TIDMRBD
RNS Number : 2110J
Reabold Resources PLC
26 June 2017
For immediate release 26 June 2017
REABOLD RESOURCES PLC
Annual Report and Financial Statements
For the year ended 31 December 2016
The Board of Reabold Resrouces is pleased to announce the
Company's audited annual report and financial statements for the
year ended 31 December 2016 ("the Accounts").
The Accounts are being posted to shareholders and will shortly
be available from the Company's website www.reabold.com and
extracts of the Accounts are set out below.
Chairman's statement and Strategic report
The Chairman's statement and the Strategic report for Reabold
Resources Plc ("the Company") for the year ended 31 December 2016
are presented below.
The Board has continued to be active in the identification and
evaluation of investment opportunities in various sectors towards
the objective of an acquisition that drives creation of value for
stakeholders.
Placement
On 8 January 2016, the Company announced a placement of
40,000,000 new Ordinary shares of 0.1p each at a price of 0.5p per
share, raising GBP200,000 for working capital purposes.
Mogul Ventures Corp. Investment
The Company holds 5 million shares in Mogul Ventures Corp.
("Mogul"), a private company focused on natural resources in
Mongolia, principally in tin. Reabold's holding in Mogul amounts to
a 1.2% undiluted and fully diluted interest. On 20 February 2015,
Mogul entered into an amended and restated arrangement agreement
("the Arrangement Agreement") with Knowlton Capital Inc.
("Knowlton"), a TSX-V listed company, for the acquisition by
Knowlton of all of the issued and outstanding shares of Mogul. The
Arrangement Agreement superseded a letter of intent dated 23 May
2014 and a definitive agreement dated 22 August 2014. The
Arrangement Agreement constituted a reverse takeover of Knowlton,
the completion of which was subject to a number of conditions,
including approval by the TSX-V, Knowlton's shareholders and
Mogul's shareholders. On 29 April 2016, Knowlton announced the
termination of the Arrangement Agreement with Mogul to pursue
another reverse take-over transaction.
During 2016, a highly experienced tin metallurgical consultant
and ALS Metallurgy Burnie laboratory in Tasmania conducted initial
testwork on a composite sample from the Eastern zone:
-- confirmed that all tin is in cassiterite;
-- recovered 82.4% of tin into a non-magnetic product after
crushing, grinding and magnetic separation; and
-- additional tests ongoing.
During 2016, Mogul raised a total of $250,000 with equity and
equity-linked financings at CAD$0.25 per share.
Management and key stakeholders in Mogul remain positive towards
Mogul's future in the public markets under improved market
conditions, with the significant increase in tin prices spurring
ongoing interest in Mogul's project.
Financial Review
The loss of the Company for the 12 months ended 31 December 2016
was GBP115,000 (2015: loss of GBP104,000), in line with
expectations. The net assets as at 31 December 2016 were GBP509,000
(2015: GBP624,000). As at 31 December 2016, the Company had cash of
GBP340,000.
Post Balance Sheet Date - Investment in Tonsley Mining Pty
Limited and Placement
On 19 April 2017, the Company announced that it has entered into
an agreement to buy an initial interest in the advanced San Jose
Lithium-Tin Project in Spain ("the Project") for a consideration of
A$500,000 (approx. GBP300,000). The San Jose Project is a Joint
Venture between Plymouth Minerals Limited's ("Plymouth" ASX:PLH)
subsidiary Tonsley Mining Pty Limited ("Tonsley") and Sacyr, S.A,
the IBEX 35 Spanish listed multinational infrastructures and
services company. This investment is in line with Reabold's
strategy to identify strategic mineral opportunities with the
potential to add significant shareholder value.
The initial investment in the Project was affected through a
share subscription agreement in the amount of AUD$500,000 to
acquire a minority interest of approx. 2.0% in Tonsley, an
Australian special purpose holding company which owns the rights to
earn up to a 75% interest in the Project. After an agreed amount of
time between the Parties or in the event no interest is earned by
Tonsley (or its subsidiary) in the Project, there is an agreed
contractual mechanism (by way of options) for the AUD$500,000 funds
to be returned to the Company.
