TIDMRLH
RNS Number : 4739R
Red Leopard Holdings PLC
21 September 2017
FOR IMMEDIATE RELEASE 21 September 2017
RED LEOPARD HOLDINGS PLC
("Red Leopard", the "Company" or the "Group")
Interim Accounts for the six months ended 30 June 2017
Red Leopard is pleased to announce its unaudited interim results
for the six months ended 30(th) June 2017.
After a brief period of suspension of the Company's shares from
AIM in January 2017, the Company resumed trading on AIM on 28
February 2017. In conjunction, the Company raised GBP250,000
(before expenses) through a subscription of 250,000,000 ordinary
shares ("Ordinary Shares") at a price of 0.1p per share. The
Company further announced on 16 June 2017 that it had raised
GBP300,000 (before expenses) from new investors by way of a
subscription of 100,000,000 new ordinary shares of 0.1p each at a
price of 0.3 pence per share. Further to these subscriptions,
during the period, a further GBP342,500 has been raised through
separate warrant conversions.
During the period, the Company made a number of strategic
appointments. Simon Wharmby was appointed as Non-Executive Director
in February 2017, replacing Howard Crosby. Simon has had a long
career in a number of corporate finance positions, specialising in
the natural resources sector, and is a non-executive director of
independent advisory firm Strand Hanson. Toby Hayward was appointed
Chief Executive in March 2017. Toby brings to the Board a long
career in Investment Banking, specifically within the natural
resources sector, having led the corporate finance function for
mid-cap companies both pre and post-IPO. Thomas Hoyer was appointed
as Non-Executive Director in May 2017. Thomas has had an
international career within different industries in Europe and
Africa. Since 2008, his professional focus has been on the natural
resources sector, where he has held various executive and
non-executive positions. The Company also appointed Hannam &
Partners as financial adviser. Hannam & Partners are a leading
adviser in the natural resource sector and, amongst a number of
other services, provide independent strategic advice in respect of
the sector and financial valuations on possible opportunities for
the Company.
On resumption of trading, the Board made the decision to cease
funding the Idora Tunnel and to focus on leveraging its experienced
team of advisors and key personnel to conclude an acquisition in
the natural resources sector. This decision constituted a cessation
of all of the Company's existing trading business under Rule 15 of
the AIM Rules for Companies ("AIM Rules"). Accordingly, the Company
is now classified as an AIM Rule 15 cash shell, pursuant to which
it must make an acquisition or acquisitions which constitute a
reverse takeover under AIM Rule 14.
Following the period under review, the Company announced on 18
August 2017 that it has entered into an assignment agreement (the
"Agreement") with Capital Resources Inc. ("Capital") and Sloane
Energy Group Limited ("Sloane") assigning to the Company the
benefit of a Memorandum of Understanding ("MOU") between Capital
and Sloane to acquire a coal mining project near La Loma, in the
Department of Cesar, Republic of Colombia, known as La Luna (the
"Project"). Under the terms of the Agreement, the Company has been
assigned the rights under the MOU, for the potential acquisition of
the Project from Sloane through the issuance of new ordinary shares
with a minimum value of $180 million in the Company (the
"Acquisition"). In addition, Capital has committed to procure or
provide a minimum of US$20million to the Company to develop the
Project. The Company expects these funds would form part of a
larger fundraise undertaken in conjunction with the
Acquisition.
As the Acquisition would constitute a Reverse Takeover pursuant
to AIM Rule 14, the Directors requested that trading in the
Company's shares be suspended pending the publication of the
required AIM Admission Document and shareholder approval of the
Acquisition. The Acquisition is subject, inter alia, to the
completion of due diligence, documentation, shareholder approval
and compliance with all regulatory requirements, including the AIM
Rules and City Code on Takeover & Mergers. Should the Company
not complete the Acquisition or an alternative acquisition pursuant
to AIM Rule 14, trading in its Ordinary Shares on AIM will, in
accordance with AIM Rule 41, be cancelled six months following the
date of the suspension.
