Shearwater Group (SWG)

 

LSE:SWG: Half-year Report

Shearwater Group

28 Dec 2016 07:00:14

Aurum Mining PLC

RNS Number : 7962S
Aurum Mining PLC
28 December 2016
 

 

Aurum Mining Plc

 

Interim financial statements

 

for the six months ended 30 September 2016

 

 

In my Chairman's statement in our Annual Report that was published in August 2016, I commented that it was difficult to see substantial upside from the junior mining sector given conditions in that marketplace and that my focus would therefore be on seeking a transformational deal for your Company in a different sector.

 

To that end, we have successfully attracted four high profile professionals to join our Board, each of whom has extensive operational knowledge of the digital environment, encompassing data security, cybercrime and cyberterrorism. My fellow Directors will be working with me to identify a suitable target for this transformational deal.

 

Further, since the period end, we raised £1.2 million in October and more recently a further £6 million, which is subject to shareholder approval at our General Meeting to be held in early January 2017. These funds will provide both working capital for the identification of targets and will meet or contribute towards the cash element of any acquisition. The digital resilience sector is highly fragmented and we see this as an opportunity to buy and build a strong presence in this diverse space. The wealth of experience and contacts from our new Directors means that we are alive to a number of opportunities and we hope that loyal shareholders see some positive action on this front in the New Year.

 

During the period and since, the Company has continued to focus its efforts on its highly prospective Spanish gold portfolio however with the proposed change in the strategic direction of the Company, our Mining Directors have been tasked with finding an elegant solution to take us out of our gold exploration prospects whilst retaining some form of carried interest. This will then enable your Board to focus on activity in the more exciting area of digital resilience.


I will of course keep shareholders updated on our progress and I look forward to sharing with you what should be a particularly exciting year ahead.

 

 

Key financials

 

For the six months to 30 September 2016, the Company reported a loss of £62,000 compared to a loss of £89,000 for the same period in 2015.

 

The loss for the period includes a positive £34,000 fair value adjustment to reflect the value of the Company's shareholding in Plymouth Minerals Limited which it received as consideration when it disposed of a majority stake in the Morille tungsten project in 2013.

 

During the period the Company raised £150,000 through the issue of two tranches of convertible loan. In addition, the Company raised £25,000 by way of a subscription for shares in July 2016.

 

Prior to the period end, the Company had received prepaid cash of £245,000 in relation to the placing that was completed in October 2016.

 

During this period of transition, cash management and cost control have remained key priorities for the Company.

 

Post balance sheet events

 

In October the Company completed a fundraise of £1.195 million pounds (before expenses) through the issue of 119.5 million new Ordinary shares of 1 pence. Also in October 2016, two of the new Directors subscribed for 10 million new ordinary shares of 1 pence per share, Total proceeds for the Company as a result of these subscriptions was £300,000 (before expenses).

 

On 25 November 2016, the Company announced that a £50,000 tranche of the convertible loan issued earlier in the year had been converted into Ordinary shares of the Company, and that the Company has raised £25,000 though the issue of 2.5 million Ordinary shares of 1 pence.

 

On 21 December 2016, the Company announced a conditional placing of 150 million new ordinary shares of 1 pence per share at a price of 4 pence per share raising approximately £6 million (before expenses). A General Meeting has been called on 9 January 2017 for shareholders to approve the issue of these shares.

 

At the General Meeting on the 9 January 2017, shareholders will also vote on a resolution to change the name of the Company to Shearwater Group plc.

 

A Circular has been sent to shareholders in anticipation of the General Meeting and which contains further information on the new strategic direction of the Company.

 

 

Corporate

 

The Board would like to thank its Shareholders and advisers for their input during this transitional period.

 

To facilitate its new strategic direction, the Company announced various Directorate changes during the last few months. Michael (Mo) Stevens joined the Board as the Chief Executive Officer, and Robin Southwell, Giles Willits and Stephen Ball joined the Board as Non-Executive Directors. Chris Eadie also re-joined the Board as an Executive Director to oversee the Company's mining interests.