Tonsley has the right to earn a 75% interest in the Project by
spending EUR1.5 million for a first stage 50%, then EUR2.5 million
for the additional 25%, which is being funded by Plymouth.
Historically the Spanish Mining Company, Tolsa SA, conducted an
extensive feasibility study at San Jose from 1985-1991. This
included 8,400m of Reverse Circulation (RC) and diamond drilling. A
resource (Not JORC 2012) was estimated and on the basis of this,
mining and processing studies were undertaken.
On 25 May 2017, Plymouth announced the Project's maiden lithium
(Li) mineral resource in accordance with the
JORC Code. The announcement included the following (Source: PLH ASX announcement 25 May 2017):
-- resource contains an estimated 1.3M tonnes of lithium carbonate;
-- combined Indicated and Inferred Mineral Resource at a 0.10%
Li cut-off of 92.3Mt at 0.6% Li(2) O (lithium oxide) and 0.02% Sn
(tin);
-- combined Indicated and Inferred Mineral Resource at a 0.35%
Li cut-off of 16.5Mt at 0.9% Li(2) O (lithium oxide) and 0.04% Sn
(tin);
-- proven simple process flow-sheet and metallurgy to saleable lithium carbonate;
-- deposit is open along strike and at depth; and
-- large exploration target with the potential to double the maiden mineral resource.
Plymouth expect to complete a detailed process flow sheet update
for the Project by the end Q2 2017, to allow the production of a
JORC Scoping Study for the Project to produce lithium carbonate and
tin on site, to be released in Q3 2017 (Source: PLH ASX
announcement 1 June 2017).
In addition to the Project, Tonsley is the 80 percent owner of
the Morille tungsten-tin project in Spain (Aurum Mining PLC 20%)
and has leveraged off local relationships and preparatory work
competed by Aurum Mining PLC between 2011 and 2013. However,
present operational focus for Tonsley is the Project.
On 19 April 2017, the Company announced the arrangement of
subscriptions totalling GBP367,500 for 73,500,000 new Ordinary
Shares of 0.1p each at a price of 0.5p per share to fund the
investment in Tonsley Mining and for working capital purposes.
Outlook
Having made a significant investment in Tonsley with its
interest in the exciting advanced San Jose Lithium-Tin Project in
Spain and successfully raised further capital, the Board is moving
forward positively to drive shareholder value through the
investment strategy. Whilst the Board believes there are positive
cyclical investment opportunities in resources stocks, they may be
subject to significant volatility in financial markets and
commodity prices, as well as other potential risk areas, including
operational, geological, environmental, sovereign issues and access
to capital. The Board will evaluate investment opportunities in
other sectors as they arise.
The Company's current investments are at the relatively early
stage of the resource development cycle, being pre-completion of
scoping study level. The risk associated with investing in any
resource projects at an early stage is high, and the success or
failure of a project is dependent on a number of factors, including
metallurgical, technical, environmental, commercial, economic and
financing risks. It is noted that the lithium sector is not
commoditised, which is an additional risk factor. Our approach to
mitigate these risks is to obtain a fundamental understanding of
the resource, its chemistry and management team. By doing so, we
invest in projects that we believe have the potential to come to
production and deliver value to our shareholders.
The Board looks forward to reporting further in due course.
This report was approved by the Board and signed on its
behalf:
Jeremy Edelman
Director
For further information please contact:
Reabold Resources plc
Jeremy Edelman +44 (0) 207 440 0640
Antony Samaha
Beaumont Cornish Limited (Nomad)
www.beaumontcornish.com
Roland Cornish/ James Biddle/ Felicity Geidt +44 (0) 20 7628 3396
The information communicated in this announcement is inside
information for the purposes of Article 7 of Regulation
596/2014.
Statement of comprehensive income for the year ended 31 December
2016
_____________________________________________________________________________________
Notes 2016 2015
GBP'000 GBP'000
Administration expenses (115) (104)
Loss on ordinary activities before
taxation (115) (104)
Taxation on loss on ordinary activities 7 - -
Loss for the financial year (115) (104)
Other comprehensive income - -
Total comprehensive loss for the
financial year (115) (104)
Attributable to:
Equity holders (115) (104)
(115) (104)
Loss per share
Basic and fully diluted loss per
share (pence) 11 (0.04) (0.04)
All amounts relate to continuing operations.
