Wrap Text
Condensed Consolidated Annual Financial Results for the year ended 31 December 2016
Kibo Mining Plc
(Incorporated in Ireland)
(Registration Number: 451931)
(External registration number: 2011/007371/10)
Share code on AIM: KIBO
Share code on the AltX: KBO
ISIN: IE00B61XQX41
("Kibo" or "the Company" or together with its subsidiaries "the Group")
Condensed Consolidated Annual Financial Results for the year ended 31 December 2016
Dated: 26 May 2017
Kibo Mining plc ("Kibo" or the "Company") (AIM: KIBO; AltX: KBO), the mineral exploration and
development company focused on coal, gold and nickel, projects in Tanzania is pleased to release its
condensed consolidated annual financial results for the year ended 31 December 2016. The Company's
Annual Report, which contains the full financial statements accompanying this announcement, is in the
process of being prepared for dispatch to shareholders. A copy of this Annual Report will be available
on the Company's website at www.kibomining.com. Details of the date and venue for this year's
AGM, which will take place towards the end of June, will be announced shortly.
Highlights from the Chairman, Christian Schaffalitzky's statement:
2016 saw our Company build further on the milestones reached during 2015 with the completion of a
number of critical studies in regard to our flagship MCPP project and the spin-off of our key gold assets
(Imweru and Lubando) to a new gold focused company, Katoro Gold PLC ("Katoro"). These strategic
events were achieved while simultaneously levering the value created in the MCPP to arrange efficient
funding mechanisms that minimised shareholder dilution.
Kibo Mining's key achievements are:
- The completion of the definitive feasibility studies (DFS) on both the proposed coal mine and its
dedicated power plant at our Mbeya Coal to Power Project (MCPP);
- Signing of a collaboration agreement with the multinational US based GE Electric International
Inc. in November 2016 which provided for GE to supply equipment, technology and services to
the power plant;
- The negotiation and awarding of the engineering, procurement and construction ("EPC")
contract for the power plant construction to SEPCO III and the OEM contract to GE;
- The completion of the Integrated Bankable Feasibility Study on the MCPP (announced January
2017); and
- The completion in May 2017 of a reverse takeover transaction with Opera Investments Plc
(renamed Katoro Gold PLC) which saw Katoro acquire the Imweru and Lubando licence
portfolios, be admitted to AIM and raise GBP1.5 m for the advancement of a DFS at Imweru.
Condensed Consolidated Financial Results for the year ended 31 December 2016
Condensed Consolidated Statement of Comprehensive Income
Year Year
ended ended
31 December 31 December
2016 2015
Audited Audited
GBP GBP
Revenue 18,039 44,181
Administrative expenses (1,653,152) (1,791,358)
Capital raising fees (1,648,004) -
Net reversal of impairment of intangible assets - 3,182,240
Exploration expenditure (1,716,967) (1,454,216)
Operating (loss)/ profit (5,000,084) (19,153)
Investment and other income 1,414.668 196,315
(Loss)/Profit from ordinary activities before tax (3,585,416) 177,162
Taxation - -
(Loss)/Profit for the period (3,585,416) 177,162
Other comprehensive gain:
Exchange differences on translation of foreign operations 99,128 16,366
Adjustment arising from change in non-controlling interest 1,527,515 -
Other Comprehensive gain for the period net of tax 1,626,643 16,366
Total comprehensive (loss)/ profit for the period (1,958,773) 193,528
(Loss)/ profit for the period (3,585,416) 177,162
Attributable to the owners of the parent (3,611,496) -
Attributable to the non-controlling interest 26,080 -
Total comprehensive (loss)/ profit for the period (1,986,288) 193,528
Attributable to the owners of the parent (1,984,853) -
Attributable to the non-controlling interest 26,080 -
Earnings/ (Loss) Per Share
Basic (loss)/earnings per share (0.010) 0.001
Diluted earnings per share (0.010) 0.001
Headline (loss) per share (0.010) (0.010)
Condensed Consolidated Statement of Financial Position
31 31
December December
2016 2015
Audited Audited
GBP GBP
Assets
Non-Current Assets
Property, plant and equipment 9,107 7,182
Intangible assets 17,596,105 17,596,105
Total non-current assets 17,605,212 17,603,287
Current Assets
Trade and other receivables 50,633 550,692
Cash and cash equivalents 382,339 189,435
Total current assets 432,972 740,127
Total Assets 18,038,184 18,343,414
Equity and Liabilities
Equity
Called up share capital 13,603,965 13,210,288
