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RNS Number : 8666K Beowulf Mining PLC 31 August 2023
The information contained within this announcement is deemed to constitute
inside information as stipulated under the Market Abuse Regulation ("MAR")
(EU) No. 596/2014, as incorporated into UK law by the European Union
(Withdrawal) Act 2018. Upon the publication of this announcement, this inside
information is now considered to be in the public domain.
31 August 2023
Beowulf Mining plc
("Beowulf" or the "Company")
Unaudited Financial Results for the Period Ended 30 June 2023
Beowulf Mining (AIM: BEM; Spotlight: BEO), the mineral exploration and
development company, announces its unaudited financial results for the six
months ended 30 June 2023 (the "Period").
Activities in the Period
Sweden
· Following the announcement of the Scoping Study for Kallak North in
January 2023, the Company, through its 100 per cent owned subsidiary Jokkmokk
Iron Mines AB ("Jokkmokk Iron"), continued to engage with key stakeholders and
advance a number of work streams in preparation for the commencement of the
Pre-Feasibility Study and the environmental permit application.
· A number of public meetings with the communities of Jokkmokk Iron,
including residents of the villages closest to the project were held.
· Ongoing work streams include a review of transportation and logistics
options for the Kallak North project and further environmental baseline
studies.
Finland
· Beowulf, through its wholly owned Finnish subsidiary Grafintec Oy
("Grafintec"), continued to advance the Pre-Feasibility Study for the
establishment of a Graphite Anode Materials Plant ("GAMP"). During the three
months ended 30 June 2023, Grafintec was granted an extension of the advance
reservation for Plot 1, Block 3017 in the GigaVaasa area, the site for the
proposed GAMP. The Extension was approved by the municipality of Korsholm and
the reservation remains valid until 31 January 2024, with the option to extend
further.
Kosovo
· On 12 January 2023, Beowulf invested £250,000 in Vardar. The
investment increases the Company's ownership in Vardar from 59.5 per cent to
61.1 per cent approximately. This funding will be used to start preparations
for the 2023 exploration programme.
· Vardar Minerals, which is 61.1 per cent owned by Beowulf, undertook
further low-cost field work including mapping, soil and grab sampling and
reconnaissance work across its tenement package during the three months ended
30 June 2023. The objective of this work was both to enhance the baseline
exploration dataset and to build on the understanding of the geological
setting at the Mitrovica licence following the drilling completed at the end
of 2022, but also to complete preliminary work on the Shala East and Shala
West licences.
Corporate
· On 28 February 2023, Beowulf announced the outcome of the
Company's Capital Raise. In total, Beowulf received approximately SEK 80.8
million (approximately £6.4 million) (gross). The main purpose of the
Capital Raise is to finance the continued development of Kallak North, the
start of Pre-feasibility workstreams, and to progress at pace with the
preparation of an environmental permit application. Net proceeds from the
Capital Raise will also be used to repay bridge loan financing and fund the
advancement of Grafintec and Vardar Minerals Ltd ("Vardar").
· On 3 May 2023, Kurt Budge stepped down from the Company being
replaced by Johan Röstin who served as Executive Chairman and interim CEO.
Post Period
· On 10 July 2023, Mikael Schauman was appointed as Non-Executive
Director.
· On 21 July 2023, the settlement in relation to Kurt Budge's
resignation was agreed and subsequently paid on 27 July 2023.
· On 7 August 2023, Ed Bowie joined the Company as Chief Executive
Officer and Director.
· On 16 August 2023, Ulla Sandborgh stepped down as Chief Executive
Officer of Jokkmokk Iron.
Financial
· The underlying administration expenses of £1,097,738 in Q2 2023
exceeded Q2 2022 of £400,212. This has increased primarily due to share-based
payment expenses of £158,120 (Q2 2022: £Nil), professional fees of £236,877
(Q2 2022: £72,739), directors and staff costs of £301,576 (Q2 2022:
£93,568), and a foreign currency loss of £140,575 (Q2 2022: gain of
£3,283). Professional fees increased primarily due to non-recurring advisor
fees in relation to the directorship changes within the period. Directors and
staff costs increased primarily due to recognition of Mr. Budge's gross
settlement amount and additional consultancy incurred.
· The consolidated loss before tax for H1 2023 increased to
£1,799,616 (H1 2022: £683,607). This increase is primarily due to
share-based payment expenses of £238,843 (H1 2022: £Nil), professional fees
of £405,196 (H1 2022: £139,469), directors and staff costs of £424,875 (H1
2022: £168,361), and a foreign currency loss of £199,393 (H1 2022:
£28,989), combined with finance costs in relation to the bridging loan of
£195,304 (H1 2022: £Nil), which was fully repaid in the period.
