Europa Metals Regulatory News (EUZ)

15 March 2016

Ferrum Crescent Limited

("Ferrum Crescent", the "Company" or the "Group")

(ASX: FCR, AIM: FCR, JSE: FCR)

Final Results for the Half-Year Ended 31 December 2015

Ferrum Crescent Limited, the ASX, AIM and JSE quoted iron ore developer in Northern South Africa, today announces its results for the half-year ended 31 December 2015.

Highlights

· BFS Farm in Agreement Concluded with BVI/Ovation Capital on Moonlight project

o Phased investment to progress major stages of BFS up to logistics negotiation stage

· Agreement signed following failure of Principle Monarchy Investments (Proprietary) Ltd ("PMI") to provide agreed funding

· Justin Tooth replaces Ed Nealon as Non-Executive Chairman

Financial Overview

· Current assets as at 31 December 2014 of AUD$[x] (2014: AUD$1,862,671 )

· Loss for half-year of AUD$[x] (2014:AUD$463,690 )

Post Period

· Following the BFS development agreement cost-cutting undertaken at group level

· Company focusing on driving near-term value from non ferrous projects

· Option over Spanish Lead-Zinc assets signed

· Successfully fundraising concluded towards securing option

· General Meeting called to request headroom to allow Company to raise funds to secure and progress resource delineation and process testing over Spanish assets.

A pdf copy of the full accounts is available on the Company's website (www.ferrumcrescent.com) and on the ASX website (www.asx.com.au). A summary of the material financial information (including a statement on going concern) is included below in this announcement.

Commenting on the final results, Managing Director Tom Revy said: "During the period we secured an agreement with Ovation partners over Moonlight that allows an equity earn in, at asset level, structured in relation to project spend. With this agreement signed we have consequently refocused our operations, making changes to reduce costs and progress value for shareholders from new projects. The Boards view is that while the Moonlight BFS progresses and remains an important value driver for the Company we should look at how near-term, low cost work could be undertaken on new projects. With that in mind we signed the option over the Spanish lead-zinc assets in February 2016.'

Justin Tooth, Non-Executive Chairman, said: "Having joined the board during the period, I am very positive about the work that has been and is being undertaken in South Africa at the Moonlight project. My time spent on the ground in South Africa talking to major stakeholders in Moonlight has reinforced my view that our lead project is an important and valuable asset and at the right stage of development to provide a rapid new source into a depleting domestic iron ore supply. The nature of our funding partnership in South Africa allows the BFS at Moonlight to develop whilst allowing us to reduce corporate costs and still deliver on our strategy to build shareholder value across a highly focused portfolio. Our option over the Spanish assets allows us to pursue two new resources with process testing and other key delineation goals at minimum costs. The key opportunity at this time for companies like ours is to not spend large amounts of capital on increasing defined resources but rather to use our team's experience and abilities to acquire undervalued quality projects and then build value based on the work already carried out on them. I very much look forward to the next twelve months and thank our shareholders for their support as we move forward into a new era for the Company."

For more information, please visit www.ferrumcrescent.com or contact:

The directors accept full responsibility for the information contained in this announcement. The auditor's unqualified report is available for inspection at the Company's registered office in Australia and at the Company's office at Block B, Regent Hill Office Park, cnr Leslie & Turley Rds, Lonehill, 2062 for 28 business days from release of this announcement.

Summary

The Ferrum interest in the Moonlight Iron Project is held through the Group's direct and indirect shareholding in Ferrum Iron Ore (Pty) Limited ("FIO"), the shares of which are currently held as to 74% by Ferrum South Africa (Pty) Limited ("FSA") (previously, Nelesco 684 (Pty) Limited) and as to 26% by Mkhombi Investments (Pty) Limited ("MI").

In October 2015, the Company announced that FSA and FIO had entered into a farm-in and joint venture agreement (the "Farm-in Agreement") with Business Venture Investments No. 1709 (Proprietary) Limited ("BVI") in South Africa for the completion of the bankable feasibility study ("BFS") at the Moonlight Iron Project. BVI is a sister company of South African BEE investment house Ovation Capital.

During the reporting period, the Company had investigated a number of scenarios with respect to various potential smaller scale start up options, including the potential development of a concentrate-only producing project. This initial review work concluded that as well as potentially significant capital cost savings, there are also possible development time benefits and seemingly sufficient local demand for a high quality concentrate product.

Corporate

Mr Ed Nealon resigned during the reporting period, and Mr Justin Tooth joined the board as a non-executive director and chairman. The remaining members of the board thanked Mr Nealon for his contributions to the Company and wished him every success in his future endeavours. Mr Nealon continues to be a strong supporter of the Company.

Going Concern

The Group has current assets of AUD 408,126 as at 31 December 2015 (30 June 2015: AUD 1,161,704), incurred a net loss of AUD 727,485 (31 December 2014: AUD 463,690) and had cash used in operations of AUD 764,737 (31 December 2014: AUD 1,465,637) for the six months period then ended.

The Group's forecast cash flow requirements for the 12 months ending 31 March 2017 reflects cash outflows from operating and investing activities, which take into account a combination of committed and uncommitted but currently planned expenditure. The Group's forecast indicates that the Group will need to raise capital during the quarter ending 31 March 2016 to enable it to settle its liabilities as and when they fall due and continue to meet its incurred, committed and currently planned expenditure.