Share premium account 27,318,262 25,782,519
Treasury Shares - (44,464)
Share based payment reserve 514,279 514,279
Translation reserve (285,491) (384,619)
Retained deficit (23,625,367) (21,541,386)
Attributable to equity holders of the parent 17,525,648 17,536,617
Non-controlling interest (1,435) -
Total Equity 17,524,213 17,536,617
Liabilities
Current Liabilities
Trade and other payables 146,380 306,797
Borrowings 251,928 500,000
Provisions 115,663 -
Total Current Liabilities 513,971 806,797
Total Equity and Liabilities 18,038,184 18,343,414
Condensed Consolidated Statement of Changes in Equity
Share Share Treasur Total share Share based Foreign Total Retained Non- Total
Capital premium y shares capital payment currency reserves deficit Controlling
reserve translation Interest
reserve
All figures are stated in GBP GBP GBP GBP GBP GBP GBP GBP GBP GBP
Sterling
Balance as at 31 12,591,750 23,903,307 - 36,495,057 510,978 (400,985) 109,993 (22,229,526) - 14,375,524
December 2015
Profit for the year - - - - - 177,162 - 177,162
Other comprehensive - - - - - 16,366 16,366 - - 16,366
income - exchange -
differences on translating
foreign operations
Share options and - - - - (510,978) - (510,978) 510,978 - -
warrants expired or
cancelled during the
period
Share options issued - - - - 514,279 - 514,279 - - 514,279
during the current period
Proceeds of share issue of 574,074 1,879,212 - 2,453,286 - - - - - 2,453,286
share capital
Issue of treasury shares 44,464 - (44,464) - - - - - - -
618,538 1,879,212 (44,464) 2,453,286 3,301 16,366 19,667 688,140 - 3,161,093
Balance at 31 December 1 13,210,288 25,782,519 (44,464) 38,948,343 514,279 (384,619) 129,660 (21,541,386) - 17,536,617
2015
Profit for the year - - - - - - - (3,611,496) 26,080 (3,585,416)
Adjustment arising from - - - - - - - 1,527,515 (27,515) 1,500,000
change in non-controlling
interest
Other comprehensive - - - - - 99,128 99,128 - - 99,128
income - exchange -
differences on translating
foreign operations
Proceeds of share issue of 393,677 1,335,876 1,774,017 - - - - - 1,729,553
share capital
Allotment of treasury - 199,867 44,464 244,331 - - - - 199,867
shares
393,677 1,535,743 44,464 1,973,884 - 99,128 99,128 (2,083,981) (1,435) (12,404)
Balance at 31 December 13,603,965 27,318,262 - 40,922,227 514,279 (285,491) 228,789 (23,625,367) (1,435) 17,524,213
2016
Condensed Consolidated Statement of Cash Flow
All figures are stated in Sterling
31 December 31 December
2016 2015
Audited Audited
GBP GBP
Cash flows from operating activities
(Loss)/ profit for the period before taxation (3,585,416) 177,162
Adjustments for:
Foreign exchange gain 124,884 16,366
Depreciation on property, plant and equipment 8,228 21,685
Investment income (1,815) (2,890)
Bargain purchase from business combinations - (193,425)
Loss on disposal of subsidiaries - 5,762
Impairment of Goodwill recognised - 20,057
Provisions 115,663 -
Liabilities settled in shares 1,648,004 596,287
Net reversal of impairment - (3,182,240)
(1,690,452) (2,541,236)
Movement in working capital
(Increase)/Decrease in debtors 500,059 (539,135)
Increase/(Decrease) in creditors (160,417) 66,691
339,642 (472,444)
Net cash outflows from operating activities (1,350,810) (3,013,680)
Cash flows from financing activities
Proceeds of issue of share capital - 2,453,286
Repayment of borrowings (200,000) -
Proceeds from borrowings 1,751,928 500,000
Investment income 1,815 2,890
Net cash proceeds from financing activities 1,553,743 2,955,176
Cash flows from investing activities
Net cash flow from acquisition of subsidiaries (1,000) 61,492
Purchase of property, plant and equipment (9,029) -
Net cash used in investing activities (10,029) 61,492
Net increase/(decrease) in cash and cash equivalents 192,904 2,988
Cash and cash equivalents at beginning of period 189,435 186,447
Cash and cash equivalents at end of the period 382,339 189,435
Notes to the condensed consolidated financial results for the year ended 31 December 2016
1. General information
Kibo Mining Plc ("the Company") is a public limited company incorporated in Ireland. The
consolidated annual financial statements consolidate those of the Company and its subsidiaries
(together referred to as the "Group"). The Company's shares are listed on the AIM market ("AIM") of
the London Stock Exchange plc and the Alternative Exchange of the Johannesburg Stock Exchange
Limited (AltX). The principal activities of the Company and its subsidiaries are related to the
exploration for and development of coal and other minerals in Tanzania.
