30 Sep 2016 07:00
30 September 2016
StratMin Global Resources Plc
("StratMin" or the "Company")
Unaudited Half Year Results for the Six Months to 30 June 2016
StratMin (AIM: STGR), announces its unaudited half year results for the six months to 30 June 2016.
Summary of events for the six months to 30 June 2016
· Divestment of Graphmada group of companies to Bass Metals Ltd announced
· Board restructured to reduce costs, resignation of Messrs.' Hunter and Marvin
· 12,000,000 ordinary shares of 0.01p issued under an external placing to raise £300,000
Summary of post Balance Sheet Events
· Divestment of Graphmada group of companies to Bass Metals Ltd completed
· Change of Nominated Adviser with the appointment of Allenby Capital
· Directorate change, resignation of Mr David Premraj and appointment of Mr Zeg Choudhry
· Appointment of VSA Capital as financial adviser
· US$1.5m non-recourse loan secured against Bass shareholding to fund Vatomaina joint-venture
For further information please visit www.stratminglobal.com or contact:
StratMin Global Resources Plc Brett Boynton, CEO | +44 (0) 20 3691 6160 |
Allenby Capital (Nominated Adviser & Broker) John Depasquale/ Nick Harriss/Liz Kirchner | +44 (0) 20 3328 5656 |
Optiva Securities (Broker) Christian Dennis | +44 (0) 20 3137 1903 |
VSA Capital Limited (Financial Adviser) Andrew Raca | +44 (0) 20 3005 5000 |
CEO's Statement
The successful optimisation program during the six-months to 31 December 2015 enabled the Company to bring Graphmada's flake graphite mine and processing plant to operational level breakeven. This achievement generated significant interest from a number of parties wanting exposure to a producing graphite mine. After discussing a potential sale of Graphmada with the Company's 6.25 per cent. joint-venture partner, Australian Stock Exchange ("ASX") listed Bass Metals Ltd ("Bass"), it was determined that the best solution was a full divestment of Graphmada to Bass in order to capture the higher valuations available on the Australian market, for graphite assets. This transaction was negotiated, agreed and executed during the reporting period with final completion announced on 14 September 2016.
The divestment of the Company's 93.75 per cent. interest in Graphmada for a total consideration of up to A$15.25 million was concluded at a considerable premium to the market capitalisation of the Company at the time of announcement. A$8 million in equity and A$5 million in royalties remain to be settled, subject to certain conditions, as previously announced. Management believes this value stream will generate significant shareholder value as a source of funding for future projects or returns to shareholders.
The Company recently announced a US$1.5 million non-recourse loan facility (the "Loan") secured against the block of 75 million Bass ordinary shares (the "Bass Shares") received as part consideration for the Graphmada divestment. This transaction values the Bass Shares at a significant premium to current market value and once again shows management's ability to identify sources of unrecognised value and to crystallise that value for shareholders.
The Loan will be utilised to fund the Company's joint venture commitment to Tirupati Carbons and Chemicals Pvt Ltd for the development of the Vatomaina 12,000 ton per annum flake graphite project in Madagascar. The Vatomaina project will take advantage of the management's in-country Madagascar experience generated over the last 18 months partnering with Tirupati, to deliver low cost, high grade, graphite production for which we have already built markets in the USA, Europe and Asia. This project is expected to be commissioned in October 2017 and will provide a source of cash flow for future project development, or, if valuations are compelling, may in due course be partially or fully divested in order to capture any premium.
StratMin now has a significant interest in an exciting joint venture under development with a proven partner and on-going value to be captured from the Graphmada divestment. Our successful transaction track record has resulted in the Company being shown numerous opportunities to extend our interest in graphite and to diversify into other commodities where we have a core competency.
The Company remains classified pursuant to Rule 15 of the AIM Rules as an AIM Rule 15 cash shell. The Company is therefore required to make an acquisition or acquisitions which constitute a reverse takeover transaction under the AIM Rules within six months of becoming an AIM Rule 15 cash shell (which was on completion of the Bass disposal) or be re-admitted to trading on AIM as an investing company under the AIM Rules (which requires the raising of at least £6 million), failing which, the Ordinary Shares will then be suspended from trading on AIM. After six months of suspension, the Ordinary Shares will then be cancelled from trading on AIM.
The last few weeks has seen a number of key corporate relationships being changed and we also welcome our new Director, Mr Zeg Choudhry, who brings a wealth of London stock market experience to the team. We have also added Mr Richard Jacob to the team in London and he joins us as our financial controller. Richard has worked for a number of years with our Company Secretary, Mr Sam Quinn. Zeg, Sam and Richard give us a strong permanent presence in London, which we see as an essential component as we build out StratMin with our new projects and business interests.
It remains for me to thank my fellow directors and management for the numerous early starts and late finishes put in as we negotiated and executed a deal across multiple time zones. We have built a great team over the last year and a half and I am looking forward to the development of Vatomaina and new projects that the year ahead will bring.
