TIDMBWAP
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11
OF THE MARKET ABUSE (AMMENT) (EU EXIT) REGULATIONS 2019/310.
28 June 2023
BWA Group PLC
("BWA" or the "Company")
Second Interim Financial Results for the Six Months to 31 December 2022
BWA Group plc [AQSE:BWAP], which has mineral exploration licences in
bothCameroonandCanadaat various stages of development and is quoted on London's
AQSE Growth Market, announces its unaudited financial results for the second
interim period of six months to 31 December 2022, following the announcement of
the extension of its financial reporting period to 30 June made on 19 June
2023. The Company announced its unaudited financial results for the first
interim period of the six months to 30 June 2022 on 29 September 2022, and
expects to publish its audited financial results and report for the 18 months to
30 June 2023 during 4Q2023.
A version of this announcement including maps and photographs can be viewed on
the Company's website,http://www.bwagroupplc.com/bwa-announcements.html
Chairman's Statement
The Company has continued to invest in the rutile sands project
inCameroonthrough our 90 per cent owned subsidiary, BWA Resources (UK) Limited
("BWAR"), and its two Cameroon domiciled subsidiaries, as announcements over the
last 12 months attest. Whereas activity in the other 100 per cent subsidiary
company inCanada, Kings of the North Corporation Inc. ("KOTN"), has been limited
to maintaining the licences in the two remaining claim areas, Winterhouse and
Isoukustouc, in the registered ownership of KOTN, with the Canadian government
mining registry and ensuring that all licence fees are paid and the claims in
good order.
Significantly, since the pervious First Interim Results announcement, BWAR
through its two Cameroon subsidiaries has been awarded three additional licences
for heavy mineral sands, primarily rutile, taking the total to five licences,
totalling 1,269 sq. kms, and now hold licences to: Nkoteng 1 Nkoteng 2, Dehane
1, Dehane 2, and Dehane 3. There are two additional permits currently applied
for: Songloulou 1 and Songloulou 2, totalling a further 1,000 sq. kms.
BWAR has carried out further exploration work on the two claims at Nkoteng and
Dehane to which it has been granted exploration rights. The initial results from
the first surveys have been announced to the market and are published on the
Company website,www.bwagroupplc.com/announcements.
Due to the encouraging results from the original wide spaced reconnaissance
pitting work, follow up closer-spaced mechanised auger drilling was carried out
inCameroonin the spring, primarily on Nkoteng 1 licence, testing an approximate
5km long target area for the potential development of initial heavy mineral
resource estimates. The results of granulometric and size fractioning studies
completed by BWA on 20 selected samples from this exploration work were
published in late June 2022, the highlights of which are:
· Rutile is most abundant mineral, especially concentrated within the sand
size fraction -600 to +180 µm.
· Major ilmenite was also observed.
· Minor HMS also observed in -150 µm size fraction.
· Minor kyanite observed in weathered clays.
· Plastic clays contain elevated ilmenite in select areas.
· Implications of the granulometric studies are not yet fully recognised,
although suggest distinctive mineralised size fractions and preferred host
strata.
Duplicate portions of samples used in granulometric studies, have been selected
and shipped for submission to a specialist laboratory inGermanyfor heavy mineral
separation and mineral composition test work, with results expected Q2 2023.
On 6 April 2023, BWA announced the results of its reconnaissance site visit on
its recently approved Dehane 2 rutile sands Licence, located inCentral
Cameroon("Dehane 2" or the "Dehane Project").
The Dehane 2 licence covers an area of 54 km2and includes an additional 14 km of
strike length of the Nyong river system, an area known to be prospective for
Ilmenite, Rutile, Zircon and Kyanite heavy mineral sand mineralisation.
Moreover, the licence covers some 20 km of the mouth of the Nyong River and
estuarine environment as it empties into the Gulf ofGuinea. A river mouth can
lead to a change in flow conditions that can cause the fluvial system to deposit
any supplementary sediment including heavy mineral sand (HMS) it is carrying,
where potentially economic accumulations of HMS are found within the lowest
energy zone on the beach, the swash zone.
The field party observed coarse and medium grained rutile, ilmenite and kyanite
in numerous thin continuous horizons, stacked upon each other throughout the
riverbanks and beach sands.
