TIDMRBW
RNS Number : 4913Q
Rainbow Rare Earths Limited
28 October 2021
Rainbow Rare Earths Limited
("Rainbow" or the "Company")
(LSE: RBW)
28 October 2021
Preliminary Announcement of results for the year ended 30 June
2021
Rainbow Rare Earths Ltd is pleased to announce its preliminary
results for the year ended 30 June 2021 ("FY 2021").
The financial information in this release does not constitute
the Financial Statements. The Group's Annual Report, which includes
the audit report and audited Financial Statements for the year
ended 30 June 2021, will be available on the Company's website at
www.rainbowrareearths.com .
Highlights
-- As pressure continues to accelerate around the globe to reach
the net-zero goals of the Paris Agreement, we believe Rainbow is
well positioned to develop a responsible, independent, rare earths
supply chain.
-- Strong and diversified demand for the rare earth elements
required for use in permanent magnets, namely Neodymium and
Praseodymium ("NdPr"), together with Dysprosium ("Dy") and Terbium
("Tb"), underpinned by key global macroeconomic trends.
-- Rainbow's rare earths basket prices for the Gakara project
have risen 64% during FY 2021, significantly outstripping forecast
price rises. The Phalaborwa basket is more highly geared to high
value NdPr, with additional economic Dy and Tb credits, and has
seen a 67% increase over FY 2021.
-- JORC (2012) compliant inferred mineral resource estimate at
the Phalaborwa Project in South Africa of 38.3Mt at 0.43% total
rare earth oxide ("TREO").
-- Exclusive rare earths separation technology agreement signed with K-Technologies, Inc.
-- Scope of preliminary economic assessment ("PEA") at
Phalaborwa widened to include additional downstream processing
step, aiming to deliver separated rare earth oxides directly from
the proposed on-site Phalaborwa processing facility.
-- Exploration and trial mining operations at Gakara in Burundi
placed on care and maintenance by the Government of Burundi in June
2021 following an initial export ban put in place in March 2021.
Rainbow has focused on a steadfast approach to resolving issues in
Burundi to recommence the positive contributions we make to the
benefit of all our stakeholders through exploration and trial
mining operations at Gakara.
-- Rainbow's Board has been further strengthened by the
appointment of Ambassador J. Peter Pham as a Non-executive
Director.
-- Strong shareholder support for the business, evidenced by two
recent oversubscribed placings - the first in November 2020 to
raise GBP2.56 million and the second completed post year end in
October 2021 to raise GBP6.435 million. As substantial investment
was made by TechMet, which counts the U.S. government as a major
investor, in the second placement, alongside existing and new
global institutional investors.
-- Continued strong safety performance: 0 lost time injuries
("LTIs") in FY 2021 (FY 2020: 0), with 1.1 million LTI-free hours
worked since February 2019.
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Market Abuse Regulation (EU) No 596/2014 ("MAR") which has been
incorporated into UK law by the European Union (Withdrawal) Act
2018 until the release of this announcement.
For further information, please contact
Rainbow Rare George Bennett
Earths Ltd Company Pete Gardner +27 82 652 8526
SP Angel Corporate Ewan Leggat
Finance LLP Broker Charlie Bouverat +44 (0) 20 3470 0470
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Flagstaff Strategic Tim Thompson +44 (0) 207 129 1474
and Investor Fergus Mellon rainbowrareearths@flagstaffcomms.com
Communications
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Notes to Editors:
Rainbow's strategy is to become a globally-significant producer
of rare earth metals. Nd/Pr are vital components of the strongest
permanent magnets used for the motors and turbines driving the
green technology revolution. Analysts are predicting demand for
magnet rare earth oxides will grow substantially over the coming
years, driven by increasing adoption of green technology, pushing
the overall market for Nd/Pr into deficit.
The Phalaborwa Rare Earths Project, located in South Africa,
comprises an Inferred Mineral Resource Estimate of 38.3Mt at 0.43%
total rare earths oxides ("TREO") contained within gypsum tailings
stacked in unconsolidated dumps derived from historic phosphate
hard rock mining. High value Nd/Pr oxide represent 29.1% of the
total contained rare earth oxides, with economic Dysprosium and
Terbium oxide credits enhancing the overall value of the rare earth
basket contained in the stacks. The rare earths are contained in
chemical form in the gypsum dumps, which is expected to deliver a
higher-value rare earth carbonate, with lower operating costs than
a typical rare earth mineral project.
The Company's Gakara Project in Burundi has produced one of the
highest-grade concentrates in the world (typically 54% TREO)
through trial mining operations. The Gakara basket is weighted
heavily towards Nd/Pr, which account for over approximately 19.5%
of the contained TREO and 85% of the value of the concentrate.
Chairman's statement
This has been a transformative year for Rainbow, in which we
have introduced the exciting, near-term growth opportunity
presented by Phalaborwa to our portfolio. The signing of the
co-development agreement for this project in South Africa in FY
2021 represented a step change in Rainbow's business model. Not
only did it add diversification, but most importantly it provided
the potential for us to participate in the downstream stage of rare
earth oxide production. As pressure continues to accelerate around
the globe to reach the net-zero goals of the Paris Agreement, we
believe Rainbow is now well positioned to develop a responsible,
independent, Western rare earths supply chain and become a
significant producer of Neodymium and Praseodymium. This will
enable our business to bridge some of the substantial expected
global gap between current supply and mounting demand and provide
the building blocks which are essential to the success of the green
energy revolution.
Integral to low carbon technologies, the demand for rare earths,
and more specifically NdPr, is increasing and we are therefore
heavily focused on rapidly bringing the Phalaborwa Project into
production. FY 2021 has seen a 78% increase in the price of NdPr
oxide, which has continued to rise since the year-end. As the
automotive industry continues to shift to electric vehicles and the
demand for clean energy further accelerates, the outlook for NdPr
becomes ever more compelling, with analysts predicting a fivefold
increase in the value of global magnet rare earth oxide consumption
by 2030. With rare earth supply still dominated by China, we see
significant opportunities to provide an alternative source and are
committed to producing the metals in a responsible manner. We
believe that our Phalaborwa Project demonstrates this commitment
well - by processing the existing gypsum stacks, our aim is to
deliver a "green" rare earths project, removing existing
environmental liability and redepositing clean, benign gypsum on a
new stack.
The year has brought some challenges for the Company - both as a
result of the ongoing global pandemic, but also more specifically,
the interruptions we are experiencing in Burundi, with the Gakara
exploration and trial mining operation on care and maintenance.
