TIDMGLR
RNS Number : 5168N
Galileo Resources PLC
30 September 2021
30 September 2021
Galileo Resources Plc
("Galileo" or the "Company" or the "Group")
Audited Results for the year ended 31 March 2021
Galileo (AIM: GLR), the exploration and development mining
company, announces its audited results for the year ended 31 March
2021.
Highlights for the period under review
-- In June 2020, the Company raised GBP990,000 before expenses
to advance its operations in Botswana and Zambia
-- Galileo agreed an optimal arrangement ("Arrangement") with
BMR to assume the rights to BMR's Mauritian subsidiary, Enviro
Mining Limited ("EML") and its wholly-owned Zambian subsidiaries,
which include, amongst other things the title to licences for Star
Zinc and Kashitu (zinc willemite) projects. The Arrangement, which
is subject to Zambian Ministry ("ZM") approval, is for nil
consideration since the Company has earned-in 100% rights to the
two projects
-- On 25 November 2020 Galileo announced that it had signed a
marketing agreement with Zopco S.A. ("ZopCo") in relation to the
potential sale of zinc willemite ore from the group's 95% owned
Star Zinc project. Zopco is a Geneva based independent trading
company focussed on non-ferrous metals and concentrates
-- In relation to the Glenover phosphate and rare earth project
in South Africa the final TSF design report was completed by Golder
in November 2020 and has been submitted to the DWS for its RoD
-- Glenover continued to identify potential investors in the
Glenover project and initiated preliminary discussions, which are
ongoing
-- Galileo acquired 100% of Botswana- incorporated Crocus-Serv
(Pty) Ltd ("Crocus"), whose assets comprise 21 copper and
nickel-PGE (Platinum Group Elements) exploration Prospecting
Licences ("PLs") in the highly prospective Kalahari Copper Belt
("KCB") and the Limpopo Mobile Belt ("LMB") in western and eastern
Botswana respectively. The consideration of GBP163,020 for the
acquisition comprised the issue of a total 38,814,246 new Galileo
ordinary shares of 0.1p at 0.42p each and a separate cash payment
of GBP10,828
-- The Company commenced development of an exploration programme for the KCB properties
-- The Company's subsidiary, Crocus, submitted, in terms of the
Botswana Environmental Assessment Act (2011), a draft environmental
management plan ("EMP") for the KCB project to the Department of
Environmental Affairs ("DEA") Botswana for review
-- In September 2020 Galileo announced a further agreement to
acquire 100% of Africibum Co (Pty) Ltd, and its interest in five
prospecting licences and two prospecting licence applications in
the Kalahari Copper Belt in Botswana
-- The Africibum licences include the Quirinus copper-silver
prospect with historic shallow drill intercepts in a three-hole RC
drilling programme which include 4m @ 1.7% Cu, 13g/t Ag and 6m @
0.9% Cu, 14g/t Ag. The intercepts occur within a series of
copper-in-soil anomalies that extend for 13.4km in total, much of
it untested. The Quirinus prospect lies within 15km of major
copper-silver discoveries, part of Cupric Canyon Capital's
Khoemacau Project
-- In January 2021, Galileo announced the sale of 9 Kalahari
Copper belt licences for US$3 million to ASX listed Sandfire
Resources Ltd ("Sandfire"). The sale includes a first right of
refusal in relation to the acquisition of 15 KCB licenses being
retained by the Company as well as an exploration commitment by
Sandfire to spend US$4 million on the 9 included licenses
-- On 3 March 2021 Galileo announced it entered into a
conditional agreement with Siege Mining Limited ("Siege") in
relation to the ceding of ownership and operation of the Star Zinc
Project for US$750,000 and an ongoing royalty interest
-- At Kashitu the Company reported that it was planning an
exploration programme for 2021 with the primary objective of
developing a resource for the supply to a nearby refinery and / or
the raw ore export market
-- T he Group reported earnings of GBP99,122 which includes a
gain on bargain purchase price through business combinations of
GBP1,569,776 (2020: loss of GBP642,188) before and after
taxation
-- Basic earnings of 0.01 pence (2020: loss of 0.14 pence) per share
Highlights post the period under review
-- On 1 June 2021, the Company announced a placing to raise
approximately GBP2,000,000 (before expenses) through the issuance
of 133,666,664 new ordinary shares at a placing price of 1.5p per
share
-- The Company reported on the results of the interpretation
work on the airborne geophysical survey data over prospecting
licences PL40 and PL39 in Botswana. Several targets were identified
for drill testing and a contract was signed with a local drilling
company to commence a drill programme in May 2021
-- On 16 September 2021, the Company reported that all the
conditions precedent had been met in relation to its conditional
licence sale agreement with ASX listed Sandfire entered into in
January 2021. As at the date of this report, the Group had received
US$1.5M in cash for the 9 Kalahari Copper Belt licences being
sold
-- In June 2021, Glenover received confirmation that DWS had
approved their tailings facility design and waste management plan,
and NNR has approved its nuclear license. Glenover is now in the
process of securing a guarantee for environmental remediation
Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting of
Galileo will be held at Fladgate LLP, 16 Great Queen Street,
London, WC2B 5DG on 25 October 2021 at 1:00 p.m.
