Critical
Metals plc / EPIC: CRTM / Market: Main Market
28th March 2024
Critical Metals
plc
("Critical Metals" or the "Company")
Interim
Results
Critical Metals plc ("Critical
Metals" or the Company"), an investment company established to
target opportunities in the critical and strategic metals sector,
is pleased to announce its interim results for the six-month period
ended December 2023.
Highlights
·
Ongoing development of the Group's Molulu
project;
·
Exercise of 2,814,286 warrants for proceeds of £195,714;
·
Further development of the Molulu elementary school;
·
First delivery of ore to O.M. Metals;
·
Application for US Government funding submitted;
·
Preparation for OTCQB listing in the US; and
·
Post period, the Company announced the appointment
of Mr Gordon Thompson as Non-Executive Director and Chair of the
Technical committee.
Russell Fryer, CEO of Critical Metals
said:
"In the six months to December 2023 there were several key
milestones reached, perhaps the most rewarding within the period
was the progress made with the community, where we were able to
work together to provide Molulu's children with their first primary
school.
"Operationally, we continued to advance Phase 1 of the
drilling campaign achieving some exceptional copper grades from the
first hole of the campaign. There is no doubt in my mind about the
potential of the Molulu project and the demand for its product,
evidence by the interest we received from potential off-take
partners during the period, and the subsequent signing of the
off-take agreement with OM Metal & Resources
S.A.R.L.
"While we faced unforeseen challenges in the latter part of
the year, we remain steadfast in our belief in the potential of the
Molulu Project and despite experiencing setbacks we are resolute in
our commitment to delivering value to our stakeholders going
forward."
Chairman's Statement
I am pleased to present interim results for the
six-month period ending December 2023. During the period our focus
remained steadfast on advancing and identifying key investment
opportunities in Africa. As our first investment, I am proud to
highlight the continued progress made at the Molulu copper and
cobalt project, in the Democratic Republic of the Congo ("DRC"),
our first investment.
Our diamond drilling ("DD") campaign at Molulu has
advanced with Phase 1 of the programme focussing on the three areas
identified by mapping and geophysics analysis completed earlier in
the year, and consisting of an initial 1,000 meters of drilling
across the oxide zone. This drilling is aimed at increasing the
geological understanding of the Molulu Project, and generating
additional potential targets, and targeting the delineation of a
JORC Mineral Resource Estimate for copper-cobalt mineralisation in
the area.
In December, core from the partial Phase 1 drilling
programme were analysed using a handheld XRF unit. Out of
twenty-four holes drilled, eighteen holes had copper
mineralisation. We are excited about the results to date and
will be looking to complete the remaining 1000 meters of the
programme as soon as possible.
During the reporting period we stockpiled copper
oxide onsite, attracting several off-take buyers with whom the
Company met. Consequently, and after a series of negotiations
in September 2023, the Company signed an offtake agreement with
O.M. Metals S.A.R.L. ("O.M. Metals") to purchase the copper ore
from Molulu. The offtake agreement was aimed at providing the
Company with short-term cashflow for the continued improvement of
infrastructure, further exploration activities, and optimise ground
operations. One of the conditions of our offtake agreement with
O.M. Metals was the use of 40-tonne trucks and after a brief
submission period, the necessary permissions to deliver ore were
granted.
In November, when copper ore deliveries began, three
trucks filled with copper ore were delivered to O.M. Metals.
However, the road leading from Molulu to the O.M. Metals processing
plant proved to be unsuitable for heavy equipment. Both parties
agreed that the road from Molulu to the Mabende village needed to
be improved to an all-weather road in order to handle the increased
volume of traffic from both the Molulu mine and several local
villages.
Despite the temporary delay in ore delivery impacting
cash generation, the substantial progress made on road and
infrastructure development during this period promises enduring
benefits for our company and the surrounding community, ensuring
accessibility and fostering long-term prosperity for all
stakeholders.
