TIDMATN
RNS Number : 9921N
Aterian PLC
28 September 2023
28 September 2023
Interim Results for the six months ended 30 June 2023
Aterian Plc
(" Aterian " or the " Company")
Aterian Plc (LSE: ATN) , the critical and strategic
metal-focused exploration and development company, is pleased to
announce its unaudited interim results for the six months ended 30
June 2023.
Chairman's statement
I am pleased to announce the unaudited Interim Results of the
Group for the half-year ending 30 June 2023.
These accounts relate to the Company for the first half of 2023
and reflect a loss of GBP636,000 arising from administrative costs;
this corresponds to the Company's expenditure on overheads,
operational and exploration costs. Additional expenditure was
incurred on mineral exploration over the HCK project in Rwanda,
establishing the mineral trading business in Rwanda, and conducting
mineral exploration in Morocco.
Morocco Update
In October 2022, the Company acquired 50 licences covering 15
project areas with a total landholding of 762 km(2) in the Kingdom
of Morocco ("Morocco"). The licences primarily target critical and
strategic minerals such as copper, silver and other base metals and
are held 100% by the Company's Moroccan subsidiaries . Elemental
Altus Royalty Corporation has a 2.5% net smelter return ("NSR")
royalty over each of the licences held by Aterian in Morocco.
In August 2023, the Company announced that 10 additional
licences were granted to its Moroccan subsidiaries, expanding the
overall portfolio to 17 projects, comprising 60 licences and a
landholding of 897 km(2) .
Below is a brief description of the projects explored during the
reporting period.
The Agdz Project
The Agdz Project covers 34.46 km(2) and comprises a single
mining licence, granted on 21 May 2021 for ten years. The project
is located within the Souss-Massa-Drâa region of the Anti-Atlas
Mountains of central Morocco, approximately 350 km south of the
capital, Rabat, and approximately 35 km east of the city of
Ouarzazate, where high-standard infrastructure and services exist,
including a regional airport. Agdz lies approximately 14 km
southwest of the Bouskour copper-silver mine, with the world-class
Imiter silver mine located 80 km to the northeast.
The lithological package at Agdz broadly consists of mostly
felsic-intermediate volcano-sedimentary rocks of the Ouarzazate
Supergroup with large granodiorite plutons in the north and locally
conglomeratic metasedimentary sequences in the south. The units are
bisected by a series of sub-parallel NE and NW striking brittle
faults and alteration zones, several of which have been
historically mined for copper. A recent re-interpretation of the
available ground-based geophysics and ground geological mapping
indicates that the main prospects identified occur in a potential
dilutionary jog structural setting.
Five prospects, namely Makarn, Makarn North, Amzwaro, Miniere
and Daoud, have been outlined on the project based on rock chip
sampling (the best of which returned grades of up to 26.5 % Cu, 448
g/t Ag, and 3.74 g/t Au). These five significant Cu-Ag prospects
cover an area of approximately 8 km2:
-- The 2.80 km long Makarn - Markarn North prospects, with
results up to 26.5 % Cu and 448 g/t Ag
-- The 2.00 km long Amzwaro prospect, with results up to 4.82 %
Cu and 189 g/t Ag
-- The 0.15 km long Minière prospect, with results up to 14.75 %
Cu and 13.8 g/t Ag
-- The 0.70 km long Daoud prospect, with results up to 2.98 %
Cu, 152 g/t Ag
576 m of reconnaissance trenching has been completed in 13
trenches across two of the five prospects. Results include 14.12 m
at 0.65 % Cu and 36.54 g/t Ag at Makarn North and 13.70 m at 0.36 %
Cu and 13.26 g/t Ag at Amzwaro.
The Tata Project
The Tata Project covers 154.4 km2 and is located within the
western Anti-Atlas Mountains of Morocco and lies 30 km south of the
Company's Azrar copper-silver project. The Project is located
approximately 465 km south of the capital Rabat, 165 km southeast
of the port city of Agadir, and 50 km southeast of the Tizert
copper mine, which Managem Group operates.
Late Ediacaran to early Cambrian Adoudou Formation
carbonate-rich sediments occurs within the Project along the
margins of the Palaeoproterozoic Tagragra de Tata Inlier.
Exploration work on the Project has identified copper
mineralisation hosted within Adoudoudian sediments and the Cambrian
Tata Group sediments.
The Adoudou Formation comprises sediments known to host
significant sedimentary copper deposits in the Western and Central
Anti-Atlas, including the Tizert mine. The Tizert copper deposit is
considered the largest copper deposit in the western Anti-Atlas,
with resources estimated to be 57 Mt grading 1.03 % Cu and 23 g/t
Ag.