The notes form part of the financial statements.
Statement of financial position as at 31 December 2016
_____________________________________________________________________________________
Notes 2016 2015
GBP'000 GBP'000
ASSETS
Non-current assets
Investments available for sale 9 200 200
200 200
Current assets
Trade and other receivables 10 1 1
Cash and cash equivalents 340 481
341 482
Total assets 541 682
EQUITY
Capital and reserves
Share capital 11 435 395
Share premium account 8,451 8,291
Advance received for shares to
be issued - 200
Capital redemption reserve 200 200
Retained loss (8,577) (8,462)
Total equity 509 624
LIABILITIES
Current liabilities
Trade and other payables 12 32 58
Total liabilities 32 58
Total equity and liabilities 541 682
The notes form part of the financial statements.
Statement of changes in equity for the year ended 31 December
2016
_____________________________________________________________________________________
Share Share Advance Capital Retained Total
capital premium received redemption earnings
for shares reserve
to be
issued
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance as at 31
December 2014 355 8,131 - 200 (8,358) 328
Total comprehensive
loss for the year - - - - (104) (104)
Changes in equity
for 2015
Issue of share
capital 40 160 - - - 200
Advance received
for shares to be
issued - - 200 - - 200
Balance as at 31
December 2015 395 8,291 200 200 (8,462) 624
-------- -------- ----------- ----------- --------- -------
Total comprehensive
loss for the year - - - - (115) (115)
Changes in equity
for 2016
Issue of share
capital 40 160 - - - 200
Advance received
for shares to be
issued - - (200) - - (200)
Balance as at 31
December 2016 435 8,451 - 200 (8,577) 509
-------- -------- ----------- ----------- --------- -------
The notes form part of the financial statements.
Statement of cash flows for the year ended 31 December 2016
_____________________________________________________________________________________
Notes 2016 2015
GBP'000 GBP'000
Cash flows from operating activities
Loss before taxation (115) (104)
Operating cash flows before movement
in working capital (115) (104)
Decrease/(Increase) in receivables - 1
Increase/(decrease) in payables (26) (12)
Net cash used in operating activities (141) (115)
Net cash flows from investment - -
activities
Cash flows from financing activities
Share placement received 13 - 200
Advance received for shares to
be issued 13 - 200
Net cash generated from financing
activities - 400
Net (decrease)/increase in cash
and cash equivalents (141) 285
Cash and cash equivalents at
the beginning of the period 481 196
Cash and cash equivalents at
the end of the period 340 481
Cash and cash equivalents comprises:
Cash and cash equivalents 340 481
Overdraft and borrowings - -
340 481
The notes form part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEARED 31 DECEMBER
2016
Reabold Resources Plc is a company registered in England and
Wales under the Companies Act. Registered in England number 3542727
at 20 Primrose Street, London EC2A 2EW. The nature of the Company's
operations and its principal activities are set out in the
Directors' report on pages 6 to 7.
1. Preparation of financial statements
Standards, amendments and interpretations adopted in the current
financial year ended 31 December 2016
The adoption of the following mentioned standards, amendments
and interpretations in the current year have not had a material
impact on the Company's financial statements:
-- Amendments to IAS 19 Employee Benefits - Employee
Contributions (applicable for annual periods beginning on or after
1 February 2015);
-- Annual Improvements to IFRS (2010-2012) (applicable for
annual periods beginning on or after 1 February 2015);
-- Annual Improvements to IFRS (2012-2014) (applicable for
annual periods beginning on or after 1 January 2016);
-- Amendments to IAS 1 Presentation of Financial Statements -
Disclosure Initiative (applicable for annual periods beginning on
or after 1 January 2016);
-- Amendments to IAS 16 Property, Plant and Equipment and IAS 38
Intangible Assets- Depreciation and Amortisation (applicable for
annual periods beginning on or after 1 January 2016);
-- Amendments to IAS 16 Property, Plant and Equipment and IAS 41
Agriculture- Bearer Plants (applicable for annual periods beginning
on or after 1 January 2016);
-- Amendments to IAS 27 Separate Financial Statements - Equity
Method (applicable for annual periods beginning on or after 1
January 2016);
-- Amendments to IFRS 10 Consolidated Financial Statements
(applicable for annual periods beginning on or after 1 January
2016);
-- Amendments to IFRS 12 Disclosure of Interests in Other
Entities (applicable for annual periods beginning on or after 1
January 2016);
-- Amendments to IAS 28 Investments in Associates and Joint
Ventures (applicable for annual periods beginning on or after 1
January 2016); and
-- Amendments to IFRS 11 Joint Arrangements (applicable for
annual periods beginning on or after 1 January 2016).