Resolution 9 contained in the Notice of AGM is as follows:
"Resolution number 9
This resolution seeks Shareholder approval to authorise the
Company to issue 17,358,363 shares ("Fee Shares") to settle
contractually accrued but unpaid fees due to directors and
consultants in respect of the period from March 2018 to March 2021,
amounting to GBP118,750 (the "Accrued Fees") .
At the Company's AGMs held in 2018, 2019 and 2020 the
Shareholders authorised the Company, at its discretion, to issue
shares to directors, management, and consultants in lieu of
deferred remuneration, fees and allowances over a period. Therefore
the Company already has authority to issue the Fee Shares for the
Accrued Fees but given the delay in issuing the Fee Shares
primarily due to closed periods, it is as a matter of good
corporate governance seeking authority to issue the Fee Shares.
The Accrued Fees includes accrued fees owed to directors
totalling GBP106,250 (GBP65,000 owed to Mr Bird and GBP41,250 to Mr
Wollenberg). The directors had suggested and the Board agreed to
defer settlement of their Accrued Fees to preserve the Company's
cash resources in order to continue the implementation of the
Company's strategy on the understanding that the Accrued Fees would
be settled in shares with the number of shares to be issued to be
calculated on the basis of the Volume Weighted Average Price
("VWAP") for the quarter in which the Accrued Fees were due to be
paid. Accordingly, in 2018, 2019 2020 and 2021 the appropriate
number of Fee Shares was calculated at the end of the relevant
quarter using the VWAP for the quarter as summarised in the table
below:
Period of Issue price of New Shares
Person Accrued Fees Accrued Fees New Shares to be issued
Q4 2018 to Q4
Colin Bird 2020 GBP65,000 0.615 pence 10,570,862
Q2 2018 to Q4
Richard Wollenberg 2020 GBP41,250 0.705 pence 5,854,170
Q4 2020 to Q1
Consultant 2021 GBP12,500 1.34 pence 933,331
The Company's closing share price on 29 September 2021 the last
practical date prior to the issue this notice was 1.275 pence per
share. If Shareholder approval is not obtained to Resolution 9, the
Accrued Fees will still be due and will be paid in cash to the
directors and consultant to whom the Accrued Fees are due."
The proposal set out above and as Resolution 9 in the Notice of
Meeting is a related party transaction as defined by AIM Rule 13 of
the AIM Rules for Companies. Accordingly, the Independent Directors
(being the Directors with the exception of Colin Bird and Richard
Wollenberg) consider that, having consulted with the Company's
Nominated Adviser, the terms of the proposal are fair and
reasonable insofar as the Company's shareholders are concerned. In
coming to this decision, the Independent Directors have considered
their preference for issuing shares as opposed to settling accrued
fees in cash thereby preserving the Company's cash resources, that
Shareholders have previously approved a Resolution to issue accrued
Director's fees in shares using this pricing mechanism and that
this Resolution, should it be approved by Shareholders, resolves a
long standing Company creditor.
A copy of this announcement is available on the Company's
website www.galileoresources.com along with a copy of the Annual
Report and Notice of AGM, both of which are being posted to
shareholders.