 

Haresh Kanabar stepped down from the Board in September 2016.

 

 

Qualified Person

 

Sean Finlay, Professional Geologist, Chartered Engineer, Non-Executive Director of Aurum Mining plc, and a qualified person as defined in the Guidance Note for Mining, Oil and Gas Companies, June 2009, of the London Stock Exchange, has reviewed and approved the technical information contained in this report.

 

 

 

 

 

David Williams

Chairman

 

28 December 2016

 

 

 

 

 

Aurum Mining Plc

 

Statement of comprehensive income

 

for the six months ended 30 September 2016

 

 

 

 

 

Six months to 30 September

Six months to 30 September

Year ended 31 March

 

 

2016

2015

2016

 

 

£'000

£'000

£'000

 

Notes

Unaudited

Unaudited

Audited

 

 

 

 

 

 

 

 

 

 

Impairment charge

 

-

(2)

(64)

Administrative expenses

 

(96)

(87)

(179)

 

 

 

 

 

Operating loss

 

                                                                (96)

(89)

(243)

 

 

 

 

 

Loss for the period/year before taxation

 

(96)

(89)

(243)

Taxation

 

-

-

-

 

 

 

 

 

Loss for the period/year after taxation

 

(96)

(89)

(243)

 

 

 

 

 

Other comprehensive income:

 

 

 

 

Items that may be reclassified to profit or loss:

 

 

 

 

 

Change in fair value of available-for-sale financial assets

 

34

-

27

 

 

 

 

Total comprehensive loss for the period/year

 

(62)

(89)

(216)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share expressed in pence per share

 

 

 

 

 

 

 

 

 

Basic and Diluted

2

(0.06)p

(0.05)p

 (0.14)p

 

 

 

 

Aurum Mining Plc

 

Statement of financial position

 

as at 30 September 2016

 

 

Company No: 05059457

 

 As at 30 September

As at 30 September

As at 31 March

 

 

2016

2015

2016

 

Notes

£'000

£'000

£'000

 

 

Unaudited

Unaudited

Audited

Assets

 

 

 

 

Non-current assets

 

 

 

 

Intangible assets

3

936

899

926

Investments

4

76

77

42

Total non-current assets

                

1,012

976

968

 

 

 

 

 

Current assets

 

 

 

 

Receivables

 

19

13

11

Cash and cash equivalents

 

289

83

45

Total current assets

 

308

96

56

 

 

 

 

 

Total assets

 

1,320

1,072

1,024

 

 

 

 

 

Liabilities

 

 

 

 

Current liabilities

 

 

 

 

Convertible loan

 

150

-

50

Trade and other payables

 

55

39

67

Total current liabilities

 

205

39

117

 

 

 

 

 

Total liabilities

 

205

39

117

 

 

 

 

 

Net assets

 

1,115

1,033

907

 

Capital and reserves attributable to the equity holders of the company

 

 

 

 

Share capital

5

1,744

1,718

1,719

Shares to be issued

 

245

-

-

Share premium

 

11,593

11,593

11,593

Available-for-sale reserve

 

61

-

27

Retained deficit

 

(12,528)

(12,278)

(12,432)

Total equity

 

1,115

1,033

907

 

Aurum Mining plc

 

Statement of changes in equity

 

 

 

Share capital

 

Shares to be issued

Available for sale reserve

Share premium

Retained deficit

 Total equity

 

£'000

£'000

    £'000

£'000

£'000

£'000

 

At 1 April 2016

1,719

 

-

27

11,593

(12,432)

907

 

 

 

 

 

 

 

Total loss for the period

-

-

-

-

(96)

(96)

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

Fair value adjustment on available for sale investment

-

-

34

-

-

34

 

 

 

 

 

 

 

Total comprehensive loss for the year

-

 

-

34

-

(96)

(62)

 

Issue of shares

            25

 

-

-

-

-

25

 

 

 

 

 

 

 

Shares to be issued

-

245

 

 

-

-

-

245

 

 

 

 

 

 

 

At 30 September 2016 (unaudited)

1,744

 

245

61

11,593

(12,528)

