Source - LSE Regulatory
RNS Number : 1338G
Phoenix Copper Limited
28 March 2022
 

Phoenix Copper Limited / Ticker: PXC / Sector: Mining

28 March 2022

Phoenix Copper Limited

("Phoenix" or the "Company")

 

Final audited results for the year ended 31 December 2021

Notice of AGM

 

Phoenix Copper Limited (AIM: PXC; OTCQX ADR: PXCLY), the AIM quoted USA focused base and precious metals emerging producer and exploration company, is pleased to announce its audited results for the year ended 31 December 2021. All references to $ are United States dollars.

 

Highlights

 

Corporate & Financial:

-       Gross proceeds of $26.0 million raised by way of subscription, placing and open offer

-       Investment in Empire Mine increased to $26.12 million (2020: $14.79 million)

-       Net assets increased to $37.78 million (2020: $13.83 million)

-       Group reports unchanged net loss of $0.97 million (2020: $0.97 million)

-       Year-end cash balance of $13.05 million (2020: $1.15 million); no debt

-       Company loan to operating subsidiary increased to $19.16 million (2020: $11.28 million)

-       Company's shares commenced trading on OTCQX as American Depositary Receipts with The Bank of New York Mellon sponsoring and managing the Program

-       Company acquisition of third party royalties payable by Empire Mine

-       Catherine Evans appointed as an Independent Non-Executive Director and as Chairman of newly created ESG & Sustainability Committee, and

-       Harry Kenyon-Slaney appointed to the Company's Advisory Board

 

Operational:

-       Empire Mine open pit feasibility model completed: pre-production capital expenditure payback less than two years, gross revenue of $836 million over 10 years, $43 million post-tax cash flow in year 1 (at $3.60 / lb copper price)

-       Plan of Operations filed with the regulatory authorities to commence final permitting stage of Empire open pit mine

-       Empire land holdings increased by 2,317 acres to 8,034 acres (32.51 square kilometres), including an additional 1,157 acres at the Navarre Creek gold zone

-       Ground magnetics and hyperspectral mineral geophysical surveys completed at Red Star silver, Horseshoe silver and Navarre Creek gold; new mineralised areas of interest identified

-       Ongoing exploration and drilling programmes at Red Star, Navarre Creek and the historically mined high grade Empire underground sulphide copper deposit; 8.38% copper intercepted

-       ESG Program initiated and local Community Advisory Team appointed

-       Earn-In Agreement signed with Electra Battery Materials Corporation on Redcastle Idaho Cobalt Belt project

 

 

 

Annual General Meeting:

The Company also announces that the Annual General Meeting ("AGM") will be held at the Washington Mayfair Hotel, 5 Curzon Street, London W1J 5HE on 12 April 2022 at 11.00 BST.

 

The Notice of AGM and Forms of Proxy will be despatched to shareholders on 28 March 2022 and will be available on the Company's website at www.phoenixcopperlimited.com.

 

The Company's Annual Report and Consolidated Financial Statements for the year ended 31 December 2021 will also be available on the website from 29 March 2022.

 

Environmental, Social, and Corporate Governance

Phoenix is committed to meeting and exceeding the environmental standards required by law as a core value of the Company.  The baseline environmental data collected to date will be used for furthering the permitting process, but as importantly, will be used as the building blocks for the Company's ongoing Environmental, Social, and Corporate Governance (ESG) platform, overseen by the Company's ESG & Sustainability Committee.

Market Abuse Regulation (MAR) Disclosure

The Company deems the information contained within this announcement to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014, which has been incorporated into UK law by the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

Contacts

For further information please visit https://phoenixcopperlimited.com or contact:

Phoenix Copper Limited

Ryan McDermott

Richard Wilkins

Brittany Lock (IR)

  Tel: +1 208 954 7039

Tel: +44 7590 216 657

Tel: +1 208 794 8033

SP Angel Corporate Finance LLP (Nominated Adviser)

David Hignell / Caroline Rowe

Tel: +44 20 3470 0470

Tavira Securities Limited (Joint Broker)

Jonathan Evans / Oliver Stansfield

 

Tel: +44 20 7100 5100

WH Ireland (Joint Broker)

Harry Ansell / Adam Pollock / Katy Mitchell

Tel: +44 20 7220 1666

Panmure Gordon (UK) Limited (Joint Broker)

John Prior / Hugh Rich / Ailsa Macmaster

Tel: +44 20 7886 2500

EAS Advisors (US Corporate Adviser)

Matt Bonner / Rogier de la Rambelje

Tel: +1 (646) 495-2225

BlytheRay
(Financial PR)

Tim Blythe / Megan Ray

Tel: +44 20 7138 3204

 

Notes

Phoenix Copper Limited is a USA focused, base and precious metals emerging producer and exploration company, initially targeting copper and zinc production from an open pit mine.

Phoenix's primary operations are focused near Mackay, Idaho in the Alder Creek mining district, at the 80% owned Empire Mine property, which historically produced copper at grades of up to 8%, as well as gold, silver, zinc and tungsten, from an underground mine. 

Since 2017, Phoenix has carried out extensive drill programmes which resulted in the publication of a NI 43-101 PEA in October 2020 for an open pit heap leach solvent extraction and electrowinning ("SX-EW") mine, which was updated in October 2020. The contained metal in all NI 43-101 compliant categories of resources, measured, indicated, and inferred, stand at 129,641 tonnes of copper, 355,523 ounces of gold, 10,133,772 ounces of silver and 58,440 tonnes of zinc. Phoenix updated its economic model in February 2021 to include the processing of all contained metals through a two phased approach.

In addition to Empire, the district includes the historic Horseshoe, White Knob and Blue Bird Mines, past producers of copper, gold, silver, zinc, lead and tungsten from underground mines. A new discovery at Red Star, 330 metres northwest of the Empire Mine proposed open pit, has revealed high grade silver / lead sulphide ore and from three shallow exploration drill holes. A maiden resource of 103,000 tonnes containing 173.4 g/tonne silver, 0.85 g/tonne gold and 3.85% lead (1.6 million ounces silver equivalent) was reported in an NI 43-101 technical report published in May 2019. Additionally, the district includes the Navarre Creek Project, a volcanic hosted, precious metals target in a 14.48 sq km area. The Company's total land package at Empire comprises 8,034 acres (32.51 sq kms).