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) No. 596/2014, as
it forms part of UK Domestic Law by virtue of the European Union
(Withdrawal) Act 2018. Upon the publication of this announcement,
this inside information is now considered to be in the public
domain.
You can also follow Galileo on Twitter: @GalileoResource.
For further information,
please contact: Colin Bird, Tel +44 (0) 20 7581 4477
Chairman
Beaumont Cornish Limited
- Nomad Tel +44 (0) 20 7628 3396
Roland Cornish
Novum Securities Limited
- Broker Tel +44 (0) 20 7399 9400
Colin Rowbury/Jon Belliss
Shard Capital Partners LLP
-Joint Broker
Damon Heath Tel +44 (0) 20 7186 9952
Chairman's report
Dear Shareholder,
The year under review has been challenging for the world in
general, but Galileo has maintained its momentum despite all of the
problems received from COVID-19 pandemic. Remote communications and
logistic difficulties have been our main challenge. I am pleased to
report that none of our team has suffered ill effect from the
COVID-19 health crisis.
Kalahari Copperbelt: Botswana
On the 7(th) of May 2020, we announced a major copper
exploration acquisition in the Kalahari Copperbelt in Botswana,
which consisted of 21 exploration licences, totalling some
15,000km(2) in the Northern region of the belt. The areas acquired
are in relatively close proximity to mining areas being developed
by Sandfire Resources and Cupric Canyon Resources.
In August 2020 we commenced planning and execution of an
heliborne electromagnetic geophysics programme together with a
reconnaissance soil sampling survey. The programme was carried out
over four licences PL250 and PL251, as well as PL40 and PL39 and
results received from the flying indicated an environment
potentially conducive to Kalahari style copper mineralisation.
In October 2020, we acquired five further licences by acquiring
Africibum Co Pty Ltd, which again are very prospective in that some
of the licences had previous reconnaissance drilling, which
intercepted mineralisation, typical for that part of the Kalahari
Copperbelt.
In late January 2021, we announced a conditional licence sale
agreement with Sandfire Resources, an Australian listed company.
The agreement is for the transfer of certain licences of
potentially strategic value to Sandfire for a settlement of US$3
million, half in Sandfire shares and half in cash. The agreement
requires Sandfire to incur exploration expenditure of US$4 million
within two years of settlement and thereafter, if success is
achieved in reporting an ore reserve under the JORC Code 2012 which
exceeds 200,000 tonnes of contained copper, Galileo will be due a
success payment in the range of US$10 million to US$80 million.
On 16 September 2021, we announced that all the conditions
precedent had been met in relation to the sale agreement with
Sandfire and at the date of this report, the Company had received
US$1.5M in cash for the 9 Kalahari Copper Belt licences being
sold.
Sandfire Resources is a successful Australian copper and gold
producing company with a market capitalisation of over A$1 billion
and a large and successful operation in Botswana where they have
recently been awarded a mining licence and we look forward to our
association with them.
Star Zinc: Zambia
During the period under review, we advanced discussions and
licencing activities for the Star Zinc Project in Lusaka, Zambia.
The area of the high grade willemite mineralisation is well defined
and suitable for small scale mining activities. The potential mine,
however, is in the midst of a very rapidly developing municipality
and the activities associated with mining and processing in such
circumstances requires a close relationship with the community and
a strong local presence. Taking this into account we considered
that a conditional agreement with Siege Mining was the best route
to developing the property as this provides for the ownership and
operational responsibilities to be assumed by a Zambian mining
company, whilst the Company can still participate in the future
success of the Star Zinc Project. The arrangement reached with
Siege, involves an initial US$50,000 payment and US$700,000
thereafter against certain deliverables, after which the Company
receives a turnover based royalty.
Preliminary mining has commenced and trial shipments of
willemite ore are currently on the ocean and will be tested for
suitability shortly.
Kashitu Project: Zambia
The Company is currently assessing a work programme for the
Kashitu Project, located 6km from the Sable Zinc Refinery in
Zambia. Desk research has indicated the potential for a significant
near surface resource of veined willemite. At the time of writing
the Company is designing a drill programme to test quantity and
grade of the willemite showings.