2. Statement of Compliance and basis of preparation
The condensed consolidated annual financial results are for the year ended 31 December 2016 was
prepared in accordance with framework concepts and the recognition and measurement criteria of
International Financial Reporting Standards (IFRS and IFRC interpretations) issued by the
International Accounting Standards Board (IASB) as adopted for use in the EU (IFRS, including the
SAICA financial reporting guides as issued by the Accounting Practices Committee and Financial
Pronouncements as issued by Financial Reporting Standards Council, IAS 34 - Interim Financial
Reporting), the Listings Requirements of the JSE Limited and the provisions of the Irish Companies
Acts, 1963 to 2014 ('the Companies Acts').
These condensed consolidated annual financial results do not include all the information required for
full financial statements and should be read in conjunction with the consolidated annual financial
statements of the Group for the period ended 31 December 2016, which is available for inspection at
the Company's registered offices.
The comparative amounts included in these condensed consolidated financial results include extracts
from the audited consolidated annual financial statements for the period ended 31 December 2016.
All monetary information is presented in the functional currency of the Company being pound
Sterling.
The Company's financial statements are prepared on the historical cost basis, other than intangible
assets which is measured at fair value. The accounting policies have been applied consistently by
Group entities and are similar to those applied in the prior period. The Group financial results have
been prepared on a going concern basis.
These condensed consolidated financial results have been extracted from the audited financial
statements, but are not itself audited.
3. Statement of Accounting Policies
The accounting policies have been applied consistently to all periods presented in these condensed
consolidated financial results using the accounting policies applied by the Group in its 31 December
2016 report, updated for any new accounting standards which became effective in the current year.
4. Responsibility Statement
The directors take full responsibility for the preparation of the report and that the financial information
has been correctly extracted from the underlying financial statements. These financial results were
prepared under the supervision of the Chief Financial Officer, Andreas Lianos.
5. Audit opinion
The consolidated annual financial statements were audited by the Company's auditors, Saffery
Champness. The modified auditors report together with the financial statements is available for
inspection at the Company's register offices. The modified auditors' report contains an emphasis of
matter with regard to the realisation of certain assets, as follows:
Emphasis of Matter - Realisation of Assets
In forming our opinion on the financial statements, which is not modified, we considered the adequacy
of disclosures made in Notes 11, 13 and 22 to the financial statements concerning the valuation of
intangible assets, and investments in Group undertakings. The realisation of intangible assets of
GBP17,596,105 (2015: GBP17,596,105), amounts due from Group undertakings of GBP26,998,867 (2015:
GBP27,712,269) and investments in Group undertakings of GBP1,700,000 (2015: GBP1,700,000) included in the
Company Statement of Financial Position are dependent on the economic exploitation of gold and coal
reserves including the ability of the Group to raise sufficient finance to develop these projects.
6. Subsequent events
Mbeya Coal to Power Project
The Tanzania National Environmental Management Council ("NEMC") approved and accepted both
the Mbeya Coal Mine and Mbeya Power Plant Environmental and Social Impact Assessment ("ESIA")
scoping reports.
Furthermore, the Integrated Bankable Feasibility Study has been finalised, confirming the Mbeya Coal
to Power Project is a technically and operationally robust project:
- Capital requirement for the integrated project reduced 21.1 % from the original integrated
prefeasibility study;
- MCPP total revenue over an assumed 25-year life of project approximately US$7.5billion;
- Indicative Post Tax Equity IRR between 21% and 22%;
- MCPP can be constructed and commissioned within the previously projected schedule duration of
36 months; and
- Post tax Project IRR ranging between 14.7% and 16%.
Also, the Group signed a strategic Memorandum of Understanding with Mbeya Cement Company
LTD ("Mbeya Cement"), to develop a strategic regional collaboration and reciprocal supply of
materials agreement effective from 20 April 2017.
Cessation of Metal Tiger Joint Ventures
The Group has reached agreement with Metal Tiger Plc, the Company's Joint Venture ("JV") partner
in Tanzania to cease JV activities at the Pinewood and Morogoro Joint Ventures with immediate effect
and relinquish the licences back to the local authorities.