At Empire, it is estimated that less than 1% of the potential ore system has been explored to date and, accordingly, there is significant opportunity to increase the resource through phased exploration. The stated aim of the Company is to fund this phased exploration through free cashflow generated by its initial mine. A Plan of Operations in respect of the initial open pit mine was filed with the relevant regulatory authorities in June 2021.

Phoenix also has two wholly owned cobalt properties on the Idaho Cobalt Belt to the north of Empire. An Earn-In Agreement has been signed with Electra Battery Materials Corporation (formerly First Cobalt Corporation), Toronto, in respect of one of those properties.

Phoenix is listed on London's AIM (PXC), and trades on New York's OTCQX Market (PXCLF and PXCLY (ADRs)). More details on the Company, its assets and its objectives can be found on PXC's website at https://phoenixcopperlimited.com.

 

 

CHAIRMAN'S STATEMENT

Dear Shareholders

It is with great pleasure that we present our 2021 Report & Accounts for what has been an exciting and transformative year for our Company. In particular we are now in the permitting and development phase of the Empire open-pit mine, as well as making progress in revealing the potentially world-class porphyry system we believe to be the source of the mineral resources we have already identified. We are grateful to all of you who supported our over-subscribed $25 million fund raise last March.

As I write, the chaos and savagery in Eastern Europe threaten to drag us all back to the dark decades of the 1930s and 40s. Our thoughts and prayers are with the Ukrainians. We face a new world order in which we need to re-establish self-sufficiency in essential items, including metals. The Russian invasion of Ukraine, with the resultant bans on trade, has driven commodity prices to record levels. Russia's copper exports of some 750,000 tonnes per annum account for approximately 3.5% of global annual consumption of mined copper - a market where a supply swing of 200,000 tonnes has a major impact on pricing.

It remains to be seen if the conflict will precipitate a global slump and associated fall in metal prices. However, the recent spikes in metal prices were evidence of trends which have been weighing on supplies of copper, silver, cobalt and zinc for some time. It is likely that some of the more vociferous demands for instant and total electrification to stave off global warming may not be immediately satisfied while we reduce our dependence upon Russian hydrocarbons, and some of the more optimistic forecasts on renewables and electric vehicles may prove to be just that, but the move towards clean energy and the infrastructure required will continue to ensure shortages of the metals we are on the point of producing at Empire, and, in due course, on the Idaho Cobalt Belt. To put matters into further perspective, our Nominated Adviser, SP Angel, estimated that the US Administration's target for 30GW of offshore wind farms would potentially require an additional 240 million tonnes of copper, or around 10 years of global mined production.

In previous reports I have mentioned how fortunate we are to be operating in the State of Idaho, USA. Recent developments, in the Ukraine and elsewhere, underline how vital it is for us to be there. A majority of the top ten copper projects under development are funded by Asian companies, who will absorb most, if not all, of the incremental increase in production, whilst in Chile, the world's largest producer with approximately 28% of production, there are more strident calls for nationalising or imposing heavy tax increases on companies producing over 50,000 tonnes per annum. The potentially unsustainable dependency on China for a long list of metals crucial to Western defence requirements, including cobalt, tungsten (also in evidence at Empire), and rare earths also exposes the importance of jurisdictional location.

Fortunately, the current US Administration is reacting to this emergency. ESG issues have grown from being an area to which many miners paid lip service, to being the most important consideration for many investors, and NGOs and environmentalists have, quite rightly in many cases, castigated an industry notorious for accidents, environmental disasters, and lack of engagement with local communities. However, many Americans are waking up to the possibility that it might be a good idea to have their own sources of critical metals, as long as they are responsibly mined. Investors are also beginning to differentiate between "good" and "bad" mining, rather than banning the sector completely from portfolios. We hope to form a part of this process, differentiating ourselves from mining companies which use cyanide, source cobalt, tin and coltan mined by children in the Congo, which is then smelted in China, or use acid and steam to process tar sands, or generate a percentage of their profits from coal, or pump large quantities of desalinated water up to high altitudes where their operations then use diesel-generated electricity.

As we near the completion of the permitting process for the Empire open-pit mine, we will continue to emphasise our compliance with the best levels of industry practice. Already, the state of Idaho has the 3rd highest percentage of electricity generated from renewables in the United States, at 76%. This is behind Vermont and Maine, neither of which is noted for its mining industry. In addition, our proposed aerial tramway would generate more electricity than it uses, as the loaded ore buckets descending from the open-pit to the processing plant pull the empty ones back up the hill, dispensing with the need for haulage trucks, with the associated noise, dust and water consumption, diesel, and a 3.5-mile haul road. Our carbon emissions per tonne of copper produced will be among the industry's lowest. Moreover, our gold and silver can be extracted using ammonium thiosulphate, rather than cyanide, which will make the precious metals permitting process much simpler.

As part of the Empire mine permitting process we gave a presentation and held a well-attended Q & A session with the citizens of Mackay, in December last year, and have created a 13 strong consultative committee which will meet at least four times a year to keep us abreast of any issues worrying local interests and keep them appraised of developments and any potential impacts. I draw your attention to the report by the Chairman of our ESG & Sustainability Committee, Catherine Evans, and would like to thank her and Lenie Wilkie, our ESG Program Coordinator based in Mackay, for all their hard work in this area.

Regarding the timetable and funding, I am happy to report that several US, as well as other investors, have expressed interest in participating in a debt instrument to fund the entire capital expenditure needed to put the Empire open-pit mine into production. At $4/lb copper (the price has recently been as high as $5/lb), our current preliminary economic assessment model shows revenues in the first 12 months of production of over $100 million, significantly higher than our estimates for pre-production capital expenditure. This should enable us to keep our promise of getting into production without issuing further equity. Further announcements on this will be made in due course.