The results indicate the presence of stratiform sedimentary
copper at the Project with an unexplored strike length of c. 16 km
remaining untested along the northern flank of the inlier and a
further c. 9.5 km of strike along the southern margin of the same
geological feature. Exploration results from rock chip sampling
along 8 km of the strike of the sediments have reported up to 2.05
% Cu from a dolomite float sample located adjacent to the contact
between Adoudounian sediments and the Proterozoic inlier. Other
results include 0.95 % Cu from a 4 m thick dolomitic sequence and
0.87 % Cu from an 8 m thick sequence of dolomite and marl. More
recent fieldwork has observed copper mineralisation along a further
7 km of strike along the northern flank of the inlier (laboratory
results from this work are pending).
The Azrar Project
The Azrar Project is situated in the western Anti-Atlas
Mountains. It comprises an area of 99.3 km(2) , located 155 km
southeast of the port city of Agadir and 45 km southeast of the
Tizert copper mine, which Managem Group operates. The western
Anti-Atlas is dominated by Palaeoproterozoic to Neoproterozoic age
inliers overlain unconformably by Cambrian to recent sedimentary
and volcanic sequences.
Preliminary fieldwork has covered 50% of the project area, with
copper and silver mineralisation identified over 5 separate zones,
with several historic hard rock artisanal mining occurrences
recorded. One target is an ENE-WSW trending fault zone traced along
strike for c. 1.5 km, and remains open-ended, cross-cutting
dolomitic sediments, and up to 8 m wide, with one sample returning
1.41 % Cu and 41 g/t Ag. The maximum copper value from samples
collected along this structure is 3.45 % Cu. High-grade copper and
silver have been reported from additional outcrop sampling,
including 3.79 % Cu and 23 g/t Ag from a separate fault breccia
sample. Results support earlier observations that prospective
geological formations for stratiform sediment-hosted copper
deposits occur within the project area, in addition to structurally
controlled mineralisation features, such as fault zones.
The Jebilet Est Project
This Project covers 73.6 km(2) and lies approximately 200 km
south of the capital city of Rabat, 35 km northeast of Marrakech,
and 15 km from a rail line to the port of Casablanca. The Project
occurs approximately 15 km east of the historic Bir N'Hass copper
mine, with several known base metal and copper deposits and
occurrences identified within the district (mineralisation hosted
at Bir n Hass is not necessarily indicative of mineralisation at
Jebilet Est).
The Jebilet Est Project is underlain by Palaeozoic metamudstones
and quartzites proximal to Variscan (Hercynian)-age granite and
mafic intrusive bodies. Initial reconnaissance has identified a
significant network of copper-bearing veins and breccia zones.
Multiple parallel quartz-carbonate veins with a general ENE
orientation are mapped across the licences with the largest vein
zone, up to 10 m wide, striking discontinuously for over 3 km. High
copper grades, including 4.43 % Cu and 3.11 % Cu, have been
returned from outcrop sampling, with an extensive vein system
mapped in the western project area.
The Jafra Project
The Jafra Project covers 29.0 km(2) in the Western Meseta of
north-central Morocco, 36 km northeast of Marrakech, 35 km east of
the former Roc Blanc silver mine, and 32 km from the rail line to
the port of Casablanca. The project is located on the eastern
margin of an intrusive pluton within the metamorphic aureole. It
hosts a historically mapped lead occurrence, coincident with
apparent former artisanal mining associated with fault zones and a
quartz-carbonate vein system. The Project lies 14km south of the
Company's Jebilet Est Copper Project.
Reconnaissance has concentrated on two areas within the centre
of the project, where several artisanal workings are identified on
a prominent topographic feature trending across the project. All
mapped workings appear to exploit quartz veins and fault zone
breccia with visible sulphide mineralisation.
Surface scree covers much of the high ground; however,
individual structures can be traced over 100 m along strike from
the workings. Several breccia zones with variable widths up to 3 m
have been identified and are typically composed of roughly parallel
quartz-carbonate veins and breccia. Veins range from 1 to 30 cm
wide with a general NE trend, cross-cutting the host
metasiltstones. Rock chip sampling has reported high-grade silver
and lead values up to 170 g/t Ag, 22.2 % Pb and 157 g/t Ag, 21.2 %
Pb.
Rwanda Update
Aterian, through its 100% owned Rwanda registered subsidiary,
Eastinco Limited, is actively engaged in mineral exploration and
developing its portfolio of critical metals in Rwanda. The Company
has three partnerships exploring and developing the
lithium-tantalum(+niobium)-tin opportunities hosted within
intrusive pegmatite dykes and sills. Eastinco Limited also holds a
metal trading licence issued by the authorities in Rwanda, which
will allow for trading metal concentrates from internal supply and
third-party producers and suppliers.
