15 Sep 2014 07:00
OXUS GOLD plc
("Oxus" or the "Company" or the "Group")
Interim Results for the six months ended 30 June 2014
The Group reports a loss for the period of $1.4 million including costs of the arbitration process (see below) of $0.4 million and interest charges of $0.4 million.
The major portion of management's time during the past six months has continued to be that of progressing the arbitration proceedings and seeking compensation for the Group in respect of the loss of the Amantaytau Goldfields (AGF) and Khandiza mining assets. There are no other operating activities currently being undertaken by the Company and its subsidiaries.
Update on Arbitration
The Group continues to pursue the UNCITRAL arbitration proceedings against the Republic of Uzbekistan. During the period the arbitral hearing has taken place in Paris. Pursuant to the arbitral hearing, final submissions have now been presented to the Arbitral Tribunal and the Group currently awaits the decision of the Arbitral Tribunal with regards to both the merits and the quantum of the claim.
Litigation funding agreement
The existing arrangement with a litigation funder to support the Company's arbitration through non-recourse funding of legal and related fees arising from the arbitration process remains in place. At 30 June 2014 the Company had received $5.8 million of funding, which is only repayable upon the successful completion of the arbitration.
Equity financing facility
In August 2012 the Company entered into a £3 million Equity Financing Facility ("Facility") with Darwin Strategic Limited ("Darwin"). In March 2013 the terms of the Facility were amended to allow Darwin to provide the Company with a minimum amount of £100,000 per month, up to a maximum amount of £3.6 million over an 18 month period, commencing on 13 March 2013. On 1 September 2014, the Facility was extended for a further 6 months on the same terms as those announced on 13 March 2013, allowing for a further maximum draw down amount of £1.2 million. As at 12 September 2014, no proceeds had been drawn down under the further amended terms of the Facility.
Outstanding share capital
During the period, the Company issued a further 39,057,446 ordinary shares, representing 224,740 shares in respect of capitalised fees of advisers, 20,974,336 shares issued in respect of the Equity Finance Facility and 17,858,370 shares issued in respect of converted loan notes and loan note interest. At 30 June 2014 the total number of shares in issue was 515,786,589. Since the period end a further 7,100,737 shares have been issued in respect of the Equity Finance Facility, and a further 114,942 shares in respect of capitalised fees of advisers. At 12 September 2014 the total number of shares in issue was 523,002,268.
Outlook
The directors remain extremely confident that the Arbitral Tribunal will rule in the Group's favour and that fair compensation will be awarded for both the AGF and Khandiza mining assets, which were blatantly misappropriated by the Republic of Uzbekistan. In this respect, the board will continue to take whatever steps it deems necessary to ensure the return of value to the Company's long-suffering stakeholders.
For further information on Oxus Gold plc visit www.oxusgold.co.uk or contact the following:
Oxus Gold plc Richard Shead | Tel: +44 (0) 20 7907 2000 |
SP Angel Corporate Finance LLP Nominated Adviser and Broker Ewan Leggat / Laura Harrison | Tel: +44 (0) 20 3463 2260 |
Condensed consolidated financial statements for the six month period ended 30 June 2014
Condensed consolidated statement of comprehensive income
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| Six months ended 30 June 2014 | Six months ended 30 June 2013 | Year ended 31 December 2013 |
|
| $000 | $000 | $000 |
Note | Unaudited | Unaudited | Audited | |
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|
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| |
Administrative expenses |
| (564) | (749) | (1,492) |
Proceeds from the sale of plant and equipment |
| - | 297 | 297 |
Arbitration expenses |
| (429) | (212) | (2,135) |
Total administrative expenses | 4 | (993) | (664) | (3,330) |
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Other operating income |
| - | - | 45 |
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Operating loss |
| (993) | (664) | (3,285) |
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Financial income |
| - | - | - |
Financial expense |
| (435) | (342) | (1,295) |
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Loss before tax |
| (1,428) | (1,006) | (4,580) |
Taxation |
| - | - | - |
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Loss and total comprehensive income for the period |
| (1,428) | (1,006) | (4,580) |
Basic earnings / (loss) per share (US cents) | 5 | (0.29) | (0.23) | (1.01) |
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Diluted earnings / (loss) per share (US cents) | 5 | (0.29) | (0.22) | (1.01) |
All amounts relate to continuing operations.