The prolific amount of heavy sand mineralisation along the riverbeds and towards
the mouth of the Nyong River was very noticeable and provides encouraging
evidence for the potentially economic accumulations of heavy mineral sands
within this marine/estuarine environment and certainly justifies the licence
acquisition and further follow up exploration.
On 27 April 2023 BWA announced positive results from its Dehane 2 licence area.
The auger sample (DH2_001) from the RNS of 6 April 2023 underwent granulometric
testwork involving sieve sized fraction studies and panned concentration,
completed by BWA using the facilities at Afrigeolabs, Yaoundé,Cameroon. From
field observations, sand is logged for the entirety of the 1.90 m deep auger
hole. The particle size analysis is presented in the table below and shows that
this sample is composed of six particle size fractions. Some 93% of the grains
have a size between 180 and 600 microns, defined byWentworth(1922) as medium to
fine sand.
Mineralogically, rutile is the dominant heavy mineral in the coarse fractions
and is in most of the fractions above 1000 microns, 600 microns and 355 microns,
i.e., up to approximately 40% of the sieved sample. Kyanite crystals are also
visible in this grain size range. In the (+) 180-micron fractions, ilmenite
becomes the dominant mineral although rutile is still clearly visible, and in
the smaller fractions (+ 150 microns and + 75 microns) ilmenite is predominant.
Using a high-resolution camera, a yellow mineral in this grain size range was
also observed, which could potentially be monazite. However, further studies and
analytical testwork is required to confirm the presence of monazite.
Highlights:
· Rutile most dominant (heavy) mineral in fractions above 1000 microns, 600
microns and 355 microns, i.e., up to approximately 40% of the sample.
· Ilmenite and rutile observed in smaller fractions.
· Implications of the granulometric studies are as yet not fully recognised,
although are encouraging and certainly justifies the licence acquisition and
follow up exploration and testwork.
· Abundance of heavy minerals observed in panned concentrates (presented in
table below).
· Possible monazite observed and is found (like rutile) in the fractions above
1000, 600 and 355 µm. Further studies and analytical testwork is required to
verify the observations.
During the period covered by these Interim results, BWA has raised an additional
£74,000 in the form of Convertible Loan Notes and Short-Term Loans, to continue
itsCameroonexploration program. Also, BWA has continued also to realise its
shareholding in St-Georges Eco-Mining Corp ("St Georges") from KOTN and the
proceeds from realising part of its portfolio of investments has provided funds
for the development of activities inCanada,Cameroonand the UK.
InCanadawe continue to consult with our legal advisers regarding potential
claims against St Georges, its directors, staff, and others and it is noted that
at the end of these Interims period, SX has subsequently commenced a related
action against BWA in the UK for performance against BWA to enforce a conversion
notice of Convertible loan Notes into BWA ordinary shares. BWA is defending the
action on the grounds that these securities are the subject of its action
against SX in Canada and the SX litigation will fall away on settlement of the
Canadian claim. Notwithstanding that, BWA and SX are continuing with discussions
between directors and their respective solicitors.
After the period under review, BWA has been granted 2 additional HMS licences
inCameroon, designated as Nkoteng 2 and Dehane 2, virtually doubling its total
exploration area from 721 Sq. Km to 1,269 Sq. Km. It is the Board's intention to
seek the necessary funding to undertake field exploration and complete an
initial JORC Mineral Resource Estimate and Preliminary Economic Assessment on
theDehane 1 permit, by end-Q1 2024, and commence reconnaissance exploration work
on the newly granted licences.
In view of the granting of the two additional licence areas the board has
released provisions totalling £270,000 made against the investment inCameroonat
the last year end.
The Board continues to show their confidence in the future direction of the
Company by capitalising one-half of their fees into new Ordinary Shares.
Richard Battersby, who has been Chairman of BWA for many years, indicated to the
Board that he wished to retire and as a result, stood down as Chairman on 29
July 2022 and retired from the Board on 1 December 2022. The Board takes this
opportunity to thank him for all his efforts on the Group's behalf and wishes
him well in his retirement. I have been appointed Interim Chairman, pending
further changes to the Board in due course.
James Butterfield, Interim Chairman
The Board are responsible for the contents of this announcement.