Other than disclosure, there has been no impact on the financial
statements of these adoptions.
Standards, amendments and interpretations in issue but not yet
effective
The adoption of the following mentioned standards, amendments
and interpretations in future years are not expected to have a
material impact on the Company's financial statements:
-- Amendments to IAS 7 Statement of Cash Flows - Disclosure
Initiative (applicable for annual periods beginning on or after 1
January 2017);
-- Amendments to IAS 12 Income Taxes (applicable for annual
periods beginning on or after 1 January 2017, but not yet endorsed
in the EU);
-- Annual improvements to IFRS (2014-2016) (applicable for
annual periods beginning on or after 1 January 2017 and for annual
periods beginning on or after 1 January 2018);
-- Amendment to IAS 40 Investment Property (applicable for
annual periods beginning on or after 1 January 2018, but not yet
endorsed in the EU);
-- Amendment to IFRS 2 Share Base Payment (applicable for annual
periods beginning on or after 1 January 2018, but not yet endorsed
in the EU);
-- IFRS 9 Financial Instruments (applicable for annual periods
beginning on or after 1 January 2018);
-- IFRS 15 Revenue from Contracts with Customers (applicable for
annual periods beginning on or after 1 January 2018);
-- Clarifications to IFRS 15 Revenue from Contracts with
Customers (applicable for annual periods beginning on or after 1
January 2018, but not yet endorsed in the EU);
-- IFRIC 22 Foreign Currency Transactions and Advances
Consideration (applicable for annual periods beginning on or after
1 January 2018, but not yet endorsed in the EU);
-- IFRS 16 Leases (applicable for annual periods beginning on or
after 1 January 2019, but not yet endorsed in the EU);
-- Amendments to IFRS 4 Insurance Contracts (endorsement not expected before 2020); and
-- Amendments to IFRS 10 Financial Instruments and IAS 28
Investment in Joint Ventures (endorsement postponed
indefinitely).
2. Summary of significant accounting policies
Basis of accounting
The 2016 financial statements are prepared under International
Financial Reporting Standards, as adopted for use by the European
Union.
The financial statements have been prepared on the going concern
basis and historical cost basis, except that the following assets
and liabilities are stated at their fair value: financial
instruments classified as fair value through the profit and
loss.
The financial statements are presented in sterling, the currency
of the primary economic environment in which the Company operates
and in which the majority of the Company's transactions are
denominated.
The principal accounting policies adopted are set out below.
Going concern
The financial statements have been prepared on the going concern
basis. The Directors have prepared cash flow forecasts for the
period ending 30 June 2018 which take account of the current cost
and operational structure of the Company. These forecasts
demonstrate that the Company has sufficient cash funds available to
allow it to continue in business for a period of at least twelve
months from the date of approval of these financial statements.
Accordingly, the financial statements have been prepared on a going
concern basis.
Investments available for sale
Classification
The Company classified its investments in unlisted shares that
are not traded in an active market as available for sale at
inception. Available for sale financial assets are non-derivatives
that are either designated as available for sale or are not
classified as loans and receivables, held-to-maturity investments
or financial assets at fair value through profit or loss.
Recognition
Purchases and sales of investments are recognised on the trade
date - the date on which the Company commits to purchase or sell
the investments.
