share capital

 

 

Share premium

 

 

Total share capital

Foreign currency translation reserve1

 

 

Merger reserve2

 

Share based payment reserve3

 

 

Total reserves

 

 

Accumulated loss

 

 

Total equity

 

Group

 

 

 

 

 

 

 

 

 

 

Balance at 1 April 2019

5,915,231

19,525,088

25,440,319

(736,060)

1,047,821

149,793

461,554

(20,580,600)

5,321,273

 

Loss for the year

-

-

-

-

-

-

-

(642,188)

(642,188)

 

Other comprehensive income

-

-

-

26,114

-

-

26,114

-

26,114

 

Total comprehensive loss for the year

-

-

-

26,114

-

-

26,114

(642,188)

(616,074)

 

Issue of shares net of issue costs

253,215

909,284

1,162,499

-

-

-

-

-

1,162,499

 

Warrants issued

-

(133,499)

(133,499)

-

-

133,499

133,499

-

-

 

Total contributions by and distributions to owners of

253,215

775,785

1,029,000

-

-

133,499

133,499

-

1,162,499

 

Company recognised directly in equity

 

 

 

 

 

 

 

 

 

 

Balance at 1 April 2020

6,168,446

20,300,873

26,469,319

(709,946)

1,047,821

283,292

621,131

(21,222,788)

5,867,698

 

Profit for the year

-

-

-

-

-

-

-

87,872

87,872

 

Other comprehensive income

-

-

-

(66,549)

-

--

(66,549)

-

(66,549)

 

Total comprehensive loss for the year

-

-

-

(66,549)

-

-

(66,549)

87,872

21,324

 

Issue of shares net of issue costs

354,163

2,894,249

3,248,412

-

-

-

-

-

3,248,412

 

Options issued

-

-

-

-

-

270,595

270,595

-

270,595

 

Warrants issued

-

(150,544)

(150,544)

-

-

150,544

150,544

-

-

 

Warrants exercised

-

138,057

138,057

-

-

(138,057)

(138,057)

-

-

 

Total contributions by and distributions to owners

 

 

 

 

 

 

 

 

 

 

of Company recognised directly in equity

354,163

2,881,762

3,235,925

-

-

283,083

283,082

-

3,519,006

 

Balance at 31 March 2021

6,522,609

23,182,635

29,705,244

(776,495)

1,047,821

566,374

837,700

(21,124,916)

(9,408,028)

 

 

 

 

 

 

 

 

 

 

 

 

1.             Foreign currency translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations.

2.             Merger reserve comprises the difference between the fair value of an acquisition and the nominal value of the shares allotted in a share exchange.

3.             Share based payment reserve comprises the fair value of an equity-settled share based payment.

 

 

 

CONSOLIDATED STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31 March 2021

 

Figures in Pound Sterling

31 March

2021

31 March

2020

 

Cash flows from operating activities

 

 

Cash used in operations

(1,186,567)

(331,288)

Investment Revenue

-

2

Net cash from operating activities

(1,186,567)

(331,286)

 

Cash flows from investing activities

 

 

Additions to intangible assets

(453,724)

(290,232)

Net movement on group company loans

(84,239)

(13,072)

Net cash flows from investing activities

(537,963)

(303,304)

 

Cash flows from financing activities

 

 

Proceeds from share issues

2,761,000

990,000

Total cash movement for the year

1,036,470

355,410

Cash at the beginning of the year

356,485

1,075

Total cash at end of the year

1,392,955

356,485

 

 

Statement of Directors' Responsibilities for the year ended 31 March 2021

·            The directors are required in terms of the Companies Act 2006 to maintain adequate accounting records and are responsible for the content and integrity of the consolidated annual financial statements and related financial information included in this report. It is their responsibility to ensure that the consolidated annual financial statements fairly present the state of affairs of the Group as at the end of the financial year and the results of its operations and cash flows for the period then ended, in conformity with the applicable UK laws.

·            The consolidated annual financial statements are prepared in accordance with International Financial reporting standards (IFRS) and are based upon appropriate accounting policies consistently applied and supported by reasonable and prudent judgments and estimates. The directors acknowledge that they are ultimately responsible for the system of internal financial control established by the Group and place considerable importance on maintaining a strong control environment. To enable the directors to meet these responsibilities, the board sets standards for internal control aimed at reducing the risk of error or loss in a cost-effective manner. The standards include the proper delegation of responsibilities within a clearly defined framework, effective accounting procedures and adequate segregation of duties to ensure an acceptable level of risk. These controls are monitored throughout the Group and all employees are required to maintain the highest ethical standards in ensuring the Group's business is conducted in a manner that in all reasonable circumstances is above reproach. The focus of risk management in the Group is on identifying, assessing, managing and monitoring all known forms of risk across the Group. While operating risk cannot be fully eliminated, the Group endeavours to minimise it by ensuring that appropriate infrastructure, controls, systems and ethical behavior are applied and managed within predetermined procedures and constraints.

