Kibo Energy Regulatory News (KIBO)

Kibo Mining Plc

(Incorporated in Ireland)

(Registration Number: 451931)

(External registration number: 2011/007371/10)

Share code on AIM: KIBO 

Share code on the AltX: KBO

ISIN: IE00B61XQX41

("Kibo" or "the Company" or together with its subsidiaries "the Group")

Condensed Consolidated Annual Financial Results for the year ended 31 December 2016

Dated: 26 May 2017

Kibo Mining plc ("Kibo" or the "Company") (AIM: KIBO; AltX: KBO), the mineral exploration and development company focused on coal, gold and nickel, projects in Tanzania is pleased to release its condensed consolidated annual financial results for the year ended 31 December 2016. The Company's Annual Report, which contains the full financial statements accompanying this announcement, is in the process of being prepared for dispatch to shareholders. A copy of this Annual Report will be available on the Company's website at www.kibomining.com. Details of the date and venue for this year's AGM, which will take place towards the end of June, will be announced shortly.

Highlights from the Chairman, Christian Schaffalitzky's statement:

2016 saw our Company build further on the milestones reached during 2015 with the completion of a number of critical studies in regard to our flagship MCPP project and the spin-off of our key gold assets (Imweru and Lubando) to a new gold focused company, Katoro Gold PLC ("Katoro"). These strategic events were achieved while simultaneously levering the value created in the MCPP to arrange efficient funding mechanisms that minimised shareholder dilution.

Kibo Mining's key achievements are:

· The completion of the definitive feasibility studies (DFS) on both the proposed coal mine and its dedicated power plant at our Mbeya Coal to Power Project (MCPP);

· Signing of a collaboration agreement with the multinational US based GE Electric International Inc. in November 2016 which provided for GE to supply equipment, technology and services to the power plant;

· The negotiation and awarding of the engineering, procurement and construction ("EPC") contract for the power plant construction to SEPCO III and the OEM contract to GE;

· The completion of the Integrated Bankable Feasibility Study on the MCPP (announced January 2017); and

· The completion in May 2017 of a reverse takeover transaction with Opera Investments Plc (renamed Katoro Gold PLC) which saw Katoro acquire the Imweru and Lubando licence portfolios, be admitted to AIM and raise £1.5 m for the advancement of a DFS at Imweru.

Condensed Consolidated Financial Results for the year ended 31 December 2016

Condensed Consolidated Statement of Comprehensive Income

Condensed Consolidated Statement of Financial Position

Condensed Consolidated Statement of Changes in Equity

Condensed Consolidated Statement of Cash Flow

Notes to the condensed consolidated financial results for the year ended 31 December 2016

1. General information

Kibo Mining Plc ("the Company") is a public limited company incorporated in Ireland. The consolidated annual financial statements consolidate those of the Company and its subsidiaries (together referred to as the "Group"). The Company's shares are listed on the AIM market ("AIM") of the London Stock Exchange plc and the Alternative Exchange of the Johannesburg Stock Exchange Limited (AltX). The principal activities of the Company and its subsidiaries are related to the exploration for and development of coal and other minerals in Tanzania.

2. Statement of Compliance and basis of preparation

The condensed consolidated annual financial results are for the year ended 31 December 2016 was prepared in accordance with framework concepts and the recognition and measurement criteria of International Financial Reporting Standards (IFRS and IFRC interpretations) issued by the International Accounting Standards Board (IASB) as adopted for use in the EU (IFRS, including the SAICA financial reporting guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by Financial Reporting Standards Council, IAS 34 - Interim Financial Reporting), the Listings Requirements of the JSE Limited and the provisions of the Irish Companies Acts, 1963 to 2014 ('the Companies Acts').

These condensed consolidated annual financial results do not include all the information required for full financial statements and should be read in conjunction with the consolidated annual financial statements of the Group for the period ended 31 December 2016, which is available for inspection at the Company's registered offices.

The comparative amounts included in these condensed consolidated financial results include extracts from the audited consolidated annual financial statements for the period ended 31 December 2016.