Ends -
For further information:
BWA Group PLC +44 7770 225253
James Butterfield enquiries@bwagroupplc.com
Interim Chairman
Allenby Capital Limited +44 20 3328 5656
Corporate Adviser
Nick Harriss/Lauren Wright
INCOME STATEMENT
Notes 6 months 6 months ended Year
ended ended
30 June 2022
31 December Unaudited 31
2022 December
Unaudited £ 2021
£ Audited
£
Administrative (265,729) (268,370) (747,430)
expenses
Administrative - 270,000 -
expenses
- release of
provision
(265,729) (747,430)
1,630
Other 160,000 200,880 240,000
operating
income
Gain/(loss) on (256) (22,069) 56,760
disposal
of investments
Gain/(loss) on 242 (2,090) 567,529
revaluation of
investments
Operating (105,743) 178,351 116,859
profit/(loss)
Interest 1 2 5,707
receivable and
similar income
(105,742) 178,353 122,566
Interest (19,994) (3,791) (42,876)
payable and
similar
expenses
Profit/(loss)
on
ordinary
activities
before and
after
taxation and
retained
for the period (125,736) 174,562 79,690
Earnings/(loss)
per
ordinary
share:
Basic (pence) 2 (0.03) 0.04 0.03
Diluted 2 (0.01) 0.02 0.01
(pence)
All amounts relate to continuing activities.
STATEMENT OF OTHER COMPREHENSIVE INCOME
Notes 6 months 6 months Year ended
ended ended
31 December 2021
31 December 30 June
2022 2022 Audited
Unaudited Unaudited
£
£ £
Profit/(loss) (125,736) 174,562 79,690
for the period
Other - - -
comprehensive
income
Total
comprehensive
profit/(loss)
for the period (125,736) 174,562 79,690
BALANCE SHEET
Notes At At At
31 December 30 June 2022 31 December 2021
2022
Unaudited Unaudited Audited
£ £ £
Fixed Assets
Investments 2,515,600 2,381,769 1,980,034
Current Assets
Debtors and 52,943 57,347 48,402
prepayments
Cash at bank and 4,438 61,470 49,952
in hand
57,381 118,817 98,354
Creditors: amounts
falling due
within one year (324,466) (140,521) (120,809)
Net current (267,085) (21,704) (22,455)
assets/(liabilities
)
Total assets less 2,248,515 2,360,065 1,957,579
current
liabilities
Creditors: amounts
falling due
after one year (36,921) (39,485) (45,021)
Net assets 2,211,594 2,320,580 1,912,558
Capital and
reserves
Called up share 3 2,279,484 2,002,489 1,972,239
capital
Share premium 4 23,858 23,858 23,858
Capital redemption 4 288,625 288,625 288,625
reserve
Other reserve 4 (3,306,383) (3,305,823) (3,243,709)
Equity reserve 4 4,310,948 4,571,193 4,367,983
Retained earnings 4 (1,384,938) (1,259,762) (1,496,438)
Shareholders' 2,211,594 2,320,580 1,912,558
funds
CASH FLOW STATEMENT
Notes 6 months 6 months ended Year
ended ended
31 30 June 2022 31
December
December
2022 2021
Unaudited Unaudited
Audited
£ £ £
Cash flows from (39,028) (163,506)
(384,931)
operating
activities
Cash flows from
investing
activities
Purchase of fixed -
(321,785)
asset investments -
Sale of fixed 2,105 79,253
1,018,595
asset investments
Loans to (33,000) (98,669)
(273,017)
subsidiary
undertakings
Interest received 1 2 5,707
Net cash from (30,894) (19,414)
429,500
investing
activities
Cash flows from
financing
activities
New loans in 16,000 - -
period
Loans repaid (3,110) (5,562)
(41,000)
Loan note proceeds - 200,000 45,000
received
Net cash from 12,890 194,438 4,000
financing
activities
Increase in cash
and
cash equivalents (57,032) 11,518 48,569
Cash and cash
equivalents at
beginning of 61,470 49,952 1,383
period
Cash and cash 4,438 61,470 49,952
equivalents at end
of period
Notes to the Financial Statements
1. Status of these accounts
The interim accounts for the period from 1 July 2022 to 31 December 2022 are
unaudited. The financial information set out in this statement does not
constitute statutory accounts within the meaning of the Companies Act 2006.