1,115

 

At 1 April 2015

1,461

 

140

-

11,596

(12,189)

1,008

Total comprehensive loss for the period

-

 

 

-

-

-

(89)

(89)

 

 

 

 

 

 

 

Issue of shares net of issue costs

257

 

(140)

-

(3)

-

114

 

 

 

 

 

 

 

At 30 September 2015 (unaudited)

1,718

 

-

-

11,593

(12,278)

1,033

 

At 1 April 2015

1,461

 

140

-

11,596

(12,189)

1,008

 

 

 

 

 

 

 

Total loss for the year

-

-

-

-

(243)

(243)

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

Fair value adjustment on available for sale investment

-

-

27

-

-

27

 

 

 

 

 

 

 

Total comprehensive loss for the year

-

 

-

27

-

(243)

(216)

 

Issue of shares net of issue costs

118

 

-

-

(3)

-

115

 

 

 

 

 

 

 

Shares to be issued

140

(140)

-

-

-

-

 

 

 

 

 

 

 

At 31 March 2016 (audited)

1,719

 

-

27

11,593

(12,432)

907

 

 

 

The following describes the nature and purpose of each reserve within owners' equity.

 

Reserve

 

Description and purpose

Share capital

Amounts subscribed for share capital at nominal value.

 

Share premium

Amounts subscribed for share capital in excess of nominal value.

 

Shares to be issued

 

 

Shares for which consideration has been received, but which are not issued yet.

Available-for-sale reserve

Unrealised gain or losses on fair value re-measurement on available for sale investments

 

Retained deficit

 

Cumulative net gains and losses recognised in the income statement less distributions made.

 

 

 

Aurum Mining plc

 

Statement of cash flows

 

for the six months ended 30 September 2016

 

 

 

Six months to 30 September

Six months to 30 September

Year ended 31 March

 

2016

2015

2016

 

£'000

£'000

£'000

 

Unaudited

Unaudited

Audited

 

 

 

 

Cash flows from operating activities

 

 

 

Loss for the period before tax

(96)

(89)

(243)

Adjustments for:

 

 

 

Impairment charge

-

2

64

 

 

 

 

Cash flow from operating activities before changes in working capital

(96)

(87)

(179)

 

 

 

 

(Increase) / decrease in other receivables

(8)

-

2

Decrease in trade and other payables

(12)

(50)

(22)

Net cash flow used in operating activities

(116)

(137)

(199)

 

 

 

 

Investing activities

 

 

 

Ormonde joint venture payments

(10)

-

(27)

Net cash flow used in investing activities

(10)

-

(27)

 

 

 

 

Financing activities

 

 

 

Proceeds from issue of share capital

25

117

118

Expenses paid in connection with share issues

-

(3)

(3)

Proceeds from convertible loan

100

-

50

Cash received in respect of shares to be issued

245

-

-

Net cash flow from financing activities

370

114

(165)

 

 

 

 

Net increase / (decrease) in cash and cash equivalents

244

(23)

(61)

 

Cash and cash equivalents at the beginning of the period/year

45

106

106

 

 

 

 

Cash and cash equivalents at the end of the period/year

              289

83

              45

 

 

 

Aurum Mining Plc

 

Notes to the interim financial statements

 

for the half year ended 30 September 2016

 

 

1. Basis of preparation

 

The unaudited interim financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations (collectively IFRSs). The company has not elected to comply with IAS 34 "Interim Financial Reporting" as permitted. The principal accounting policies used in preparing the interim financial statements are unchanged from those disclosed in the Company's Annual Report for the year ended 31 March 2016 and are expected to be consistent with those policies that will be in effect at the year end except the Company has adopted a number of revised standards and interpretations. However, none of these has had a material effect on the Company's reporting. In addition, the IASB has issued a number of IFRS and IFRIC amendments and interpretations since the last annual report.