· Consolidated basic and diluted loss per share for the quarter
ended 30 June 2023 was 0.09 pence (Q2 2022: loss of 0.04 pence).
· The Company raised SEK 80.8 million (approximately £6.4
million) before expenses as part of the Capital Raise, of which, the net
proceeds have been used to repay the bridging loan principal and interest of
SEK 24.8 million (approximately £2.04 million).
· £2,855,840 in cash was held at 30 June 2023 (30 June 2022:
£1,880,584).
· Exploration assets increased to £13,588,729 at 30 June 2023
compared to £11,903,312 at 30 June 2022.
· The cumulative translation losses held in equity increased by
£750,896 in the period ended 30 June 2023 to £2,040,311 (31 December 2022:
loss of £1,289,415). Much of the Company's exploration costs are in Swedish
Krona which has weakened against the GB Pound Sterling since 31 December 2022.
· At 30 June 2023, there were 907,945,973 Swedish Depository
Receipts representing 78.46 per cent of the issued share capital of the
Company. The remaining issued share capital of the Company is held in the UK.
Ed Bowie, Chief Executive Officer of Beowulf, commented:
"It is a pleasure to join the Company at this exciting time. During my first
two weeks in post, I visited the Company's assets and met with key
stakeholders in each of the three countries in which we operate. While there
is significant work to be done, it is pleasing to see the significant
potential of each project and receive support from local stakeholders.
"The focus of the Beowulf Board and management over the coming months is to
advance each project and begin to realise their underlying value. I would
like to thank the Company's shareholders for their ongoing support and look
forward to providing updates to the market in due course."
Enquiries:
Beowulf Mining plc
Ed Bowie, Chief Executive Officer Tel: +44 (0) 20 7583 8304
SP Angel
(Nominated Adviser & Broker)
Ewan Leggat / Stuart Gledhill / Adam Cowl Tel: +44 (0) 20 3470 0470
BlytheRay
Tim Blythe / Megan Ray Tel: +44 (0) 20 7138 3204
Cautionary Statement
Statements and assumptions made in this document with respect to the Company's
current plans, estimates, strategies and beliefs, and other statements that
are not historical facts, are forward-looking statements about the future
performance of Beowulf. Forward-looking statements include, but are not
limited to, those using words such as "may", "might", "seeks", "expects",
"anticipates", "estimates", "believes", "projects", "plans", strategy",
"forecast" and similar expressions. These statements reflect management's
expectations and assumptions in light of currently available information. They
are subject to a number of risks and uncertainties, including, but not limited
to , (i) changes in the economic, regulatory and political environments in the
countries where Beowulf operates; (ii) changes relating to the geological
information available in respect of the various projects undertaken; (iii)
Beowulf's continued ability to secure enough financing to carry on its
operations as a going concern; (iv) the success of its potential joint
ventures and alliances, if any; (v) metal prices, particularly as regards iron
ore. In the light of the many risks and uncertainties surrounding any mineral
project at an early stage of its development, the actual results could differ
materially from those presented and forecast in this document. Beowulf assumes
no unconditional obligation to immediately update any such statements and/or
forecast.
About Beowulf Mining plc
Beowulf Mining plc ("Beowulf" or the "Company") is an exploration and
development company, listed on the AIM market of the London Stock Exchange and
the Spotlight Exchange in Sweden. The Company listed in Sweden in 2008 and, at
30 June 2023, was 78.46 per cent owned by Swedish shareholders.
Beowulf's purpose is to be a responsible and innovative company that creates
value for our shareholders, wider society and the environment, through
sustainably producing critical raw materials, which includes iron ore,
graphite and base metals, needed for the transition to a Green Economy.
The Company has an attractive portfolio of assets, including commodities such
as iron ore, graphite, gold and base metals, with activities in exploration,
the development of mines and downstream production in Sweden, Finland and
Kosovo.
The Company's most advanced project is the Kallak iron ore asset in northern
Sweden from which testwork has produced a 'market leading' magnetite
concentrate of 71.5 per cent iron content. In the Kallak area, the Mineral
Resources of the deposits have been classified according to the PERC Standards
2017, as was reported by the Company via RNS on 25 May 2021, based on a
revised resource estimation by Baker Geological Services. The total Measured
and Indicated resource reports at 132 million tonnes ("Mt") grading 28.3 per
cent iron ("Fe"), with an Inferred Mineral Resource of 39 Mt grading 27.1 per
cent Fe.
In Finland, Grafintec, a wholly-owned subsidiary, is developing a resource
footprint of natural flake graphite and the capability to serve the anode
manufacturing industry. Grafintec is working towards creating a sustainable
value chain in Finland from high quality natural flake graphite resources to
anode material production, leveraging renewable power, targeting Net Zero
CO(2) emissions across the supply chain.