Measurement
Unlisted Investments are initially recognised at cost, being the
fair value of consideration given. Where the Company has
investments in equity instruments that do not have a quoted price
in an active market and whose fair value cannot be reliably
measured these are carried at historic cost less any identified
impairment losses at the end of each reporting period.
Fair value hierarchy
IFRS 13 requires disclosure of fair value measurements by level
of the following fair value hierarchy:
Level 1 - inputs are quoted prices (unadjusted) in active
markets for identical assets and liabilities that the entity can
readily observe;
Level 2 - inputs are inputs other than quoted prices included
within Level 1 that are observable for the asset, either directly
or indirectly; and
Level 3 - inputs that are not based on observable market data
(unobservable inputs).
Unlisted Investments are therefore classified at level 2 of the
fair value hierarchy when initially recognised.
Taxation
The tax charge represents the sum of current and deferred
tax.
Current tax payable is based on taxable profits for the year.
Taxable profits differ from net profits as reported in the income
statement because it excludes items that are taxable or deductible
in other years and items that are not taxable or deductible. The
Company's liability for current tax is calculated using tax rates
that have been enacted or substantively enacted at the balance
sheet date.
Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in
the computation of taxable profit, and is accounted for using the
liability method. Deferred tax liabilities are recognised for all
temporary differences and deferred tax assets are recognised to the
extent that it is probable that taxable profits will be available
against which temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow
all or part of the asset to be recovered. Deferred tax assets are
offset when there is a legally enforceable right to offset current
tax assets against current liabilities and when deferred tax assets
and deferred tax liabilities relate to income taxes levied by the
same tax authority on either the same taxable entity or different
taxable entity where there is an intention to settle on a net
basis.
Deferred tax is calculated at the tax rates that are expected to
apply in the period when the liability or the asset is
realised.
Borrowing costs
Unless borrowing costs are capitalised that are directly
attributable to the acquisition, construction or production of a
qualifying asset, borrowing costs are expensed in the period they
are incurred. Borrowing costs are calculated using the effective
interest rate method. No borrowing costs were capitalised in the
year (2015: Nil).
Currencies
Transactions in currencies other than Sterling are recorded at
the rates of exchange prevailing on the dates of the transactions.
Monetary items in the statement of financial position are
retranslated at the closing exchange rate at each statement of
financial position date, and the resulting translation differences
are recorded in profit or loss.
Impairment of investments available for sale
At each reporting date, if there is objective evidence that an
impairment loss has been incurred on an unquoted equity instrument
that is not carried at fair value because its fair value cannot be
reliably measured, the amount of the impairment loss is measured as
the difference between the carrying amount of the financial asset
and the present value of estimated future cash flows discounted at
the current market rate of return for a similar financial asset.
Such impairment losses shall not be reversed.
Financial instruments
Financial assets and financial liabilities are recognised in the
Company's statements of financial position when the Company has
become a party to the contractual provisions of the instrument.
Loans and other receivables
Loans and other receivables are recognised initially at fair
value and subsequently measured at amortised costs using the
effective interest rate method, as reduced by appropriate
provisions for estimated irrecoverable amounts less provision for
impairment. A provision for impairment is accounted for when
management deems the specific receivable balance not to be
collectable. The amount of the impairment loss is recognised in the
income statement.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and demand
deposits, and other short-term deposits and liquid investments that
are readily convertible to a known amount of cash and are subject
to an insignificant risk of changes in value.
Other financial liabilities
Other financial liabilities, including borrowings, are initially
measured at fair value, net of transaction costs.
Other financial liabilities are subsequently measured at
amortised cost using the effective interest rate method, with
interest expense recognised on the expected yield basis. The
effective interest method is a method of calculating the amortised
cost of a financial liability and of allocating interest expense
over the relevant period. The effective interest rate is the rate
that exactly discounts estimated future cash payments through the
expect life of the expected financial liability, or, where
appropriate, a shorter period, to the net carrying amount on
initial recognition.
Financial liabilities and equity
Financial liabilities and equity instruments are classified
according to the substance of the contractual arrangements entered
into. An equity instrument is any contract that creates a residual
interest in the assets of the Company.
Trade payables
Trade payables are stated at their amortised cost less any
discount or rebate received.