As ever, I thank you all for your continued support and for the expanded team's hard work in the face of Covid-induced adversity. I look forward to keeping you abreast of developments in what should be another transformational year for Phoenix Copper Ltd.

Marcus Edwards-Jones

Executive Chairman

25 March 2022

 

 

 

 

 

 

 

 

 

 

CHIEF EXECUTIVE OFFICER'S REPORT

Principal activities and review of the business

Firstly, I would like to echo our Chairman's sentiments regarding the current situation in Ukraine.  It is sometimes all too easy to forget how fortunate we are to live and operate in a stable geopolitical jurisdiction.  Let us not take that for granted.  

The Company started 2021 on a positive tone, with the February release of the Fraser Institute Mining Report's Policy Perception Index, which placed Idaho as the world's top mining jurisdiction as it relates to environmental regulations, the legal system and taxation regime, and socioeconomic and community development conditions, just to name a few of the factors used in the Index. The Company continued a string of positive achievements, with the completion of an over-subscribed $25 million financing, which allowed us to continue apace with the important tasks of the feasibility study and environmental permitting for the Empire open-pit copper mine, and the continued exploration of the Empire underground sulphides, the Red Star silver-lead deposit, the Navarre Creek gold project, and the Horseshoe-White Knob prospects. 

Although the environmental permitting of the Empire open-pit mine began in late 2017 with the initiation of environmental baseline studies, in June the Company completed an initial Plan of Operations that officially commenced the final permitting stage of the Empire mine.  A Bankable Feasibility Study on the open-pit resource was also initiated in 2021 and combines all the drilling, analytical, and engineering data collected on the project to date.  The Feasibility Study will convert the existing Empire resource into a reserve category, and perfect a final cash flow model with detailed capital and operating costs. The current preliminary economic assessment level cash flow model shows gross revenue of $836 million over ten years of mine life, and $43 million post-tax cash flow in year 1 at a $3.60/lb copper price. These project economics improve significantly at current metal prices.

The Company completed a core drilling program in the Empire underground sulphides during the year and encountered the first notable copper sulphide intercept of 8.3%. In addition to the elevated copper value, the intercept was important in that it was our first view of the sulphide material mined prior to World War II.  That intercept provided us with valuable information regarding the "roots" of the sulphide system and will anchor future drilling programs targeting the deeper sulphides. The Company also commissioned ground magnetics and hyperspectral mineral geophysical surveys at Red Star, Horseshoe, and Navarre Creek. The results of those surveys were positive and have provided critical targeting information for future drilling programs.

The Company's cobalt holdings at the Redcastle Idaho Cobalt Belt property in Lemhi County were signed to an earn-in agreement with Electra Battery Materials (formerly First Cobalt Corporation), the Toronto-based owner of the Iron Creek cobalt mine, which shares a common border with the Redcastle property.  The earn-in agreement included an initial payment of cash and Electra shares to Phoenix, followed by two work commitments of $1,500,000 each over a five-year period, thereby earning Electra a 75% interest in the property. I have been encouraged after reading Electra's latest drilling results from their Iron Creek property.  Our Redcastle property borders Iron Creek on the east and I particularly look forward to their drilling results from the eastern side of Iron Creek, nearest Redcastle.

2021 also saw the creation of the Company's ESG program, due in large part to the efforts of Director Catherine Evans and our ESG Program Coordinator Lenie Wilkie.  Cathy and Lenie spearheaded the development of the program, oversaw the Company's first local Town Hall public meeting in December, and have recently organized a Community Advisory Team comprised of local citizens and business owners.  The local Mackay community has been very supportive of our projects since we first began field work in 2017.  The outreach programs developed by our ESG team have further strengthened our relationships and provided a communication network between the Company and local stakeholders. In addition to the rollout of our ESG program, I am also pleased to announce the hiring of a US-based Public Relations Manager, Ms. Brittany Lock.  Brittany's previous experience in mining industry PR and her knowledge of media and media production will prove invaluable as we continue to develop stakeholder relationships.

It is also important to note that nearly all of the Company's engineers and geologists in Idaho have moved themselves and their families to the project site in Mackay, Idaho, rather than traveling to home bases elsewhere for days off.  The significance of this should not be understated.  It requires a great deal of confidence in the project to pack up and move spouses and children to a new home.  The Phoenix team has always had a great deal of confidence in our Idaho projects and the migration of our professional staff and their families to new home bases in Mackay exemplifies that confidence. 

I have said this many times before because it is so vitally important.  Phoenix has been provided a unique opportunity with the variety and grade of mineralisation located on our Idaho properties.  The mix of "green metals" like copper and cobalt, and the prospective gold and silver targets, all residing within the Company's current claim holdings, puts us in an enviable position for near term production and years of exploration potential. 

Empire Mine - Polymetallic Open-Pit Oxide Deposit

An updated NI 43-101 compliant resource was completed by Hardrock Consulting in October 2020 and reported for the polymetallic Empire Mine open-pit oxide deposit. The updated resource showed a 51% increase in the Measured and Indicated category from the previous year's resource. Including the Inferred resources, the Empire open-pit oxide deposit now contains 129,641 tonnes of copper, 58,440 tonnes of zinc, 10,133,772 ounces of silver and 355,523 ounces of gold.

 

Mineral Resource Statement for Empire Mine, after Hard Rock Consulting October 2020


CLASS

Tonnes

Cu Equiv %

Average Grade

Metal Content

Cu

Zn

Ag

Au

Cu

Zn

Ag

Au

Cu Equiv

%

%

g/t

g/t

tonnes

tonnes

Ozs

ozs

Tonnes

Measured

8,289,719

0.81

0.42

0.22

11.4

0.327

34,655

18,160

3,031,791

87,036

67,013

Indicated

14,619,340

0.72

0.36

0.18

9.7

0.322

52,888

25,711

4,563,407

151,370

105,899

M+I

22,909,059

0.75

0.38

0.19

10.3

0.324

87,543

43,871

7,595,198

238,406

172,912

Inferred

10,612,556

0.75

0.4

0.14

7.4

0.343

42,098

14,569

2,538,574

117,117

79,296

 

Phoenix is continuing down the feasibility and permitting pathways with the polymetallic resource, having completed all the environmental studies directly applicable to the permitting and mine planning.  Discussions are underway with potential debt financiers to construct the project, to enable production to commence as soon as possible during 2023.