Condensed consolidated balance sheet |
| 30 June | 30 June | 31 December |
|
| 2014 | 2013 | 2013 |
|
| $000 | $000 | $000 |
| Note | Unaudited | Unaudited | Audited |
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Non-current assets |
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Mining properties | 6 | 30,538 | 30,538 | 30,538 |
Property, plant and equipment | 8 | - | 1,761 | 1,528 |
Available for sale investments | 7 | 42,245 | 42,110 | 42,245 |
Total non-current assets |
| 72,783 | 74,409 | 74,311 |
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Current assets |
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Trade and other receivables | 8 | 1,920 | 263 | 335 |
Cash and cash equivalents |
| 908 | 752 | 821 |
Total current assets |
| 2,828 | 1,015 | 1,156 |
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Total assets |
| 75,611 | 75,424 | 75,467 |
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Current liabilities |
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Loans and borrowings | 9 | - | - | - |
Finance lease liability | 9 | 972 | 1,085 | 1,026 |
Trade and other payables | 10 | 6,617 | 3,842 | 6,073 |
Total current liabilities |
| 7,589 | 4,927 | 7,099 |
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Non-current liabilities |
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Loans and borrowings | 9 | 15,076 | 16,886 | 17,530 |
Total non-current liabilities |
| 15,076 | 16,886 | 17,530 |
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Total liabilities |
| 22,665 | 21,813 | 24,629 |
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Total net assets |
| 52,946 | 53,611 | 50,838 |
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Equity |
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Share capital |
| 8,531 | 7,491 | 7,891 |
Share premium |
| 121,271 | 118,262 | 118,519 |
Capital reserve |
| 26,668 | 26,382 | 26,524 |
Merger reserve |
| 34,929 | 34,929 | 34,929 |
Retained deficit |
| (138,453) | (133,453) | (137,025) |
Total equity |
| 52,946 | 53,611 | 50,838 |
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Condensed consolidated statement of cash flows | Six months ended 30 June | Six months ended 30 June | Year ended 31 December |
| 2014 | 2013 | 2013 |
| $000 | $000 | $000 |
| Unaudited | Unaudited | Audited |
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Cash flows from operating activities |
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Loss before tax for the year | (1,428) | (1,006) | (4,580) |
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Adjustments for: |
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Depreciation and amortisation | - | 3 | 237 |
Finance costs | 255 | 279 | 1,210 |
Equity-settled share-based payment expenses | - | 143 | - |
Cash flows from operating activities before changes in working capital and provisions | (1,173) | (581) | (3,133) |
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Decrease in amounts due from joint venture | - | 136 | - |
Increase in trade and other receivables | (57) | (30) | (102) |
Increase/(decrease) in trade and other payables | 674 | (150) | 2,157 |
Cash flows from operating activities after changes in working capital and provisions | (556) | (625) | (1,078) |
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Cash flows from financing activities |
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Proceeds from the issue of share capital | 734 | 334 | 1,008 |
Share issue expenses | (54) | - | (17) |
Repayment of obligations under finance lease | (37) | - | (59) |
Interest paid | - | - | (76) |
Net cash generated by financing activities | 643 | 334 | 856 |
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Net decrease in cash and cash equivalents | 87 | (291) | (222) |
Cash and cash equivalents at beginning of period | 821 | 1,043 | 1,043 |
Cash and cash equivalents at end of period | 908 | 752 | 821 |
Selected notes to the interim condensed consolidated financial statements for the six month period ended 30 June 2014
1. General information
Oxus Gold plc (the "Company") is a company incorporated in England and Wales under the Companies Act 2006 and is quoted on AIM. The registered number is 4056219 and the address of the registered office is 52 Charles Street, London, W1J 5EU.
These financial statements are presented in US Dollars which is the currency of the primary economic environment in which the Group operates.
2. Basis of preparation
These condensed interim financial statements of the Company and its subsidiaries ("the Group") for the six months ended 30 June 2014 ("the Period") have been prepared using accounting policies consistent with International Financial Reporting Standards (IFRSs) as adopted by the European Union. The same accounting policies, presentation and methods of computation are followed in the condensed set of financial statements as applied in the Group's latest audited financial statements for the year ended 31 December 2013.
These condensed interim financial statements have not been audited, do not include all of the information required for full annual financial statements, and should be read in conjunction with the Group's consolidated annual financial statements for the year ended 31 December 2013. The auditors' opinion on these Statutory Accounts was modified and contained an emphasis of matter in respect of the Group's ability to continue as a going concern. While the financial figures included within this half-yearly report have been computed in accordance with IFRSs applicable to interim periods, this half-yearly report does not contain sufficient information to constitute an interim financial report as set out in International Accounting Standard 34 Interim
Financial Reporting.
These condensed interim financial statements have been prepared on the basis that the Company and its subsidiaries comprise a going concern.
3. Total Comprehensive income
There are no additional items of income and expense which are not included within the profit and loss for the period.
4. Administrative expenses
Administrative expenses for the period ended 30 June 2013 and the year ended 31 December 2013 include the proceeds of sale amounting to $297,000 in respect of plant and equipment where the related cost had been fully provided in earlier periods.