Glenover Project: South Africa
The Glenover Project in South Africa, which contains rare earth
stockpiles and primary rare earth potential, has attracted the
interest of a number of potential partners and acquirers, with one
company being particularly interested in the entire proposition.
Major test work has been carried out on the orebody and stockpiles
to assess the potential and processing complexities to include
fertilizer production materials, vermiculite and, of course, rare
earths.
During the period under review, we have seen renewed interest in
the production of non-Chinese rare earth production and the overall
value of the project may have increased and could increase further
should the interest be maintained.
The potential to conclude a commercial arrangement for part or
all of the property exists for the 4(th) quarter of 2021. All of
the test work carried out under the period under review belongs to
Glenover and as such we have a strong platform to develop one or
more of the opportunities from a much stronger test work basis.
Ferber Project: Nevada USA
Whilst limited work has been carried out at the Ferber Project,
Nevada, USA, we have renewed our licences and intend to carry out
reconnaissance exploration before year end. We feel this is prudent
in the light of future forecasts for copper and gold, both of which
has been evidenced at the property.
Prospects
The Galileo portfolio of projects are all at an interesting
stage, in good jurisdictions and in commodities which are
forecasted to show strong price growth, particularly copper.
We are very excited about our position in Botswana and feel the
propensity for success is very high, compared to our peers. Since
the commencement of the year, finance has been available for IPOs
and secondary placings at a level not witnessed for many years and
as such your Company is relatively well funded to meet its
exploration obligations and requirements.
At the time of writing there exist many major geopolitical,
trade and health threats facing the world and I am not convinced
that the buoyant stock markets can be maintained against all of the
threats, notwithstanding the spectre of inflation looming around
the corner. Against all of these uncertainties the Company will use
best endeavours to deploy its cash resourcefully, whilst being
mindful of the fact that next year might present a very different
mining investment climate.
Uncertainty generally brings extreme caution, but your Board
remains of the view, that the opportunities presented by the global
warming prevention requirements are tantamount to an industrial
revolution and that copper will become the oil of the early 1970s.
Against all this we remain motivated to increase our copper
portfolio to be in the right place when the acquisition frenzy
inevitably commences, which we expect to be during 2023.
I would like to thank my fellow directors, management, and
employees for the efforts during the year under review and repeat
my assertion that the Company has a broad-based portfolio, anyone
of which constituents could return a significant enhanced value to
shareholders.
In conclusion, I would like to thank the shareholders for their
support during the year and assure all that the team will employ
best efforts to produce the returns expected from a venture capital
market.
Colin Bird
Chairman
CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR THE PERIODED 31
March 2021
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 March
2021
31 March 31 March
Figures in pound sterling 2021 2020
==================================== ==================== ===============
A s sets
Non- current assets
Intangible assets 2,114,817 3,348,019
In v estment in joint ventur es 1,979,640 1,834,710
L oans to joint ventur e s, associa
t es, and subsidiaries 345,684 291,442
Other financial assets 373,521 344,522
==================== ===============
4,813,662 5,818,693
==================== ===============
C urrent assets
T r ade and other receivables 1,359 2,228
Cash and cash equivalents 1,392,955 356,485
==================== ===============
1,394,314 358,713
==================== ===============
Assets held for sale 3,952,786 -
==================================== ==================== ===============
T o tal assets 10,160,763 6,177,406
===================================== ==================== ===============
E quity and liabilities
E quity
Share capital 29,705,244 26,469,319
Re serv es 837,700 621,131
Ac cumula ted loss (21,124,916) (21,222,788)
==================== ===============
9,408,028 5,867,662
==================== ===============
Liabilities
Non- current liabilities
Other financial liabilities 5 5
Deferred tax 425,813 -
-------------------- ---------------
425,818 5
-------------------- ---------------
C urrent liabilities
T r ade and other pa yables 326,916 309,738