 

Empire Underground Sulphides

In July 2021, a core drilling program designed to target the historically mined high grade sulphide vein system below the open-pit copper oxide resource was initiated.  The first drill hole of the program that reached the design depth intercepted a 12.6-metre zone of strong to intense sulphide mineralization.  Some of the sulphide minerals identified by our geologists included bornite, chalcocite, chalcopyrite, pyrite, galena, and pyrrhotite. Further drilling continued to intercept high grade mineralisation across a suite of metals, including 8.38% copper, significant intercepts of gold, silver and zinc, as well as anomalous molybdenum and tungsten mineralization. A total of 967 metres of a 4,500-metre planned program has been drilled to date, and further drilling will continue during 2022.

Red Star - High-grade Silver and Lead

Red Star is a high-angle silver-lead vein system hosted in andradite-magnetite and located 330-metres north-northwest of the Empire oxide pit.  Red Star was identified from a 20-metre-wide surface outcrop across a skarn structure. Surface mineralisation is a mix of copper and iron oxides and sulphides, with strong chrysocolla and bornite showings, exposed in a heavily timbered canyon. In 2018, three reverse circulation ("RC") drill holes were drilled on the target and assay results reported the presence of high-grade lead and silver sulphides including intercepts of 20% lead and 1,111 g/t silver. In early May 2019, the Company announced a small maiden Inferred sulphide resource of 103,500 tonnes, containing 577,000 ounces of silver, 3,988 tonnes of lead, 957 tonnes of zinc, 338 tonnes of copper, and 2,800 ounces of gold.

Class

Tons

Ag

Ag

Au

Au

Pb

Pb

Zn

Zn

Cu

Cu


(x1000)

g/t

oz

g/t

oz

%

lb

%

lb

%

lb


(x1000)


(x1000)


(x1000)


(x1000)


(x1000)

%

(x1000)

Inferred

114.13

173.4

577.3

0.851

2.8

3.85

8,791.20

0.92

2,108.80

0.33

745

 

Following the estimation of the Inferred resource, a second ten-hole diamond drilling program was completed in 2020.  The assay results from that program confirmed the presence of the high-grade silver and lead veins drilled in 2018, but also confirmed the need for greater understanding of the structural geology in order to direct further exploration.  As a result, in 2021 the Company commissioned a ground-based magnetics geophysical survey which identified four high-amplitude areas of interest, including the original discovery outcrop. The size and amplitude of the three new areas of interest appear to be significantly greater than that of the discovery outcrop, whilst further north-northeast magnetic anomalies trending from the outcrop were also identified. In a program designed to test and help delineate the boundaries of the magnetic zones, seven further exploratory RC holes were drilled, all of which encountered further mineralisation. A 3,000-metre diamond core drilling program is now planned for 2022. 

Navarre Creek - Volcanic-Hosted Gold Project

The Navarre Creek claim block is located approximately 8 kilometers west-northwest of the Empire open-pit mine, and was acquired in 2019 as a gold exploration project with geology similar to the volcanic-hosted gold fields on the Carlin Trend in Nevada, home to several multimillion-ounce gold deposits.

 

During the summer of 2020, the Phoenix exploration team mapped and sampled the Company's Navarre Creek property.  90 rock chip and grab samples were collected in the hydrothermally altered volcanic rocks that make up the Navarre Creek claims and sent to ALS Laboratories in Reno, Nevada for geochemical analysis.

 

Of the 90 samples, 53 were above the detection limit for gold with a high of 0.569 g/t, and 25 above the detection limit for silver.  There was also a strong correlation between elevated gold values and elevated antimony values, typical in Carlin-type epithermal gold systems.  With the exception of one sample, all samples with a gold value greater than 0.1 g/t occur within the same alteration type, that being predominantly a jasperoid-hosted quartz stockwork and micro-veining system. During 2021 a total of 169-line kilometres of ground-based field magnetics and airborne hyperspectral imaging were completed for the entirety of the Navarre Creek claim block. Two distinct intrusive bodies were identified, partially concealed below glacial till showing strong magnetic signatures which complement the existing jasperoid outcrops. A northeast trending corridor of hydrothermal alteration, approximately 2.3 miles long and 1 mile wide, was also identified, consistent with the gold and silver bearing Carlin-style epithermal deposits.

 

Markers for Carlin-style gold deposits are the presence of jasperoids, and the association of gold, antimony, silver and zinc. These markers are found at Navarre Creek. The results of these surveys, together with the results of previous exploration, highlight the prospectivity of the claim block. These positive results will drive further exploration and drill targeting during 2022. 

 

Empire Mine Expansion - Horseshoe, Whiteknob, and Windy Devil

We have made a point of focusing our efforts on our flagship Empire Mine projects. However, we have also increased our land position from time-to-time as our geologists recognise prospective and strategic opportunities.  At the time of the Company's IPO in mid-2017, our Empire Mine property consisted of 818 acres. Since then, including the Navarre Creek claim block, we have increased the core Empire claim group to 8,034 acres by expanding north to the former Horseshoe and Whiteknob Mines and onto Windy Devil. This expansion covers approximately 30 historic adits, shafts and prospects, which exhibit geology and mineralogy similar to Red Star, and which will be the subject of further exploration going forward.

Idaho Cobalt Belt - Redcastle and Bighorn Projects

The Company owns two strategically located properties on the Idaho Cobalt Belt in Lemhi County: Idaho, Redcastle and Bighorn.  In May 2021, the Redcastle holding was signed to an earn-in agreement with Electra Battery Materials Corporation (formerly First Cobalt Corporation), the Toronto-based owner of the Iron Creek Cobalt Mine, which shares a common border with the Redcastle property.  The earn-in agreement included an initial payment of cash and Electra shares to Phoenix, followed by two work commitments of $1,500,000 each over a five year period, enabling Electra to earn a 75% interest in the Redcastle property.  Redcastle is held by Borah Resources Inc, the Company's 100% owned, Idaho registered subsidiary.