October was a transformative social-licence month for
your Company as the Molulu team, with the help of villagers, made
bricks from ant hill dirt, created a mud-covered fire kiln to dry
and harden the bricks, and finally built a school with two
classrooms to provide the first elementary and middle school
education for the village children. The school has over fifty
students in attendance that are taught by two qualified teachers
funded by Critical Metals. Since assuming control of Molulu, the
Company has prioritized community engagement and sustainability
development initiations. Critical Metals remains committed to
expanding local educational opportunities and where possible will
continue to employ local staff. More than 90% of our workforce at
the Molulu project are DRC natives.
In early November, two representatives from
Washington DC visited the Molulu project to conduct due diligence
in preparation of the submission of several funding applications to
the USA Government. The USA Government has publicly committed to
helping grow the exposure of Western companies in the DRC and your
Company plans on pursuing the support of various Western
governments.
Grant funding applications with the USA Government
sponsored agencies the Development Finance Corporation (DFC) and
USAid were lodged while other financing applications by way of USA
Government bank loans were prepared for submission post calendar
year end.
To increase the shareholder base and introduce the
Critical Metals investment thesis to new investors, an application
to list on the OTCQB in the USA was submitted. We hope to be able
to update shareholders on the progress of the listing in due
course.
Funding for small capitalisation mining companies is
often a challenge and the markets unmerciful towards capital
raises. Your Company raised a small amount of capital at the
year-end that confused the market. This capital raise was supposed
to be a larger capital raise and completed before the end of
December. Several of the participants wanted the capital raise
closed as they have a positive viewpoint on both the Company and
price of copper, and the small closing was completed soon after the
New Year.
Activities at Molulu and in the DRC in general slowed
in December as the Presidential election date of 20 December 2023
came near. Feverish election anticipation was spread throughout the
country as opposition candidates positioned themselves for an
alternative to the incumbent President. The election was completed
without mass public rioting or protests, and post year end, the
incumbent President was sworn in on 19 January 2024, again, without
any mass protests or voter rioting. The DRC proved to the world
that peaceful elections and the democratic process is alive and
thriving in the country.
The latter part of 2023 was a challenging period for
Critical Metals, and I would like to thank fellow board members
Anthony Eastman (who stepped down from the board post period) and
Marcus Edwards-Jones for their continued support and guidance.
We will welcome Gordon Thompson to the Board on April
1st, 2024, post period. Gordon is a highly experienced DRC
mining and processing expert. He will add incredible expertise to
the upgrading of the oxide and sulphide ore at Molulu, along ideas
pertaining to any future processing plant transaction.
In conclusion, we remain optimistic about the future,
fortified by the resilience displayed during challenging times,
both during and post period. We are positive that the Board's
proactive approach to addressing potential disruptions and
unwavering commitment to the company's growth strategy will deliver
shareholder value in the long term.