In Kosovo, the Company owns approximately 61.1 per cent of Vardar Minerals
("Vardar"), which is focused on exploration in the Tethyan Belt, a major
orogenic metallogenic province for gold and base metals. Vardar is
delivering exciting results for its Mitrovica licence which has several
exploration targets, including lead, zinc, copper and gold. It also has the
Viti and Shala licence areas which are showing potential for copper-gold
porphyry mineralisation. With Beowulf's support, Vardar is focused on making a
discovery.
Kallak is the foundation asset of the Company, and, with Grafintec and Vardar,
each business area displays strong prospects, presents opportunities to grow,
with near-term and longer-term value-inflection points.
Beowulf wants to be recognised for living its values of Respect, Partnership
and Responsibility. The Company's ESG Policy is available on the website
following the link below:
https://beowulfmining.com/about-us/esg-policy/
(https://beowulfmining.com/about-us/esg-policy/)
BEOWULF MINING PLC
CONDENSED CONSOLIDATED INCOME STATEMENT
FOR THE SIX MONTHS TO 30 JUNE 2023
Notes (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
3 months ended 3 months ended 6 months ended 6 months ended 12 months ended
30 30 30 30 31 December 2022
June June June June
2023 2022 2023 2022 £
£ £ £ £
Continuing operations
Administrative expenses (1,097,738) (400,212) (1,691,473) (734,946) (1,806,582)
Impairment of exploration assets - - - - (36,988)
Operating loss (1,097,738) (400,212) (1,691,473) (734,946) (1,843,570)
Gain on disposal of investment - - - - 21,951
Finance costs 3 (199) (52) (195,735) (117) (304,806)
Finance income 3,179 24 3,637 30 176
Grant income 59,199 34,640 83,955 51,426 84,797
Loss before and after taxation (1,035,559) (365,600) (1,799,616) (683,607) (2,041,452)
Loss attributable to:
Owners of the parent (1,017,310) (351,718) (1,760,745) (644,661) (1,948,459)
Non-controlling interests (18,249) (13,882) (38,871) (38,946) (92,993)
(1,035,559) (365,600) (1,799,616) (683,607) (2,041,452)
Loss per share attributable to the owners of the parent:
Basic and diluted 4 (0.09) (0.04) (0.17) (0.08) (0.23)
(pence)
BEOWULF MINING PLC
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS
FOR THE SIX MONTHS TO 30 JUNE 2023
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
3 months ended 3 months ended 6 months ended 6 months ended 12 months
30 30 30 30 ended
June June June June 31 December 2022
2023 2022 2023 2022
£
£ £ £ £
Loss for the period/year (1,035,559) (365,600) (1,799,616) (683,607) (2,041,452)
Other comprehensive loss
Items that may be reclassified subsequently to profit or loss:
Exchange losses arising on translation of foreign operations (639,760) (6,943) (784,607) (54,908) (32,945)
Total comprehensive loss (1,675,319) (372,543) (2,584,223) (738,515) (2,074,397)
Total comprehensive loss attributable to:
Owners of the parent (1,631,619) (373,176) (2,511,641) (715,926) (2,020,889)
Non-controlling interests (43,700) 633 (72,582) (22,589) (53,508)
(1,675,319) (372,543) (2,584,223) (738,515) (2,074,397)
BEOWULF MINING PLC
CONDENSED COMPANY STATEMENT OF COMPREHENSIVE LOSS
FOR THE SIX MONTHS TO 30 JUNE 2023
Notes (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
3 months ended 3 months ended 6 months ended 6 months ended 12 months ended
30 30 30 30 31 December 2022
June June June June
2023 2022 2023 2022 £
£ £ £ £
Continuing operations
Administrative expenses (1,217,899) (272,790) (1,623,456) (498,703) (1,090,254)
Operating loss (1,217,899) (272,790) (1,623,456) (498,703) (1,090,254)
Gain on disposal of investment - - - - 21,951
Finance costs 3 - - (195,304) - (304,529)
Finance income 3,063 24 3,487 30 170
Loss before and after taxation and total comprehensive loss (1,214,836) (272,766) (1,815,273) (498,673) (1,372,662)
Loss per share attributable to the owners of the parent:
Basic and diluted (pence) 4 (0.10) (0.03) (0.18) (0.06) (0.17)
BEOWULF MINING PLC
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
(Unaudited) (Unaudited) (Audited)
As at As at As at
30 June 30 June 31 December
2023 2022 2022
£ £ £
ASSETS Notes
Non-current assets
Intangible assets 7 13,588,729 11,903,312 13,002,465
Property, plant and equipment 110,435 115,752 129,715
Loans and other financial assets 5,020 5,206 5,181
Right of use asset 12,402 4,738 19,279
13,716,586 12,029,008 13,156,640
Current assets
Trade and other receivables 190,419 335,352 220,427