The La Luna Project is a thermal coal resource in the Cesar
region of Colombia with compelling export economics. The concession
is located immediately adjacent to Drummond Ltd's El Descanso Norte
mine and close to the operating mines of La Francia and El Hatillo
(Murray Energy) and Calenturitas (Glencore Plc). SRK Consulting
(UK) Limited ("SRK") prepared a Mineral Resource Statement in
accordance with the Canadian Institute of Mining Metallurgy and
Petroleum ("CIM") guidelines and a report in accordance with the
Canadian Securities Administrators' National Instrument 43--101 in
2013 which reviewed the drilling operations to that date. This
included 33 Openholes (Tricone) for approximately 12,000m of
drilling -- of these, 28 holes were geophysically logged using
density, gamma, calliper, dipmeter and verticality tools
(approximately 10,600m logged openhole); and 15 cored boreholes for
approximately 4,000m of core drilling, which were also logged. The
initial report estimated a total resource base for possible future
extraction by both open pit and underground methods of 130Mt of
coal on a Measured, Indicated and Inferred Resource basis with a
gross calorific value of approximately 11,800 btu/lb. The Company
has appointed SRK to prepare a Competent Persons Report on the
Project which will be included in the AIM admission document.
The Company and its advisers are now currently focussed on
completing the Acquisition in the time required and will update
shareholders accordingly.
J J May
Chairman
A copy of the interim results will be available on the Company's
website www.redleopardholdings.com
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014.
For further information, please contact:
Red Leopard Holdings PLC Tel: +44 (0) 20 7917
Toby Hayward, Chief Executive 6826
Officer
Beaumont Cornish Limited Tel: +44 (0) 20 7628
(Nomad) 3396
www.beaumontcornish.com
Roland Cornish
James Biddle
Peterhouse Corporate Finance Tel: +44 (0) 20 7469
Limited (Broker) 0930
Lucy Williams
Eran Zucker
Tavistock (Financial PR) Tel: +44 (0) 20 7920
Simon Hudson 3150
Edward Lee
Consolidated statement of comprehensive income
(Unaudited) (Unaudited) Audited
6 months 6 months Year to
to to 31
30 June 30 June December
Note 2017 2016 2016
GBP GBP GBP
Other operating -
income - -
Cost of sales - - (13,538)
----------- ----------- ----------
Gross loss - - (13,538)
Administrative expenses (370,073) (96,348) (645,331)
----------- ----------- ----------
Operating loss (370,073) (96,348) (658,869)
Finance income 13 7 8
Finance cost (381) (182) (334)
----------- ----------- ----------
Loss from continuing
activities before
taxation (370,441) (96,523) (659,195)
Tax expense - - -
Loss for the period
attributable to
the equity holders
of the parent (370,441) (96,523) (659,195)
=========== =========== ==========
Loss per share -
basic 3 (0.04) (0.02) (0.11)
Loss per share -
diluted (0.04) (0.02) (0.11)
Consolidated statement of financial position
(Unaudited) (Unaudited) Audited
30 June 30 June 31 December
Notes 2017 2016 2016
GBP GBP GBP
Non-current assets
Intangible assets 4 - 466,434 -
----------- ----------- ------------
- 466,434 -
Current assets
Trade and other
receivables 5 78,635 29,601 12,907
Cash and cash equivalents 426,594 10,608 5,317
----------- ----------- ------------
Total current assets 505,229 40,209 18,224
----------- ----------- ------------
Total assets 505,229 506,643 18,224
=========== =========== ============
Equity
Share capital 8 2,554,626 1,862,125 1,862,125
Share premium account 4,157,194 3,999,694 3,999,694
Share based payment
reserve - 60,002 -
Retained earnings (6,484,523) (5,611,412) (6,114,082)
----------- ----------- ------------
Total equity 227,297 310,409 (252,263)
=========== =========== ============
Current liabilities
Trade and other
payables 6,7 277,932 196,234 270,487
----------- ----------- ------------
Total current liabilities 277,932 196,234 270,487
----------- ----------- ------------
Total liabilities 277,932 196,234 270,487
----------- ----------- ------------