However, we continue to engage effectively with Government
stakeholders and are confident of reaching a resolution. Whilst the
situation facing Rainbow in Burundi is disappointing, it has
allowed our team to focus on the substantially larger opportunity
presented for the near-term development of Phalaborwa, which we see
as the immediate catalyst of Rainbow's business model. We remain
committed to the positive contributions we are able to make as a
Company within our countries of operation and communities through
the payment of taxes and royalties, the provision of employment,
local investment and the support of local supply chains.
Ensuring a strong governance framework for the business is a
priority for Rainbow and we were delighted to further strengthen
the Board during FY 2021 with the appointment of Ambassador J.
Peter Pham. Peter brings a rich and detailed understanding of
African political and economic issues, as well as insights and
relationships across Africa and Washington. As the architect of
efforts to reform and rebuild US relations with Burundi, Peter's
insights will be invaluable to the Company.
On behalf of the Board of Directors, I would like to thank our
management team, employees and contractors for their continued
dedication to the Company, hard work and determination. I also wish
to express gratitude to our shareholders, who have shown strong
support for the business, as evidenced by two recent oversubscribed
placings - the first in November 2020 to raise GBP2.56 million and
the second completed post year end in October 2021 to raise
GBP6.435 million.
This is a very exciting time for Rainbow as we drive forward
with the development of Phalaborwa and I look forward to updating
shareholders on further developments as we continue to drive value
through the business.
CEO's statement
We have made significant progress with our strategy in FY 2021,
which is testament to the commitment of our team in the light of
the challenges we are all facing as a result of Covid-19. We have
continued to prioritise the health and safety of our employees
throughout the global pandemic and adopt a zero-harm policy in our
operations, remaining focused on ensuring a safe working
environment at all times. I am pleased to report that zero LTIs
occurred at Gakara during 2021, leading to a lost time injury
frequency rate ("LTIFR ") of 0.00 and a total period exceeding 1.1
million hours LTI-free pilot production since February 2019. This
demonstrates our commitment to this fundamental aspect of the
business, which we will aim to mirror at other operations going
forward. Read more about health and safety in the 2021 Annual
Report.
We believe that Phalaborwa provides us with a relatively unique
opportunity for the rapid development of a low-capital and
-operating cost, high-value rare earths processing facility. We
therefore see this asset as the cornerstone of Rainbow's business
in the near term and continue to assess similar assets to
complement the portfolio.
We have long believed that the essence of Rainbow's business
model would come from participating further in downstream
processing in order to realise the full value of the underlying
rare earth oxides for our stakeholders. Therefore, we have enlarged
the scope of the PEA at Phalaborwa to now include an additional
downstream processing step. The original flowsheet already planned
to produce a mixed rare earth carbonate (rather than simply a
mineral concentrate), due to the gypsum stacks being in a "cracked"
chemical rather than mineral form. This removes the requirement
that most global rare earth projects have of firstly producing a
mineral concentrate before undertaking a complex and energy
intensive "cracking" process.
In June, Rainbow released a maiden JORC (2012) compliant mineral
resource estimate for Phalaborwa of 38.3Mt at 0.43% TREO, which
exceeded original expectations of 35Mt from the gypsum stacks.
Importantly, 29% of the total contained rare earth oxides comprise
high-value NdPr oxide, the essential metals for permanent magnets
powering the green revolution. In addition to this, we were pleased
to see economic Dysprosium and Terbium oxide credits, which enhance
the overall value of the rare earth basket contained in the
stacks.
We were particularly excited by the highly positive initial test
work results received from ANSTO Minerals, which were published in
May and support our view that Phalaborwa can be developed as a low
capital intensity project with operating costs near the bottom of
the global rare earth cost curve. As this project entails the
processing of gypsum waste residue resulting from historic
phosphoric acid production, it carries significant environmental
advantages, with anticipated lower energy and reagent requirements
than a traditional rare earths project. As with Gakara, Phalaborwa
benefits from the fact that the gypsum stacks contain low levels of
radioactive elements, which are not expected to pose a problem in
the processing circuit. All these factors combined confirm our
belief that Phalaborwa represents a very exciting, environmentally
sound, fast-track development opportunity for Rainbow.
The signing of our exclusive rare earths separation technology
agreement with K-Technology in September represented another
positive moment for the business. We believe that it provides
Rainbow with a significant competitive advantage and that the
intellectual property ("IP") is ideally suited to Phalaborwa, where
it would enable us to focus on the separation of only the most
valuable rare earth oxides within the basket. In addition to the
anticipated capex and opex savings that could be achieved using
this technology, when compared to a traditional separation circuit,
it will enable Rainbow to participate efficiently in the downstream
separation process, allowing us to capture the full rare earth
oxide price for our material. We are also excited to be in a
position to utilise the technology to secure an interest in other
rare earth phosphogypsum opportunities in the region, where we
believe tremendous value can be unlocked.
However, the year has not been without its complications. In
April 2021, the Company received notification from the Government
of Burundi of a temporary suspension on the export of concentrate
from Gakara. Subsequently, shortly before year end, the Company
received notification of a temporary suspension of exploration,
trial mining and processing operations at Gakara. During this
Government-mandated suspension, operating costs in Burundi have
been minimised, with the vast majority of staff placed on
suspension, such that the ongoing situation is not having a
significant impact on the Company's cash flow forecasts. Whilst the
exploration and trial mining operation remains on care and
maintenance, we continue to take a steadfast approach to resolving
these issues and recommencing the positive contributions we make in
Burundi to the benefit of all our stakeholders.
We enhanced our senior project development team in 2021 through
the appointments of Chris le Roux and Charles Graham who work
closely with Rainbow's Technical Director, Dave Dodd. With their
combined wealth of experience, they will be instrumental in the
successful delivery of Phalaborwa.
Given its unique nature, it is our belief that Phalaborwa will
be capable of reaching production of mixed rare earth carbonate
faster than any other rare earth development project globally.
Therefore, with continued strong progress being made at this
project, coupled with the favourable supply/demand fundamentals in
the rare earths market outlook, I remain confident that Rainbow is
optimally positioned to become a globally-significant producer of
rare earth metals, supplying the building blocks for the green
revolution.
Operations report
Phalaborwa
Located in South Africa, Phalaborwa comprises two gypsum stacks
which contain an inferred mineral resource estimate of 38.3Mt at
0.43% TREO derived from historic phosphate hard rock mining.
High-value NdPr oxides represent 29.1% of the TREO, which is
believed to represent one of the largest weightings of any project
in the world. In addition to this, there are economic Dysprosium
and Terbium oxide credits which enhance the overall value of the
rare earth basket contained in the stacks.