2. Earnings per ordinary share
Basic and diluted earnings per share figures are based on the following profits
/ (losses) and numbers of shares:
6 months ended 6 months ended Year ended
31 December 2022 30 June 2022 31 December 2021
Unaudited Unaudited Audited
£ £ £
Profit/(loss) before £(125,736) £174,562 £79,690
tax
Weighted average 438,165,065 398,032,145 310,318,603
number of shares for
the purpose of basic
earnings per share
Effect of dilutive 635,351,085 635,611,330 602,277,997
securities
Weighted average 1,073,516,150 1,033,643,475 912,596,600
number of shares for
the purpose of
diluted earnings per
share
Share capital
At At At
31 December 2022 30 June 2022 31 December 2021
Unaudited Unaudited Audited
Allotted, called £2,279,484 £2,002,489 £1,972,239
up and fully paid
Number of 455,896,891 400,497,891 394,447,891
ordinary shares
of 0.5p
At At At
31 December 2022 30 June 2022 31 December 2021
Unaudited Unaudited Audited
£ £ £
4. Reserves Capital
Share redemption Other Equity Retained Total
premium reserve reserve reserve Earnings
£ £ £ £ £ £
At 1 15,608 288,625 (3,300,724) 4,742,058 (1,519,113)
226,454
January
2021
Profit for - - - - 79,690
the period 79,690
Issue of 8,250 - - - - 8,250
share
capital - - - 30,100 - 30,100
Loan note
interest
Conversion - - - (404,175) -
(404,175)
of loan
notes
Reserves - - 57,015 - (57,015) -
transfer
At 31 23,858 288,625 (3,243,709) 4,367,983 (1,496,438)
(59,681)
December
2021
Profit for - - - - 174,562
174,562
the period
Loan notes - - - 200,000 -
200,000
issued
Loan note - - - 3,210 - 3,210
interest
Reserves - - (62,114) - 62,114 -
transfer
At 30 June 23,858 288,625 (3,305,823) 4,571,193 (1,259,762)
318,091
2022
Loss for - - - - (125,736)
(125,736)
the
period
Conversion - - - (260,245) -
(260,245)
of loan
notes
Reserves - - (560) - 560 -
transfer
At 31 23,858 288,625 (3,306,383) 4,310,948 (1,384,938)
(67,890)
December
2022
5.Valuation of Investments
The whole of the Company's investment in Cameroon, including loans made to BWA
Resources (UK) Limited and BWA Resources (Cameroon) Limited, is carried in the
balance sheet at £1,097,020. The Company's investment in Kings of the North Corp
(`KOTN') is valued at £1,418,000. The valuation of unlisted investments requires
the Directors to make judgements, estimates and assumptions that are believed to
be reasonable under the circumstances, but which affect the reported fair value
of those investments. The recoverability of the investments in Cameroon and KOTN
is dependent on the future profitability of the underlying businesses. The
Directors have reviewed the current position and, after taking into account a
number of factors, believe that the valuations at 31 December 2022 remain
appropriate.
6.Related Party Transactions
During the second interim period, the Company issued the following shares in
part settlement of director fees.
+-------------+------+----------------+
|Name |Value |Number of Shares|
+-------------+------+----------------+
|R Battersby |£5,250|1,050,000 |
+-------------+------+----------------+
|A Borrelli |£3,125|625,000 |
+-------------+------+----------------+
|J Butterfield|£5,250|1,050,000 |
+-------------+------+----------------+
|J Hogg |£3,125|625,000 |
+-------------+------+----------------+
In addition, the Company was advanced the following amounts on a short-term
basis during the second interim period by its directors and a subsidiary
director.
+-------------+------+
|Name |Value |
+-------------+------+
|R Battersby |£4,500|
+-------------+------+
|A Borrelli |£3,500|
+-------------+------+
|J Butterfield|£4,500|
+-------------+------+
|J Hogg |£3,500|
+-------------+------+
|R Howe |£3,000|
+-------------+------+
This information was brought to you by Cision http://news.cision.com
END
(END) Dow Jones Newswires
June 28, 2023 02:30 ET (06:30 GMT)
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