TIDMPFP
RNS Number : 4709A
Pathfinder Minerals Plc
29 September 2015
29 September 2015
Pathfinder Minerals Plc
("Pathfinder", "the Company" or "the Group")
INTERIM FINANCIAL STATEMENTS
For the six months ended 30 June 2015
CHAIRMAN'S STATEMENT
Introduction
This interim report for the six months ended 30 June 2015
closely follows the 2014 annual report, which was published at the
end of June 2015. In that annual report I outlined the status of
legal proceedings and efforts to restore control of the Company's
mining licences which were expropriated in 2011. Save for the
events described below, there have been no material reportable
events since the publication of my last statement.
Steps to recover the Company's assets
The Company continues to pursue the legal enforcement of its
rights in Mozambique in respect of the English court's
determination that Pathfinder did validly acquire its shareholding
in Companhia Mineira de Naburi S.A.R.L ("CMDN"). In addition there
remain several ancillary legal proceedings ongoing, each of which
relates to the same issue of the Company's ownership and control of
CMDN. It is not known when judgments on current proceedings will be
received.
A further legal route, by which the Company may seek to recover
its assets or compensation for its loss from the Government of
Mozambique, remains under advanced consideration.
In parallel with the legal process, representatives of the
Company continue to have a dialogue with the Government of
Mozambique which, it is hoped, will ultimately yield a faster
resolution than that which the courts may achieve.
Legal proceedings in Mozambique
There were no reportable legal developments during the six
months ended 30 June 2015.
The most recent development in the Mozambique courts was the
Supreme Court's rejection, earlier this month, of the Company's
application for permission to appeal against the Supreme Court's
earlier decision (announced on 31 December 2014) to refuse the
Company's application for recognition of orders by the English
court for costs aggregating GBP106,000 to be paid by General
Jacinto Veloso, Diogo Cavaco and JV Consultores Internacionais,
Limitada.
The Company pursued two avenues of appeal against this decision.
The first was a substantive appeal against the Supreme Court's
refusal to recognise the English costs awards. On this matter, the
Supreme Court refused to admit an appeal on the basis that there is
no right to appeal against a Supreme Court recognition
decision.
The second avenue pursued by the Company was what is called a
'harmonisation of laws' appeal. It is an appeal based on the
existence of a previous conflicting decision. In Pathfinder's case
the Supreme Court refused to recognise the judgments in question
because it found that the customary clauses conferring jurisdiction
on the English Courts (which were contained in the underlying
agreements through which the Company acquired CMDN) did not satisfy
the requirements of Mozambique law.
However, in a previous decision, the Supreme Court had agreed to
recognise a foreign judgment where the jurisdiction of the foreign
court was derived from a clause similar to that in the Pathfinder
agreements. The Supreme Court has therefore admitted the
harmonisation of laws appeal.
However, as a matter of Mozambique law, a successful appeal on
this point does not affect the underlying decision not to recognise
the relevant costs judgments in this case. Its effect will be only
to clarify the law going forward. The Company is therefore advised
by its Mozambique lawyers that the 'harmonisation of laws' appeal
decision may have positive implications for the Company's pending
(second) application for recognition of the English court's
substantive decision in respect of the agreements by which
Pathfinder acquired its shares in CMDN.
Regardless of any perceived implications this 'harmonisation of
laws' decision may have on the pending decision from the Supreme
Court, it is inappropriate to speculate on the likely outcome of
the application for recognition of the English court decision; and,
whatever the outcome, the Company may still seek to recover its
assets or seek compensation for its loss by other means.
Corporate events
No noteworthy corporate events occurred during the six months
ended 30 June 2015.
At the recent Annual General Meeting held on 7 September, the
Company's shareholders approved a share capital reorganisation
which took effect the following day. The consequence was that every
10 'old' shares have been exchanged for 1 'new' share in a manner
which did not itself impact the market value of individual
holdings.
While the Directors continue to believe that the Company has
sufficient resources to see through its strategy to recover its
assets in the expected timeframe, the capital reorganisation also
facilitates the raising of future equity finance subject to market
conditions, should there be a delay. The Company anticipates that,
at projected rates of expenditure, additional funding will be
required in the first quarter of 2016.
Financial results and current financial position
The financial results of Pathfinder are, as for any pre-revenue
company which does not currently have operations, very
straightforward. The most important financial measurement continues
to be whether Pathfinder has sufficient cash to see through its
strategy to recover its assets. The board continues to exercise
prudence with expenditure.
The financial statements of the Pathfinder Group for the first
half of 2015 follow later in this report. The Income Statement
shows a loss of GBP695,000 (H1 2014 - GBP606,000). Since the
Company has been prevented from conducting any activity relating to
mining, the large majority of this loss can be attributed to the
Company's attempts to recover its expropriated licences.
The Group's Statement of Financial Position shows net assets at
30 June 2015 of GBP440,000 (31 December 2014 - GBP1,135,000). The
assets are held largely in the form of cash deposits (totalling
GBP592,000 at the end of the period).
Outlook
Pathfinder continues vigorously to pursue all avenues to recover
its expropriated mining licences, both through the Mozambique
courts and through its dialogue with the Government of Mozambique.
The Company will continue to update shareholders with material
developments as and when they occur.
Henry Bellingham
Chairman
28 September 2015
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 June 30 31 December
2015 June 2014
2014
---------- ---------- -------------
GBP '000 GBP GBP '000
'000
Revenue - - -
Administrative expenses (699) (614) (1,070)
---------- ---------- -------------
Operating loss (699) (614) (1,070)
Finance income 4 8 14
---------- ---------- -------------
Loss on ordinary activities
before taxation (695) (606) (1,056)
Taxation - - -
Comprehensive loss for the
period (695) (606) (1,056)
========== ========== =============
Loss per share
(based on 1,037,167,230 shares
in issue throughout each
of the periods covered by
this report) (0.1p) (0.1p) (0.1p)
STATEMENT OF CONSOLIDATED FINANCIAL POSITION
Unaudited Unaudited Audited
30 June 30 31 December
2015 June 2014
2014
---------- ---------- -------------
GBP '000 GBP GBP '000
'000
Assets
Current assets
Trade and other receivables 123 180 61
Cash and cash equivalents 592 1,619 1,172
715 1,799 1,233
---------- ---------- -------------
Total assets 715 1,799 1,233
---------- ---------- -------------
Liabilities
Current liabilities
Trade and other payables 275 214 98
Total liabilities 275 214 98
---------- ---------- -------------
Total net assets 440 1,585 1,135
========== ========== =============
Equity
Share capital - issued and
fully paid 18,289 18,289 18,289
Share premium 11,022 11,022 11,022
Retained loss (28,871) (27,726) (28,176)
Total equity 440 1,585 1,135
========== ========== =============
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