The Company has made strong progress towards the delivery of the
Phalaborwa Project since signing the Joint Venture agreement in
November 2020 for a total consideration of US$750,000. This has
included the publication of initial metallurgical test work results
in May and the announcement of a maiden JORC mineral resource
estimate in June 2021.
Contained in a "cracked" chemical form in the gypsum stacks, a
mixed rare earth carbonate can be produced without the need to
first produce a mineral concentrate and then "crack" it prior to
separation of individual rare earth oxides. This removes a complex
and costly stage in the standard process for a typical rare earth
mineral project, enabling the Company to deliver a higher-value
carbonate with lower operating costs. The expected cost benefits
are also enhanced by the fact that the gypsum stacks will not
require hard-rock mining (including waste stripping), or energy
intensive crushing and grinding of the primary ore source.
Metallurgical test work results published, in May 2021, have
confirmed that the gypsum stacks are amenable to simple, direct
leaching with low-cost sulphuric or hydrochloric acid without
pre-treatment, at ambient temperature and pressure. The mineral
resource estimate and metallurgical test work results received to
date have also confirmed that the gypsum stacks are homogenous in
nature, with minimal geological uncertainty, substantially
de-risking the project.
The low levels of radioactive elements present in the stacks
reinforce the view that Phalaborwa will be well suited to a
simplified processing flow sheet, with anticipated lower energy and
reagent requirements than a traditional project. Further
metallurgical test work continues at ANSTO Minerals in Australia,
focused upon optimisation of leach recovery, acid consumption and
initial selective recovery of the rare earths from the leach
solution to design an optimised processing circuit for recovery of
a mixed rare earth carbonate.
The Company plans to complete the PEA for Phalaborwa in H2 2021.
This will compare a conventional route to produce a Cerium-depleted
mixed rare earth carbonate versus an alternative flowsheet that
bypasses the carbonate stage and delivers three higher value
products, comprising NdPr oxide, Tb oxide and Dy oxide. The results
will then guide the direction for development of a feasibility
study.
Further downstream processing to separate and purify individual
oxides is anticipated to deliver the following benefits compared to
a traditional flowsheet:
-- The enhanced flowsheet is expected to be capable of
delivering a higher value product, delivering the full value of the
separated rare earth metal oxides. By comparison, Rainbow's Gakara
Project has produced a high-grade mineral concentrate, which has
been sold to China for further downstream beneficiation/processing,
realising approximately 30% of the contained rare earths metal
oxide value. The traditional flowsheet at Phalaborwa would produce
a mixed rare earth carbonate, realising approximately 60% - 65% of
the contained metal oxide value. This compares to 100% of the metal
oxide value we could achieve by going further downstream to produce
separated individual oxides.
-- Capital and operating expenditure cost savings are expected
compared to the initial traditional flowsheet to produce a mixed
rare earth carbonate for further processing in a dedicated
separation facility.
-- Only the high value rare earths will be separated and
recovered (Nd, Pr, Tb and Dy, which represent 95% of the Phalaborwa
rare earths basket value), thereby enabling the Company to capture
the full benefit of additional value from downstream processing
without superfluous capital and operating expenditure which would
be needed to separate all the individual rare earth elements
present in the stacks.
Located in an established mining town in the Limpopo province of
South Africa, Phalaborwa benefits from all the associated skilled
labour availability and supporting industry (such as the local
production of sulphuric acid, which will likely be a key reagent
for the project). Sasol's pilot plant remains on site, alongside
the Phosphoric Acid Plant equipment. Existing infrastructure
includes a high voltage switchyard (providing access to Eskom grid
power), machine shops, workshops, laboratory buildings,
administration offices, acid storage and ammonia tanks, boilers and
rail sidings.
Rare earths separation technology agreement
Post year end, Rainbow entered into an exclusive IP licensing
agreement with K-Technologies, Inc. ("K-Tech") in September 2021 to
use its rare earths separation technology in the SADC ([1])
region.
-- The IP is suitable for use in the downstream separation of
REEs into separated REOs or carbonates in phosphogypsum
applications.
-- The process achieves the separation of REO in fewer stages
with greater flexibility leading to capital and operating
expenditure savings.
-- The process eliminates the use of toxic and highly flammable
solvents and diluents with significant environmental and safety
advantages.
-- Individual rare earths are targeted in solution, removing the
requirement to separate a full spectrum of REOs, creating
substantial efficiencies in a processing circuit.
In the case of Phalaborwa, K-Tech could develop the IP to target
the specific REOs of value within the asset's gypsum stacks (NdPr,
Dy and Tb), generating cost savings and simplifying the separation
process.
Gakara
Gakara, which is located in Western Burundi, approximately 20km
south-southeast of Bujumbura, has produced one of the highest-grade
concentrates in the world at 54% TREO. Trial mining and processing,
carried out at the operation since 2017, have demonstrated the
deposit's amenability to simple open pit mining and low-cost
gravity separation from ore sourced from high-grade stockwork vein
systems across the licence area.
The Company received notification from the Government of Burundi
in April 2021 of a temporary suspension on the export of
concentrate, and subsequently the suspension of exploration, trial
mining and processing operations in June 2021. Operations were
therefore placed on care and maintenance, with the majority of
local staff being placed on suspension and short-term cash
requirements in Burundi minimised. Due to Gakara's stage of
development, which remains in the exploration and trial mining
phase, this development is not expected to have a material impact
on the Company's short term cash flow projections, which envisage
an ongoing investment programme in Burundi. Rainbow's operating
subsidiary, Rainbow Mining Burundi SM ("RMB") holds approximately
420 tonnes of concentrate available for export which is expected to
provide funding for the re-commencement of operations once
permitted.
The Company understands that the primary concerns of the
Government relate to the pricing of the rare earth mineral
concentrate sold by RMB. Rainbow notes that this was addressed
comprehensively in an independent report, dated 26 July 2019,
commissioned by the World Bank at the request of the Government and
compiled by SRK Consulting. This report, accepted by the Government
in 2020, concluded that:
-- The price paid by ThyssenKrupp, the multinational industrial
group, for the Gakara rare earth mineral concentrate, which is
established on the basis of internationally recognised pricing, is
commercial and forms a reliable foundation for the computation of
royalties payable to the Government.
-- The export grades of each shipment are independently verified
as accurate by two internationally recognised laboratories (ALS
Laboratories in Canada and Baotou Research Institute of Rare Earths
in China) and have been correctly reported to the Government for
each shipment from Gakara to date.
-- That Rainbow is a "model company for new market entrants".