Below is a brief description of the operational projects during
the reporting period.
The HCK Project
The HCK Project covers 2,750 hectares in southern Rwanda with
the licence held by Kinunga Mining Ltd, a Rwanda-registered joint
venture company owned 70% by Eastinco Limited and 30% by HCK Mining
Company Ltd. Aterian recently entered an earn-in Joint Venture
Agreement with Rio Tinto Mining and Exploration Ltd ("Rio") over
this project, where Rio can earn up to a 75% interest in the
project through funding a two-stage US$ 7.5 million exploration
programme.
Work conducted during the reporting period by the Company
comprised a multi-method geophysical survey, sampling and
geological mapping and the completion of an aerial drone
topographic survey. From work completed, 19 individual pegmatite
zones have been identified, with the main target, HCK-1, having an
indicated strike length of c 2,500 m with widths up to 100 m in
places.
The ground-based multi-method geophysical survey covered an area
of 2.36 km2 over the HCK-1 target and comprised magnetometry,
induced polarisation ("IP"), and electrical IP tomography ("IPT").
The survey was designed to provide information on the main
geological controlling structures for the emplacement of the
pegmatite bodies, the depth of weathering and recommended targets
for detailed follow-up. Four sub-cropping pegmatite bodies were
identified from the survey, further highlighting the strong
structural control on pegmatite emplacement with the interpretation
of at least three deformation events.
A pegmatite fertility analysis of the multi-element geochemistry
from samples collected across the licence was conducted by an
external consultant. The study involved analysing data by assessing
metal ratios and associations to predict the lithium prospectivity
of the pegmatites occurring on the licence. The study indicates
that the HCK-1 pegmatite has encouraging evidence for Li-Ta
enrichment, even though the Ta grades generally seem to be < 200
ppm; however, the Ta grades were not unexpected given the irregular
metal distribution within these weathered and kaolinised
pegmatites, with the samples collected from the near-surface
environment. Given the deep tropical weathering, the enrichment of
Li (16 samples > 150 ppm) is seen as encouraging for locating Li
pegmatites at depth (below the weathering zone). The indicated
presence of tourmaline and beryl from several localised zones along
the strike of the HCK-1 pegmatite implies internal zonation and
that the bedrock source pegmatite may comprise a more 'complex'
pegmatites (which are generally the targets in LCT pegmatite
exploration). The low Rb levels associated with anomalous Li may
imply a non-mica lithium source and the low levels of phosphorus
vectors toward a more spodumene-rich bedrock target.
Metal Trading
In January 2023, the International Tin Supply Chain Initiative
("ITSCI") programme for responsible mineral supply chains approved
the Eastinco Limited ("Eastinco") application in Rwanda and granted
Membership Status. The ITSCI programme supports better governance,
human rights, and stability in conflict-affected areas and monitors
supply chains allowing metal users to demonstrate responsible
sourcing of raw materials within the framework of the ITSCI
principles, aligned with the OECD Due Diligence Guidance for
Responsible Supply Chains of Minerals from Conflict-Affected and
High-Risk Areas (2016).
Since January, The Company has worked to establish a trading
facility in Kigali, where concentrate products from small-scale
miners and cooperatives can be received, upgraded and cleaned,
processed and packaged for export in compliance with international
guidelines. In tandem, the trading team has been building a
potential supply chain by visiting and understanding the production
capacity of over 30 small-scale mining operations in Rwanda.
Aterian's trading business model is to partner with several
suppliers in Rwanda to support their mining operations by providing
mining and processing equipment, capital investment and training.
The first partner projects have been identified, and the Company is
now conducting additional due diligence and technical planning.
Basic mineral processing systems will be installed under a lease
agreement, with the development of new access tunnels into the
deeper levels of the mining areas. This new infrastructure and
technical support should result in an immediate uplift in
production by processing existing tailings material and a
longer-term sustainable production uplift from accessing the deeper
mineralised structures.
Charles Bray
Executive Chairman
28 September 2023
-S -
This announcement contains information which, prior to its
disclosure, was inside information as stipulated under Regulation
11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310
(as amended).
For further information, please visit the Company's website:
www.aterianplc.com or contact:
Aterian Plc:
Charles Bray, Executive Chairman -
charles.bray@aterianplc.com
Simon Rollason, Director - simon.rollason@aterianplc.com
Financial Adviser and Broker:
Novum Securities Limited
David Coffman / George Duxberry
Tel: +44 (0)207 399 9400
Financial PR:
Bald Voodoo - ben@baldvoodoo.com
Ben Kilbey
Tel: +44 (0)7811 209 344
Notes to Editors:
About Aterian plc
www.aterianplc.com
Aterian plc is an LSE-listed exploration and development company
with a diversified African portfolio of critical and strategic
metals/minerals projects.