Cash and cash equivalents 2,855,840 1,880,584 1,776,556
3,046,259 2,215,936 1,996,983
TOTAL ASSETS 16,762,845 14,244,944 15,153,623
EQUITY
Shareholders' equity
Share capital 5 11,571,875 8,317,106 8,317,106
Share premium 27,141,444 24,689,311 24,689,311
Capital contribution reserve 46,451 46,451 46,451
Share-based payment reserve 6 754,941 668,482 516,098
Merger reserve 137,700 137,700 137,700
Translation reserve (2,040,311) (1,288,250) (1,289,415)
Accumulated losses (22,132,300) (19,412,537) (20,323,414)
Total equity 15,479,800 13,158,263 12,093,837
Non-controlling interests 544,291 599,651 568,732
TOTAL EQUITY 16,024,091 13,757,914 12,662,569
LIABILITIES
Current liabilities
Trade and other payables 726,152 482,192 625,730
Borrowings 8 - - 1,845,947
Lease liability 8,792 4,838 10,840
734,944 487,030 2,482,517
Non-current liabilities
Lease liability 3,810 - 8,537
3,810 - 8,537
TOTAL LIABILITIES 738,754 487,030 2,491,054
TOTAL EQUITY AND LIABILITIES 16,762,845 14,244,944 15,153,623
BEOWULF MINING PLC
CONDENSED COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
Notes (Unaudited) (Unaudited) (Audited)
As at As at As at
30 June 30 June 31 December 2022
2023 2022 £
£ £
ASSETS
Non-current assets
Investments 3,967,150 3,577,989 3,645,181
Loans and other financial assets 12,232,430 10,268,446 11,084,289
Property, plant and equipment 730 972 834
16,200,310 13,847,407 14,730,304
Current assets
Trade and other receivables 42,845 139,009 53,284
Cash and cash equivalents 2,608,373 1,231,810 1,667,840
2,651,218 1,370,819 1,721,124
TOTAL ASSETS 18,851,528 15,218,226 16,451,428
EQUITY
Shareholders' equity
Share capital 5 11,571,875 8,317,106 8,317,106
Share premium 27,141,444 24,689,311 24,689,311
Capital contribution reserve 46,451 46,451 46,451
Share-based payment reserve 6 754,941 668,482 516,098
Merger reserve 137,700 137,700 137,700
Accumulated losses (21,132,728) (18,836,387) (19,317,455)
TOTAL EQUITY 18,519,683 15,022,663 14,389,211
LIABILITIES
Current liabilities
Trade and other payables 331,845 195,563 216,270
Borrowings 8 - - 1,845,947
TOTAL LIABILITIES 331,845 195,563 2,062,217
TOTAL EQUITY AND LIABILITIES 18,851,528 15,218,226 16,451,428
BEOWULF MINING PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS TO 30 JUNE 2023
Share capital Share premium Capital contribution reserve Share-based payment reserve Merger reserve Translation reserve Accumulated losses Total Non- Total equity
controlling
interest
£ £ £ £ £ £ £ £ £ £
8,317,106 24,689,311 46,451 668,482 137,700 (1,216,985) (18,470,675) 14,171,390 325,039 14,496,429
At 1 January 2022
Loss for the period - - - - - - (644,661) (644,661) (38,946) (683,607)
Foreign exchange translation - - - - - (71,265) - (71,265) 16,357 (54,908)
Total comprehensive loss - - - - - (71,265) (644,661) (715,926) (22,589) (738,515)
Transactions with owners
Step acquisition of Subsidiary restated (note 9) - - - - - - (297,201) (297,201) 297,201 -
At 30 June 2022 (Unaudited & restated) 8,317,106 24,689,311 46,451 668,482 137,700 (1,288,250) (19,412,537) 13,158,263 599,651 13,757,914
Loss for the period - - - - - - (1,303,798) (1,303,798) (54,047) (1,357,845)
Foreign exchange translation - - - - - (1,165) - (1,165) 23,128 21,963
Total comprehensive loss - - - - - (1,165) (1,303,798) (1,304,963) (30,919) (1,335,882)
Transactions with owners
Equity-settled share-based payment transactions - - - 240,537 - - - 240,537 - 240,537
Transfer reserve on lapse of option - - - (392,921) - - 392,921 - - -
At 31 December 2022 (Audited) 8,317,106 24,689,311 46,451 516,098 137,700 (1,289,415) (20,323,414) 12,093,837 568,732 12,662,569
Loss for the period - - - - - - (1,760,745) (1,760,745) (38,871) (1,799,616)
Foreign exchange translation - - - - - (750,896) - (750,896) (33,711) (784,607)
Total comprehensive loss - - - - - (750,896) (1,760,745) (2,511,641) (72,582) (2,584,223)
Transactions with owners
Issue of share capital 3,254,769 3,654,829 - - - - - 6,909,598 - 6,909,598
Issue costs - (1,202,696) - - - - - (1,202,696) - (1,202,696)
Equity-settled share-based payment transactions - - - 238,843 - - - 238,843 - 238,843
Step acquisition of Subsidiary - - - - - - (48,141) (48,141) 48,141 -
At 30 June 2023 (Unaudited) 11,571,875 27,141,444 46,451 754,941 137,700 (2,040,311) (22,132,300) 15,479,800 544,291 16,024,091
BEOWULF MINING PLC
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS TO 30 JUNE 2023
Share capital Share premium Capital contribution reserve Share-based payment reserve Merger reserve Accumulated losses Total