Finally, I would like to thank our shareholders who
have remained with supportive throughout this recent complex period
and look forward to a very successful 2024.
Russell S. Fryer
Executive Chairman & CEO (Chief
Executive Officer)
28 March 2024
*** Ends ***
For further information on the
Company please visit www.criticalmetals.co.uk or
contact:
Critical Metals
plc
Russell Fryer, CEO
|
Tel: +44 (0)20 7236 1177
|
St Brides Partners
Ltd
Ana Ribeiro/ Isabelle Morris
Financial PR
|
Tel: +44 (0)20 7236 1177
|
Consolidated statement of Comprehensive
Income for the six months ended 31 December
2023
|
Notes
|
6 months to 31 December 2023
(unaudited)
|
|
6 months to 31 December 2022
(unaudited)
|
|
|
|
|
£
|
|
£
|
|
|
Continuing operations
|
|
|
|
|
|
|
Revenue from continuing
operations
|
|
-
|
|
-
|
|
Cost of sales
|
|
-
|
|
-
|
|
Gross Profit
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
Other expenses
|
|
(922,373)
|
|
(1,295,130)
|
|
|
Exploration expenditure
|
|
(148,240)
|
|
-
|
|
|
Earnings before interest, taxation, depreciation and
amortisation
|
|
(1,070,613)
|
|
(1,295,130)
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
(26,444)
|
|
(7,171)
|
|
|
Interest expenditure
|
|
(40,166)
|
|
(16,730)
|
|
|
Loss before taxation
|
|
(1,137,223)
|
|
(1,319,031)
|
|
|
Income tax
|
|
|
|
-
|
|
|
Profit (Loss) for the year from continuing operations
attributable to the owners of the company
|
|
(1,137,223)
|
|
(1,319,031)
|
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
Owners of the company
|
|
(1,015,736)
|
|
(1,052,702)
|
|
|
Non-controlling interest
|
|
(121,737)
|
|
(266,329)
|
|
|
|
|
(1,137,473
|
|
(1,319,031)
|
|
|
Other comprehensive income
|
|
|
|
|
|
|
Translation of foreign
operations
|
|
16,370
|
|
82,303
|
|
|
Valuation (losses)/gains on fair
value through other comprehensive income equity
investments
|
|
-
|
|
(121,700)
|
|
|
Total other comprehensive profit (loss)
|
|
16,370
|
|
(39,397)
|
|
|
Total comprehensive profit (loss) for the
year
|
|
(1,121,103)
|
|
(1,358,428)
|
|
|
Total comprehensive profit (loss) attributable
to:
|
|
|
|
|
|
|
Owners of the company
|
|
(999,366)
|
|
(1,092,099)
|
|
|
Non-controlling interest
|
|
(121,737)
|
|
(266,329)
|
|
|
|
|
(1,121,103)
|
|
(1,358,428)
|
|
|
Earnings per share (basic and
diluted) attributable to the equity holders (pence)
|
3
|
(1.59)
|
|
(2.67)
|
|
|
The consolidated statement of
comprehensive income has been prepared on the basis that all
operations are continuing operations.
Consolidated statement of Financial Position for
the six months ended 31 December 2023
|
Notes
|
31 December 2023
(unaudited)
|
|
|
30 June 2023
(audited)
|
|
|
£
|
|
|
£
|
Non-current assets
|
|
|
|
|
|
Property, plant &
equipment
|
|
4,211,242
|
|
|
4,007,454
|
Total non-current assets
|
|
4,211,242
|
|
|
4,007,454
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
Trade and other
receivables
|
|
140,827
|
|
|
266,272
|
Cash at bank and in
hand
|
|
66,261
|
|
|
411,696
|
Total current assets
|
|
207,088
|
|
|
677,968
|
Total assets
|
|
4,418,330
|
|
|
4,685,422
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
Trade and other
payables
|
|
2,169,025
|
|
|
1,528,340
|
Borrowings
|
|
823,342
|
|
|
805,729
|
Total liabilities
|
|
2,992,367
|
|
|
2,334,069
|
|
|
|
|
|
|
Net
assets
|
|
1,425,963
|
|
|
2,351,353
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
Called up share
capital
|
4
|
325,632
|
|
|
311,561
|
Share premium
account
|
4
|
5,788,560
|
|
|
5,606,918
|
Share based payment
reserve
|
|
271,260
|
|
|
271,260
|
Foreign exchange
reserve
|
|
59,860
|
|
|
43,490
|
Retained earnings
|
|
(4,682,564)
|
|
|
(3,666,828)
|
Equity attributable to equity holders of the
parent
|
|
1,762,748
|
|
|
2,566,401