==================== ===============
T o tal liabilities 752,735 309,743
==================== ===============
T o tal equity and liabilities 10,160,763 6,177,406
===================================== ==================== ===============
These financial statements were approved by the directors and
authorised f or issue on 29 September 2021 and are signed on their
behalf by:
Colin Bird
C ompany number: 05679987
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARED 31
March 2021
Figures in pound 31 March 31 March
sterling 2021 2020
-------------------------------------------- ------------ --------------- ---------------
Oper ating expenses (1,472,816) (630,384)
--------------- ---------------
Oper ating loss (1,472,816) (630,384)
In v estment revenue - 2
Gain on bargain purchase through business
combinations 1,569,776 -
Loss from equity accounted in v estments (9,088) (11,806)
=============== ===============
Profit/(L oss) for the y ear 87,872 (642,188)
=============== ===============
Other comprehensive income:
E x change differenc es on translating
foreign oper ations (66,549) 26,078
=============== ===============
T o ta l c omp r ehensi ve lo ss f or
the y e ar 21,323 (616,110)
=============== ===============
Earnings/(L oss) per share in pence (basic) 0.01 (0.14)
All operating expenses and operating losses relate to continuing
activities.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS AT 31 March
2020
Figur es in F oreign
Pound S currency Ac
terling T o tal translation Merger Share based cumula
Share Share share r eserve r payment r T o tal r ted T o tal
capital premium capital (1) eserve(2) eserve(3) eserv es loss equity
============== ============ ================= =================== =========== ========== ================= ================ ============ ===========
G r o up
B alance at 1
April 2019 5,915,231 19,525,088 25,440,319 (736,060) 1,047,821 149,793 461,554 (20,580,600) 5,321,273
============ ================= =================== =========== ========== ================= ================ ============ ===========
L oss for the
y ear - - - - - - - (642,188) (642,188)
Other
comprehensive
income - - - 26,114 - - 26,114 - 26,114
============ ================= =================== =========== ========== ================= ================ ============ ===========
T o tal
comprehensive
loss for the
y ear - - - 26,114 - - 26,114 (642,188) (616,074)
============ ================= =================== =========== ========== ================= ================ ============ ===========
Issue of shar
es net
of issue
costs 253,215 909,284 1,162,499 - - - - - 1,162,499
Warrants
issued - (133,499) (133,499) - - 133,499 133,499 - -
T o tal
contributions
by and
distributions
to owners of 253,215 775,785 1,029,000 - - 133,499 133,499 - 1,162,499
C ompany
recognised
directly
in equity
============ ================= =================== =========== ========== ================= ================ ============ ===========
B alance at 1
April 2020 6,168,446 20,300,873 26,469,319 (709,946) 1,047,821 283,292 621,131 (21,222,788) 5,867,698
============ ================= =================== =========== ========== ================= ================ ============ ===========
Profit for the
y ear - - - - - - - 87,872 87,872
Other
comprehensive
income - - - (66,549) - -- (66,549) - (66,549)
============ ================= =================== =========== ========== ================= ================ ============ ===========
T o tal
comprehensive
loss for the
y ear - - - (66,549) - - (66,549) 87,872 21,324
============ ================= =================== =========== ========== ================= ================ ============ ===========
Issue of shar
es net
of issue
costs 354,163 2,894,249 3,248,412 - - - - - 3,248,412
Options issued - - - - - 270,595 270,595 - 270,595
Warrants
issued - (150,544) (150,544) - - 150,544 150,544 - -
Warrants
exercised - 138,057 138,057 - - (138,057) (138,057) - -
T o tal
contributions
by and
distributions
to owners
o f Company
recognised
directly in
equity 354,163 2,881,762 3,235,925 - - 283,083 283,082 - 3,519,006
============ ================= =================== =========== ========== ================= ================ ============ ===========
B alance at 31
March
2021 6,522,609 23,182,635 29,705,244 (776,495) 1,047,821 566,374 837,700 (21,124,916) (9,408,028)
============ ================= =================== =========== ========== ================= ================ ============ ===========
1. Foreign currency translation reserve comprises all foreign currency differences arising from the translation
of the financial statements of foreign operations.
2. Merger reserve comprises the difference between the fair value of an acquisition and the nominal value
of the shares allotted in a share exchange.