Aterian plc is actively seeking to acquire and develop new
critical and strategic metal resources to strengthen its existing
asset base whilst supporting ethical and sustainable supply chains
as the world transitions to a sustainable, renewable future. The
supply of these metals is vital for the development of the
renewable energy, automotive and electronic manufacturing sectors
that are playing an increasing role in reducing carbon emissions
and meeting climate ambitions globally.
The Company recently entered into a joint venture agreement with
Rio Tinto Mining and Exploration Limited for Rio Tinto to earn into
the HCK project in southern Rwanda and holds two further
partnerships in Rwanda exploring and developing
lithium-tantalum-niobium-tin mining operations. In October 2022,
the Company acquired Aterian Resources Limited, a wholly owned
battery metals-focused subsidiary of Elemental Altus Royalties
Corporation. Aterian currently holds a portfolio of 17
copper-silver and base metal projects with a project area of 897
km2 in the Kingdom of Morocco.
The Company's strategy is to seek new exploration and production
opportunities across the African continent and to develop new
sources of strategic and critical mineral assets for exploration,
development, and trading.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
SIX MONTHSED 30 JUNE 2023
6 months 6 months
Notes to to
30-Jun-23 30-Jun-22
(Unaudited) (Unaudited)
GBP'000 GBP'000
------- ------------------------ ----------------------
Revenue - -
- -
------- ------------------------ ----------------------
Administrative expenses 5 (813) (227)
Share-based payment expense 15 (36) -
(849) (227)
------- ------------------------ ----------------------
Operating loss (849) (227)
------- ------------------------ ----------------------
Interest payable and similar charges 6 (9) (6)
Loss before tax (858) (233)
Tax expense 7 - -
Loss after tax (858) (233)
Other comprehensive income:
Items that may be reclassified to
profit or loss
Loss on translation of foreign operations (84) (4)
Total comprehensive loss (942) (237)
======= ======================== ======================
Loss per share
Basic and diluted loss per share (pence) 8 (0.09) (0.04)
All activities relate to continuing operations.
The accompanying notes form part of these interim condensed
financial statements.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
AS AT 30 JUNE 2023
Notes 30-Jun-23 31-Dec-22
(Unaudited) (Audited)
GBP'000 GBP'000
------ -------------------- --------------------
Non-current assets
Exploration and evaluation assets 3,241 3,241
Property, plant and equipment 9 307 421
Total non-current assets 3,548 3,662
------ -------------------- --------------------
Current assets
Trade and other receivables 10 241 319
Cash and cash equivalents 26 110
Total current assets 267 429
------ -------------------- --------------------
Total assets 3,815 4,091
====== ==================== ====================
Equity and liabilities
Share capital 14 9,892 9,647
Share premium 14 2,177 2,177
Share based compensation reserve 2,477 2,441
Interest in shares in EBT (839) (839)
Translation reserve (397) (313)
Accumulated losses (11,826) (10,968)
Merger relief reserve 1,200 1,200
Total equity 2,684 3,345
====== ==================== ====================
Current liabilities
Trade and other payables 11 438 395
Deferred consideration 12 200 200
Total current liabilities 638 595
------ -------------------- --------------------
Non-current liabilities
Borrowings 13 493 151
Total non-current liabilities 493 151
------ -------------------- --------------------
Total equity and liabilities 3,815 4,091
====== ==================== ====================
The Interim Condensed Financial Statements were approved and
authorised for issue by the Board of Directors on 28 September
2023.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN
EQUITY
FOR THE SIX MONTHSED 30 JUNE 2023
Share Share Share-based Interest Translation Other Merger Retained Total
capital premium compensation in shares reserve Reserve relief earnings
reserve in EBT reserve
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 1 January
2022 5,671 2,144 1,615 (395) (263) 80 1,200 (6,629) 3,423
Loss for
the period - - - - - - - (233) (233)
Other
comprehensive
loss - - - - (4) - - - (4)
Transactions
with owners:
Transfer
from other
reserve to
accumulated
losses - - - - - - - 24 24
Issue of
new shares 142 - - - - - - - 142
At 30 June
2022 5,813 2,144 1,615 (395) (267) 80 1,200 (6,838) 3,352
================= =============== ================ =============== ================= =============== =============== ================= =================
At 1 January
2023 9,647 2,177 2,441 (839) (313) - 1,200 (10,968) 3,345
Loss for
the period - - - - - - - (858) (858)
Other
comprehensive
income - - - - (84) - - - (84)
Transactions
with owners:
Share-based
compensation - - 36 - - - - - 36
Issue of
new shares 245 - - - - - - - 245
At 30 June
2023 9,892 2,177 2,477 (839) (397) - 1,200 (11,826) 2,684