£ £ £ £ £ £ £
8,317,106 24,689,311 46,451 668,482 137,700 (18,337,714) 15,521,336
At 1 January 2022
Loss for the period - - - - - (498,673) (498,673)
Total comprehensive loss - - - - - (498,673) (498,673)
At 30 June 2022 (Unaudited) 8,317,106 24,689,311 46,451 668,482 137,700 (18,836,387) 15,022,663
Loss for the period - - - - - (873,989) (873,989)
Total comprehensive loss - - - - - (873,989) (873,989)
Transactions with owners
Equity-settled share-based payment transactions - - - 240,537 - - 240,537
Transfer reserve on lapse of option - - - (392,921) - 392,921 -
At 31 December 2022 (Audited) 8,317,106 24,689,311 46,451 516,098 137,700 (19,317,455) 14,389,211
Loss for the period - - - - - (1,815,273) (1,815,273)
Total comprehensive loss - - - - - (1,815,273) (1,815,273)
Transactions with owners
Issue of share capital 3,254,769 3,654,829 - - - - 6,909,598
Issue costs - (1,202,696) - - - - (1,202,696)
Equity-settled share-based payment transactions - - - 238,843 - - 238,843
At 30 June 2023 (Unaudited) 11,571,875 27,141,444 46,451 754,941 137,700 (21,132,728) 18,519,683
BEOWULF MINING PLC
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS TO 30 JUNE 2023
(Unaudited) (Unaudited) (Audited)
6 months to 6 months to Year ended
30 June 30 June 31 December
2023 2022 2022
£ £ £
Cash flows from operating activities
Loss before income tax (1,799,615) (683,607) (2,041,452)
Depreciation charges 21,812 19,886 45,133
Amortisation of right-of-use asset 4,473 2,796 6,384
Equity-settled share-based transactions 238,843 - 240,537
Impairment of exploration costs - - 36,988
Finance income (3,636) (30) (176)
Finance cost 195,735 117 304,806
Grant income (83,955) - (84,797)
Gain on sale of investment - - (21,951)
Unrealised foreign exchange 136,635 47,734 55,337
(1,289,708) (613,104) (1,459,191)
Decrease/(increase) in trade and other receivables 26,630 (153,778) (36,535)
Increase/(decrease) in trade and other payables 120,049 124,359 (43,827)
Net cash used in operating activities (1,143,029) (642,523) (1,539,553)
Cash flows from investing activities
Purchase of intangible fixed assets (1,325,909) (721,019) (1,536,674)
Purchase of property, plant and equipment (6,277) (6,814) (34,397)
Proceeds from disposal of investments - - 21,951
Interest received 3,636 30 176
Grant receipt 83,955 - 84,797
Grant repaid - (41,304) (39,849)
Net cash used in investing activities (1,244,595) (769,107) (1,503,996)
Cash flows from financing activities
Proceeds from issue of shares 4,373,056 - -
Payment of share issue costs (704,587) - -
Lease principal paid (6,296) (2,753) (6,347)
Lease interest paid (431) (64) (264)
Proceeds from borrowings - - 1,554,381
Interest paid - - (10)
Net cash from/(used in) financing activities 3,661,742 (2,817) 1,547,760
Increase/(decrease) in cash and cash equivalents 1,274,118 (1,414,447) (1,495,789)
Cash and cash equivalents at beginning of period/year 1,776,556 3,336,134 3,336,134
Effect of foreign exchange rate changes (194,834) (41,103) (63,789)
Cash and cash equivalents at end of period/year 2,855,840 1,880,584 1,776,556
BEOWULF MINING PLC
CONDENSED COMPANY STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS TO 30 JUNE 2023
(Unaudited) (Unaudited) (Audited)
6 months to 6 months to Year ended
30 June 30 June 31 December 2022
2023 2022
£ £ £
Cash flows from operating activities
Loss before income tax (1,815,273) (498,673) (1,372,662)
Expected credit losses 414,831 5,336 5,336
Equity-settled share-based transactions 166,873 - 173,344
Depreciation 104 140 278
Finance income (3,487) (30) (170)
Finance cost 195,304 - 304,529
Gain on disposal of investment - - (21,951)
Unrealised foreign exchange 136,635 46,279 55,337
(905,013) (446,948) (855,959)
Decrease/(increase) in trade and other receivables 10,439 (97,825) (12,099)
(Decrease)/increase in trade and other payables 115,576 81,071 101,779
Net cash used in operating activities (778,998) (463,702) (766,279)
Cash flows from investing activities
Loans to subsidiaries (1,562,972) (94,132) (909,975)
Acquisition of subsidiary (250,000) (1,200,000) (1,200,000)
Interest received 3,487 30 170
Grant repaid - (39,849) (39,849)
Proceeds from disposal of investments - - 21,951
Net cash used in investing activities (1,809,485) (1,333,951) (2,127,703)
Cash flows from financing activities
Proceeds from issue of shares 4,373,056 - -
Payment of share issue costs (704,587) - -