Dividends
Dividend distribution to the Company's shareholders is
recognised as a liability in the Company's financial statements in
the period in which the dividends are approved by the Company's
shareholders.
Equity instruments
Equity instruments issued by the Company are recorded at the
proceeds received, net of direct issue costs.
Capital redemption reserve
Where a company acquires its own shares out of free reserves,
then a sum equivalent to the nominal value is transferred to a
capital redemption reserve.
Critical accounting judgements and key sources of estimation
uncertainty
The Directors consider the critical accounting estimates and
judgements used in the financial statements and concluded that the
main areas of judgement are:
The preparation of the financial statements requires management
to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and
liabilities, income and expenses. The estimates and associated
assumptions are based on historical experience and various other
factors that are believed to be reasonable under the circumstances,
the results of which form the basis of making judgements about
carrying values of assets and liabilities that are not readily
apparent from other sources. Actual results may differ from these
estimates.
The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in
the period in which the estimate is revised if the revision affects
only that period or in the period of the revision and future
periods if the revision affects both current and future
periods.
The following are the critical accounting judgements, apart from
those involving estimations (which are dealt with separately
below), that the Directors have made in the process of applying the
Company's accounting policies and that have the most significant
effect on the amounts recognised in the financial statements.
(a) Critical judgements in applying the Company's accounting
policy
In the process of applying the Company's accounting policies
which are described above, management has not had to make any
further significant judgements on the amounts recognised in the
financial statements.
(b) Key sources of estimation uncertainty
As the Company is an investing company, the key source of
estimation uncertainty is the impairment review of unlisted
investments.
3. Segment analysis
The segmental analysis relates to the operations of the Company,
as these are individual financial statements of the Company. The
Company has one reportable operating segment on the basis that it
earns revenues and incurs expenses from one business activity;
being investing, and on the basis that it operates in one
geographical location; being the United Kingdom. During the current
year, the Company did not generate any turnover from its investment
activities, as no acquisition was completed during the reporting
period.
4. Loss from operations
2016 2015
The result from operations has been GBP'000 GBP'000
arrived at after charging:
Auditors' remuneration - audit of Company 12 11
Auditors' remuneration - other services - -
Staff costs - Directors 55 48
The auditors have not provided non-audit services during
2016.
5. Staff costs
Staff employment costs were: 2016 2015
GBP'000 GBP'000
Wages and salaries 50 48
Social security costs 5 -
Other pension costs - -
55 48
During the year there were no employees (2015: nil) employed by
the Company excluding Directors in administration roles. The staff
costs during the year include the accrual of director fees in the
amount of GBP16,000 which were not paid during the reporting
period.
6. Directors' remuneration
The emoluments (including pension contributions) paid to
Directors during the year was as follows:
Salary & fees Compensation Pension 2016 2015
for loss of office contribution Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Executive Directors
Jeremy Edelman 24 - - 24 24
Anthony Samaha 26 - - 26 24
50 - - 50 48
An accrual of GBP16,000 for directors which were unpaid during
the reporting period has been made.
As at 31 December 2016, no Director was accruing benefits under
a money purchase scheme (2015: none). At the year-end no Director
had any share options.
7. Taxation on loss on ordinary activities
Factors affecting tax charge for the year:
The tax assessed for the year is lower than the standard rate of
corporation tax in the UK 20 % (2015: 20%).
2016 2015
GBP'000 GBP'000
Loss on ordinary activities before tax (115) (104)
Loss on ordinary activities multiplied by standard rate
of corporation tax in the UK of 20.0% (2015: 20.0%) (23)
(20)
Effects of:
Unrelieved tax losses 23 20
Total tax for the year - -
No deferred tax assets have been recognised in the year (2015:
nil).
The corporation tax rate was 20.0% from 1 April 2014 to 1 April
2017. Thus the corporation tax rate for the year ended 31 December
2016 is 20.0%.
The Company has unused tax losses of GBP1.8 million and capital
losses of GBP2.5 million. The deferred tax asset for these losses,
amounting to GBP835,000 (2015: GBP835,000) has not been recognised
as the timing of profits is uncertain.