Total equity and
liabilities 505,229 506,643 18,224
=========== =========== ============
Consolidated statement of changes in equity
Share Share Share Retained Total
capital premium based earnings equity
account payment
reserve
Audited GBP GBP GBP GBP GBP
At 1 January 2017 1,862,125 3,999,694 - (6,114,082) (252,263)
Loss for the period - - - (370,441) (370,441)
--------- --------- -------- ----------- ---------
Total comprehensive
income 1,862,125 3,999,694 - (6,484,523) (622,704)
--------- --------- -------- ----------- ---------
Transactions with
owners:
Issue of share capital 692,501 157,500 - - 850,001
Transfer of reserves - - - - -
--------- --------- -------- ----------- ---------
Total transactions
with owners 692,501 157,500 - - 850,001
--------- --------- -------- ----------- ---------
Balance at 30 June
2017 2,554,626 4,157,194 - (6,484,523) 227,297
--------- --------- -------- ----------- ---------
Share Share Share Retained Total
capital premium based earnings equity
account payment
reserve
Unaudited GBP GBP GBP GBP GBP
At 1 January 2016 1,862,125 3,999,694 60,002 (5,514,889) 406,932
Loss for the period - - - (96,523) (96,523)
--------- --------- -------- ----------- --------
Total comprehensive
income 1,862,125 3,999,694 60,002 (5,611,412) 310,409
--------- --------- -------- ----------- --------
Transactions with
owners:
Equity component
of compound instrument - - - - -
--------- --------- -------- ----------- --------
Issue of share capital - - - - -
--------- --------- -------- ----------- --------
Total transactions
with owners - - - - -
--------- --------- -------- ----------- --------
Balance at 30 June
2016 1,862,125 3,999,694 60,002 (5,611,412) 310,409
--------- --------- -------- ----------- --------
Share Share Share Retained Total
capital premium based earnings equity
account payment
reserve
Audited GBP GBP GBP GBP GBP
At 1 January 2016 1,862,125 3,999,694 60,002 (5,514,889) 406,932
Loss for the period - - - (659,195) (659,195)
--------- --------- -------- ----------- ---------
Total comprehensive
income 1,862,125 3,999,694 - (6,174,084) (252,263)
--------- --------- -------- ----------- ---------
Transactions with
owners:
Issue of share capital - - - - -
Transfer of reserves - - (60,002) 60,002 -
--------- --------- -------- ----------- ---------
Total transactions
with owners - - - - -
--------- --------- -------- ----------- ---------
Balance at 31 December
2016 1,862,125 3,999,694 - (6,114,082) (252,263)
--------- --------- -------- ----------- ---------
Consolidated statement of cash flows
(Unaudited) (Unaudited) Audited
6 months 6 months Year to
to 30 to 30
June June 31 December
2017 2016 2016
GBP GBP GBP
Cash flows used in operating
activities
Operating loss (370,441) (96,348) (659,195)
Adjustments for:
Impairment losses - - 466,434
Net finance charges 368 326
(Increase)/Decrease in
trade and other receivables (65,728) (5,643) 9,992
Increase in trade payables 7,445 76,784 152,096
----------- ----------- -------------
Net cash flows from operating
activities (428,356) (25,207) (30,347)
----------- ----------- -------------
Investing activities
Interest received 13 7 8
Interest paid (381) (182) (334)
Cash flows used in investing
activities (368) (175) (326)
Financing activities
Issue of share capital
(net of expenses) 850,001 - -
Cash flows used in financing
activities 850,001 - -
Net increase/ (decrease)
in cash and cash equivalents 421,277 (25,382) (30,673)
Cash and cash equivalents
brought forward 5,317 35,990 35,990
Cash and cash equivalents
carried forward 426,594 10,608 5,317
=========== =========== =============
Notes to the consolidated financial statements
1 Nature of operations and general information
PRINCIPAL ACTIVITY
Red Leopard Holdings Plc is classified as an AIM Rule 15 cash
shell (having been reclassified on 28th February 2017). Previously,
the principal activity of the group was focused on the natural
resources sector (both exploration and production), with a
particular emphasis on precious mining assets and interests.