Brett Boynton
CEO and Interim Chairman
Unaudited Group Income Statement
For the 6 months ended 30 June 2016
| 6 months to | 6 months to | 12 months to |
| 30 Jun 2016 | 30 Jun 2015 | 31 Dec 2015 |
| Unaudited | Unaudited | Audited |
| £'000 | £'000 | £'000 |
Continuing operations |
|
|
|
Revenue | - | - | - |
Cost of sales | - | - | - |
Gross margin | - | - | - |
|
|
|
|
Administrative expenses | (328) | (447) | (664) |
Other operating income | 114 | - | - |
Other operating expenses | (33) | (105) | (195) |
Operating loss | (247) | (552) | (859) |
Finance costs | - | (9) | (9) |
Loss on disposal of investments | - | (684) | - |
Loss before taxation | (247) | (1,245) | (868) |
Taxation expense | - | - | - |
Loss for the period from continuing operations | (247) | (1,245) | (868) |
Loss for the period from discontinued operations | (500) | (464) | (1,317) |
|
|
|
|
Loss for the period | (747) | (1,709) | (2,185) |
Attributable to: |
|
|
|
Owners of the Company | (716) | (1,709) | (2,185) |
Non-controlling interests | (31) | - | - |
| (747) | (1,709) | (2,185) |
|
|
|
|
| Pence | Pence | Pence |
Loss per share: Basic and diluted (pence per share): |
|
|
|
From continuing operations | (0.16p) | (0.96p) | (0.55p) |
From continuing and discontinued operations | (0.47p) | (1.32p) | (1.56p) |
Unaudited Group Statement of Comprehensive Income
For the 6 months ended 30 June 2016
| 6 months to | 6 months to | 12 months to |
| 30 Jun 2016 | 30 Jun 2015 | 31 Dec 2015 |
| Unaudited | Unaudited | Audited |
| £'000 | £'000 | £'000 |
|
|
|
|
Loss for the period | (747) | (1,709) | (2,185) |
|
|
|
|
Other comprehensive expense: |
|
|
|
Exchange differences on translation of foreign operations | (158) | (34) | (226) |
Market value adjustment to investments | - | - | (1) |
|
|
|
|
|
|
|
|
Other comprehensive expense for the period | (158) | (34) | (227) |
|
|
|
|
|
|
|
|
Total comprehensive expense for the period attributable to equity holders of the parent | (905) | (1,743) | (2,412) |
|
|
|
|
Unaudited Group Statement of Financial Position
As at 30 June 2016
|
| 30 Jun 2016 | 30 Jun 2015 | 31 Dec 2015 |
| Notes | Unaudited | Unaudited | Audited |
|
| £'000 | £'000 | £'000 |
NON-CURRENT ASSETS |
|
|
|
|
Goodwill |
| - | - | - |
Property, plant and equipment |
| - | 2 | 2 |
Available for sale investments |
| - | 6 | 1 |
|
| - | 8 | 3 |
CURRENT ASSETS |
|
|
|
|
Assets of the disposal group classified as held for sale |
| 6,484 | 6,797 | 6,543 |
Trade and other receivables |
| 183 | 62 | 124 |
Cash and cash equivalents |
| 5 | 7 | 156 |
|
| 6,672 | 6,866 | 6,823 |
CURRENT LIABILITIES |
|
|
|
|
Liabilities of the disposal group classified as held for sale |
| 591 | 303 | 495 |
Trade and other payables |
| 727 | 470 | 616 |
Short term borrowings |
| 313 | 112 | 87 |
|
| 1,631 | 885 | 1,198 |
NET ASSETS |
| 5,041 | 5,989 | 5,628 |
|
|
|
|
|
EQUITY |
|
|
|
|
| Share capital | 6 | 6,047 | 5,301 | 6,046 |
| Share premium |
| 32,102 | 31,823 | 31,818 |
| Investment reserve |
| - | (32) | (33) |
| Merger reserve |
| 23,460 | 23,460 | 23,460 |
| Reverse acquisition reserve |
| (48,478) | (48,478) | (48,478) |
Other reserves |
| (24) | 350 | 134 |
Retained earnings |
| (8,222) | (6,435) | (7,506) |
Equity attributable to owners of the Company |
| 4,885 | 5,989 | 5,441 |
Non-controlling interests |
| 156 | - | 187 |
TOTAL EQUITY |
| 5,041 | 5,989 | 5,628 |
Unaudited Group Statement of Cash flows
6 months to 30 June 2016
| 30 Jun 2016 | 30 Jun 2015 | 31 Dec 2015 |
| Unaudited | Unaudited | Audited |
| £'000 | £'000 | £'000 |
OPERATING ACTIVITIES |
|
|
|
Loss for the period from continuing operations | (247) | (535) | (868) |
Loss for the period from discontinued operations | (500) | (1,173) | (1,317) |
Adjusted for: |
|
|
|
Finance expense | - | 9 | 9 |
Depreciation | 11 | 65 | 135 |
Share based payment charge | - | 33 | 67 |
Shares issued in settlement of fees | - | 189 | 189 |
Loss on disposal of property, plant and equipment | - | 35 | 54 |
Loss on disposal of investments | 33 | - | - |
|
|
|
|
Operating cash flows before movements in working capital | (703) | (1,377) | (1,731) |
|
|
|
|
Increase in inventory | 121 | 12 | (142) |
(Increase)/Decrease in trade and other receivables | (114) | 50 | 63 |
Increase/(Decrease) in trade and other payables | 49 | 322 | 493 |
|
|
|
|
Net cash used in operations | (647) | (993) | (1,317) |
Tax paid | - | - | - |
|
|
|
|
Net cash used in operating activities | (647) | (993) | (1,317) |
INVESTING ACTIVITIES |
|
|
|