All monetary information is presented in the functional currency of the Company being pound Sterling.

The Company's financial statements are prepared on the historical cost basis, other than intangible assets which is measured at fair value. The accounting policies have been applied consistently by Group entities and are similar to those applied in the prior period. The Group financial results have been prepared on a going concern basis.

These condensed consolidated financial results have been extracted from the audited financial statements, but are not itself audited.

3. Statement of Accounting Policies

The accounting policies have been applied consistently to all periods presented in these condensed consolidated financial results using the accounting policies applied by the Group in its 31 December 2016 report, updated for any new accounting standards which became effective in the current year.

4. Responsibility Statement

The directors take full responsibility for the preparation of the report and that the financial information has been correctly extracted from the underlying financial statements. These financial results were prepared under the supervision of the Chief Financial Officer, Andreas Lianos.

5. Audit opinion

The consolidated annual financial statements were audited by the Company's auditors, Saffery Champness. The modified auditors report together with the financial statements is available for inspection at the Company's register offices. The modified auditors' report contains an emphasis of matter with regard to the realisation of certain assets, as follows:

Emphasis of Matter - Realisation of Assets

In forming our opinion on the financial statements, which is not modified, we considered the adequacy of disclosures made in Notes 11, 13 and 22 to the financial statements concerning the valuation of intangible assets, and investments in Group undertakings. The realisation of intangible assets of £17,596,105 (2015: £17,596,105), amounts due from Group undertakings of £26,998,867 (2015: £27,712,269) and investments in Group undertakings of £1,700,000 (2015: £1,700,000) included in the Company Statement of Financial Position are dependent on the economic exploitation of gold and coal reserves including the ability of the Group to raise sufficient finance to develop these projects.

6. Subsequent events

Mbeya Coal to Power Project

The Tanzania National Environmental Management Council ("NEMC") approved and accepted both the Mbeya Coal Mine and Mbeya Power Plant Environmental and Social Impact Assessment ("ESIA") scoping reports. 

Furthermore, the Integrated Bankable Feasibility Study has been finalised, confirming the Mbeya Coal to Power Project is a technically and operationally robust project:

· Capital requirement for the integrated project reduced 21.1 % from the original integrated prefeasibility study;

· MCPP total revenue over an assumed 25-year life of project approximately US$7.5billion;

· Indicative Post Tax Equity IRR between 21% and 22%;

· MCPP can be constructed and commissioned within the previously projected schedule duration of 36 months; and

· Post tax Project IRR ranging between 14.7% and 16%.

Also, the Group signed a strategic Memorandum of Understanding with Mbeya Cement Company LTD ("Mbeya Cement"), to develop a strategic regional collaboration and reciprocal supply of materials agreement effective from 20 April 2017.

Cessation of Metal Tiger Joint Ventures

The Group has reached agreement with Metal Tiger Plc, the Company's Joint Venture ("JV") partner in Tanzania to cease JV activities at the Pinewood and Morogoro Joint Ventures with immediate effect and relinquish the licences back to the local authorities.

Acquisition by Opera of the Imweru and Lubando Gold Projects

On 23 September 2016, the Group entered into an agreement with Opera Investments Plc ("Opera") relating to the potential corporate transaction whereby Opera Investments PLC ("Opera") conditionally agreed to acquire Kibo Gold Limited ("Kibo Gold"), through which the Imweru and Lubando gold projects in Tanzania were held, from the Group for a total consideration of £3.66 million (the "Acquisition").

The consideration for the Acquisition was satisfied by the allotment and issue of 61,000,000 new ordinary shares in Opera ("Ordinary Shares") ("Consideration Shares") to the Group at a price of 6 pence per Consideration Share.

Opera has also raised gross proceeds of £1.5 million, through the issue of 25,000,000 new Ordinary Shares ("Placing Shares") at 6 pence per Placing Share (the "Placing"). The Group subscribed for 833,333 Placing shares at a cost of £50,000, funded from existing cash reserves.