 

The financial statements for the six months ended 30 September 2016 and 30 September 2015 are un-reviewed and unaudited. The comparative financial information does not constitute statutory financial statements as defined by Section 434 of the Companies Act 2006. The comparative financial information for the year ended 31 March 2016 is not the Company's full statutory accounts for that period. A copy of those statutory financial statements has been delivered to the registrar of companies. The auditors' report on those accounts was unqualified, but did draw attention by way of emphasis, in respect of the company's ability to continue as a going concern, but did not contain a statement under section 498 (2) - (3) of the Companies Act 2006.

 

The company's financial statements are presented in Great Britain Pounds Sterling, and all values are rounded to the nearest thousand Pounds (£'000) except when otherwise indicated.

 

Going concern

 

Following a review of the Company's operations, its current financial position and cash flow forecasts, the Directors have formed a view that the Company will have sufficient cash resources available to it to continue in operational existence and meet its financial commitments as they arise in the next twelve months. The Directors have formed this view based on the amount of available cash within the Company, the Company's historical track record of raising funds from the AIM market, and the assets and investments the Company holds which could be made available for potential sale, should the need arise.

 

Based on the above the Directors have concluded that the Company can continue as a going concern for a period of at least twelve months from the date of signing the interim financial statements. Accordingly, the Directors continue to adopt the going concern basis for the preparation of these interim financial statements.   

 

 

 

2. Loss per share

 

Basic loss per share is calculated by dividing the loss attributable to the ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

 

For diluted loss per share, the weighted average number of shares in issue is adjusted to assume conversion of all dilutive potential ordinary shares. 

 

As at 30 September 2016 there were nil (30 September 2015: 4,450,000, 31 March 2016: 3,950,000) potentially dilutive ordinary shares.

 

Dilutive potential ordinary shares include share options and warrants.

 

The effect of all potential ordinary shares arising from the exercise of options is anti-dilutive and therefore diluted loss per share has not been calculated.

 

 

 

 

Six months to 30 September

Six months to 30 September

Year ended 31 March

 

2016

2015

2016

 

£'000

£'000

£'000

 

Unaudited

Unaudited

Audited

Net loss attributable to equity holders of the parent:

 

 

 

From total operations

                  (96)    

(89)

(243)

 

 

 

 

 

                                                                       

 

Six months to 30 September

Six months to 30 September

Year ended 31 March

 

2016

2015

2016

 

Number

Number

Number

 

Unaudited

Unaudited

Audited

Weighted average number of shares:

 

 

 

Weighted average number of shares

172,770,616

170,687,372

170,580,011

 

 

 

 

 

 

 

 

3. Intangible assets

 

 

 

       Gold exploration

     £'000

Cost

 

At 1 April 2015 and 30 September 2015

899

Additions

27

As at 31 March 2016

926

 

 

Additions

 

10

As at 30 September 2016

936

 

 

4. Investments

 

 

 

 

Investment in Morille Mining

 

£'000

Investment in Plymouth Minerals Ltd

£'000

Total 

 

£'000

Cost

 

 

 

As at 1 April 2015

64

15

79

Fair value loss

-

(2)

(2)

At 30 September 2015

          64

13

77

Impairment

(64)

-

(64)

Fair value gain

-

29

29

At 31 March 2016

-             

42             

42

 

Fair value gain

 

-            

 

34            

 

     34

At 30 September 2016

          -

76

76

 

 

 

5. Share capital

 

 

Number

Nominal value

Share premium

Total

 

 

£'000

£'000

£'000

 

 

 

 

 

Allotted, issued and fully paid ordinary shares of £0.01

 

 

 

 

 

 

 

 

 

As at 1 April 2015

146,091,930

1,461

11,596

13,057

Issue of shares net of issue costs

25,758,356

258

         (3)

255

 

 

 

 

 

As at 30 September 2015 and 31 March 2016

171,850,286

1,719

11,593

13,312

 

As at 1 April 2016

171,850,286

1,719

11,593

13,312

Issue of shares net of issue costs

2,500,000

25

-        

25

 

 

 

 

 

As at 30 September 2016

174,350,286

1,744

11,593

13,337

 

 

 

6. Events after the reporting period

 

Details of significant post reporting period events are included within the Review of activities.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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