|
Non-controlling interest
|
|
(336,785)
|
|
|
(215,048)
|
Total Equity
|
|
1,425,963
|
|
|
2,351,353
|
|
|
|
|
|
|
Consolidated statement of Changes in Equity for
the six months ended 31 December 2023
|
Issued Share
Capital
|
Share
Premium
|
SBP Reserve
|
FCTR
|
Retained
Earnings
|
NCI
|
Total
Equity
|
|
£
|
£
|
£
|
£
|
£
|
£
|
£
|
As
at 30 June 2022
|
208,298
|
1,735,315
|
45,838
|
-
|
(1,180,854)
|
-
|
808,597
|
|
|
|
|
|
|
|
|
Loss for the year
|
-
|
-
|
-
|
-
|
(2,485,974)
|
(214,252)
|
(2,700,226)
|
Other comprehensive
income
|
-
|
-
|
-
|
43,490
|
-
|
-
|
43,490
|
Total comprehensive loss for the
year
|
-
|
-
|
-
|
43,490
|
(2,485,974)
|
(214,252)
|
(2,656,736)
|
Acquisition of subsidiary
|
-
|
-
|
-
|
-
|
-
|
(796)
|
(796)
|
Shares issued during the
year
|
83,188
|
3,624,313
|
-
|
-
|
-
|
-
|
3,707,501
|
Share issue costs during the
year
|
-
|
(130,885)
|
-
|
-
|
-
|
-
|
(130,885)
|
Warrants issued during the
year
|
20,075
|
378,175
|
225,422
|
-
|
-
|
-
|
623,672
|
Total transactions with
owners
|
103,263
|
3,871,603
|
225,422
|
-
|
-
|
(796)
|
4,199,492
|
As
at 30 June 2023
|
311,561
|
5,606,918
|
271,260
|
43,490
|
(3,666,828)
|
(215,048)
|
2,351,353
|
|
Issued Share Capital
|
Share
Premium
|
SBP Reserve
|
FCTR
|
Retained
Earnings
|
NCI
|
Total
Equity
|
|
£
|
£
|
£
|
£
|
£
|
£
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
|
(1,015,736)
|
(121,737)
|
(1,137,473)
|
Other comprehensive
income
|
-
|
-
|
-
|
16,370
|
-
|
-
|
16,370
|
Total comprehensive loss for the
period
|
-
|
-
|
-
|
16,370
|
(1,015,736)
|
(121,737)
|
(1,121,103)
|
Shares issued during the
period
|
-
|
|
-
|
-
|
-
|
-
|
-
|
Share issue costs during the
period
|
-
|
|
-
|
-
|
-
|
-
|
-
|
Warrants issued during the
period
|
14,071
|
181,642
|
-
|
-
|
-
|
-
|
195,713
|
Total transactions with
owners
|
14,071
|
181,642
|
-
|
-
|
-
|
-
|
195,713
|
As
at 31 December 2023
|
325,632
|
5,788,560
|
271,260
|
59,860
|
(4,682,564)
|
(336,785)
|
1,425,963
|
Consolidated statement of
Cashflows for the 6 months period ended 31 December
2023
|
|
31 December
2023
(unaudited)
|
|
31 December
2022
(unaudited)
|
|
|
£
|
|
£
|
Cash from operating activities
|
|
|
|
|
Loss for the Period
|
|
(1,137,473)
|
|
(1,440,731)
|
Adjustments
for:
|
|
|
|
|
Depreciation
|
|
26,444
|
|
7,171
|
Unrealised gains on
sale on listed investments
|
|
-
|
|
121,700
|
Realised gains on sale
of listed investments
|
|
-
|
|
(14,495)
|
Interest
payable
|
|
40,166
|
|
16,730
|
Foreign
exchange
|
|
26,147
|
|
(16,812)
|
Operating cashflow before working
capital movements
|
|
(1,044,716)
|
|
(1,326,437)
|
Increase in trade and other
receivables
|
|
(48,427)
|
|
(42,425)
|
Increase / (Decrease) increase in
trade and other payables
|
|
636,876
|
|
(289,797)
|
Net
cash used in operating activities
|
|
(456,267)
|
|
(1,658,659)
|
|
|
|
|
|
Cash from financing activities
|
|
|
|
|
Net Proceeds on the issue of
shares
|
|
369,369
|
|
2,541,205
|
Net
cash from financing activities
|
|
369,369
|
|
2,541,205
|
|
|
|
|
|
Cash from investing activities
|
|
|
|
|
Payments for
development asset
|
|
(262,614)
|
|
-
|
Purchase of
tangible fixed assets
|
|
(1,879)
|
|
(190,197)
|
Acquisition of
subsidiary net of cash
|
|
-
|
|
24,521
|
Purchases of OCI
listed financial assets
|
|
-
|
|
(508,000)
|
Net
cash used in investing activities
|
|
(264,493)
|
|
(673,676)
|
|
|
|
|
|
Net (decrease) / increase in cash
and cash equivalents
|
|
(351,393)
|
|
208,870
|
Cash and cash equivalents at
beginning of year
|
|
411,696
|
|
824,251
|
Foreign exchange
|
|
5,956
|
|
(3,177)
|
Cash and cash equivalents at end of period
|
|
66,261
|
|
1,029,944
|
|
|
|
|
|
Notes to the
financial statements for the 6 months ended 31 december
2023
1.