================= =============== ================ =============== ================= =============== =============== ================= =================
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
SIX MONTHSED 30 JUNE 2023
6 months to 6 months
to
30-Jun-23 30-Jun-22
(Unaudited) (Unaudited)
Cash flow from operating activities GBP'000 GBP'000
---------------- -----------------
Loss before tax (858) (237)
Adjustments for:
Depreciation 11 11
Share-based payment expense 36 -
Interest expense 9 6
Provisions against loans - (126)
Foreign exchange losses 17 19
Costs settled by the issue of
shares 245 -
---------------- -----------------
Operating loss before working capital
changes (538) (327)
Changes in working capital:
Decrease in trade & other receivables 78 111
Increase in trade & other payables 43 50
---------------- -----------------
Net cash outflows flow from operating
activities (419) (166)
---------------- -----------------
Cash flow from investing activities
Purchase of property, plant and
equipment (4) (7)
Funds advanced to subsidiary pre-acquisition - (463)
Net cash used in investing activities (4) (470)
---------------- -----------------
Cash flow from financing activities
Amounts advanced to subsidiary - 323
Proceeds from borrowings 342 -
Net proceeds from issue of shares - 142
Net cash flow from financing
activities 342 465
---------------- -----------------
Net decrease in cash & cash equivalents (81) (171)
Cash & cash equivalents at beginning
of the period 110 196
Effect of exchange rate movements
on cash (3) (3)
Cash & cash equivalents at end
of the period 26 22
================ =================
ATERIAN PLC
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE
SIX MONTHSED 30 JUNE 2023
1. General information
Aterian plc ("the Company") is an investment company, focussed
on African mineral resource investment opportunities. The Company
operates through its 100% owned subsidiary, Eastinco Limited ("EME
Ltd"), a Rwandan tantalum, tin and tungsten exploration company and
Aterian Resources Limited which holds copper-silver and base metal
exploration projects in the Kingdom of Morocco.
The condensed interim financial statements for the period ended
30 June 2023 do not constitute statutory accounts as defined in
section 434 of the Companies Act 2006. These financial statements
have been prepared in accordance with the accounting policies set
out in, and are consistent with, the audited consolidated financial
statements for the twelve months ended 31 December 2022. A copy of
the statutory accounts for the year ended 31 December 2022 has been
delivered to the Registrar of Companies. The auditor's report on
those accounts was unqualified and did not contain statements under
Section 498 (2) or (3) of the Companies Act 2006 but drew
attention, by way of emphasis, without qualifying the report, to
the Company's assumptions on going concern which stated that the
Group and Parent Company's operational existence is reliant on the
ability to raise further funding through equity placing or through
the support of the directors through an injection of capital. The
impact of this together with other matters indicated that a
material uncertainty existed that may cast significant doubt on
their ability to continue as a going concern. The auditor's opinion
was not modified in respect of this matter.
On 24 October 2022, the Company completed the acquisition of 15
mineral exploration projects covering 762 km2 in the Kingdom of
Morocco from Altus Strategies PLC (now called Elemental Altus
Royalties Corp). The completion of the acquisition coincided with a
move to the Standard Sector of the London Stock Exchange from the
AQUIS Stock Exchange, and a change in name from Eastinco Mining and
Exploration PLC to Aterian PLC, shortly thereafter.
The Company is incorporated and domiciled in the UK. The address
of its registered office is 27-28 Eastcastle Street, London W1W
8DH.
The registered number of the company is 07496976.
2. Basis of preparation
The principal accounting policies applied in the preparation of
the Company's Financial Statements are set out below. These
policies have been consistently applied to the period presented,
unless otherwise stated.
This condensed consolidated interim financial statements for the
half-year reporting period ended 30 June
2023 have been prepared in accordance with the UK-adopted
International Accounting Standard 34, 'Interim Financial Reporting'
and the Disclosure Guidance and Transparency Rules sourcebook of
the United Kingdom's Financial Conduct Authority.
The interim financial statements do not include all of the notes
of the type normally included in an annual financial report.
Accordingly, this report is to be read in conjunction with the
annual report for the year ended 31 December 2022, which has been
prepared in accordance with UK-adopted international accounting
standards and the requirements of the Companies Act 2006, and any
public announcements made by Aterian Plc during the interim
reporting period.