Proceeds from borrowings - - 1,554,381
Net cash from financing activities 3,668,468 - 1,554,381
Increase/(decrease) in cash and cash equivalents 1,079,986 (1,797,653) (1,339,601)
Cash and cash equivalents at beginning of period/year 1,667,840 3,075,741 3,075,741
Effect of foreign exchange rate changes (139,453) (46,278) (68,300)
Cash and cash equivalents at end of period/year 2,608,373 1,231,810 1,667,840
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FOR THE SIX MONTHS TO 30
JUNE 2023
1. Nature of Operations
Beowulf Mining plc (the "Company") is domiciled in England and Wales. The
Company's registered office is 201 Temple Chambers, 3-7 Temple Avenue, London,
EC4Y 0DT. This consolidated financial information comprises that of the
Company and its subsidiaries (collectively the 'Group' and individually 'Group
companies'). The Group is engaged in the acquisition, exploration and
evaluation of natural resources assets and has not yet generated revenues.
2. Basis of preparation
The condensed consolidated financial information has been prepared on the
basis of the recognition and measurement requirements of UK-adopted
International Accounting Standards ("IFRS"). The accounting policies, methods
of computation and presentation used in the preparation of the interim
financial information are the same as those used in the Group's audited
financial statements for the year ended 31 December 2022 except as noted
below.
The financial information in this statement does not constitute full statutory
accounts within the meaning of Section 434 of the UK Companies Act 2006. The
financial information for the period ended 30 June 2023 is unaudited and has
not been reviewed by the auditors. The financial information for the twelve
months ended 31 December 2022 is an extract from the audited financial
statements of the Group and Company. The auditor's report on the statutory
financial statements for the year ended 31 December 2022 was unqualified but
did contain a material uncertainty with respect of going concern, however
following additional audit procedures and noting it as key audit matter, it
was concluded the going concern basis was appropriate.
The financial statements are presented in GB Pounds Sterling. They are
prepared on the historical cost basis or the fair value basis where the fair
valuing of relevant assets and liabilities has been applied.
In the six-month period ended 30 June 2023, the Group have completed the
Rights Issue raising SEK 62.8 million (approximately £5 million) before
expenses and the PrimaryBid Offer and Placing raising an aggregate of £1.4
million before expenses. As a result, the underwriting commitments were not
activated.
During the period, it became apparent that due to the timing of the receipt of
the funds from the Rights Issue the Company was not in a position to pay back
the bridging loan facility at its maturity. The outcome of this was that the
holder of the loan enforced the penalty interest for entering another 30-day
period, which was circa 1 million SEK (approx. £82k). The loan principal and
interest totalling £2.04m was repaid via a deduction to the gross proceeds
from the Rights Issue.
The net funds raised after the loan repayment and share issue transaction
costs were £3.67 million.
Management prepared cash flow forecasts which indicate that although there is
no immediate funding requirement, the Group would need to raise further funds
in the next 12 months to advance its key projects and investments.
The Directors are confident they are taking all necessary steps to ensure that
the required finance will be available, and they have successfully raised
equity finance in the past. They have therefore concluded that it is
appropriate to prepare the financial statements on a going concern basis.
However, while they are confident of being able to raise the new funds as they
are required, there are currently no agreements in place, and there can be no
certainty that they will be successful in raising the required funds within
the appropriate timeframe.
These conditions indicate the existence of a material uncertainty which may
cast significant doubt over the Group's and the Company's ability to continue
as a going concern and that it may be unable to realise its assets and
discharge its liabilities in the normal course of business. The financial
statements do not include any adjustments that would result if the Company was
unable to continue as a going concern.