-- Prior to the suspension of trial mining at the end of June,
641 tonnes of concentrate were produced at Gakara in FY 2021,
representing a 77% increase on 363 tonnes produced in FY 2020. This
growth was driven by additional trial mining areas to the east of
the existing Murambi operations, opened up in early March 2021
following the commissioning of a new excavator and expanded fleet
of haulage trucks.
The Company continues to engage constructively with the Ministry
and other stakeholders to resolve this issue and allow exploration
activities including trial mining operations and exports to
recommence.
Financial Review
Profit and loss
Despite the impact of the export ban limiting sales, revenue in
FY 2021 was 51% higher than realised in FY 2020 with 350 tonnes of
concentrate sold at an average realised price of US$1,825/t
compared to 275 tonnes at US$1,535/t. With 420 tonnes of
concentrate on hand at 30 June 2021, with an estimated sale value
of US$3,000/t, the impact of strengthening production and rare
earth prices is not fully reflected in the income statement for the
year.
As the Company remains in an exploration and evaluation stage at
Gakara, US$0.4 million of costs associated with trial mining and
processing, net of associated revenue and movements in the
stockpile of finished concentrate, have been capitalised to
exploration and evaluation assets in the year (FY 2020: US$1.1
million). Depreciation charged in the year relating to the Gakara
mining fleet totalling US$0.3 million (FY 2020: US$0.2 million) was
also capitalised. In the prior year a gross loss was reported,
reflecting the mining and processing costs incurred in July and
August 2019, prior to a strategic review which recognised that the
Gakara asset is not in commercial production. The reduction in
losses both recognised in the income statement and capitalised in
the year reflects the improved performance of the trial mining and
processing activities at Gakara.
Administration expenses in FY 2021 totalled US$2.7 million
compared to US$2.1 million in FY 2020. The increase in the current
year relates primarily to share option charges of US$0.5 million,
with options issued to the new executive management team and
non-executive directors. Prior to the issue of options in January
2021, no options had been issued since 2017, with all costs
associated with issued share options fully expensed at 30 June
2020. Depreciation included in the income statement in the year
totalled US$37k mainly relating to right of use assets.
Finance income of US$0.4 million (FY 2020: US$0.9 million)
relates primarily to foreign exchange gains on movements primarily
between the Burundian Franc ('BIF') and US dollars, the functional
currency of the Group. Finance costs of US$0.5 million (FY 2020
US$0.2 million) include US$0.4 million of costs associated with the
US$0.9 million bridge loan from Pipestone Capital Inc, in which
George Bennett, CEO, has a beneficial interest, together with costs
of a loan with the Group's bank in Burundi, FinBank.
The corporation tax rate in Burundi is 30%, however no taxable
profits were earned during the period. In the absence of taxable
profit, a minimum tax is charged calculated as 1% of revenue,
totalling US$2k in the year (FY 2020: US$9k).
Balance sheet
At 30 June 2021, a total of US$9.8 million of exploration and
evaluation assets were included on the balance sheet (at 30 June
2020: US$7.6 million). Exploration and evaluation assets totalling
US$2.2 million were capitalised during the year including:
-- US$0.75 million consideration for the Phalaborwa earn-in
agreement, of which US$0.25 million was settled in cash, US$0.25
million settled in shares and US$0.25 million (to be settled in
cash or shares at the election of Bosveld Phosphates (Pty) Limited,
remains in creditors at the year end);
-- US$0.4 million of other costs relating to the Phalaborwa
asset, principally relating to the costs of resource definition and
metallurgical test work for the material in the gypsum stacks;
-- US$0.7 million of costs related to the trial mining and
processing operations at Gakara, including US$0.3 million of
associated depreciation for the mining fleet, as explained above;
and
-- US$0.4 million of other costs relating to Gakara including
regional exploration work and costs associated with the mining
licence.
Further investment for property, plant and equipment was also
made at Gakara, with US$0.7 million of additions to expand capacity
of the mining fleet and improve performance at the pilot plant,
including dealing with known bottlenecks to allow for further
growth in trial mining production.
Inventory at 30 June 2021 totalled US$0.9 million (at 30 June
2020: US$0.2 million). The significant growth in available for sale
concentrate in Burundi from US$0.1 million to US$0.7 million
resulted from the build up in concentrate resulting from the export
ban imposed by the Government of Burundi in April 2021. In
addition, consumables representing spare parts for the mining fleet
and plant were in transit from South Africa to Burundi at the
year-end and are included in stock.
Trade and other receivables totalled US$0.4 million at 30 June
2021 (30 June 2020: US$0.9 million). A total of US$0.6 million
receivables from a placing undertaken in June 2020 were received in
July 2020, driving down the overall balance at the current
year-end. The remainder of trade and other receivables primarily
relates to tax receivables in Burundi. The US$0.3 million royalty
receivable was impaired to US$0.2 million at 30 June 2021 to
reflect uncertainty in the recovery of this balance. In addition,
following a tax audit in Burundi, an amount of reverse VAT was
found not to have been paid from the period between 2017 and 2019,
and has been provided for at 30 June 2021, of which US$0.2 million
will be recoverable.
Trade and other payables totalled US$1.0 million at 30 June 2021
(30 June 2020: US$0.7 million). Trade payables were US$0.2 million
lower than at 30 June 2020, reflecting standard trading terms for
all suppliers. The increase includes US$0.3 million accrued for the
results of the Burundi tax audit for 2017-19 noted above and
US$0.25 million for the final consideration payment due for the
Phalaborwa earn-in agreement noted above.
The Company had borrowings of US$1.9 million at 30 June 2021 (30
June 2020: US$1.7 million). The movement reflects monthly
repayments against the FinBank loan in Burundi, off-set by interest
accrued on the Pipestone loan noted above and a revaluation of the
warrants initially issued in lieu of interest on the original loan
in February 2020.
Cashflow
Net cash in the 12 months to 30 June 2021 decreased by US$0.2
million (FY 2020: increase of US$0.7 million). Financing inflows
totalled US$4.3 million (FY 2020: US$5.9 million), as set out
below. These were invested US$2.7 million (FY 2020: US$2.4 million)
in tangible and intangible assets associated with the Phalaborwa
and Gakara Projects and US$1.9 million (FY 2020: US$2.8 million) to
fund operating activities.
Financing
In order to fund ongoing capital and operating cost
requirements, the Company raised a net US$4.6 million (FY 2020
US$5.1 million) via the issue of new equity during the year as set
out below:
-- In November 2020 an equity placing raised net proceeds of
US$3.4 million with new and existing shareholders at a price of 6
pence per share via the issue of 42.7 million shares.