General Information
The condensed consolidated interim
financial statements of Critical Metals plc (the "Company") and its
subsidiary (together the "Group") for the six-month period ended 31
December 2023 have been prepared in accordance with Accounting
Standard IAS 34 Interim Financial Reporting.
The interim report does not include
all the notes of the type normally included in an annual financial
report. Accordingly, this report is to be read in conjunction with
the annual report for the year ended 30 June 2023, which was
prepared in accordance with UK adopted International Accounting
Standards (IFRS) and the Companies Act 2006, and any public
announcements made by Critical Metals plc during the interim
reporting period and since.
These condensed consolidated interim
financial statements do not constitute statutory accounts as
defined in Section 434 of the Companies Act 2006. The Group's
statutory financial statements for the year ended 30 June 2023
prepared under IFRS have been filed with the Registrar of
Companies. The auditor's report on those financial statements was
unqualified and did not contain a statement under Section 498(2) of
the Companies Act 2006. These condensed interim financial
statements have not been audited.
Basis of preparation - going concern
The interim consolidated financial
statements have been prepared under the going concern assumption,
which presumes that the Group will be able to meet its obligations
as they fall due for the foreseeable future.
At 31 December 2023 the Group had
cash reserves of £66,261 (30 June 2023: £411,696).
The Directors have made an
assessment of the Group's ability to continue as a going concern
and are satisfied that the Group has adequate resources to continue
in operational existence for the foreseeable future. The Group,
therefore, continues to adopt the going concern basis in preparing
its consolidated financial statements.
The financial information of the
Group is presented in British Pounds Sterling (£).
Accounting policies
IAS 8 requires that management shall
use its judgement in developing and applying accounting policies
that result in information which is relevant to the economic
decision-making needs of users, which are reliable, free from bias,
prudent, complete and represent faithfully the financial position,
financial performance and cash flows of the entity.
The accounting policies adopted are
consistent with those of the previous financial year and
corresponding interim reporting period.
Critical accounting estimates and judgements
The preparation of interim
consolidated financial information requires management to make
judgements, estimates and assumptions that affect the application
of accounting policies and the reported amounts of assets and
liabilities and the reported amounts of income and expenses during
the reporting period. Although these estimates are based on
management's best knowledge of current events and actions, the
resulting accounting estimates will, by definition, seldom equal
related actual results.
In preparing the interim financial
information, the significant judgements made by management in
applying the Group's accounting policies and the key sources of
estimation uncertainty were the same as those that applied to the
financial statements for the year ended 30 June 2023.
1.1. New and amended standards
adopted by the Group.
A number of new or amended standards
became applicable for the current reporting period. These
new/amended standards do not have a material impact on the Group,
and the Group did not have to change its accounting policies or
make retrospective adjustments as a result of adopting these
standards.
The Group is not affected materially
by the effects of seasonality. Regardless of this fact comparative
figures to the period ending 31 December 2022 have been included
for comparability and increase the comprehensibility of the
financial statements.
The directors have concluded that
there are no key assumptions concerning the future and other key
sources of estimation uncertainty at the reporting date that have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial
year.
2.
Segmental analysis
The Group has two reportable
segments, Exploration and Corporate, which are the Group's
strategic divisions. For each of the strategic divisions, the Board
reviews internal management reports on a regular basis.
The Group's reportable segments
are:
Exploration: the exploration
operating segment is presented as an aggregate of all the DRC
related activity and the associated Mauritian holding
companies..
Corporate: the corporate segment is
the UK head company and the costs in respect of managing the Group.
This includes the cost of director share options granted by the
Company.
The Group generated no external
revenue during the period ended 31 December 2023
(2022:£nil).
Segmental results are detailed
below:
|
Exploration
|
Corporate
|
Total
|
|
£
|
£
|
£
|
Operating profit / (loss) from
continued operations per reportable segment
|
(1,128,729)
|
7,627
|
(1,121,103)
|
|
|
|
|
Reportable segment assets
|
4,288,562
|
129,768
|
4,418,330
|
Reportable segment
liabilities
|
(2,242,571)
|
(749,796)
|
(2,992,367)
|
Net assets
|
2,045,991
|
(620,028)
|
1,425,963
|
3.