Administrative expenses also include legal costs associated with the international arbitration against the Republic of Uzbekistan in order to seek appropriate compensation for the Group's investments in the AGF and Khandiza mining properties amounting to $0.34 million ($0.21 million for the six months to 30 June 2013; $2.14 million for the year to 31 December 2013). Arbitration costs totalling $5.78 million have been funded by the litigation funder under the terms of the Litigation Funding Agreement entered into on 29 February 2012.
5. Loss per share
The calculation of the basic loss per share for the six month period ended 30 June 2014 is based on the following data:
| Six months ended 30 June | Six months ended 30 June | Year ended 31 December |
| 2014 | 2013 | 2013 |
| $000 | $000 | $000 |
|
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|
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Basic and diluted loss per ordinary share (US cents) | (0.29) | (0.23) | (1.01) |
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Diluted loss per ordinary share (US cents | (0.29) | (0.22) | (1.01) |
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Loss for the period attributable to equity shareholders | (1,428) | (1,006) | (4,580) |
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Weighted average number of ordinary shares | 494,933,075 | 446,172,589 | 455,271,523 |
Diluted loss per ordinary share (US cents)
The diluted loss per share disclosed for 30 June 2014, 30 June 2013 and 31 December 2013 is the same as the basic loss per share as the effect of the loss for each of these periods on earnings per share is anti-dilutive.
6. Mining property
| Amantaytau project (Uzbekistan) | Khandiza Project (Uzbekistan) | Total |
| $000 | $000 | $000 |
COST |
|
|
|
At 1 January 2013 | 2,082 | 28,456 | 30,538 |
Additions in the period | - | - | - |
At 30 June 2013 | 2,082 | 28,456 | 30,538 |
Additions in the period | - | - | - |
At 31 December 2013 | 2,082 | 28,456 | 30,538 |
Additions in the period | - | - | - |
At 30 June 2014 | 2,082 | 28,456 | 30,538 |
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NET BOOK VALUE |
|
|
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At 1 January 2013 | 2,082 | 28,456 | 30,538 |
At 30 June 2013 | 2,082 | 28,456 | 30,538 |
At 31 December 2013 | 2,082 | 28,456 | 30,538 |
At 30 June 2014 | 2,082 | 28,456 | 30,538 |
7. Available-for-sale financial assets
| Total |
| $000 |
Cost |
|
At 1 January 2013, 30 June 2013, 31 December 2013 and 30 June 2014 | 42,245 |
The amount stated represents the net investment of the Group in AGF up to the time that joint control was lost in March 2011 following the declaration of force majeure. In the view of the directors, due to the uncertainties surrounding the arbitration with the Uzbek government there was no reliable measure available to determine the fair-value of AGF in March 2011 and accordingly the interest in AGF at that date is valued at its historical carrying value.
8. Trade and other receivables
Trade and other receivables include the written down value of plant and equipment, a claim for which is included within the UNCITRAL arbitration proceedings against the Republic of Uzbekistan.
9. Loans and borrowings
| 30 June 2014 | 30 June 2013 | 31 December 2013 |
| $000 | $000 | $000 |
Borrowing at amortised cost |
|
|
|
Convertible loan notes | 15,076 | 16,886 | 17,530 |
Obligations under finance lease | 972 | 1,085 | 1,026 |
Total borrowings | 16,048 | 17,971 | 18,556 |
Convertible loan notes
In May 2008 the Company issued convertible loan notes in the principal amount of $18.5 million. The notes were restructured in January 2010 and again in July 2012. $3.0 million of the notes were converted in November 2010, $2.0 million were converted in March 2014 and $0.5 million were converted in June 2014.
Repayment of the notes, if not converted at 12p per share, is the earlier of 14 December 2015, or the date on which the proceeds of an award, settlement or other realisation for value in the arbitral proceedings are received by the Company, or 60 calendar days from the date on which the proceedings conclude or terminate in the case where no payment is receivable by the Company. Interest payable at UK LIBOR + 3% per annum and falling due on or after 6 July 2012 is accruing but remains unpaid, and is convertible at the option of the note holder at the average closing middle market price of the Company's ordinary shares for each separate 6 month interest period to which that portion of interest relates.
If all the remaining notes are converted the maximum number of new ordinary shares that would be issued is 67,708,333. If all the interest accrued to date is converted, a further 33,173,367 new ordinary shares would be issued. The convertible loan notes are disclosed as a non-current liability.
10. Trade and other payables
Trade and other payables includes an amount of $5.8 million due to the litigation funder which will only become payable upon receipt of a settlement in respect of the UNCITRAL arbitration proceedings against the Republic of Uzbekistan.
11. Approval of interim group financial statements
The interim group condensed financial statements for the six months to 30 June 2014 were approved by the directors on 12 September 2014.