-- Between December 2020 and April 2021, Australian Special
Opportunity Fund, LP exercised options over 10.5 million shares at
an exercise price of 5.28p per share, raising gross cash proceeds
of US$763k.
In addition, during the year the Company drew and repaid a
short-term bridge loan from related parties totalling US$0.3
million and settled US$0.3 million of interest and capital against
the FinBank loan in Burundi.
In February 2020 Pipestone Capital Inc, in which George Bennett,
the Company's CEO, has a beneficial interest, provided a US$1
million bridging loan to the Group. In June 2020 the loan was
refinanced with US$75k settled via the issue of ordinary shares.
From December 2020 the loan has been further refinanced, bearing
interest, with US$84k interest accruing in the year.
At 30 June 2021, the Group had US$0.6 million of available cash.
Subsequent to the year end, in October 2021, the Company has raised
a further US$8.8 million via the issue of 42.9 million shares at a
price of 15 pence per share (including US$2.0 million representing
10 million shares to be issued subject to shareholder approval at
the AGM). The Group's reasonably plausible downside scenario cash
flow forecasts demonstrate that the Group will have US$2.2 million
available at 31 December 2022, excluding the conditional US$2.0
million funds raised and before any discretionary expenditure.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 30 June 2021
Year ended Year ended
30 June 30 June
Notes 2021 2020
US$'000 US$'000
Revenue 639 422
Production and sales costs (639) (905)
---------- ----------
Gross loss - (483)
Administration expenses (2,707) (2,389)
Loss from operating activities (2,707) (2,872)
---------- ----------
Finance income 433 856
Finance costs (466) (209)
Loss before tax (2,740) (2,225)
---------- ----------
Income tax expense (2) (9)
Total loss after tax and comprehensive expense for the year (2,742) (2,234)
========== ==========
Total loss after tax and comprehensive expense for the year is attributable to:
Non-controlling interest (52) (60)
Owners of parent (2,690) (2,174)
---------- ----------
(2,742) (2,234)
========== ==========
The results of each year are derived from continuing operations
Loss per share (cents)
Basic 3 (0.60) (0.58)
Diluted 3 (0.60) (0.58)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2021
Year ended Year ended
Notes 30 June 30 June
2021 2020
US$'000 US$'000
Non-current assets
Exploration and evaluation assets 4 9,751 7,572
Property, plant, and equipment 5 1,354 942
Right of use assets 70 104
Total non-current assets 11,175 8,618
----------- -----------
Current assets
Inventory 863 167
Trade and other receivables 441 938
Cash and cash equivalents 573 788
----------- -----------
Total current assets 1,877 1,893
----------- -----------
Total assets 13,052 10,511
----------- -----------
Current liabilities
Trade and other payables (1,009) (698)
Borrowings 6 (1,231) (1,093)
Lease liabilities (14) (33)
Total current liabilities (2,254) (1,824)
Non-current liabilities
Borrowings 6 (662) (587)
Lease liabilities (69) (95)
Provisions (61) (100)
----------- -----------
Total non-current liabilities (792) (782)
Total liabilities (3,046) (2,606)
----------- -----------
NET ASSETS 10,006 7,905
Equity
Share capital 7 32,465 28,132
Share-based payment reserve 1,295 1,099
Share warrant reserve - 40
Other reserves 60 60
Retained loss (22,878) (20,542)
----------- -----------
Equity attributable to the parent 10,942 8,789
Non-controlling interest (936) (884)
TOTAL EQUITY 10,006 7,905
=========== ===========
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2021
Shares Share- Share Attributable
Share to be based warrant Other Accumulated to the Non-controlling
capital issued Payments reserve reserves losses parent interest Total
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
Balance at 1
July 2019 20,056 1,375 1,764 40 - (19,040) 4,195 (824) 3,371
-------- -------- -------- -------- -------- ----------- ------------ --------------- -------
Total
comprehensive
expense
Loss and total
comprehensive
loss for year - - - - - (2,174) (2,174) (60) (2,234)
Transactions
with owners
Issue of shares
during the
year 8,385 (1,375) - - - - 7,010 - 7,010
Share placing
transaction
costs (309) - - - - - (309) - (309)
Discount on
interest free
bridge loan
provided by
shareholder - - - - 60 - 60 - 60
Fair value of
employee share
options in
year - - 7 - - - 7 - 7
Employee share
options
exercised,
lapsed or
cancelled
following
vesting - - (672) - - 672 - - -
-------- -------- -------- -------- -------- ----------- ------------ --------------- -------
Balance at 30
June 2020 28,132 - 1,099 40 60 (20,542) 8,789 (884) 7,905
Total
comprehensive
expense
Loss and total
comprehensive
loss for year - - - - - (2,690) (2,690) (52) (2,742)
Transactions
with owners
Shares placed
during the
year for cash
consideration 3,423 - - - - - 3,423 - 3,423
Share placing
transaction
costs (85) - - - - - (85) - (85)
Non-cash issue
of shares
during the
period 250 - 250 - 250
Share warrants
expired in the
year - - - (40) - 40 - - -
Fair value of
employee share
options in
year - - 510 - - - 510 - 510
Share options
exercised in
the year, net
of costs 745 - (314) - - 314 745 - 745
Balance at 30
June 2021 32,465 - 1,295 - 60 (22,878) 10,942 (936) 10,006
-------- -------- -------- -------- -------- ----------- ------------ --------------- -------
CONSOLIDATED CASH FLOW STATEMENT
For the year ended 30 June 2021
Notes For year ended For year ended
30 June 30 June
2021 2020
US$'000 US$'000
Cash flow from operating activities
Loss from operating activities (2,707) (2,872)
Adjustments for:
Depreciation 37 279
Profit on disposal of fixed assets 13 - 4
Share-based payment charge 22 510 7
Directors fees settled in shares - 96
Operating loss before working capital changes (2,160) (2,486)
Net increase in inventory 14 (121) (22)
Net (increase)/decrease in trade and other receivables 15 (62) 126
Net increase/(decrease) in trade and other payables 17 136 (1,188)
--------------- ---------------
Cash used by operations (2,207) (3,570)
Realised foreign exchange gains 359 855
Finance income 6 - 2
Finance costs 7 (23) (5)
Taxes paid 10 - (41)
--------------- ---------------
Net cash used in operating activities (1,871) (2,759)
--------------- ---------------
Cash flow from investing activities
Purchase of property, plant & equipment 13 (690) (378)
Exploration and evaluation costs 12 (2,024) (2,045)
Proceeds from sale of property, plant & equipment 13 - 3
Net cash used in investing activities (2,714) (2,420)
--------------- ---------------
Cash flow from financing activities
Proceeds of new borrowings 18 275 1,000
Repayment of borrowings 18 (438) (74)
Interest payments on borrowings 18 (104) (137)
Payment of lease liabilities 19 (56) (22)
Proceeds from the issuance of ordinary shares 21 4,727 5,390
Transaction costs of issuing new equity 21 (85) (309)
Net cash generated by financing activities 4,319 5,848
--------------- ---------------
Net increase/(decrease) in cash and cash equivalents (266) 669
--------------- ---------------
Cash & cash equivalents at the beginning of the year 788 119
Foreign exchange gains on cash and cash equivalents 51 -
Cash & cash equivalents at the end of the year 16 573 788
=============== ===============
Notes:
1. Basis of Preparation
The financial information set out herein does not constitute the
Group's statutory financial statements for the year ended 30 June
2021, but is derived from the Group's audited financial statements.