EARNINGS per share
The calculation of the basic and
diluted earnings per share is calculated by dividing the profit or
loss for the year by the weighted average number of ordinary shares
in issue during the year
|
6 months to 31 December 2023
|
6 months to 31 December 2022
|
Loss for the year from continuing
operations for the owners of the Company - £
|
(1,015,736)
|
(1,174,402)
|
Weighted number of ordinary shares
in issue
|
64,019,261
|
44,048,094
|
Basic earnings per share from
continuing operations - pence
|
(1.59)
|
(2.67)
|
There is no difference between the
diluted loss per share and the basic loss per share presented.
Share options and warrants could potentially dilute basic earnings
per share in the future but were not included in the calculation of
diluted earnings per share as they are anti-dilutive for the year
presented. At period end 18,884,628 (2022: 9,240,714) warrants were
in issue giving the rights to purchase shares on a 1:1
basis.
4.
Share capital and share
premium
|
Number of Shares on
Issue
|
Share Capital
£
|
Share Premium
£
|
Total
£
|
Balance at 30 June 2022
|
41,659,735
|
208,298
|
1,735,315
|
1,943,613
|
|
|
|
|
|
Shares issued at re-listing at
£0.20
|
9,000,000
|
45,000
|
1,755,000
|
1,800,000
|
£0.10 warrants exercised
|
3,150,000
|
15,750
|
299,250
|
315,000
|
Adviser shares issued
|
37,500
|
188
|
7,313
|
7,501
|
Placement at £0.25
|
5,200,000
|
26,000
|
1,274,000
|
1,300,000
|
£0.05 Warrants Exercised
|
15,000
|
75
|
675
|
750
|
£0.10 Warrants Exercised
|
600,000
|
3,000
|
57,000
|
60,000
|
£0.10 Warrants Exercised
|
200,000
|
1,000
|
19,000
|
20,000
|
£0.05 Warrants Exercised
|
50,000
|
250
|
2,250
|
2,500
|
Fundraise - £0.6m @ £0.25
|
2,400,000
|
12,000
|
588,000
|
600,000
|
Cost of share issues
|
-
|
-
|
(130,885)
|
(130,885)
|
Balance at 30 June 2023
|
62,312,235
|
311,561
|
5,606,918
|
5,918,479
|
|
|
|
|
|
Exercise of 10p warrants
|
1,100,000
|
5,500
|
14,500
|
110,000
|
Exercise of 5p warrants
|
1,714,286
|
8,571
|
77,142
|
85,713
|
Balance as at 31 December 2023
|
65,126,521
|
325,632
|
5,698,560
|
6,114,192
|
The Company has only one class of
share. All ordinary shares have equal voting rights and rank pari
passu for the distribution of dividends and repayment of
capital.
5.
Events subsequent to PERIOD
end
On 8th January 2024 the
Company raised £215,000 (gross of fees) at an issue price of
9.5 pence per Ordinary Share by the issue of 2,263,159 Ordinary
Shares.
On 11th March 2024 it was
announced that Mr. Gordon Thompson will be appointed to the board
as Non-Executive Director and Chair of the Technical committee as
of 1 April 2024 to replace Mr Anthony Eastman who will step down
from the board at that time.
About Critical Metals
Critical Metals PLC has acquired a
controlling 100% stake in Madini Occidental Limited, which holds an
indirect 70% interest in the Molulu copper/cobalt project, an
ex-producing medium-scale asset in the Katangan Copperbelt in the
Democratic Republic of Congo. In line with its investment strategy
of focusing primarily on known deposits, targeting projects with
low entry costs and the potential to generate short-term cash flow;
the Company intends to produce 120,000t/per annum of Copper Oxide
Ore.
The Company will continue to
identify future assets that are in line with its stated acquisition
objective of low CAPEX and OPEX projects with near-term production,
concentrating on minerals that are
perceived to have strategic importance to future economic growth
and generate significant value for shareholders.
A copy of these results will be made
available on the Company's website at www.critical
metals.co.uk.