PR Newswire
London, September 29
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
29 September 2022
BWA Group PLC
(“BWA” or the “Company”)
Half-Yearly Results for the Six Months to 30 June 2022
BWA Group plc [AQSE: BWAP], which has mineral exploration licences in both Cameroon and Canada at various stages of development and is quoted on London’s AQSE Growth Market, announces its unaudited financial results for the six-month period to 30 June 2022.
Chairman’s Statement
Dear Shareholder
The Board presents the results for the six months ended 30 June 2022. The Company has continued to invest in the rutile sands project in Cameroon through our 90 per cent owned subsidiary BWA Resources Cameroon Limited (“BWARC”). Activity in the other 100 per cent subsidiary company in Canada, Kings of the North Corporation Inc. (“KOTN”), has been limited to maintaining the licences in the two remaining claim areas, Winterhouse and Isoukustouc, in the registered ownership of KOTN, with the Canadian government mining registry and ensuring that all licence fees are paid and the claims in good order.
BWARC has carried out further exploration work on the two claims at Nkoteng and Dehane to which it has been granted exploration rights. The initial results from the first surveys have been announced to the market and are published on the Company website, www.bwagroupplc.com/announcements.
Due to the encouraging results from the original wide spaced reconnaissance pitting work, follow up closer-spaced mechanised auger drilling was carried out in Cameroon in the spring, primarily on Nkoteng 1 licence, testing an approximate 5km long target area for the potential development of initial heavy mineral resource estimates. The results of granulometric and size fractioning studies completed by BWA on 20 selected samples from this exploration work were published in late June 2022, the highlights of which are:
These are duplicate portions of samples, which have been selected and shipped for submission to a specialist laboratory in Germany for heavy mineral separation and mineral composition test work, with results expected Q4 2022.
During the period covered by these Interim results, BWA has raised an additional £200,000 in the form of Convertible Loan Notes, to continue its Cameroon exploration program. These Convertible Loan Notes will convert into ordinary shares on the same terms as, and on completion of, BWA’s next fund raise.
BWA has continued also to realise its shareholding in St-Georges Eco-Mining Corp (“St Georges”) from KOTN and the proceeds from realising part of its portfolio of investments has provided funds for the development of activities in Canada, Cameroon and the UK.
In Canada we continue to consult with our legal advisers regarding potential claims against St Georges, its directors, staff, and others.
After the period under review, BWA has been granted 2 additional HMS licences in Cameroon, designated as Nkoteng 2 and Dehane 2, virtually doubling its total exploration area from 629 Sq. Km to 1,177 Sq. Km. It is the Board’s intention to seek the necessary funding to obtain an initial JORC Mineral resource Estimate and Preliminary Economic Assessment on the 2 initial Cameroon licence areas of Nkoteng 1 and Dehane 1, by Q1 2023, and commence reconnaissance exploration work on the newly granted licences.
In view of the granting of the two additional licence areas the board has released provisions totalling £270,000 made against the investment in Cameroon at the last year end.
BWARC expects the Dehane 3 permit (an additional 54 Sq. Km) to be finalised shortly to bring the total licences to five. In addition, BWA has also applied for 2 new licences (Songloulou 1 and 2) directly adjacent to the Nkoteng licences, which if issued would bring to 2423 Sq. Km the total area for exploration in Cameroon.
The Board continues to show their confidence in the future direction of the Company by capitalising one-half of their fees into new Ordinary Shares, resulting in 6,050,000 Ordinary Shares being issued during the period at between 0.5p and 0.6p per share.
Richard Battersby, who has been Chairman of BWA for many years, indicated to the Board that he wished to retire and as a result, stood down as Chairman on 29 July 2022 and will retire from the Board within the next couple of months. The Board takes this opportunity to thank him for all his efforts on the Group’s behalf and wishes him well in his retirement. I have been appointed Interim Chairman, pending further changes to the Board in due course.
James Butterfield, Interim Chairman
The Directors of BWA are responsible for the contents of this announcement. The Company’s condensed set of financial statements for the six months to 30 June 2022 are set out below.