·            The directors are of the opinion, based on the information and explanations given by management that the system of internal control provides reasonable assurance that the financial records may be relied on for the preparation of the consolidated annual financial statements. However, any system of internal financial control can provide only reasonable, and not absolute, assurance against material misstatement or loss.

·            The going concern basis has been adopted in preparing the consolidated annual financial statements. The directors have no reason to believe that the Group will not be a going concern in the foreseeable future, based on forecasts and available cash resources. These consolidated annual financial statements support the viability of the company. the directors have reviewed the Group's financial position at the balance sheet date and for the period ending on the anniversary of the date of approval of these financial statements and they are satisfied that the Group has, or has access to, adequate resources to continue in operational existence for the foreseeable future.

 

Colin Bird                                     Chairman

Joel Silberstein                            Finance director

Ed Slowey                                     Technical director

J Richard Wollenberg                 Non-Executive director

Christopher Molefe                    Non-Executive Director

 

NOTES TO THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS

 

             1. Basis of preparation

The consolidated annual financial statements have been prepared in accordance with International Financial Reporting Standards IFRIC interpretations issued by the International Accounting Standards Board and the Companies Act 2006. The consolidated annual financial statements have been prepared on the historical cost basis, except for certain financial instruments at fair value, and incorporate the principal accounting policies set out below. Cost is based on the fair values of the consideration given in exchange for assets and they are presented in Pound Sterling. The accounting policies applied are consistent with those of the previous period.

The comparative figures for the financial year ended 31 March 2020 are not the Company's statutory accounts for that financial year but the consolidated accounts. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not give any reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under sections 498 (2) or (3) of the Companies Act 2006, relating to the accounting records of the company.

2.  Basis of consolidation

The consolidated annual financial statements incorporate the annual financial statements of the   Company and all entities, including special purpose entities, which are controlled by the Company. Control exists when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries are included in the consolidated annual financial statements from the effective date of acquisition to the effective date of disposal. Adjustments are made when necessary to the annual financial statements of subsidiaries to bring their accounting policies in line with those of the Group.

All intra-group transactions, balances, income and expenses are eliminated in full on consolidation. Non-controlling interests in the net assets of consolidated subsidiaries are identified and recognised separately from the Group's interest therein, and are recognised within equity. Losses of subsidiaries attributable to non-controlling interests are allocated to the non-controlling interest even if this results in a debit balance being recognised for non- controlling interest. Transactions which result in changes in ownership levels, where the Group has control of the subsidiary both before and after the transaction, are regarded as equity transactions and are recognised directly in the statement of changes in equity. The difference between the fair value of consideration paid or received and the movement in non-controlling interest for such transactions is recognised in equity attributable to the owners of the parent.

3.   Financial review

 

The Group reported earnings of £87,872 which includes a gain on bargain purchase price through business combinations of £1,569,776 (2020: loss of £642,188) before and after taxation. Basic earnings of 0.01 pence (2020: loss of 0.14 pence) per share.

 

4.    Segmental analysis

 

Business unit

The Company's investments in subsidiaries and associates, that were operational at year-end, operate in two geographical locations being South Africa and USA, and are organised into one business unit, namely Mineral Assets, from which the Group's expenses are incurred and future revenues are expected to be earned. This being the exploration for and extraction of its mineral assets through direct and indirect holdings. The reporting on these investments to the board focuses on the use of funds towards the respective projects and the forecasted profit earnings potential of the projects.

 

The Company's investment in Zambia and Botswana are not yet operational and does not form part of the segmental reporting for the period under review.

 

 

Geographical segments

An analysis of the loss on ordinary activities before taxation is given below:

 

 

 

31 March

31 March

 

          2021

          2020

Rare earths, aggregates and iron ore and

manganese                                                                                South Africa                                        

 

(9,088) 

 

(11,806)

Copper                                                                                        Botswana

1,569,776

-

Copper                                                                                        South Africa

-

(148,940)

Gold, Copper                                                                             USA

-

           

(23,187) 

               

Corporate costs                                           South Africa and United Kingdom         

            (1,472,816)

            (458,255)

Total                                                                                                                                         

           87,872 

           (642,188)

 

5.   Taxation

No provision has been made for 2021 tax as the Group has no taxable income. The estimated Group tax losses available for set off against future taxable income is £6,868,214 (2020: £6,051,322). The Group has not reflected a deferred tax asset in respect of the losses carried forward as the Group is not expected to generate taxable profits in the foreseeable future.

6. Auditors' Report

The comparative figures for the financial year ended 31 March 2020 are not the Company's statutory accounts for that financial year but the consolidated accounts. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not give any reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under sections 498 (2) or (3) of the Companies Act 2006, relating to the accounting records of the company.

7. Availability of the Annual Report

This information has been extracted from the Company's Audited Annual Report for the year ended 31 March 2021, copies of which will be mailed to shareholders on 1 October 2021 and a copy will also be available to shareholders and members of the public in hard copy and free of charge, from the Company's London office at 1st Floor, 7/8 Kendrick Mews, London, SW7 3HD.  Alternatively, a downloadable version will be available from 30 September 2021 from Company's website: www.galileoresources.com.

 

 

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