3. Finance costs
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
3 months 3 months 6 months 6 months 12 months
ended ended ended ended ended
Group 30 30 30 30 31 December 2022
June June June June
2023 2022 2023 2022
£ £ £ £ £
Bridging loan amortised interest - 195,304 - 304,529
Lease liability interest 199 52 431 117 267
Other interest paid - - - 10
199 52 195,735 117 304,806
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
3 months 3 months 6 months 6 months 12 months
ended ended ended ended ended
Parent 30 30 30 30 31 December 2022
June June June June
2023 2022 2023 2022
£ £ £ £ £
Bridging loan amortised interest - - 195,304 - 304,529
- - 195,304 - 304,529
4. Loss per share
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
3 months 3 months 6 months 6 months 12 months
ended ended ended ended ended
Group 30 30 30 30 31 December 2022
June June June June
2023 2022 2023 2022
Loss for the period/year attributable to shareholders of the Company (£'s) (1,017,310) (351,718) (1,760,745) (644,661) (1,948,459)
Weighted average number of ordinary shares 1,157,187,463 831,710,636 1,012,531,095 831,710,636 831,710,636
Loss per share (p) (0.09) (0.04) (0.17) (0.08) (0.23)
Parent
Loss for the period/year attributable to shareholders of the Company (£'s) (1,214,836) (272,766) (1,815,273) (498,673) (1,372,662)
Weighted average number of ordinary shares 1,157,187,463 831,438,681 1,012,531,095 831,710,636 831,710,636
Loss per share (p) (0.10) (0.03) (0.18) (0.06) (0.17)
5. Share Capital
(Unaudited) (Unaudited) (Unaudited)
30 June 30 June 31 December 2022
2023 2022
£ £ £
Allotted, issued and fully paid
Ordinary shares of 1p each 11,571,875 8,317,106 8,317,106
The number of shares in issue was as follows:
Number
of shares
Balance at 1 January 2022 831,710,636
Issued during the period -
Balance at 30 June 2022 831,710,636
Issued during the period -
Balance at 31 December 2022 831,710,636
Issued during the period 325,476,827
Balance at 30 June 2023 1,157,187,463
On 28 February 2023, the Company announced the completion of the Rights Issue,
Placing and Primary Bid Offer to issue a combined 325,476,827 ordinary shares
of £0.01. The PrimaryBid Offer raised approximately £0.8 million before
expenses. In addition to the PrimaryBid Offer, the Placing raised
approximately £0.4 million. Members of the Board and executive management
also subscribed to an agreed amount of £181,000.
6. Share based payments
During the period, Nil options were granted (year ended 31 December 2022:
23,250,000). The options outstanding as at 30 June 2023 have an exercise price
in the range of 1.00 pence to 7.35 pence (31 December 2022: 1.00 pence to 7.35
pence) and a weighted average remaining contractual life of 7 years, 8 days
(31 December 2022: 7 years, 98 days).
The share-based payment expense for the options for the period ended 30 June
2023 was £238,843 (year ended 31 December 2022: £240,537). The share-based
payment expenses for the period includes an accelerated charge of £77,397 in
relation to revised vesting expectations for options held by Mr. Budge prior
to his resignation.
The fair value of share options granted and outstanding were measured using
the Black-Scholes model, with the following inputs:
2022 2019
Number of options 20,750,000 2,500,000 9,250,000
Fair value at grant date 3.12p 3.59p 1.15p
Share price 4.00p 4.00p 5.65p
Exercise price 5.25p 1.00p 7.35p
Expected volatility 100% 100% 51.89%
Option life 10 years 10 years 5 years
Risk free interest rate 4.480% 4.520% 0.718%
The options issued will be settled in the equity of the Company when exercised
and have a vesting period of one year from date of grant.
Reconciliation of options in issue Number Weighted average exercise price(£'s)
Outstanding at 1 January 2022 and 30 June 2022 13,750,000 0.089
Granted during the period 23,250,000 0.048
Lapsed during the period (4,500,000) 0.120
Outstanding at 31 December 2022 and 30 June 2023 32,500,000 0.055
Exercisable at 31 December 2022 and 30 June 2023 11,750,000 0.060
No warrants were granted during the period (2022: Nil).
7. Intangible Assets: Group
Exploration costs As at As at
30 June 31 December
2023 2022
(Unaudited) (Audited)
£ £
Cost
At 1 January 13,002,465 11,235,656
Additions for the year 1,406,778 1,850,946
Foreign exchange movements (820,514) (47,149)
Impairment - (36,988)
13,588,729 13,002,465
The net book value of exploration costs is comprised of expenditure on the
following projects:
As at As at
30 June 31 December
2023 2022
(Unaudited) (Audited)
£ £
Project Country
Kallak Sweden 8,206,464 7,666,563
Ågåsjiegge Sweden 330,961 358,694
Åtvidaberg Sweden 7,116 7,718
Pitkäjärvi Finland 1,636,375 1,641,836
Karhunmäki Finland 55,056 56,089
Rääpysjärvi Finland 150,506 148,430
Luopioinen Finland 4,486 4,257
Emas Finland 17,703 1,663
Mitrovica Kosovo 2,502,970 2,430,150
Viti Kosovo 677,092 687,065
13,588,729 13,002,465
Total Group exploration costs of £13,588,729 are currently carried at cost in
the financial statements. No impairment has been recognised during the period,
(2022: £36,988).