Purchase of property, plant and equipment | - | (70) | (145) |
Disposal of investments | 1 | 504 | 504 |
|
|
|
|
Net cash from/(used in) investing activities | 1 | 434 | 359 |
FINANCING ACTIVITIES |
|
|
|
Net proceeds from share issues | 285 | 659 | 1,399 |
Repayment of short term borrowings | 226 | (139) | (139) |
Interest paid | - | (9) | (9) |
|
|
|
|
Net cash from/(used in) financing activities | 511 | 511 | 1,251 |
|
|
|
|
Net (decrease)/increase in cash and cash equivalents | (135) | (48) | 293 |
Cash and cash equivalents of the disposal group | (18) | - | (2) |
Cash and cash equivalents at beginning of year | 158 | 91 | 91 |
Effect of foreign exchange rate changes | - | - | (226) |
|
|
|
|
Cash and cash equivalents at end of year | 5 | 43 | 156 |
Notes to the interim statement
For the 6 months ended 30 June 2016
1. General information
StratMin Global Resources plc is a company incorporated in the United Kingdom under the Companies Act 2006. The Company is currently an AIM Rule 15 cash shell (as defined by the AIM Rules), with an option to invest in graphite development projects.
The Company's functional currencies are Sterling and US Dollar. The Company's financial statements are presented in Sterling, which is the Company's presentational currency.
2. Basis of preparation
The financial information set out in this interim report for the six months ended 30 June 2016 is unaudited and does not constitute statutory accounts as defined in Section 434 of Companies Act 2006. The Group's statutory financial statements for the period ended 31 December 2015, prepared under International Financial Reporting Standards ("IFRS"), have been filed with the Registrar of Companies. The auditor's report on those financial statements was unqualified and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.
The interim financial statements of StratMin Global Resources plc have been prepared in accordance with the recognition and measurement principles of IFRS as adopted by the European Union (EU) and on the same basis and using the same accounting policies as used in the Company's Annual Report and Accounts for the year ended 31 December 2015.
These financial statements have been prepared on a going concern basis under the historical cost convention. The Directors believe that the going concern basis is appropriate for the preparation of these interim financial statements as the Company is in a position to meet all its liabilities as they fall due. These interim financial statements for the six months to 30 June 2016 were approved by the board on 29 September 2016.
3. Loss per share
Loss per share is calculated by reference to the weighted average of 158,929,613 ordinary shares in issue during the period (31 December 2015 - 139,754,569 and 30 June 2015 - 129,684,841).
The diluted loss per share is the same as the basic loss per share as the losses in each period have an anti-dilutive effect.
4. Dividend
The board is not recommending the payment of an interim dividend for the period ended 30 June 2016.
5. Share capital |
|
|
|
| 30 Jun 2016 | 30 Jun 2015 | 31 Dec 2015 |
Issued and fully paid: |
|
|
|
Ordinary shares of £0.04 | - | 132,526,651 | 151,149,393 |
Ordinary shares of £0.0001 | 163,149,393 | - | - |
Deferred shares of £0.0399 | 151,149,393 | - | - |
|
|
|
|
| £'000 | £'000 | £'000 |
Issued and fully paid: |
|
|
|
Ordinary shares of £0.04 | - | 5,301 | 6,046 |
Ordinary shares of £0.0001 | 16 | - | - |
Deferred shares of £0.0399 | 6,031 | - | - |
| 6,047 | 5,301 | 6,046 |
On 6 January 2016, the Company's shareholders approved a capital reorganisation the effect of which was that each ordinary share of 4p was sub-divided into one new ordinary share of 0.01p and one deferred share of 3.99p. The rights attaching to the deferred shares are such that the deferred shares have no economic value.
On 4 March 2016, the Company issued 12,000,000 new ordinary shares of 0.01p each for cash at 2.5p per share, raising £300,000 before expenses in a private placing.
6. Post Balance Sheet Events
On 2 September 2016, the Company announced that it had been issued with 75,000,000 shares in Bass Metals Ltd at a price of AUD 0.01 per share in settlement of the equity component due to the Company as part of the consideration for the sale of Graphmada Mauritius.
7. Distribution
The half yearly report for the six-month period ended 30 June 2016 will shortly be available on the Company's website (www.stratminglobal.com) or directly from the Company at its registered address.
-ends-