The condensed interim financial statements are unaudited and
have not been reviewed by the auditors and were approved by the
Board of Directors on 28 September 2023.
The Financial Statements are presented in GBP'000 unless
otherwise stated which is the Company's functional and
presentational currency.
3. Going concern
The financial statements have been prepared on a going concern
basis. The Group has not yet earned revenues and as at 30 June 2023
was in the feasibility, optimisation and commissioning phase of its
ore processing and trading facility in Rwanda. In Morocco, each of
its assets are in the early stages of exploration and feasibility
assessment. Continuing operations of the Group are currently
financed from funds raised from shareholders and this will likely
continue to be the case until revenue is generated from mining
and/or trading and subsequent ore sales. In the short term the
Chairman of the Company has made available to the Company a working
capital facility, but the Group will likely need to raise further
funds in order to progress the Group from the exploration phase
into feasibility and eventually into production of revenues.
As at 30 June 2023, the Group had cash and cash equivalents of
GBP26,000 and a working capital facility of GBP500,000 of which
GBPnil remains to be drawn. As at the date of this report, cash
balances were approximately GBP309,000. The Company raised
additional equity in August as described in Note 18 and also hopes
to generate revenues, monetise assets, and/or raise further equity
to fund both day-to-day expenditure and potential growth although
there can be no certainty that such funding will be
forthcoming.
As part of their assessment, the Directors have prepared
financial cash-flow forecasts on the basis that cost reduction and
cost deferral measures can be implemented over the going concern
period. The Company's base case financial projections show that the
Group will continue to operate within the available facilities
throughout the next 12 months. Much of the Group's planned
exploration expenditure is discretionary and, if necessary, could
be scaled back to conserve cash should circumstances coincide with
our expectations.
The Directors have agreed, if circumstances require, to defer
payment of their fees until such time as adequate funding is
received and if necessary, scale back all discretionary expenditure
including exploration expenditure.
Considering recent successful fund raises the Directors are
confident that they can continue to adopt the going concern basis
in preparing the financial statements.
The financial statements do not include any adjustment that may
arise in the event that the Group is unable to raise additional
finance, realise its assets and discharge its liabilities in the
normal course of business.
4. New standards, interpretations and amendments adopted from 1 January 2023:
A number of new or amended standards became applicable for the
current reporting period. The Group did not have to change its
accounting policies or make retrospective adjustments as a result
of adopting these standards.
Standards issued but not yet effective:
At the date of authorisation of these interim financial
statements, certain standards and interpretations relevant to the
Group and which have not been applied in these financial
statements, were in issue but were not yet effective. In some cases
these standards and guidance have not been endorsed for use in the
UK. The directors are evaluating the impact that these standards
will have on the financial statements of the Group.
5. Operating expenses by nature
Administrative Six months Six months
expenses ended ended
30-Jun-23 30-Jun-22
(Unaudited) (Unaudited)
GBP'000 GBP'000
Directors' salaries (120) -
Staff costs (58) (50)
Auditor's remuneration (52) -
Travel expenses (6) (4)
Metallurgical tests (4) -
Legal expenses (24) (75)
Professional fees (318) (41)
Accounting fees (60) (13)
Depreciation (11) (11)
Geological survey
costs (19) -
Trading expenses (49) -
Security costs (8) -
Other expenses (84) (33)
(813) (227)
-------------- --------------
Director salaries Fees and Share-based Six months Six months
salaries payment ended ended
expense 30 June 2023 30 June
Totals 2022
Total
GBP'000 GBP'000 GBP'000 GBP'000
Executive Directors
Charles Bray 48 - 48 -
Simon Rollason 48 - 48 -
Non-Executive
Directors
Simon Retter - - - -
Devon Marais 14 - 14 -
Alister Hume 5 - 5 -
Kasra Pezeshki 5 - 5 -
120 - 120 -
------------ -------------- -------------- -----------
6. Interest payable and similar charges
Interest expense Six months Six months
ended ended
30-Jun-23 30-Jun-22
(Unaudited) (Unaudited)
GBP'000 GBP'000
Interest expense
on loan notes - 6
Interest on related
party loan 9 -
9 6
------------ ------------
7. Taxation
Tax expense Six months Six months
ended ended
30-Jun-23 30-Jun-22
(Unaudited) (Unaudited)
GBP'000 GBP'000
Current tax:
UK taxation - -
Overseas taxation - -
Deferred tax - -
- -
------------ ------------
The Group has made no provision for taxation as it has not yet
generated any taxable income.