3. Share based payment reserve comprises the fair value of an equity-settled share based payment.
CONSOLIDATED STATEMENT OF CASH FLOW FOR THE YEARED 31 March
2021
Figures in Pound Sterling 31 March 31 March
2021 2020
=========================================== =============== ==========
Cash flows from oper ating activities
Cash used in oper ations (1,186,567) (331,288)
In v estment R evenue - 2
=============== ==========
Net cash from oper ating activities (1,186,567) (331,286)
=========================================== =============== ==========
Cash flows from in v esting activities
Additions to intangible assets (453,724) (290,232)
Net movement on group company loans (84,239) (13,072)
Net cash flows from in v esting activities (537,963) (303,304)
=========================================== =============== ==========
Cash flows from financing activities
Proceeds from share issues 2,761,000 990,000
T o tal cash movement for the y ear 1,036,470 355,410
Cash at the beginning of the y ear 356,485 1,075
=============== ==========
T o tal cash at end of the y ear 1,392,955 356,485
=========================================== =============== ==========
Statement of Directors' Responsibilities for the year ended 31
March 2021
-- The directors are required in terms of the Companies Act 2006
to maintain adequate accounting records and are responsible for the
content and integrity of the consolidated annual financial
statements and related financial information included in this
report. It is their responsibility to ensure that the consolidated
annual financial statements fairly present the state of affairs of
the Group as at the end of the financial year and the results of
its operations and cash flows for the period then ended, in
conformity with the applicable UK laws.
-- The consolidated annual financial statements are prepared in
accordance with International Financial reporting standards (IFRS)
and are based upon appropriate accounting policies consistently
applied and supported by reasonable and prudent judgments and
estimates. The directors acknowledge that they are ultimately
responsible for the system of internal financial control
established by the Group and place considerable importance on
maintaining a strong control environment. To enable the directors
to meet these responsibilities, the board sets standards for
internal control aimed at reducing the risk of error or loss in a
cost-effective manner. The standards include the proper delegation
of responsibilities within a clearly defined framework, effective
accounting procedures and adequate segregation of duties to ensure
an acceptable level of risk. These controls are monitored
throughout the Group and all employees are required to maintain the
highest ethical standards in ensuring the Group's business is
conducted in a manner that in all reasonable circumstances is above
reproach. The focus of risk management in the Group is on
identifying, assessing, managing and monitoring all known forms of
risk across the Group. While operating risk cannot be fully
eliminated, the Group endeavours to minimise it by ensuring that
appropriate infrastructure, controls, systems and ethical behavior
are applied and managed within predetermined procedures and
constraints.
-- The directors are of the opinion, based on the information
and explanations given by management that the system of internal
control provides reasonable assurance that the financial records
may be relied on for the preparation of the consolidated annual
financial statements. However, any system of internal financial
control can provide only reasonable, and not absolute, assurance
against material misstatement or loss.
-- The going concern basis has been adopted in preparing the
consolidated annual financial statements. The directors have no
reason to believe that the Group will not be a going concern in the
foreseeable future, based on forecasts and available cash
resources. These consolidated annual financial statements support
the viability of the company. the directors have reviewed the
Group's financial position at the balance sheet date and for the
period ending on the anniversary of the date of approval of these
financial statements and they are satisfied that the Group has, or
has access to, adequate resources to continue in operational
existence for the foreseeable future.
Colin Bird Chairman
Joel Silberstein Finance director
Ed Slowey Technical director
J Richard Wollenberg Non-Executive director
Christopher Molefe Non-Executive Director
NOTES TO THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS
1. Basis of preparation
The consolidated annual financial statements have been prepared
in accordance with International Financial Reporting Standards
IFRIC interpretations issued by the International Accounting
Standards Board and the Companies Act 2006. The consolidated annual
financial statements have been prepared on the historical cost
basis, except for certain financial instruments at fair value, and
incorporate the principal accounting policies set out below. Cost
is based on the fair values of the consideration given in exchange
for assets and they are presented in Pound Sterling. The accounting
policies applied are consistent with those of the previous
period.
The comparative figures for the financial year ended 31 March
2020 are not the Company's statutory accounts for that financial
year but the consolidated accounts. Those accounts have been
reported on by the Company's auditors and delivered to the
registrar of companies. The report of the auditors was (i)
unqualified, (ii) did not give any reference to any matters to
which the auditors drew attention by way of emphasis without
qualifying their report, and (iii) did not contain a statement
under sections 498 (2) or (3) of the Companies Act 2006, relating
to the accounting records of the company.