The Bighorn property, located on the northern end of the Idaho Cobalt Belt, is held by Salmon Canyon Resources, another 100% owned, Idaho registered subsidiary.  Bighorn is situated east of the historic Salmon Canyon copper cobalt underground mine and shares a common border with New World Resources' Colson cobalt-copper project.

In addition to copper, cobalt is a critical metal for electric vehicles and global electrification projects.  Cobalt deposits are rare, particularly in first world jurisdictions. The Company's cobalt projects are located in the USA's only prospective cobalt region, the Idaho Cobalt Belt, approximately 100 miles north of the Empire Mine. In 2018 we announced the results of our 2017 reconnaissance programme of 46 surface grab samples which gave cobalt values ranging from 2 ppm to 0.31% cobalt.

 

 

Outlook

One of the most important attributes at Empire is the polymetallic nature of the mineralised systems.  In other words, we have a variety of metal resources that provide us significant optionality as metal prices fluctuate on supply and demand.  In addition to our open-pit copper oxide resource, which is now officially moving through the permitting process, we also have the high-grade silver and lead system of Red Star, the historically mined high-grade deep sulphide system at Empire, the very prospective volcanic-hosted gold system at Navarre Creek, and two strategically located cobalt properties, one of which, Redcastle, is located adjacent to the existing Iron Creek cobalt mine and is being explored by the owner of Iron Creek, Electra Battery Materials Corporation.  The projects are all located in historically mined districts in Idaho, USA, a geopolitically stable, pro-mining jurisdiction.   

Although I anticipate further pandemic related delays in the coming year, Phoenix has a talented and dedicated team of hardworking professionals, a supportive shareholder base, and a strong relationship with the community in which we do business. My outlook for the Company remains positive and I am excited to see our accomplishments in 2022.

Key Performance Indicators ('KPIs')

Conclusion

We are pleased to see the continued global push for electric vehicles, large-scale electrification projects, and infrastructure projects requiring substantial quantities of metal, specifically copper.  We have sufficient staffing numbers to complete the Empire Mine Feasibility Study and to execute exploration programs at Navarre Creek, Red Star, and the Empire sulphides.

In conclusion I would like to thank all our professional staff, consultants and advisers, community liaisons, shareholders, and directors who continue to put forth considerable effort, and provide considerable support, to ensure the Company's success.   I look forward to reporting further positive news as we continue our exploration and development programs during 2022.

Ryan McDermott

Chief Executive Officer

25 March 2022

 

 


Consolidated income statement


Year

 Ended

31 December

Year

 Ended

31 December




2021

2020


Continuing operations

Note

$

$


Revenue

4

-

-


Exploration & evaluation expenditure


-

-


Gross loss


-

-







Administrative expenses


(1,065,950)

(922,647)


Other operating income


106,340

-







Loss from operations


(959,610)

(922,647)







Finance income


3,708

-







Finance costs


(13,348)

(49,203)







Loss before taxation


(969,250)

(971,850)







Tax on loss on ordinary activities


-

-







Loss for the year


(969,250)

(971,850)







Loss attributable to:





Owners of the parent


(942,850)

(956,656)


Non-controlling interests


(26,400)

(15,194)




(969,250)

(971,850)

 


Loss per share attributable to owners of the parent:





Basic and diluted EPS expressed in cents per share

5

(0.90)

(1.66)

 


Consolidated statement of comprehensive income


Year

 Ended

31 December

Year

 Ended

31 December




2021

2020




$

$







Loss for the year


(969,250)

(971,850)

 

 

Total comprehensive income attributable to:




Owners of the parent


(942,850)

(956,656)

Non-controlling interests


(26,400)

(15,194)



(969,250)

(971,850)

 

 

 


Consolidated statement of financial position





31 December

31 December





2021

2020



Note


$

$


Non-current assets






Property, plant and equipment - mining property

6


26,124,030

14,789,004


Intangible assets

7


330,844

276,895





26,454,874

15,065,899


Current assets






Trade and other receivables

8


365,778

122,300


Financial assets

9


56,340

-


Cash and cash equivalents



13,046,529

1,146,490





13,468,647

1,268,790








Total assets



39,923,521

16,334,689








Current liabilities






Trade and other payables

10


883,196

193,937


Other liabilities

11


250,000

1,549,000





1,133,196

1,742,937








Non-current liabilities






Other liabilities

11


250,000

-


Provisions for other liabilities

12


757,702

757,702





1,007,702

757,702








Total liabilities



2,140,898

2,500,639








Net assets



37,782,623

13,834,050








Equity






Ordinary shares

13



-


Share Premium



43,460,747

19,251,964


Retained loss



(5,751,359)

(5,517,549)


Foreign exchange translation reserve



(18,588)

(18,588)


Equity attributable to owners of the parent



37,690,800

13,715,827


Non-controlling interests



91,823

118,223


Total equity



37,782,623

13,834,050

 


Consolidated statement of changes in equity


Ordinary shares

Share premium

Retained loss

Foreign exchange

translation reserve

Total

Non-controlling interest

Total equity



$

$

$

$

$

$

$

At 1 January 2020


-

15,627,730

(5,186,083)

(18,588)

10,423,059

133,417

10,556,476

Loss for the year


-

-

(956,656)

-

(956,656)

(15,194)

(971,850)

Total comprehensive income for the year


-

-

(956,656)

-

(956,656)

(15,194)

(971,850)










Shares issued in the period


-

3,908,477

-

-

3,908,477

-

3,908,477

Share issue expenses


-

(284,243)

-

-

(284,243)

-

(284,243)

Share-based payments


-

-

625,190

-

625,190

-

625,190

Total transactions with owners


-

3,624,234

625,190

-

4,249,424

-

4,249,424










At 31 December 2020


-

19,251,964

(5,517,549)