The Group had losses for tax purposes of approximately GBP7.0
million as at 30 June 2023 (GBP6.4 million as at 31 December 2022)
which, subject to agreement with taxation authorities, are
available to carry forward against future profits. Such losses have
no expiry date. The tax value of such losses amounted to
approximately GBP1.7 million as at 30 June 2023 (GBP1.6 million as
at 31 December 2022). A deferred tax asset has not been recognised
in respect of such losses carried forward at the period end, as
there is insufficient evidence that taxable profits will be
available in the foreseeable future against which the deductible
temporary difference can be utilised.
8. Loss per share
Basic loss per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the period.
For diluted loss per share, the weighted average number of
ordinary shares in issue is adjusted to assume conversion of all
dilutive potential ordinary shares.
The calculation of basic and diluted loss per share is based on
the following figures.
Six months Six months
ended ended
30-Jun-23 30-Jun-22
(Unaudited) (Unaudited)
GBP'000 GBP'000
Earnings
Loss from continuing operations for
the period attributable to the equity
holders of the Company (858) (233)
Number of shares
Weighted average number of ordinary
shares for the purpose of basic and
diluted earnings per share 976,870,824 535,799,217
Basic and diluted earnings per share
(pence) (0.09p) (0.04p)
----------------------------------------
9. Property, plant and equipment
Mine Mining Office Motor Computer Processing Land Total
Equipment Equipment Vehicles Equipment Equipment
Cost GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 1 January
2023 624 671 7 6 2 3 32 1,345
Foreign
exchange
adjustment - (102) (1) - - - (4) (107)
Additions - 4 - - - - - 4
At 30 June
2023 624 573 6 6 2 3 28 1,242
-------- ----------- ----------- ---------- ----------- ----------- -------- --------
Depreciation
At 1 January
2023 624 295 4 - 1 - - 924
Charge
for the
period - 9 1 - 1 - - 11
At 30 June
2023 624 304 5 - 2 - - 935
-------- ----------- ----------- ---------- ----------- ----------- -------- --------
Net book
value
At 30 June
2023 - 269 1 6 - 3 28 307
-------- ----------- ----------- ---------- ----------- ----------- -------- --------
At 1 January
2023 - 376 3 6 1 3 32 421
-------- ----------- ----------- ---------- ----------- ----------- -------- --------
10. Trade and other receivables
30-Jun-23 31-Dec-22
(Unaudited) (Audited)
GBP'000 GBP'000
Taxes receivable 81 86
Loan to subsidiary 76 -
Unpaid share capital 12 212
Other debtors 40 -
Prepayments 32 21
241 319
-------------------- --------------------
11. Trade and other payables
30-Jun-23 31-Dec-22
(Unaudited) (Audited)
GBP'000 GBP'000
Trade payables 270 287
Other payables 127 33
Accruals 41 75
438 395
------------ ------------
12. Deferred consideration
30-Jun-23 31-Dec-22
(Unaudited) (Audited)
GBP'000 GBP'000
Deferred consideration 200 200
200 200
======================= =======================
Deferred consideration is payable to Altus Exploration
Management Ltd in respect of the acquisition of Aterian Resources
Limited.
13. Borrowings
Non-current 30-Jun-23 31-Dec-22
liabilities
(Unaudited) (Audited)
GBP'000 GBP'000
Loan from related
party 493 151
493 151
======================= =======================
Loan from a related party
On 17 October 2022, the Company entered into a working capital
facility with the trustees of the C Bray Transfer Trust pursuant to
which the C Bray Transfer Trust agreed to make available to the
Company a working capital facility of up to GBP500,000.
Up to GBP150,000 can be drawn down under the facility each
quarter starting from 25 October 2022. The facility will be
available for two years. The facility is secured by a fixed and
floating charge over all the property or undertaking of the
Company. Interest of 2% per annum accrues on undrawn amounts and
interest of Base Rate + 7.5% per annum will accrue on drawn
amounts. Interest will roll up and is repayable with the
outstanding principal on the second anniversary of Admission. An
arrangement fee of GBP10,000 was payable and has been added to the
principal outstanding. C Bray, a director, is a beneficiary of the
C Bray Transfer Trust. Interest of GBP9,000 was payable for the
period ended 30 June 2023.
14. Share capital
The Ordinary Shares issued by the Company have a 1p par value.
The Ordinary Shares rank pari passu in all respects, including the
right to attend and vote in general meetings, to receive dividends
and any return of capital.