The auditors have reported on the FY 2021 financial statements and
their reports were unqualified. The financial information in this
statement is audited but does not have the status of statutory
accounts.
The financial statements and the information contained in this
announcement have been prepared in accordance with International
Financial Reporting Standards (IFRS) as adopted by the European
Union (EU), including International Accounting Standards and
Interpretations issued by the International Financial Reporting
Interpretations Committee (IFRIC). This is consistent with the
accounting policies in the 30 June 2020 financial statements.
2. Going Concern
As at 26 October 2021, the last practicable date before the
publication of these accounts, the Company had total cash of US$6.3
million having received GBP4.9 million (US$6.7 million) from an
equity fundraise announced on 13 October 2021. The equity fundraise
includes a further GBP1.5 million (US$2.0 million) of expected
gross proceeds subject to shareholder approval, which is expected
to be received by 22 November 2021.
The Board have reviewed a range of potential cash flow forecasts
for the period to 31 December 2022, including reasonable possible
downside scenarios. This has included the following
assumptions:
Corporate:
The forecast includes US$2.5 million of ongoing general and
administrative costs of the Group over the 18-month period from 1
July 2021 to 31 December 2022, based on the current administrative
costs of the Group.
At 30 June 2021 the Group has US$1.6 million of undiscounted
financing liabilities including:
-- US$1.0 million, including accrued interest, in an unsecured
loan from Pipestone Capital, a Company associated with George
Bennett, CEO, which is expected to be repaid from the proceeds of
the post year end equity fundraise.
-- US$0.6 million in a term loan from FinBank in Burundi.
Capital repayment of this loan is suspended until 31 December 2021
subject to the Gakara operation remaining suspended in Burundi.
From 1 January 2022 repayments will recommence at a rate of US$21k
per month (including interest), which is included in the Group's
cash flow forecasts within the care and maintenance costs for the
Gakara project.
Management's reasonably plausible downside scenario includes
repayment of the above liabilities together with the settlement in
cash of:
-- US$2.7 million for ongoing general and administrative costs
of the Group, inclusive of a 10% contingency for unexpected
costs.
-- US$0.25m for the final balance due in December 2022 under the
Phalaborwa earn-in agreement, which can be settled in cash or
shares at the election of Bosveld Phosphates (Pty) Limited.
The reasonably plausible downside scenario also excludes the
final US$2.0 million placing proceeds expected to be received by 22
November 2021 as these are subject to approval of shareholders for
the disapplication of pre-emption rights at the Annual General
Meeting to be held on 17 November 2022.
Phalaborwa:
This forecast assumes the completion of the Phalaborwa PEA in H2
2021 at a total cost of US$0.5 million. As there are no other
committed costs for Phalaborwa, with the estimated US$3.0 million
costs required to complete the bankable feasibility study being
discretionary, management's reasonably plausible downside scenario
includes no further expenditure for the Phalaborwa project.
Gakara:
The cash flow forecasts assumes ongoing care and maintenance
costs totalling US$1.0 million for the forecast period. In the
event that the Gakara project returns to operations, stock of rare
earth concentrate with an estimated gross sales value of US$1.3
million would be sold to provide the funds to re-commence trial
mining and processing operations. The forecasts show that, with the
current productive capacity of the trial mining operations, the
Gakara project would not require additional financial support from
Rainbow Rare Earths Limited at current rare earth prices.
Conclusion
Based on Management's reasonably plausible downside scenario
outlined above the Group will have US$2.2 million available at the
end of the forecast period before any discretionary expenditure
such as the US$3.0m estimated costs required to complete the
Phalaborwa bankable feasibility study.
Accordingly, the Board are satisfied that the Group has
sufficient cash resources to continue its operations and meet its
commitments for the foreseeable future and have concluded that it
is appropriate for the financial statements to be prepared on a
going concern basis.
3. LOSS PER SHARE
The earnings per share calculations for 30 June 2021 reflect the
changes to the number of ordinary shares during the period.
At the start of the year, 421,981,551 shares were in issue.
During the year, a total of 54,429,883 new shares were allotted
(see note 7 Share Capital) and on 30 June 2021, 476,411,434 shares
were in issue. The weighted average of shares in issue in the year
was 450,749,572.
The loss per share have been calculated using the weighted
average of ordinary shares. The Company was loss making for all
periods presented, therefore the dilutive effect of share options
has not been taken account of in the calculation of diluted
earnings per share, since this would decrease the loss per share
for each reporting period.
Basic and diluted
2021 2020
---------------- ---------------
Loss for the year (US$'000) attributable to ordinary equity holders (2,690) (2,174)
Weighted average number of ordinary shares in issue during the year 450,749,572 373,141,644
Loss per share (cents) (0.60) (0.58)
---------------- ---------------
4. EXPLORATION AND EVALUATION ASSETS
Gakara Phalaborwa Total
US$'000 US$'000 US$'000
At 1 July 2019 - - -
Transferred from Property Plant & Equipment 5,417 - 5,417
Additions 2,155 - 2,155
---------------------------------------------- ------- ---------- -------
At 30 June 2020 7,572 - 7,572
Additions 1,102 1,116 2,218
Adjustment of rehabilitation provision (39) - (39)
---------------------------------------------- ------- ---------- -------
At 30 June 2021 8,635 1,116 9,751
---------------------------------------------- ------- ---------- -------
During the year the Company entered into an agreement to earn up
to an 85% interest in the Phalaborwa rare earths project in South
Africa. The project represents an opportunity to extract rare earth
elements from the chemical re-treatment of gypsum stacks. A JORC
compliant rare earth resource was declared on 17 June 2021 and the
costs of establishing the commercial viability of development for
the project are being capitalised as exploration and evaluation
assets under IFRS 6. Additions in the year include US$750k
consideration payable under the earn-in agreement of which US$500k
was settled during the year: US$250k in cash and US$250k by the
issue of 1,229,883 new Ordinary Shares of no par value in the
Company on 25 June 2021. The remaining US$250k will be settled in
December 2021 in cash or shares at the election of the joint
venture partner, Bosveld Phosphates (Pty) Ltd. The remaining
additions of US$366k represent cost associated with the definition
of the inferred mineral resource, ongoing metallurgical test work
and technical support costs associated with defining the optimal
processing flow sheet for the project.