8. Loss per share
The calculations of the basic and diluted 2016 2015
earnings per share are based on the
following data:
GBP'000 GBP'000
Loss for the year (115) (104)
Loss for the purpose of basic earnings
per share (115) (104)
Number Number
Number of shares
Weighted average number of ordinary
shares in issue during the year 320,148,773 251,682,611
Effect of dilutive options - -
Diluted weighted average number of
ordinary shares in issue during the
year 320,148,773 251,682,611
Loss per share
Basic and diluted loss
per share (pence) (0.04) (0.04)
9. Investments available for sale
2016 2015
GBP'000 GBP'000
Opening 200 200
Additions at cost - cash - -
Additions at cost - in specie - -
------- -------
Closing 200 200
------- -------
10. Trade and other receivables
2016 2015
GBP'000 GBP'000
Other taxation and social security 1 1
1 1
The Directors consider that the carrying amount of trade and
other receivables approximates to their fair value. All receivables
are due within one year.
11. Share capital
2016 2016 2015 2015
Called up, allotted and GBP'000 No of GBP'000 No of shares
fully paid shares
Ordinary shares
Opening 1(st) January, ordinary
shares of 0.10 pence each 281 280,915,896 241 240,915,896
Placement of new ordinary
shares of 0.10 pence each 40 40,000,00 40 40,000,000
____ __________ ____ __________
Closing, 31(st) December,
ordinary shares of 0.10
pence each 321 320,915,896 281 280,915,896
"A" Deferred Share
Opening, 1(st) January,
"A" Deferred Share of 1.65
pence each 114 6,915,896 114 6,915,896
____ __________ ____ __________
Closing, 31(st) December,
"A" Deferred Share of 1.65
pence each 114 6,915,896 114 6,915,896
At 31(st) December 2016 no share options were outstanding (2015:
nil).
On 8 January 2016, the Company announced the placement of
40,000,000 ordinary shares at 0.5 pence per share to raise gross
proceeds of GBP200,000 to provide additional working capital for
the Company. The funds in respect of this placement were received
prior to 31 December 2015.
As at 31 December 2016, the Company's total issued ordinary
share capital was 320,915,895 ordinary shares of 0.1p each and
6,915,896 "A" Deferred Shares of 1.65 pence per share.
The holders of ordinary shares are entitled to one vote per
share at the meetings of the Company and to dividends as declared
in proportion to the amounts paid up on the ordinary shares. No
shares are of the Company are currently redeemable or liable to be
redeemable at the option of the holder or the Company.
The holders of "A" Deferred Shares do not have any right to
receive written notice of or attend, speak or vote at any general
meeting of the Company, or to any dividend declared by the Company.
They may however be redeemed by the Company at any time at its
option for one penny for all the "A" Deferred Shares without
obtaining sanction of such holders.
12. Trade and other payables
2016 2015
GBP'000 GBP'000
Trade and other payables 4 4
Accruals 28 47
Loans from related party - 7
32 58
The Directors consider that the carrying amount of trade and
other payables approximates to their fair value. All liabilities
are due within one year.
13. Related party transactions
The amount of GBP7,260 due to Saltwind as at 31 December 2015
was fully repaid on 5 January 2016. There were no loans from
related party as at 31 December 2016.
The directors are the key management of the Company (refer to
note 7).
14. Financial risk management
The Company's operations expose it to a limited level of credit,
foreign currency and liquidity risk. There is not any financial
risk arising from the effects of changes in market prices of
commodities based on its current activities.
The Company does not use derivative financial instruments to
manage interest rate costs, and no hedge accounting is thus
applied. Given the size of the Company, the Directors have not
delegated the responsibility of monitoring financial risk
management to a sub-committee of the Board.
Credit risk
The Company's credit risk is primarily attributable to its trade
receivables and cash balances. The credit risk on liquid funds is
limited because the counterparties are banks with high credit
ratings assigned by international credit-rating agencies.