Six months ended 30
June 2023
----------------------------------
Share Share
Number of Capital Premium
shares GBP'000 GBP'000
------------ --------- ---------
Brought forward at 1 January
2023 964,694,093 9,647 2,177
Shares issued in the period 24,476,022 245 -
As at 30 June 2023 989,170,115 9,892 2,177
------------ --------- ---------
On 24 May 2023, the Company issued 24,476,022 New Ordinary
Shares at their par value of 1p. The New Ordinary Shares were to
compensate certain parties in lieu of cash compensation and serve
as long term performance incentivisation.
15. Share-based payment arrangements
The total expense recognised in the Statement of Comprehensive
Income during the period in respect of warrants over Ordinary
Shares issued pursuant to the 2021 Warrant Instrument in connection
with the issue of Pre-IPO Shares was GBP36,000 (2021: GBPnil). No
warrants were issued, exercised or expired during the period ended
30 June 2023.
16. Related party transactions
Transactions with directors:
Charles Bray is owed GBP61,817 by the Company at 30 June 2023
(31 December 2022: GBP20,514 owed by the Company).
The Company received loans from IQ EQ (Jersey) Limited, trustee
of Charles Bray Transfer Trust as more fully described above in
Note 13.
Edlin Holdings Limited is an Isle of Man company which invests
and operates non-US based investments. The ultimate beneficial
owners of Edlin Holdings Limited are Bray family members.
Charles Bray subscribed for 5,000,000 Ordinary Shares of the
Company as part of the shares issued on 24 May 2023 described in
Note 14.
Details of Directors' remuneration is set out above in Note
5.
17. Seasonality of the Group's business
There are no seasonal factors which materially affect the
operations of the Group's business.
18. Subsequent events
Lithium Joint Venture with Rio Tinto in Rwanda
On 31 July 2023, the Company signed a definitive Earn-In
Investment and Joint Venture Agreement ("Agreement") with Rio Tinto
Mining and Exploration Ltd ("RIO") and Kinunga Mining Ltd
("Kinunga"). The Agreement is for the exploration and development
of lithium and by-products at its HCK Joint Venture project
("Project") holding the HCK licence (the "Licence") in the Republic
of Rwanda.
RIO has the option to incur work expenditure of US$3 million
over a two-year period ("Stage 1") to earn an initial 51% interest
in the Licence. RIO will also make cash payments to Aterian,
totalling US$300,000, to reimburse previous operational expenses
incurred by Aterian. An initial payment of US$200,000 is due upon
completion of satisfactory due diligence by RIO, and an additional
payment of US$100,000 will be due at the start of Stage 2.
Upon earning a 51% interest in the Licence, RIO can earn an
additional 24% interest in the Licence by funding additional work
expenditures of US$4.5 million over a three-year period ("Stage
2"). After Stage 2 RIO will, provided it contributes the additional
funding, hold a 75% interest in the Licence.
RIO has agreed to a 2% net smelter royalty (NSR) over the
project with a US$50 million cap that will be due by the future
Joint Venture between RIO and Kinunga to a holder/holders to be
notified by Aterian to RIO prior to the NSR agreement being entered
into and such holder/holders to be subject to completion of
satisfactory due diligence by RIO.
Under the terms of the Agreement, RIO has an exclusivity option
to invest into Aterian's two other existing Rwandan projects, which
will be subject to their own separate agreements. A management
committee comprising representatives of both RIO and Aterian will
be formed to provide financial and operational oversight. RIO will
act as the operator for the Project.
Fundraising
On 9 August 2023, the Company raised gross proceeds of
GBP1,000,000 (before expenses) from Directors, management, existing
shareholders and new investors through the issue of 100,000,000 new
ordinary shares ("New Ordinary Shares") at a price of 1.00 pence
each.
The Executive Chairman and largest single individual
shareholder, Charles Bray invested GBP500,000 in the Fundraise
consisting of GBP200,000 of new equity capital and GBP300,000 from
the conversion to equity of a short-term debt utilising a working
capital facility provided to the Company. Luke Rogers, the Aterian
COO subscribed for 800,000 new Ordinary Shares (GBP8,000). Simon
Rollason, the Company's CEO, converted 3 months' salary into
2,500,000 New Ordinary Shares (GBP25,000).
For each subscribed New Ordinary Share, investors will receive
newly issued warrants on a one-for-one basis. The warrants are
split into 50% exercisable at 1p any time up to the first
anniversary of Admission, with the remaining 50% exercisable at
1.2p at any time up until the second anniversary of Admission.
19. Reports
A copy of this half year interim report, as well as the annual
statutory accounts to 31 December 2022 are available on the
Company's website at www.aterianplc.com
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END
IR LPMPTMTTTMLJ
(END) Dow Jones Newswires
September 28, 2023 04:34 ET (08:34 GMT)
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