Following a change in the strategy of the group to focus on
concluding an acquisition, the previous activities of the group
ceased in the period.
BUSINESS REVIEW
Financial overview and performance
Loss for the group before tax for the period under review was
GBP370,441 (2016: GBP96,348). This results from the Company's
increased activity and the associated professional and consultancy
fees since being relisted on AIM in February 2017 in pursuit of its
objective to identify a reverse takeover.
Strategy
The Company's strategy following its reclassification as an AIM
Rule 15 Cash Shell, is to complete a reverse takeover transaction
in the natural resources sector.
Corporate Information
Red Leopard Holdings plc is the Group's ultimate parent company.
It is incorporated and domiciled in Great Britain. The address of
Red Leopard Holdings plc's registered office is 50 Jermyn Street,
London, SW1Y 6LX.
2 Basis of preparation
The financial information presented in this half-yearly report
constitutes the condensed consolidated financial statements (the
interim financial statements) of Red Leopard Holdings plc for the
six months ended 30 June 2017.
The interim financial statements should be read in conjunction
with the Financial Statements for the year ended 31 December 2016
which have been prepared in accordance with International Financial
Reporting Standards as adopted for use in the EU. The financial
information in this half yearly report, which has been approved by
the Board and authorised for issue is unaudited. The financial
information set out in this interim report does not constitute
statutory accounts as defined in Section 434 (3) of the Companies
Act 2006. The comparative financial information presented herein
for the year ended 31 December 2016 has been extracted from the
Group's Financial Statements for the year ended 31 December 2016.
The auditors' report on the statutory accounts was unqualified. A
copy of those financial statements has been filed with the
Registrar of Companies.
These financial statements have been prepared under the
historical cost convention.
These consolidated interim financial statements have been
prepared in accordance with the accounting policies adopted in the
last annual financial statements for the year to 31 December
2016.
The accounting policies have been applied consistently
throughout the Group for the purposes of preparation of these
consolidated interim financial statements. The consolidated
financial information includes the accounts of the Company and its
subsidiaries, after the elimination of inter-company transactions
and balances.
3 Earnings per share
The calculation of the basic loss per share is based on the loss
attributable to ordinary shareholders divided by the weighted
average number of shares in issue during the year.
The calculation of diluted loss per share is based on the basic
loss per share, adjusted to allow for the issue of shares and the
post tax effect of dividends and/or interest, on the assumed
conversion of all dilutive options and other dilutive potential
ordinary shares.
Reconciliations of the loss and weighted average number of
shares used in the calculations are set out below.
Weighted
average
number Per share
Loss of shares amount
6 months to 30 June 2017 GBP Pence
Loss attributable to ordinary
shareholders 370,441
Weighted average number
of shares (used for basic
earnings per share) 929,204,885
Basic loss per share 0.04
=========
6 months to 30 June 2016
Loss attributable to ordinary
shareholders 96,523
Weighted average number
of shares (used for basic
earnings per share) 586,279,061
Basic loss per share 0.02
====
Year to 31 December 2016
Loss attributable to ordinary
shareholders 659,195
Weighted average number
of shares (used for basic
earnings per share) 586,279,061
Basic loss per share 0.11
====
For diluted loss per share, the weighted average number of
ordinary shares in issue is adjusted to assume conversion of all
potential dilutive ordinary shares. Items to be included in the
calculation are:
- Options for ordinary shares
- Convertible loan notes for ordinary shares
The effect of conversion of all potential dilutive ordinary
shares would have an anti-dilutive effect on loss per share and
therefore they have not been incorporated in the diluted loss per
share calculation.