For further information:
| BWA Group PLC James Butterfield Interim Chairman |
+44 7770 225253 [email protected] |
| Allenby Capital Limited Corporate Adviser Nick Harriss/Freddie Wooding |
+44 20 3328 5656 |
INCOME STATEMENT
| Notes | 6 months ended 30 June 2022 Unaudited £ |
6 months ended 30 June 2021 Unaudited £ |
Year ended 31 December 2021 Audited £ |
|||
Administrative expenses |
(268,370) |
(159,764) |
(747,430) |
|||
| Administrative expenses – release of provision | 270,000 |
- |
- |
|||
1,630 |
(159,764) |
(747,430) |
||||
| Other operating income | 200,880 | 120,000 | 240,000 | |||
| Gain/(loss) on disposal of investments | (22,069) | 243,574 | 56,760 | |||
| Gain/(loss) on revaluation of investments | (2,090) |
(144,061) |
567,529 |
|||
Operating profit/(loss) |
178,351 |
59,749 |
116,859 |
|||
| Interest receivable and similar income | 2 | 2 | 5,707 | |||
178,353 |
59,751 |
122,566 |
||||
| Interest payable and similar expenses | (3,791) | (21,061) | (42,876) | |||
Profit/(loss) on ordinary activities |
||||||
| before and after taxation and retained | ||||||
| for the period | 174,562 | 38,690 | 79,690 | |||
Earnings/(loss) per ordinary share: |
||||||
| Basic (pence) | 2 | 0.04 | 0.01 | 0.03 | ||
| Diluted (pence) | 2 | 0.02 | 0.00 | 0.01 |
All amounts relate to continuing activities.
STATEMENT OF OTHER COMPREHENSIVE INCOME
| Notes | 6 months ended 30 June 2022 Unaudited £ |
6 months ended 30 June 2021 Unaudited £ |
Year ended 31 December 2021 Audited £ |
|||
Profit/(loss) for the period |
174,562 |
38,690 |
79,690 |
|||
| Other comprehensive income | - | - | - | |||
Total comprehensive profit/(loss) |
||||||
| for the period | 174,562 | 38,690 | 79,690 |
BALANCE SHEET
| Notes | At | At | At | |||
| 30 June 2022 | 30 June 2021 | 31 December 2021 | ||||
| Unaudited £ |
Unaudited £ |
Audited £ |
||||
| Fixed Assets | ||||||
| Investments | 2,381,769 | 2,147,617 | 1,980,034 | |||
| Current Assets | ||||||
| Debtors and prepayments | 57,347 | 269,936 | 48,402 | |||
| Cash at bank and in hand | 61,470 | 102,017 | 49,952 | |||
118,817 |
371,953 |
98,354 |
||||
| Creditors: amounts falling due | ||||||
| within one year | (140,521) | (649,545) | (120,809) | |||
Net current assets/(liabilities) |
(21,704) |
(277,592) |
(22,455) |
|||
Total assets less current liabilities |
2,360,065 |
1,870,025 |
1,957,579 |
|||
Creditors: amounts falling due |
||||||
| after one year | (39,485) | (40,599) | (45,021) | |||
Net assets |
2,320,580 |
1,829,426 |
1,912,558 |
|||
Capital and reserves |
||||||
| Called up share capital | 3 | 2,002,489 | 1,545,564 | 1,972,239 | ||
| Share premium | 4 | 23,858 | 19,358 | 23,858 | ||
| Capital redemption reserve | 4 | 288,625 | 288,625 | 288,625 | ||
| Other reserve | 4 | (3,305,823) | (3,444,785) | (3,243,709) | ||
| Equity reserve | 4 | 4,571,193 | 4,757,026 | 4,367,983 | ||
| Retained earnings | 4 | (1,259,762) | (1,336,362) | (1,496,438) | ||
Shareholders’ funds |
2,320,580 |
1,829,426 |
1,912,558 |
CASH FLOW STATEMENT
| Notes | 6 months ended | 6 months ended | Year ended | |||
| 30 June 2022 | 30 June 2021 | 31 December 2021 | ||||
| Unaudited £ |
Unaudited £ |
Audited £ |
||||
| Cash flows from operating activities | (163,506) | (198,631) | (384,931) | |||
| Cash flows from investing activities | ||||||
| Purchase of fixed asset investments | - | (321,785) | (321,785) | |||
| Sale of fixed asset investments | 79,253 | 761,497 | 1,018,595 | |||
| Loans to subsidiary undertakings | (98,669) | (140,449) | (273,017) | |||
| Interest received | 2 | 2 | 5,707 | |||
Net cash from investing activities |
(19,414) |
299,265 |
429,500 |
|||
Cash flows from financing activities |
||||||
| Loans repaid | (5,562) | - | (41,000) | |||
| Loan note proceeds received | 200,000 | - | 45,000 | |||
Net cash from financing activities |
194,438 |
- |
4,000 |
|||
Increase in cash and |
||||||
| cash equivalents | 11,518 | 100,634 | 48,569 | |||
| Cash and cash equivalents at | ||||||
| beginning of period | 49,952 | 1,383 | 1,383 | |||
Cash and cash equivalents at end of period |
61,470 |
102,017 |
49,952 |
|||
Notes to the Financial Information
The interim accounts for the period from 1 January 2022 to 30 June 2022 are unaudited. The financial information set out in this statement does not constitute statutory accounts within the meaning of the Companies Act 2006.