Acquisition by Opera of the Imweru and Lubando Gold Projects
On 23 September 2016, the Group entered into an agreement with Opera Investments Plc ("Opera")
relating to the potential corporate transaction whereby Opera Investments PLC ("Opera") conditionally
agreed to acquire Kibo Gold Limited ("Kibo Gold"), through which the Imweru and Lubando gold
projects in Tanzania were held, from the Group for a total consideration of GBP3.66 million (the
"Acquisition").
The consideration for the Acquisition was satisfied by the allotment and issue of 61,000,000 new
ordinary shares in Opera ("Ordinary Shares") ("Consideration Shares") to the Group at a price of 6
pence per Consideration Share.
Opera has also raised gross proceeds of GBP1.5 million, through the issue of 25,000,000 new Ordinary
Shares ("Placing Shares") at 6 pence per Placing Share (the "Placing"). The Group subscribed for
833,333 Placing shares at a cost of GBP50,000, funded from existing cash reserves.
The Acquisition constituted a reverse takeover of Opera for the purposes of the Listing Rules, for
which Shareholder approval was obtained from the Opera Shareholders at the General Meeting held on
22 May 2017. On 24 May 2017, the re-admission of the Opera Investments plc (Renamed "Katoro
Mining PLC") ordinary shared on AIM was successfully completed.
Shares issued
The Company has issued 277,768 new Ordinary Kibo shares of EUR0.015 par value each in the capital of
the Company (the "Settlement Shares") to service providers in settlement of invoices for a total
amount of GBP13,194. The Settlement Shares were issued in respect of invoices for recent geological and
investor relations services to the Company and were issued at a price of 4.75p per Kibo share.
7. Litigation
There are currently no arbitration proceedings against the Group, or of which the Group is aware,
which may have, or have had in the 12 months preceding the date of this report, a material effect on
the consolidated annual financial results.
8. Dividends
There have been no dividends declared or paid during the current financial period.
9. Going Concern
The consolidated annual financial results have been prepared on the basis of accounting policies
applicable to a going concern. This basis presumes that funds will be available to finance future
operations and that the realisation of assets and settlement of liabilities, contingent obligations and
commitments will occur in the ordinary course of business. The directors constantly review the
business models of the Group and its operating subsidiaries to ensure sustainability and the ability to
operate profitably and generate positive cash flows. Funding facilities are also reviewed regularly to
ensure that the Group has sufficient facilities in place to finance its operations.
10. Basic, Dilutive and Headline (Loss) / Earnings per share
The basic and dilutive (loss)/ earnings and weighted average number of ordinary shares used in the
calculation of basic earnings per share is as follows:
Basic and dilutive (loss)/ earnings per share
The basic (loss)/ earnings and weighted average number of ordinary shares used for calculation
purposes comprise the following:
Basic and dilutive (loss)/ earnings per share 31 December 31 December
2016 2015
(GBP) (GBP)
(Loss)/ Earnings for the period attributable to (3,611,496) 177,162
equity holders of the parent
Weighted average number of ordinary shares for 351,080,645 316,986,334
the purposes of basic earnings per share
Basic (loss)/ earnings per ordinary share (0.010) 0.001
As the exercise price of the share options and warrants in issue is higher than the current market
value as at reporting date, these option and warrants do not have a dilutive impact. Thus, there are no
dilutive share options or warrants in issue as at year end which decreased the basic loss per share as
indicated above.