Price risk
Price risk arises from uncertainty about the future prices of
financial instruments held within the Company's portfolio. It
represents the potential loss that the Company might suffer through
holding market positions in the face of market movements. The
investments in equity and fixed interest stocks of unlisted
companies are not traded and as such the prices are more uncertain
than those of more widely traded securities. The Board's strategy
in managing the market price risk inherent in the Company's
portfolio of equity investments is determined by the requirement to
meet the Company's investment objective. The Directors manage these
risks by regular reviews of the portfolio within the context of
current market conditions. Unlisted investments are valued as per
accounting policy in these financial statements.
Liquidity risk
The Company actively maintains a treasury system that maintains
a net credit position and is designed to ensure the Company have
sufficient available funds for operations and planned
expansions.
Maturity of financial liabilities
The following table shows details the Company's remaining
contractual maturity for its non-derivative financial liabilities.
The maturity of the financial liabilities table has been drawn up
based on the undisclosed cash flows based on the earliest date on
which the Company can be required to pay.
2016 2015
GBP'000 GBP'000
Within one year 32 58
Interest rate risk
The Company's exposure to changes in interest rate risk relates
primarily to interest-earning financial assets and interest-bearing
financial liabilities. Interest rate risk is managed by the Company
on an ongoing basis with the primary objective of limiting the
extent to which net interest expense could be affected by an
adverse movement in interest rates.
Foreign currency risk
The Company incurs foreign currency risk on investments that are
denominated in currencies other than Sterling. At present, the
Company does not have any formal policy for hedging against
exchange exposure. The Company may, when necessary, enter into
foreign currency forward contracts to hedge against exposure from
foreign currencies fluctuations. As at both 31 December 2015 and 31
December 2016 the Company has an investment denominated in Canadian
Dollar. Any movement in the Canadian Dollar against Sterling will
create a fair value gain or loss. The Company has assessed the
impact of changes in exchange rates as not being significant to the
Company.
14. Financial risk management (continued)
Capital risk management
The Directors consider the Company's capital to comprise of
share capital and reserves stated on the statement of financial
position. The Company manages its capital to ensure the Company
will be able to continue on a going concern on a long term basis
while ensuring the optimal return to shareholders and other
stakeholders through an effective debt and equity balance. No
changes were made in the objectives, policies and processes during
the current or previous year.
The share capital, including share premium, and reserves
totalling GBP509,000 (2015: GBP624,000) provides the majority of
the working capital required by the Company. The Management reviews
the capital structure and makes adjustment to it in the light of
changes in economic conditions.
Other financial assets and liabilities
The notional amounts of financial assets and liabilities with a
maturity of less than one year (including trade and other
receivables, cash and cash equivalents and trade and other
payables) are assumed to approximate their fair value.
Categories of financial instruments
2016 2015
GBP'000 GBP'000
Financial assets:
Cash and cash equivalents 340 481
Loans and other receivables 1 1
Available for sale investments 200 200
Total financial assets 541 682
Financial liabilities:
Other financial liabilities 32 32
Total financial liabilities 32 58
15. Post balance sheet events
On 19 April 2017, the Company announced that it had entered into
a share subscription agreement in the amount of AUD$500,000
(approx. GBP300,000) to acquire an initial 2.0% interest in Tonsley
(a subsidiary of ASX listed Plymouth), which holds the right to
earn up to a 75% interest in the advanced San Jose Lithium-Tin
Project in Spain.
On 19 April 2017, the Company announced the arrangement of
subscriptions totalling GBP367,500 for 73,500,000 new Ordinary
Shares of 0.1p each at a price of 0.5p per share to fund the
investment in Tonsley and for working capital purposes.
16. Ultimate controlling party
Jeremy Edelman is the ultimate controlling party.
Note to the announcement:
The financial information set out above does not constitute the
Company's statutory accounts for the years ended 31 December 2016
or 2015. The financial information for the year ended 31 December
2015 is derived from the statutory accounts for that year. The
audit of statutory accounts for the year ended 31 December 2016 is
complete.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCOKADNABKDKAB
(END) Dow Jones Newswires
June 26, 2017 12:44 ET (16:44 GMT)
Reabold Resources (LSE:RBD)
Historical Stock Chart
From Mar 2024 to Apr 2024
Reabold Resources (LSE:RBD)
Historical Stock Chart
From Apr 2023 to Apr 2024