(18,588)

13,715,827

118,223

13,834,050

 

At 1 January 2021


-

19,251,964

(5,517,549)

(18,588)

13,715,827

118,223

13,834,050

Loss for the year


-

-

(942,850)

-

(942,850)

(26,400)

(969,250)

Total comprehensive income for the year


-

-

(942,850)

-

(942,850)

(26,400)

(969,250)










Shares issued in the period


-

26,018,553

-

-

26,018,553

-

26,018,553

Share issue expenses


-

(1,809,770)

-

-

(1,809,770)

-

(1,809,770)

Share-based payments


-

-

709,040

-

709,040

-

709,040

Total transactions with owners


-

24,208,783

709,040

-

24,917,823

-

24,917,823










At 31 December 2021


-

43,460,747

(5,751,359)

(18,588)

37,690,800

91,823

37,782,623

 

 


Consolidated statement of cash flows

31 December

31 December


2021

2020


$

$

Cash flows from operating activities






Loss before tax

(969,250)

(971,850)

Adjustments for:



Share-based payments

191,856

229,904


(777,394)

(741,946)

(Increase)/decrease in trade and other receivables

(299,818)

145,632

Increase/(decrease) in trade and other payables

689,259

(88,963)

Net cash generated used in operating activities

(387,953)

(685,277)




Cash flows from investing activities



Purchase of intangible assets

(53,949)

(30,000)

Purchase of property, plant and equipment

(10,238,492)

(2,722,058)


(10,292,441)

(2,752,058)




Cash flows from financing activities



Proceeds from the issuance of ordinary shares

25,939,203

3,908,477

Share-issue expenses

(1,809,770)

(284,243)

Proceeds from the issue of loan notes

-

879,000

Repayment of loan notes

(1,549,000)

(130,000)

Net cash generated from financing activities

22,580,433

4,373,234




Net increase in cash and cash equivalents

11,900,039

935,899




Cash and cash equivalents at the beginning of the year

1,146,490

210,591




Cash and cash equivalents at the end of the year

13,046,529

1,146,490

 

 

Significant non-cash transactions:

During the year the Directors capitalised $79,350 of fees into shares (2020: $109,770), an amount of $517,184 (2020: $395,286) in respect of the charge for share-based payments and an amount of $500,000 in respect of deferred consideration (2020: $nil) were also capitalised into mining property.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

`

1

General information


Phoenix Copper Limited (the "Company") and its subsidiary undertakings (the "Group") are engaged in exploration and mining activities, primarily precious and base metals, primarily in North America. The Company is domiciled and incorporated in the British Virgin Islands on 19 September 2013 (registered number 1791533). The address of its registered office is OMC Chambers, Wickhams Cay 1, Road Town, Tortola VG1110, British Virgin Islands. The Company is quoted on London's AIM (ticker: PXC) and trades on New York's OTCQX Market (ticker: PXCLF; ADR ticker PXCLY).




The subsidiaries of the Company are:




Incorporated in the United States of America


Konnex Recourses Inc (80% equity holding)


Borah Resources Inc (100% equity holding)


Lost River Resources Inc (100% equity holding)


Salmon Canyon Resources Inc (100% equity holding)



2

Going concern


The Group currently has no income and meets its working capital requirements through raising development finance. In common with many businesses engaged in exploration and evaluation activities prior to production and sale of minerals the Group will require additional funds and/or funding facilities in order to fully develop its business plan. The Group will also require funds to construct its first operating mine. The directors believe that such funds are likely to come from the arrangement of appropriate debt and/or offtake finance arrangements. Further equity issues will be minimised as far as possible. Ultimately the viability of the Group is dependent on future liquidity in the development period and this, in turn, depends on the availability of funds.

 

During the year the Company raised $26.0 million gross by way of a subscription, placing and open offer to new and existing shareholders, and the exercise of warrants. The Company also repaid all of its existing unsecured loan notes.

 

The Covid-19 pandemic has had a significant, immediate impact on the operations and funding of many businesses both in the USA and globally. However, the Group completed a successful oversubscribed fund raising during the year and continues to receive additional funding from the exercise of warrants. 

 

The directors prepare annual budgets and forecasts in order to ensure that they have sufficient liquidity in place and that they comply with the terms and conditions of their obligations in relation to the ongoing development of the mining assets and the Group's environmental and other commitments.

 

At the date of approval of these financial statements it is not clear how long the current circumstances are likely to last and what the long-term impact will be. However, having regard to the above, and based on funds raised during the year, and continuing to be received from the exercise of warrants, as well as their latest assessment of the budgets and forecasts for the business of the Group for at least 12 months from the date of approval of these financial statements, the directors believe it appropriate to adopt the going concern basis of accounting in preparing the financial statements.



3

Basis of preparation




This preliminary information does not comprise full financial statements. The significant accounting policies and other information contained within this preliminary announcement has been extracted from the Group's audited financial statements a copy of which is available on the Company's website: www.pgmining.com.

 

The financial information is presented in US dollars.

 

 

4

Revenue

The Group is not yet producing revenues from its mineral exploration and mining activities. The Company charged its subsidiary entities $885,000 (2020: $535,000) in respect of management services provided.

 

5

Loss per share

31 December

31 December



2021

 $

2020

$






Loss attributable to the parent used in calculating basic and diluted loss per

 Share

(942,850)

(956,656)






Number of shares




Weighted average number of shares for the purpose of basic earnings

 per share            

104,213,499

57,527,529






Weighted average number of shares for the purpose of diluted earnings

 per share

104,213,499

57,527,529






Basic loss per share (US cents per share)

(0.90)

(1.66)






Diluted loss per share (US cents per share)

(0.90)

(1.66)

 

Basic earnings per share amounts are calculated by dividing net loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. 

 

Where the Group has incurred a loss in a year the diluted earnings per share is the same as the basic earnings per share as the loss has an anti-dilutive effect.