2. Basis of consolidation
The consolidated annual financial statements incorporate the
annual financial statements of the Company and all entities,
including special purpose entities, which are controlled by the
Company. Control exists when the Company has the power to govern
the financial and operating policies of an entity so as to obtain
benefits from its activities. The results of subsidiaries are
included in the consolidated annual financial statements from the
effective date of acquisition to the effective date of disposal.
Adjustments are made when necessary to the annual financial
statements of subsidiaries to bring their accounting policies in
line with those of the Group.
All intra-group transactions, balances, income and expenses are
eliminated in full on consolidation. Non-controlling interests in
the net assets of consolidated subsidiaries are identified and
recognised separately from the Group's interest therein, and are
recognised within equity. Losses of subsidiaries attributable to
non-controlling interests are allocated to the non-controlling
interest even if this results in a debit balance being recognised
for non- controlling interest. Transactions which result in changes
in ownership levels, where the Group has control of the subsidiary
both before and after the transaction, are regarded as equity
transactions and are recognised directly in the statement of
changes in equity. The difference between the fair value of
consideration paid or received and the movement in non-controlling
interest for such transactions is recognised in equity attributable
to the owners of the parent.
3. Financial review
The Group reported earnings of GBP87,872 which includes a gain
on bargain purchase price through business combinations of
GBP1,569,776 (2020: loss of GBP642,188) before and after taxation.
Basic earnings of 0.01 pence (2020: loss of 0.14 pence) per
share.
4. Segmental analysis
Business unit
The Company's investments in subsidiaries and associates, that
were operational at year-end, operate in two geographical locations
being South Africa and USA, and are organised into one business
unit, namely Mineral Assets, from which the Group's expenses are
incurred and future revenues are expected to be earned. This being
the exploration for and extraction of its mineral assets through
direct and indirect holdings. The reporting on these investments to
the board focuses on the use of funds towards the respective
projects and the forecasted profit earnings potential of the
projects.
The Company's investment in Zambia and Botswana are not yet
operational and does not form part of the segmental reporting for
the period under review.
Geographical segments
An analysis of the loss on ordinary activities before taxation
is given below:
31 March 31 March
2021 2020
Rare earths, aggrega t es and iron ore and
manganese South Africa (9,088) (11,806)
Copper Botswana 1,569,776 -
Copper South Africa - (148,940)
Gold, Copper USA - (23,187)
C orpor a te costs South Africa and United Kingdom (1,472,816) (458,255)
---------------------- --------------------
T o tal 87,872 (642,188)
---------------------- --------------------
5. Taxation
No provision has been made for 2021 tax as the Group has no
taxable income. The estimated Group tax losses available for set
off against future taxable income is GBP 6,868,214 (2020:
GBP6,051,322). The Group has not reflected a deferred tax asset in
respect of the losses carried forward as the Group is not expected
to generate taxable profits in the foreseeable future.
6. Auditors' Report
The comparative figures for the financial year ended 31 March
2020 are not the Company's statutory accounts for that financial
year but the consolidated accounts. Those accounts have been
reported on by the Company's auditors and delivered to the
registrar of companies. The report of the auditors was (i)
unqualified, (ii) did not give any reference to any matters to
which the auditors drew attention by way of emphasis without
qualifying their report, and (iii) did not contain a statement
under sections 498 (2) or (3) of the Companies Act 2006, relating
to the accounting records of the company.
7. Availability of the Annual Report
This information has been extracted from the Company's Audited
Annual Report for the year ended 31 March 2021, copies of which
will be mailed to shareholders on 1 October 2021 and a copy will
also be available to shareholders and members of the public in hard
copy and free of charge, from the Company's London office at 1st
Floor, 7/8 Kendrick Mews, London, SW7 3HD. Alternatively, a
downloadable version will be available from 30 September 2021 from
Company's website: www.galileoresources.com .
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END
FR LMMFTMTJJMMB
(END) Dow Jones Newswires
September 30, 2021 02:44 ET (06:44 GMT)
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