4 Intangible assets
Mining Mining
Exploration Total
and development
claims
GBP GBP
--------------------- ----------------- ----------
Cost:
At 1 January 2016 466,434 466,434
Additions - -
--------------------- ----------------- ----------
At 30 June 2016 466,434 466,434
Impairment charge (466,434) (466,434)
At 31 December 2016 - -
Additions - -
At 30 June 2017 - -
Net book value:
At 30 June 2017 - -
--------------------- ----------------- ----------
At 31 December 2016 - -
--------------------- ----------------- ----------
At 30 June 2016 466,434 466,434
--------------------- ----------------- ----------
On 24 September 2013, the Company acquired the entire issued
share capital of Red Leopard Mining Inc ("RLM"). There are no
assets or liabilities in RLM other than mining claims located in
Shoshone County, Idaho, USA, which are recognised as separately
identifiable intangible assets in respect of exploration and
development rights. The Company pays annual rental fees per claim
before 31 August to keep the claims in good standing for the
following year.
The Directors assess the asset at each reporting date for
indications of impairment. Following the Company's relisting on 28
February 2017, the Board made the decision to cease funding the
Idora Tunnel and to focus on leveraging its experienced team of
advisors and key personnel to conclude an acquisition in the
natural resources sector. In accordance with the requirements of
IFRS 6, as substantive expenditure on further exploration for, and
evaluation of, mineral resources in the specific area was not
budgeted for nor planned at the year end 31 December 2016, the
asset was impaired in full.
5 Trade and other receivables
(Unaudited) (Unaudited) Audited
6 months 6 months Year to
to 30 to 30
June June 31 December
2017 2016 2016
GBP GBP GBP
Other receivables 78,635 29,601 12,907
78,635 29,601 12,907
----------- ----------- -------------
6 Trade and other payables
(Unaudited) (Unaudited) Audited
6 months 6 months Year to
to 30 to 30
June June 31 December
2017 2016 2016
GBP GBP GBP
Trade payables 38,000 26,380 44,280
Loans (Note 7) 80,000 80,000 80,000
Accruals and deferred income 159,932 89,854 146,207
----------- ----------- -------------
277,932 196,234 270,487
----------- ----------- -------------
With the exception of directors' salaries, which are being
accrued until the group is in a position to pay them, all amounts
are short term. The carrying values are considered to be a
reasonable approximation to fair value.
7 Borrowings
(Unaudited) (Unaudited) Audited
6 months 6 months Year to
to 30 to 30
June June 31 December
2017 2016 2016
GBP GBP GBP
Short term loans 80,000 80,000 80,000
At the end of the period, the Company had short term loans
outstanding amounting to GBP80,000, repayable on demand. The
holders have agreed not to call upon any loan notes until
sufficient new funds are received that will allow the Company to
finance itself going forward and have waived the right to the
receipt of the 6% interest above base rate, provided for under the
loan agreement. These loans do not carry any conversion
options.
8 Share Capital
Shares issued for the period to 30 June 2017 are summarised as
follows:
6 months to 30 June 2017
Number GBP
Ordinary shares 0.1 pence 1,278,779,061 1,278,779
Deferred shares 0.1 pence 1,275,846,391 1,275,847
---------
At 30 June 2016 2,554,626
---------
6 months to 30 June 2016
Number GBP
Ordinary shares 0.1 pence 586,279,061 586,278
Ordinary shares 0.1 pence 1,275,846,391 1,275,847
---------
At 30 June 2016 1,862,125
---------
Year to 31 December 2016
Number GBP
Ordinary shares 0. 1 pence 586,279,061 586,278
Deferred shares 0. 1 pence 1,275,846,391 1,275,847
---------
At 31 December 2016 1,862,125
---------
This information is provided by RNS
The company news service from the London Stock Exchange
END
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