 

The Company has potentially issuable shares of 18,602,920 (2020: 11,264,978) all of which relate to the potential dilution in respect of warrants and share options issued by the Company.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6

Non-current assets




Mining

 






Property






$








At 1 January 2020




11,671,660


Additions




3,117,344


At 31 December 2020




14,789,004








At 1 January 2021




14,789,004


Additions




11,335,026


At 31 December 2021




26,124,030

 

 


Net book value






At 1 January 2020




11,671,660








At 31 December 2020




14,789,004








At 31 December 2021




26,124,030

 

Mining property assets relate to the past producing Empire Mine copper - gold - silver - zinc project in Idaho, USA. The Empire Mine has not yet recommenced production and no depreciation has been charged in the statement of comprehensive income. There has been no impairment charged in any period due to the early stage in the Group's project to reactivate the mine.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7

Intangible assets




Exploration

 and evaluation expenditure




$






At 1 January 2020


246,895


Additions


30,000


At 31 December 2020


276,895






At 1 January 2021


276,895


Additions


53,949


At 31 December 2021


330,844

 

Exploration and evaluation expenditure relates to the Bighorn and Redcastle properties on the Idaho Cobalt Belt in Idaho, USA. The Bighorn property is owned by Salmon Canyon Resources Inc. The Redcastle property is owned by Borah Resources Inc. Both companies are wholly owned subsidiaries of the parent entity, and are both registered and domiciled in Idaho. The Redcastle property is subject to an Earn-In Agreement with First Cobalt Idaho, a wholly owned subsidiary of Electra Battery Materials Corporation (formerly First Cobalt Corporation) of Toronto, Canada.

 

 

8

Trade and other receivables









31 December

2021

31 December 2020





$

$








Other receivables



207,949

68,847


Prepaid expenses



157,829

53,453





365,778

122,300

 

There were no receivables that were past due or considered to be impaired. There is no significant difference between the fair value of the other receivables and the values stated above.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9

Financial assets









31 December

2021

31 December

 2020





$

$








Quoted investments



56,340

-

 

In May 2021 the Group entered into an earn-in agreement with First Cobalt Idaho, the wholly owned subsidiary of Toronto-based Electra Battery Materials Corporation (formerly First Cobalt Corporation) ("Electra"), in respect of the Group's Redcastle cobalt property on the Idaho Cobalt Belt. The Group received consideration of $50,000 and 200,000 shares in Electra valued at $56,340, a total initial consideration of $106,340.

 

First Cobalt Idaho can earn a 51% interest in Borah Resources Inc, the Company's 100% owned subsidiary and owner of the Redcastle property, by spending no less than $1,500,000 in exploration and related work on Redcastle over an initial three-year period, and by paying a further $100,000 to the Group on the third anniversary of the Agreement ("Phase 1").

 

Subject to the completion of Phase 1, First Cobalt Idaho may earn an additional 24% interest in Borah Resources, for a total interest of 75%, by spending no less than a further $1,500,000 in exploration and related work on Redcastle over a further two year period, and by paying a further $150,000 to the Group in cash or the equivalent in unrestricted Electra shares, at the Group's option, on the fifth anniversary of the Agreement, and by providing Phoenix with a NI 43-101 compliant Preliminary Economic Assessment ("PEA") for the Redcastle property ("Phase 2").

 

Upon completion of Phase 1 and Phase 2, it is intended that the Group and First Cobalt Idaho will enter into a joint venture agreement with First Cobalt Idaho as managers, and will share in the capital expenditures for the ongoing development of Redcastle in accordance with their respective ownership interests (First Cobalt 75%, Phoenix 25%).  If either party does not contribute pro-rata to its ownership interest, that interest will be diluted accordingly. Should the Group's interest in the joint venture be reduced to 10% or less, a 2.5% royalty shall become payable to the Group. This royalty can be acquired by First Cobalt Idaho for $500,000 per each 0.5%.

 

 

10

Trade and other payables









31 December

2021

31 December 2020





$

$








Trade payables



862,907

156,116


Other payables



20,289

8,355


Accrued interest



-

29,466





883,196

193,937

 

All liabilities are payable on demand or have payment terms of less than 90 days. The Group is not exposed to any significant currency risk in respect of its payables.

 

 

 

 

11

Other liabilities









31 December

2021

31 December 2020





$

$


Current liabilities






Loan notes



-

1,549,000


Deferred consideration



250,000

-





250,000

1,549,000








Non-current liabilities






Deferred consideration



250,000

-

 

In April 2021 the Group entered into an agreement with Mackay LLC to acquire 1% of the 2.5% net smelter royalty payable on mining leases on the Empire Mine in Idaho, USA. Total consideration payable to Mackay LLC is $800,000, of which $300,000 has been paid. Deferred consideration comprises two further payments of $250,000 each, due on 31 December 2022 and 31 December 2023.

 

In 2020 the Group had outstanding loan notes with a total redemption value of $1,549,000. $929,000 related to 12% unsecured loan notes, with a final redemption date of 30 September 2021. The Group also issued an unsecured loan note in the amount of $620,000, repayable on 31 March 2021 plus a fixed rate coupon equivalent to 6.5% of principal value.

 

 

12

Provisions





31 December

2021

31 December 2020




$

$







Decommissioning provision


100,000

100,000


Royalties payable


657,702

657,702




757,702

757,702

 

There has been no change to provisions in the year ended 31 December 2021.

 

The provision of $100,000 for decommissioning the Empire Mine is based on the directors' estimate after taking into account appropriate professional advice.

 

The other provision of $657,702 arises from a business combination in 2017 and comprises potential royalties payable in respect of future production at the Empire Mine. This liability will only be payable if the Empire Mine is successfully restored to production and will be deducted from the royalties payable. The amount of the provision will be reassessed as exploration work continues and also on commencement of commercial production.

 

 

 

 

 

 

13

Share capital





Group and Company

Group and Company




Number

Number




2021

2020

 


Number of ordinary shares of no par value





At the beginning of the year


63,306,747

44,784,881


Issued in the year


54,108,933

18,521,866


At the end of the year


117,415,680

63,306,747

 

The Company does not have an authorised capital and is authorised to issue an unlimited number of no-par value shares of a single class.