The Acquisition constituted a reverse takeover of Opera for the purposes of the Listing Rules, for which Shareholder approval was obtained from the Opera Shareholders at the General Meeting held on 22 May 2017. On 24 May 2017, the re-admission of the Opera Investments plc (Renamed "Katoro Mining PLC") ordinary shared on AIM was successfully completed.

Shares issued

The Company has issued 277,768 new Ordinary Kibo shares of €0.015 par value each in the capital of the Company (the "Settlement Shares") to service providers in settlement of invoices for a total amount of £13,194. The Settlement Shares were issued in respect of invoices for recent geological and investor relations services to the Company and were issued at a price of 4.75p per Kibo share.

7. Litigation

There are currently no arbitration proceedings against the Group, or of which the Group is aware, which may have, or have had in the 12 months preceding the date of this report, a material effect on the consolidated annual financial results.

8. Dividends

There have been no dividends declared or paid during the current financial period.

9. Going Concern

The consolidated annual financial results have been prepared on the basis of accounting policies applicable to a going concern. This basis presumes that funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent obligations and commitments will occur in the ordinary course of business. The directors constantly review the business models of the Group and its operating subsidiaries to ensure sustainability and the ability to operate profitably and generate positive cash flows. Funding facilities are also reviewed regularly to ensure that the Group has sufficient facilities in place to finance its operations.

10. Basic, Dilutive and Headline (Loss) / Earnings per share

The basic and dilutive (loss)/ earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share is as follows:

Basic and dilutive (loss)/ earnings per share

The basic (loss)/ earnings and weighted average number of ordinary shares used for calculation purposes comprise the following:

As the exercise price of the share options and warrants in issue is higher than the current market value as at reporting date, these option and warrants do not have a dilutive impact. Thus, there are no dilutive share options or warrants in issue as at year end which decreased the basic loss per share as indicated above.

Headline loss/earnings per share

11. Called up share capital and share premium

Details of authorised and issued capital are as follows:

12. Condensed Consolidated Segmental Analysis

Management currently identifies two divisions as operating segments - mining and corporate. These operating segments are monitored and strategic decisions are made based upon them together with other non-financial data collated from exploration activities. Principal activities for these operating segments are as follows.

13. Changes to the board of Kibo Mining Plc

No changes were made to the board during the current financial year.

By order of the Board

26 May 2017

Directors:

Christian Schaffalitzky Chairman (Non-Executive)

Louis Coetzee Chief Executive Officer (Executive)

Noel O'Keeffe Technical Director (Executive)

Andrew Lianos Finance Director (Executive)

Lukas Marthinus Maree Non-Executive Director

Wenzel Kerremans Non-Executive Director

Company Secretary: Noel O'Keeffe

Auditors: Auditors: Saffery Champness

Kibo Mining - Notes to editors

Kibo was established in early 2008 to explore and develop mineral deposits in Tanzania. The Company was admitted to AIM in London on 27 April 2010 and the AltX in Johannesburg on 30 May 2011. The Company is developing the Rukwa mouth-of-mine thermal power station and controls a large Tanzania mineral right portfolios, which also includes the Haneti Project (nickel, PGE and gold) and a 57% interest in Katoro Gold PLC's Imweru & Lubando Projects.

Its mineral interests are located both in the established and gold prolific Lake Victoria Goldfields, the emerging goldfields of eastern Tanzania and the Mtwara Corridor in southern Tanzania where the Government has prioritised infrastructural development attracting significant recent investment in coal and uranium. Kibo's objective is to build shareholder value sustainably. This will be achieved primarily through exploration of its own projects and leveraging the Company's experience in Tanzania to acquire exploration and development assets on competitive terms. The focus is on assets that can be moved swiftly up the value curve whilst benefitting from strategic relationships with industry leaders with special skills and competencies within their chosen fields.

Updates on the Company's activities are regularly posted on its website www.kibomining.com 

Johannesburg

26 May 2017

Corporate and Designated Adviser

River Group