Accounting estimates and judgements are continually evaluated and are based on
a number of factors, including expectations of future events that are believed
to be reasonable under the circumstances. Management is required to consider
whether there are events or changes in circumstances that indicate that the
carrying value of this asset may not be recoverable.
The most significant exploration asset within the Group is Kallak. The Company
originally applied for the Exploitation Concession in April 2013 and
management actively sought to progress the application, engaging with the
various government bodies and other stakeholders. The Exploitation Concession
was finally awarded in March 2022.
Kallak is included in the condensed financial statements as at 30 June 2023 as
an intangible exploration licence with a carrying value of £8.21m. Given the
Exploitation Concession was awarded, Management have considered that there is
no current risk associated with Kallak and thus have not impaired the project.
8. Borrowings
(Unaudited) (Unaudited)
As at As at
30 June 31 December
2023 2022
£ £
Opening balance 1,845,947 -
Funds advanced - 1,554,381
Finance costs 195,304 304,529
Effect of FX (2,818) (12,963)
Funds repaid (2,038,433) -
- 1,845,947
On 3 July 2022, the Company secured a Bridging loan from Nordic investors of
SEK 22 million (approximately £1.76 million). The Loan had a fixed interest
rate of 1.5 percent per stated 30-day period during the duration. Accrued
interest was compounding. The Loan had a commitment fee of 5 per cent and a
Maturity Date of 28 February 2023.
The Loan was accounted for using an amortised cost using an effective rate of
interest.
It became apparent that due to the timing of the receipt of the funds from the
Rights Issue the Company was not in a position to pay back the bridging loan
facility at its maturity. The outcome of this was that the holder of the loan
enforced the penalty interest for entering another 30-day period, which was
circa 1 million SEK (approx. £82k). The loan principal and interest totalling
£2.04m was repaid via a deduction to the gross proceeds from the Capital
Raise during the Period.
9. Prior period correction
The correction of £59,209 between non-controlling interest and accumulated
losses is required to remedy an error in the step acquisition movement from
49.4 per cent to 51.4 per cent. There is no impact to the statement of
comprehensive income or any other statement as a result of this correction.
Consolidated statement of Financial Position
(Unaudited) Correction of prior period error (Unaudited and Restated)
As at £ As at
30 June 30 June
2022 2022
£ £
TOTAL ASSETS 14,244,944 - 14,244,944
EQUITY
Shareholders' equity
Share capital 5 8,317,106 - 8,317,106
Share premium 24,689,311 - 24,689,311
Capital contribution reserve 46,451 - 46,451
Share-based payment reserve 6 668,482 - 668,482
Merger reserve 137,700 - 137,700
Translation reserve (1,288,250) (1,288,250)
Accumulated losses (19,471,746) 59,209 (19,412,537)
Total equity 13,099,054 59,209 13,158,263
Non-controlling interests 658,860 (59,209) 599,651
TOTAL EQUITY 13,757,914 - 13,757,914
TOTAL LIABILITIES 487,030 - 487,030
TOTAL EQUITY AND LIABILITIES 14,244,944 - 14,244,944
10. Post balance sheet events
On 10 July 2023, Mikael Schauman was appointed as Non-Executive Director.
On 21 July 2023, the settlement amount in relation to Kurt Budge's resignation
was agreed and subsequently paid on 27 July 2023. As the Company has a
contractual obligation to pay this at the period end, a provision for the
gross amount of £192,510 has been included as at 30 June 2023. This
represents the remainder of the notice period due to Mr. Budge as he was
continued to be paid up until the date that the agreement was reached.
On the same date, Mr. Budge was awarded a further 12,250,000 share options
with an exercise price of £0.021 per share, no provision has been included
for these in the period to 30 June 2023 as these could not be reliably
estimated at this point.
On 7 August 2023, Ed Bowie joined the Company as Chief Executive Officer and
Director.
On 16 August 2023, Ulla Sandborgh stepped down as Chief Executive Officer of
Jokkmokk Iron.
11. Availability of interim report
A copy of these results will be made available for inspection at the Company's
registered office during normal business hours on any weekday. The Company's
registered office is at 207 Temple Chambers, 3-7 Temple Avenue, London, EC4Y
0DT. A copy can also be downloaded from the Company's website at
https://beowulfmining.com/. Beowulf Mining plc is registered in England and
Wales with registered number 02330496.
** Ends **
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