 

In the year the Company issued 54,108,933 ordinary shares at an average issue price of $0.48 per share to raise $26.0 million before expenses of issue. All issued shares were fully paid.

 

Since the year end the Company has issued a further 4,040,033 shares at $0.32 per share from the exercise of warrants. The Company currently has 121,455,713 ordinary shares in issue.

 

The ordinary shares in the Company have no par value. All ordinary shares have equal voting rights in respect of shareholder meetings. All ordinary shares have equal rights to dividends and the assets of the Company.

 

The Company has issued warrants to subscribe for additional shares. Each warrant provides the right to the holder to convert one warrant into one ordinary share of no-par value at exercise prices ranging from £0.16 to £0.50. At 31 December 2021 the number of warrants in issue was 12,577,920 (2020: 7,589,978).

 

The Company has issued options to subscribe for additional shares to the directors and senior employees of the Group. Each option provides the right to the holder to subscribe for one ordinary share of no par-value, subject to the vesting conditions, at exercise prices of £0.17, £0.30 and £0.50. At 31 December 2021 the number of options in issue was 6,025,000 (2020: 3,675,000).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14

Share-based payments

 

The Company has issued 12,577,920 (2020: 7,589,978) warrants to subscribe for additional share capital of the Company. Each warrant entitles the holder to subscribe for one ordinary equity share in the Company. The right to convert each warrant is unconditional. 

Additionally, the Company has issued 6,025,000 (2020: 3,765,000) share options to directors and senior employees of the Group. Each share option entitles the holder to subscribe for one ordinary equity share in the Company once the vesting conditions have been satisfied.  

In the periods presented the Company has settled remuneration liabilities by the issue of equity in lieu of cash payments for services but has not operated any equity-settled share based incentivisation schemes for employees.

Equity-settled share-based payments are measured at fair-value (excluding the effect of non-market-based vesting conditions) as determined through use of the Black-Scholes technique, at the date of issue. The warrants were issued as exercisable from the date they were issued and there are no further vesting conditions applicable.

 

 

 


Warrants issued

 


Weighted

31 December

31 December




Average

2021

2020




Exercise price

Number

Number








At the beginning of the year


£0.30

7,589,978

7,115,195


Issued in the year


£0.16

-

386,000


Issued in the year


£0.18

-

905,467


Issued in the year


£0.28

-

159,541


Issued in the year


£0.39

4,812,396

-


Issued in the year


£0.50

2,000,000

-


Exercised in the year


£0.18

-

(375,000)


Exercised in the year


£0.20

(250,000)

(100,000)


Exercised in the year


£0.28

(847,962)

(369,225)


Exercised in the year


£0.35

(81,151)

-


Exercised in the year


£0.385

(256,997)

-


Exercised in the year


£0.40

(61,250)

-


Exercised in the year


£0.60

(44,056)

-


Lapsed


£0.20

-

(132,000)


Lapsed


£0.60

(283,038)

-


At the end of the year


£0.29

12,577,920

7,589,978

 

 

 

 

 

 

 

 

 

 

 


Share options issued

 


Weighted

31 December

31 December




average

2021

2020




Exercise price

Number

Number








At the beginning of the year


£0.23

3,675,000

3,150,000


Issued in the year


£0.30

-

1,750,000


Issued in the year


£0.50

2,350,000

-


Lapsed in the year


£0.45

-

(1,225,000)


At the end of the year


£0.34

6,025,000

3,675,000

 

The total share-based payment charge for all warrants and options in the year was $709,040 of which $191,856 has been charged to profit and loss and $517,185 allocated to Mining Property (2020: $229,904 and $395,286 respectively). The share-based payment charge was calculated using the Black-Scholes model. All warrants issued vest immediately on issue. Share options vest up to a 36-month period from the date of issue, or on the achievement of certain vesting milestones.

 

Volatility for the calculation of the share-based payment charge in respect of both the warrants and the share options issued was determined by reference to movements in the Company's quoted share price on AIM.  

 

 

The inputs into the Black-Scholes model for the warrants and share options issued were as follows:

 



31 December

31 December



2021

2021



Warrants issued

Share options issued






Weighted average share price at grant date

£0.37

£0.47


Weighted average exercise prices

£0.42

£0.50


Expected volatility

54.6%

69.25%


Expected life in years

0.97

1.0


Weighted average contractual life in years

0.74

1.4


Risk-free interest rate

1.5%

1.5%


Expected dividend yield

-

-


Fair-value of warrants and options granted (pence)

£0.048

£0.123

 

The warrants were issued in two placements. The share price at the date of grant was between £0.34 to £0.44. The warrant exercise prices at the date of grant were between £0.385 to £0.50. The share options were issued in one placement of two tranches with different vesting milestones, with weighted average expected lives of 1.4 years. The share price at the date of grant was £0.47 and the exercise price for both tranches is £0.50. The warrants issued are all exercisable on the date of issue. The number of outstanding share options include 1,925,000 options which are currently exercisable at a price of £0.17 per share and 1,750,000 options which are exercisable at £0.30 per share.

 

The volatility for the warrants issued ranged from 50.00% to 71.95%. The fair-values of warrants issued in the year ranged from £0.385 to £0.87. The volatility for the share options was 69.25% and the fair-values of the options issued ranged from £0.09 to £0.15. The expected life of the outstanding warrants and options ranged from 0.74 to 2.00 years.

 

 


Share-based payments allocation of charge



31 December

31 December





2021

2020





$

$








On issue of share options



262,739

210,924


On issue of warrants



446,301

331,701


On modification of warrants



-

82,565


Total charge



709,040

625,190








Allocation:






Mining property



517,184

395,286


Administrative expenses



191,856

229,904





709,040

625,190

 

The share-based payment charge has been simultaneously credited to retained deficit.

 

 

15

Events after the reporting date



Since the year end the Group has acquired the remaining 1.25% royalty payable to Honolulu Copper Corporation.

 

 

 

 

 

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