Included within Gakara additions is US$989k related to gross
losses earned during the exploration phase which represent a
contribution towards exploration costs incurred. Gakara additions
also include US$269k of depreciation on assets used in trial mining
and processing operations at the project.
FinBank SA hold security over the fixed and floating assets of
Rainbow Mining Burundi SM ('RMB') which include US$7.3 million of
exploration and evaluation assets associated with the Gakara mining
permit in Burundi.
On 12 April 2021 RMB received notification from the Ministry of
Hydraulics, Energy and Mines of the Republic of Burundi of a
temporary suspension on the export of concentrate produced from the
trial mining and processing operations at the Gakara Project. On 29
June 2021 a further notification was received temporarily
suspending all trial mining and processing operations pending
negotiations on the terms of the Gakara mining convention signed in
2015.
Following various face to face meetings in Burundi in April,
June and July 2021 the Company understands that the primary
concerns of the Government relate to the pricing of the rare earth
mineral concentrate sold by RMB. This was addressed comprehensively
in an independent report, dated 26 July 2019, that was commissioned
by the World Bank at the request of the Government of Burundi and
compiled by SRK Consulting. This report, accepted by the Government
in 2020, concluded that:
-- The price paid by ThyssenKrupp, the multinational industrial
group, for the Gakara rare earth mineral concentrate, which is
established on the basis of internationally recognised pricing, is
commercial and forms a reliable foundation for the computation of
royalties payable to the Government.
-- The export grades of each shipment are independently verified
as accurate by two internationally recognised laboratories (ALS
Laboratories in Canada and Baotou Research Institute of Rare Earths
in China) and have been correctly reported to the Government for
each shipment from Gakara to date.
-- That Rainbow is a "model company for new market entrants"
RMB continues to engage positively with the Government of
Burundi to arrange discussions to allow export of rare earth
concentrate to resume along with trial mining and processing
activities. The Directors have also confirmed from independent
legal advisors that the mining convention in place between RMB and
the Government of Burundi remains legally binding on both parties,
and that the actions of the Government of Burundi have not been in
accordance with that legally binding agreement.
Based on an assessment of both the legal and political position,
the Directors have a reasonable expectation that the current
temporary suspension does not represent a threat to the licence and
activities will be allowed to re-start. Accordingly, the Directors
do not believe this uncertainty represents an indication of
impairment of the exploration and evaluation assets at Gakara, or
the associated property, plant and equipment or inventory within
the Gakara cash generating unit. The Directors do not consider
there to be any indicators of impairment for the Gakara cash
generating unit, however they note that the current suspension of
activities could result in future losses for the Group if it is not
resolved as anticipated.
5. PROPERTY, PLANT AND EQUIPMENT
US$'000 Mine development Plant & machinery Vehicles Office equipment Mine restoration Total
costs
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
Cost
At 1 July 2019 9,317 2,665 709 41 100 12,832
Additions - - 370 8 - 378
Disposals - - (5) (4) - (9)
Transfer to
Intangible Fixed
assets (9,134) - - - (100) (9,234)
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
At 30 June 2020 183 2,665 1,074 45 - 3,967
Additions - 182 508 - - 690
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
At 30 June 2021 183 2,847 1,582 45 - 4,657
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
Depreciation
At 1 July 2019 3,510 2,665 142 7 100 6,424
Charge for year 254 - 157 9 - 420
Eliminated on
disposals/transfers - (1) (1) - (2)
Transfer to
Intangible Fixed
assets (3,717) - - - (100) (3,817)
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
At 30 June 2020 47 2,665 298 15 - 3,025
Charge for the year 26 2 241 9 - 278
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
At 30 June 2021 73 2,667 539 24 - 3,303
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
Net Book Value at 30
June 2021 110 180 1,043 21 - 1,354
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
Net Book Value at 30
June 2020 136 - 776 30 - 942
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
Net Book Value at 30
June 2019 5,807 - 567 34 - 6,408
--------------------- --------------------- ----------------- -------- ---------------- ---------------- -------
Depreciation of US$269k (2020: US$157k) relating to mining
vehicles, plant & machinery and site infrastructure was
capitalised in the year as part of Exploration and Evaluation
costs.
FinBank SA hold security over the fixed and floating assets of
Rainbow Mining Burundi SA which include US$1,353k (2020: US$941k)
of property, plant and equipment in Burundi.
As set out in note 4 the Directors recognise the uncertainty
relating to the temporary suspension of trial mining and processing
activities in Burundi which could impact the carrying value of the
property, plant and equipment within the Gakara cash generating
unit, which comprises US$1,353k of the net book value at the
balance sheet date.
6. BORROWINGS
Year Ended Year Ended
30 June 2020 30 June 2020
US$'000 US$'000
Finbank Loan 579 762
Pipestone Loan 1,008 868
Warrant liability 306 50
Total borrowings 1,893 1,680
-------------- --------------
Borrowings fall due:
Due within one year 1,231 1,093
Due between 2 to 5 years 662 587
-------------- --------------
1,893 1,680
-------------- --------------
The following table analyses the movement in borrowings:
Year ended Year ended
30 June 2021 30 June 2020
US$'000 US$'000 US$'000 US$'000
Borrowings brought forward 1,680 1,562
Cash flows from borrowings
Drawdown of borrowings 275 1,000
Repayment of borrowings (438) (74)
Interest paid (104) (118)
(267) 808
Non-cash movement in borrowings
Interest charge on borrowings 244 171
Settlement of borrowings in shares - (779)
Valuation of warrant liability 256 50
Settlement of interest via issue of warrants - (50)
Extinguishment of Pipestone bridge loan (925) (925)
Drawn down of renewed Pipestone bridge loan 925 925
Discount for deemed interest on related party loan - (60)
Other (20) (22)
480 (690)
--------
Borrowings carried forward 1,893 1,680
-------- --------
Finbank Loan
The Finbank loan facility in Burundi is expressed in BIF and
carries an interest rate of 15%. Interest has been paid throughout
the period. Capital repayments have been suspended since April 2021
as a result of the export ban imposed in Burundi on the Group's
rare earth concentrate from trial mining and processing activities.