Headline loss/earnings per share
Reconciliation of headline loss/earnings per share: 31 31
December December
2016 2015
(GBP) (GBP)
(Loss)/ Profit for the period attributable to normal shareholders (3,611,496) 177,162
Reversal of impairment of Intangible assets/ (Impairment of Intangible - (3,182,240)
assets)
Loss on disposal of subsidiaries - 5,762
Bargain purchase from acquisition of Subsidiaries - (193,425)
Adjustment arising from change in non-controlling interest - -
Impairment of goodwill on acquisition of Subsidiaries - 20,057
Headline loss for the period attributable to normal shareholders (3,611,496) (3,172,687)
Headline loss per ordinary share (0.010) (0.010)
11. Called up share capital and share premium
Details of authorised and issued capital are as follows:
Authorised equity 2016 2015
1,000,000,000 (2015: 800,000,000) Ordinary shares of EUR0.015 each EUR15,000,000 EUR12,000,000
3,000,000,000 deferred shares of EUR0.009 each EUR27,000,000 EUR27,000,000
EUR42,000,000 EUR39,000,000
Allotted, issued and fully paid shares
(2016: 363,976,596 Ordinary shares of EUR0.015 each) GBP4,346,890 -
(2015: 330,928,714 Ordinary shares of EUR0.015 each) - GBP3,953,213
1,291,394,535 Deferred shares of EUR0.009 each GBP9,257,075 GBP9,257,075
GBP13,603,965 GBP13,210,288
Ordinary Deferred
Share Share Share Treasury
Number of Capital Capital Premium shares
Shares (GBP)* (GBP) (GBP) (GBP)*
Balance at 31 December 2015 330,928,714 3,953,213 9,257,075 25,782,519 (44,464)
Shares issued during the period 33,047,882 393,677 - 1,535,743 44,464
Balance at 31 December 2016 363,976,596 4,346,890 9,257,075 27,318,262 -
12. Condensed Consolidated Segmental Analysis
Management currently identifies two divisions as operating segments - mining and corporate. These
operating segments are monitored and strategic decisions are made based upon them together with other
non-financial data collated from exploration activities. Principal activities for these operating segments
are as follows.
2016 Group Mining and 31 December
Exploration Corporate 2015
Group Group (GBP)
Revenue 18,039 - 18,039
Administrative cost (1,653,152) (1,653,152)
Capital raising fees (1,648,004) (1,648,004)
Exploration expenditure (1,716,967) (1,716,967)
Net reversal of impairment of assets
Investment and other income 1,414,668 1,414,668
Tax
Profit/ (Loss) after tax 284,260 (3,301,156) (3,585,416)
2015 Group Mining and 31 December
Exploration Corporate 2015
Group Group (GBP)
Revenue 44,181 - 44,181
Administrative cost - (1,791,358) (1,791,358)
Exploration expenditure (1,454,216) - (1,454,216)
Net reversal of impairment of assets 3,182,240 - 3,182,240
Investment and other income 2,890 - 2,890
Tax - - -
Profit/(Loss) after tax 1,775,095 (1,597,933) 177,162
2016 Group 31 December
Mining Corporate 2015
Group Group (GBP)
Assets 18,015,412 22,772 18,038,184
Segment assets
Segment Liabilities 111,376 402,595 513,971
Other Significant items
Depreciation 8,228 - 8,228
2015 Group 31 December
Mining Corporate 2015
Group Group (GBP)
Segment assets 17,816,927 526,487 18,343,414
Segment Liabilities 139,905 666,892 806,797
Other Significant items
Depreciation 21,685 - 21,685
13. Changes to the board of Kibo Mining Plc
No changes were made to the board during the current financial year.
By order of the Board
26 May 2017
Directors:
Christian Schaffalitzky Chairman (Non-Executive)
Louis Coetzee Chief Executive Officer (Executive)
Noel O'Keeffe Technical Director (Executive)
Andrew Lianos Finance Director (Executive)
Lukas Marthinus Maree Non-Executive Director
Wenzel Kerremans Non-Executive Director
Company Secretary: Noel O'Keeffe
Auditors: Saffery Champness
Kibo Mining - Notes to editors
Kibo was established in early 2008 to explore and develop mineral deposits in Tanzania. The Company
was admitted to AIM in London on 27 April 2010 and the AltX in Johannesburg on 30 May 2011. The
Company is developing the Rukwa mouth-of-mine thermal power station and controls a large Tanzania
mineral right portfolios, which also includes the Haneti Project (nickel, PGE and gold) and a 57% interest
in Katoro Gold PLC's Imweru & Lubando Projects.
Its mineral interests are located both in the established and gold prolific Lake Victoria Goldfields, the
emerging goldfields of eastern Tanzania and the Mtwara Corridor in southern Tanzania where
the Government has prioritised infrastructural development attracting significant recent investment in coal
and uranium. Kibo's objective is to build shareholder value sustainably. This will be achieved primarily
through exploration of its own projects and leveraging the Company's experience in Tanzania to acquire
exploration and development assets on competitive terms. The focus is on assets that can be moved
swiftly up the value curve whilst benefitting from strategic relationships with industry leaders with
special skills and competencies within their chosen fields.
Updates on the Company's activities are regularly posted on its website www.kibomining.com
Johannesburg
26 May 2017
Corporate and Designated Adviser
River Group
Date: 26/05/2017 12:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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