The Groups Directors are aware of the possibility that Anvwar Asian Investment ("AAI") may pursue futher legal recourse to claim the USD 500,000 received from them in terms of the Letter of Intent ("LOI') signed by both parties. The Group will however put forward a counter claim to recoup expenses incurred in subsequently having to find additional funding after the agreement was terminated on 14 March 2015 (refer to Note 5 for details).

The Directors have been in discussions with a number of interested parties in relation to funding the Group's working capital requirements via investments in the Group and are confident it will successfully raise the necessary funding for the company to continue as a going concern.

In the event that the Group is unable to raise additional funds to meet the Group's planned expenditure when required there is a material uncertainty that may raise significant doubt as to whether the Group will be able to meet its debts as and when they fall due and thus continue as a going concern. Should the company not continue as a going concern, it may be unable to realise it assets and discharge its liabilities at the amounts stated in the financial report.

Events subsequent to reporting date

On 15 February 2016 Ferrum Crescent Limited ("the Company") entered into an option and sale agreement (the "Option and Sale Agreement") for a staged option fee of up to £22,500, with TH Crestgate GmbH ("Crestgate"), a private Swiss-based company, in respect of the potential acquisition of GoldQuest, its indirect wholly-owned subsidiary. The Option and Sale Agreement affords the Company an exclusive option, valid until 31 July 2016, to acquire 100 per cent of GoldQuest's issued share capital (the "Option"), for an aggregate consideration of approximately £465,000 (based on the Company's closing mid-market share price on 12 February 2016 of 0.145 pence per Ordinary Share), to be satisfied principally in cash and partly by the issue of new Ordinary Shares. The Option is exercisable entirely at Ferrum Crescent's discretion.

GoldQuest holds licences covering 2,024ha in the Province of Leόn (the "Toral Project") and in the Province of Galicia (the "Lago Project"), all such licence areas being located in northern Spain and having high prospectivity for lead and zinc.

In light of the Moonlight Iron Project now being progressed pursuant to the terms of the bankable feasibility study farm-in and joint venture funding arrangement with Business Venture Investments No. 1709 (Proprietary) Limited, Ferrum Crescent has been seeking to identify attractive new project opportunities, in the current conducive market conditions, whereby cost effective and targeted exploration expenditure has the potential to create visible and meaningful medium to long term value for the Company's shareholders.

The Company believes that the prevailing market prices for lead and zinc will strengthen further, underpinned by an anticipated fall in market supply. Accordingly, it believes that the more advanced Toral Project, in particular, with significant exploration data already available and being located within a politically stable and historic mining region, represents a cost effective opportunity to enter this market sector.

On 17 February 2016, the Company issued 4,515,041 fully paid ordinary shares at GBP0.00144 per share as part of the consideration payable for the grant of the option to acquire the above exploration assets in Spain resulting in 623,302,394 ordinary shares being issued.

On 25 February 2016, the Company announced a subscription for 149,681,797 fully paid new ordinary shares at GBP0.0012 per share to raise £179,618 before expenses (the "Subscription") and that it will hold a general meeting of shareholders at 11:00am (Perth time) on 6 April 2016 for the purpose of considering and, if thought fit, the passing of resolutions covering the following matters:

1. Ratification of the issue of shares that have been issued as part of the Subscription referred to above, in order to restore the Company's placement capacity that is accorded it under ASX Listing Rule 7.1;

2. Shareholder approval to issue up to a further 500,000,000 shares to investors at an issue price (to be calculated by reference to market price) for working capital purposes and the potential exercise of the Company's option to acquire GoldQuest and conduct exploration activities in relation to the Iberian Projects;

3. Shareholder approval to issue a further 100,000,000 shares in the event that the Company exercises its option to acquire GoldQuest; and

4. Shareholder approval for Mr Tom Revy (the Company's Managing Director) to participate in the proposed private placing referred to in point 2 above.

On 29 February 2016, the Company issued 149,681,797 fully paid ordinary shares at GBP0.0012 / AUD0.0024 per share as part of the Company's working capital and to pay the option fee in relation to the above Spanish assets resulting in 772,984,191 ordinary shares being issued.

Competent Person's Statement:

The information that relates to Exploration Results and Mineral Resources in the report of which this statement is a summary, is based on information compiled by Stewart Nupen, who is registered with the South African Council for Natural Scientific Professionals (Reg. No. 400174/07) and is a member of the Geological Society of South Africa. Mr. Nupen is employed by The Mineral Corporation, which provides technical advisory services to the mining and minerals industry. Mr. Nupen has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the 'Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves' and as defined in the June 2009 Edition of the AIM Note for Mining and Oil and Gas Companies. Mr. Nupen consents to the inclusion in this statement of the matters based on his information in the form and context in which it appears.

Ferrum Crescent Limited

ACN 097 532 137

Consolidated Statement of Profit or Loss and Other Comprehensive Income

For the half-year from 1 July 2015 to 31 December 2015

(Loss) per share attributable to the ordinary equity

holders of the Company

The above consolidated statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes

Ferrum Crescent Limited 

ACN 097 532 137

Consolidated Statement of Financial Position

As at 31 December 2015

The above consolidated statement of financial position should be read in conjunction with the accompanying notes

Ferrum Crescent Limited

ACN 097 532 137

Consolidated Statement of Changes in Equity

For the half-year from 1 July 2015 to 31 December 2015

The above consolidated statement of financial position should be read in conjunction with the accompanying note

Ferrum Crescent Limited

ACN 097 532 137

Consolidated Statement of Cash Flows

For the period 1 July 2015 to 31 December 2015

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes that can be found within the full PDF held on the Company website