This is not a substantial modification of the loan.
Under the terms of this loan, Finbank has security over the
fixed and floating assets of Rainbow Mining Burundi SM ('RMB', the
local operating company in Burundi which owns the Gakara project
and mining permit), the shares of RMB, and the cash held in RMB's
Finbank bank accounts. Interest on the loan amounted to US$98k
(2020: US$118k).
Bridge Loan
A US$275k short term bridge loan was received from certain
Directors and senior managers in October 2020 and repaid in full in
December 2020 after a successful equity fundraising. Interest
totalling US$5k was paid on the loan.
Pipestone Bridge Loan
On 21(st) February 2020 Pipestone Capital Inc, in which George
Bennett, the Company's CEO, has a beneficial interest, provided a
US$1 million unsecured bridging loan to the Company. The loan did
not bear interest, with the finance cost provided by the issue of 2
million warrants with a 4 year life over the Company's shares at a
strike price of 4.55p/share (a 30% premium to the 20 day VWAP and a
1.25p premium to the 3.3p/share closing mid-market price on the
date of the loan).
In June 2020 the original Pipestone loan was re-financed, with
US$75k repaid via the issue of 1,993,779 shares as part of the
equity placing announced on 22(nd) June 2020 at a price of GBP0.03
per share. The remaining US$925k was extinguished and replaced with
a new, interest free, unsecured bridging loan of US$925k pending a
larger capital raise. No further warrants were issued.
The loan was further refinanced following an equity raise in
November 2020, which triggered a repayment obligation for the loan.
The Company had no headroom under the prospectus directive
regulations to issue shares at the price of the November 2020
equity raise to repay the loan and had insufficient funds to allow
for repayment in cash. As a result, the US$925k interest-free
liability was extinguished and replaced with a new unsecured bridge
loan from 1 December 2020 which bears interest at a rate of 15% per
annum. The loan is repayable on the earlier of 31 December 2021 or
the date of a future equity fundraise of at least US$5 million.
7. SHARE CAPITAL
Year Ended Year Ended
30 June 2021 30 June 2020
US$'000 US$'000
Share Capital 32,465 28,132
------------- -------------
Issued Share Capital (nil par value) 32,465 28,132
------------- -------------
The table below shows a reconciliation of share capital
movements:
Number of shares US$'000
At 1 July 2019 216,339,000 20,056
July 2019 - share placing - cash receipts net of costs 121,207,779 4,275
July 2019 - share placing - employee bonuses and fees 4,859,603 185
July 2019 - Pella Convertible 18,636,040 704
July 2019 - Lind Convertible 19,272,462 1,376
June 2020 - share placing - cash receipts net of costs 37,138,284 1,366
June 2020 - share placing - non-executive director fees 2,534,604 95
June 2020 - partial repayment of Pipestone loan 1,993,779 75
At 30 June 2020 421,981,551 28,132
November 2020 - share placing - cash receipts net of costs 42,700,000 3,338
December 2020 - Exercise of share options (cash receipts) 3,000,000 215
January 2021 - Exercise of share options (cash receipts) 4,000,000 290
February 2021 - Exercise of share options (cash receipts) 2,700,000 200
April 2021 - Exercise of share options (cash receipts) 800,000 58
Costs associated with exercise of share options - (18)
June 2021 - Phalaborwa consideration shares 1,229,883 250
476,411,434 32,465
---------------- --------
On 3 July 2019 the Company issued 121.2 million new ordinary
shares at a price of 3 pence per share, raising gross cash proceeds
of US$4.6 million (before costs of US$0.3 million). At the same
time the Company issued:
-- 4.9 million new ordinary shares at a price of 3 pence per
share as settlement of employee bonuses and non-executive director
fees.
-- 18.6 million new ordinary shares at a price of 3 pence per
share representing the settlement of an unsecured bridge loan of
US$0.7 million originally drawn in June 2019 from Pella Ventures
Limited (an entity in which the Company's chairman has a beneficial
interest).
-- 19.3 million new ordinary shares representing the conversion
of the Lind facility announced on 10(th) June at a conversion price
of 2.69 pence per share.
On 22 June 2020 the Company issued 37.1 million new ordinary
shares at a price of 3 pence per share, raising gross cash proceeds
of US$1.4 million (before costs of US$38k). At the same time the
Company issued:
-- 2.5 million new ordinary shares at a price of 3 pence per
share as settlement of non-executive director fees.
-- 2.0 million new ordinary shares at a price of 3 pence per
share representing the partial settlement of the Pipestone
loan.
On 27 November 2020, the Company issued 42.7 million new
ordinary shares at a price of 6 pence per share , raising gross
cash proceeds of US$3.4 million (before costs of $85k).
These allotments included the following related parties:
Placing June 2020 Placing November 2020
No of shares US$'000 No of shares US$'000
Adonis Pouroulis (Director) 3,359,648 126 - -
George Bennett (Director) 1,993,779 75 - -
Alex Lowrie (Director) 458,332 17 - -
Atul Bali (Director) 1,783,332 67 - -
Robert Sinclair (Director) 458,332 17 - -
Shawn McCormick (Director) 1,787,518 67 - -
Others (not related parties) 31,825,726 1,167 42,700,000 3,338
------------------ ----------- ---------------- ---------
Total 41,666,667 1,536 42,700,000 3,338
------------------ ----------- ---------------- ---------
Between December 2020 and April 2021 Australian Special
Opportunity Fund, LP exercised options over 10.5 million shares at
an exercise price of 5.28p per share, raising gross cash proceeds
of US$763k (before costs of US$18k).
On 25 June 2021 1,229,882 shares were issued to Bosveld
Phosphates (Pty) Limited to settle US$250,000 consideration due
under the Phalaborwa co-development agreement originally announced
on 3 November 2020.
8. POST BALANCE SHEET EVENTS
On 14 July 2021 Australian Special Opportunity Fund, LP
exercised options over 2.5 million shares at an exercise price of
5.28p per share, raising gross cash proceeds of US$182k.
On 19 October 2021 the Company issued 32.9 million new ordinary
shares at a price of 15 pence per share, raising gross cash
proceeds of GBP4.9 million (US$6.7 million) (before costs of US$0.2
million) by way of a placing, with a further 10 million shares to
be issued raising a further GBP1.5 million (US$2.0 million) subject
to shareholder approval at the Company's AGM.
[1] Southern African Development Community
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FR KZMZGVNMGMZM
(END) Dow Jones Newswires
October 28, 2021 02:00 ET (06:00 GMT)
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