Basic and diluted earnings per share figures are based on the following profits / (losses) and numbers of shares:
| 6 months ended 30 June 2022 Unaudited | 6 months ended 30 June 2021 Unaudited | Year ended 31 December 2021 Audited | |
| Profit/(loss) before tax | £174,562 | £38,690 | £79,690 |
| Weighted average number of shares for the purpose of basic earnings per share | 398,032,145 | 307,803,499 | 310,318,603 |
| Effect of dilutive securities | 635,611,330 | 981,391,600 | 602,277,997 |
| Weighted average number of shares for the purpose of diluted earnings per share | 1,033,643,475 | 1,289,195,099 | 912,596,600 |
| At 30 June 2022 Unaudited | At 30 June 2021 Unaudited | At 31 December 2021 Audited | |
| Allotted, called up and fully paid ordinary shares of 0.5p | |||
| Number of shares | 400,497,891 | 309,112,891 | 394,447,891 |
| Nominal value of shares | £2,002,489 | £1,545,564 | £1,972,239 |
| 4. | Reserves | Capital |
|||||
| Share premium |
redemption reserve |
Other reserve |
Equity reserve |
Retained Earnings |
Total |
||
| £ | £ | £ | £ | £ | £ | ||
| At 1 January 2021 | 15,608 | 288,625 | (3,300,724) | 4,742,058 | (1,519,113) | 226,454 | |
| Profit for the period | - | - | - | - | 38,690 | 38,690 | |
| Issue of share capital Loan note interest |
3,750 - |
- - |
- - |
- 14,968 |
- - |
3,750 14,968 |
|
| Reserves transfer | - | - | (144,061) | - | 144,061 | - | |
At 30 June 2021 |
19,358 |
288,625 |
(3,444,785) |
4,757,026 |
(1,336,362) |
283,862 |
|
Profit for the period |
- |
- |
- |
- |
41,000 |
41,000 |
|
| Issue of share capital | 4,500 | - | - | - | - | 4,500 | |
| Loan note interest | - | - | - | 15,132 | - | 15,132 | |
| Conversion of loan notes | - | - | - | (404,175) | - | (404,175) | |
| Reserves transfer | - | - | 201,076 | - | (201,076) | - | |
At 31 December 2021 |
23,858 |
288,625 |
(3,243,709) |
4,367,983 |
(1,496,438) |
(59,681) |
|
Profit for the period |
- |
- |
- |
- |
174,562 |
174,562 |
|
| Issue of share capital | - | - | - | - | - | - | |
| Loan notes issued | - | - | - | 200,000 | - | 200,000 | |
| Loan note interest | - | - | - | 3,210 | - | 3,210 | |
| Reserves transfer | - | - | (62,114) | - | 62,114 | - | |
At 30 June 2022 |
23,858 |
288,625 |
(3,305,823) |
4,571,193 |
(1,259,762) |
318,091 |
|
5. Valuation of Investments
The whole of the Company's investment in Cameroon, including loans made to BWA Resources (UK) Limited and BWA Resources (Cameroon) Limited, is carried in the balance sheet at £961,020. The Company's investment in Kings of the North Corp (‘KOTN’) is valued at £1,418,000. The valuation of unlisted investments requires the Directors to make judgements, estimates and assumptions that are believed to be reasonable under the circumstances, but which affect the reported fair value of those investments. The recoverability of the investments in Cameroon and KOTN is dependent on the future performance of the underlying businesses. The Directors have reviewed the current position and, after taking into account a number of factors, believe that the valuations at 30 June 2022 remain appropriate.
