KAZERA GLOBAL PLC

Interim / Quarterly Report • Mar 27, 2024

National Storage Mechanism | Additional information

RNS Number : 4197I

Kazera Global PLC

27 March 2024

27 March 2024

Kazera Global plc

("Kazera" or " the Company")

Interim Results

Kazera Global plc (AIM: KZG), the AIM-quoted investment company, is pleased to announce its unaudited interim results for the six months ended 31 December 2023.

OVERVIEW

Whale Head Minerals Pty Ltd ("WHM") Heavy Mineral Sands ("HMS") Project

·    October 2023: Manufacture of Trommel screening plant completed

·    December 2023: Trommel screening plant received on site and roads constructed

·    National Nuclear Regulator ("NNR") permit submission made; decision expected by the end of April 2024 with plant operations to commence immediately thereafter

·    Ongoing discussions with potential transporters and off-takers to facilitate sale of HMS products once NRR permitting achieved

Deep Blue Minerals Pty Ltd ("DBM") Diamond Project

·    November 2023: Pulsating diamond jig with 20 tons per hour processing capacity ordered

·    December 2023: Pulsating diamond jig delivered to site

·    Post-period end, flow sort diamond recovery machine purchased and en route to site:

o  X-rays and sorts processed diamond gravel

o  Will be sited in secure Alexkor compound

o  Delivered on-site in March 2024 enabling diamond production shortly thereafter

African Tantalum Pty Ltd ("Aftan") - Tantalum and Lithium Project

·    July 2023: Received further payment of c. US$650k from Hebei Xinjian in respect of the sale of Aftan; aggregate payments received from Hebei Xinjian to date total c.US$4.85 million of the total consideration due of the agreed US$13 million;

·    December 2023: Commenced discussions with alternative prospective buyer of for Aftan in the event Hebei is unable to complete

Corporate

·    December 2023: African Mineral Sands Pte Ltd ("AMS") completed purchase of 250,000,000 shares from existing shareholder at 1.5 pence per Ordinary Share, becoming Kazera's largest shareholder

·    Continued to explore value-adding acquisition opportunities

·    Cash at 31 December 2023 of £684k (2022: £595k)

Dennis Edmonds, CEO of Kazera Global commented: "Our focus during the period has been on utilising the funds from the ongoing sale of the Aftan Project to put in place the plant, people and equipment to facilitate the last crucial steps towards making Whale Head Minerals and Deep Blue Minerals cashflow positive and profitable.

"Whilst we await permitting from the NNR, which is expected by the end of April, work has been ongoing at the Whale Head Minerals site and discussions have been progressing with potential customers. Once the NNR permit is received, we anticipate that the sale of our heavy mineral sands will commence swiftly.

"With the pulsating diamond jig on site, the trommel screening plant in place, and our flow sort diamond recovery machine due to be installed in a secure Alexkor compound shortly, the production of diamonds is also expected to commence imminently.

"Whilst there have been some frustrations and delays, things are now progressing on all fronts and the Board believes that 2024 is set to be the year in which Kazera starts to really hit its stride."

**ENDS**

Kazera Global plc    Dennis Edmonds, CEO	kazera@stbridespartners.co.uk
Cavendish Capital Markets Ltd (Nominated Adviser and Broker)  Derrick Lee / Pearl Kellie (Corporate Finance)	Tel: +44 (0)207 220 0500
St Brides Partners  (Financial PR)     Paul Dulieu / Isabel de Salis	kazera@stbridespartners.co.uk

About Kazera Global plc

Kazera is a global investment company focused on leveraging the skills and expertise of its Board of Directors to develop early-stage mineral exploration and development assets towards meaningful cashflow and production.

Its three principal investments are as follows:

Alluvial diamond mining through Deep Blue Minerals (Pty) Ltd, Alexander Bay, South Africa

Kazera currently has a 90% direct interest in Deep Blue Minerals, of which 64% is held beneficially by Kazera and 26% is held on behalf of Black Economic Empowerment partners.

Heavy Mineral Sands mining (including ilmenite, monazite, rutile, and zircon)  through Whale Head Minerals (Pty) Ltd, Alexander Bay, South Africa .

Kazera currently has a 60% direct beneficial interest in Whale Head Minerals.

Tantalite mining in South-East Namibia (divestment in progress)

As announced on 20 December 2022, Kazera has agreed to dispose of African Tantalum (Pty) Ltd ("Aftan") for a cash consideration of US$13 million plus a debenture payment of 2.5% of the gross sales of produced lithium and tantalum for life-of-mine. Completion of the sale is subject to receipt of full consideration proceeds. Aftan has been deconsolidated from the Company's financial statements with effect from 4 January 2023 because in accordance with the terms of the sale agreement, it has relinquished control of the Aftan in favour of the purchaser, Hebei Xinjian Construction Close Corp ("Hebei Xinjian") with effect from that date. Kazera retains the right to cancel the transaction and retain all amounts paid to date in the event of default by Hebei Xinjian.

The Company will consider additional investment opportunities as appropriate, having regard to the Group's future cash flow requirements.

Condensed Consolidated Statement of Comprehensive Income

for the six-months ended 31 December 2023

	Notes	Six months ended 31 December 2023 Unaudited	Six months ended 31 December 2022 Unaudited
Continuing operations		£'000	£'000
Revenue		6	50
Cost of sales		(73)	-
Gross profit		(67)	50
Administrative expenses		(499)	(896)
Foreign exchange (loss)/gain		(400)	378
Other expenses		(493)	-
Net finance income		207	(13)
Operating loss before taxation		(1,252)	(481)
Income tax		-	-
Loss for the period		(1,252)	(481)
Total comprehensive income
Loss attributable to owners of the Company		(1,223)	(496)
Non-controlling interests		(29)	15
		(1,252)	(481)
Other comprehensive income
Exchange (losses)/gains on translation of foreign operations		(29)	261
Other comprehensive income for the period, net of tax		(29)	261
Total comprehensive income attributable to the owners of the Company		(1,252)	(235)
Earnings per share:
Basic and diluted loss per share (pence)	3	(0.13)p	(0.05)p

Condensed Consolidated Statement of Financial Position

As at 31 December 2023

	Notes	31 December 2023 Unaudited	30 June 2023 Audited
		£'000	£'000
Non-current assets
Mines under construction		780	749
Property, plant and equipment		898	531
Total non-current assets		1,678	1,280
Current assets
Trade and other receivables	4	7,298	9,053
Cash and cash equivalents		684	761
Current assets		7,982	9,814
Total assets		9,660	11,094
Current liabilities
Trade and other payables		39	192
Total current liabilities		39	192
Total liabilities		39	192
Net assets		9,621	10,902
Equity attributable to owners of the parent
Share Capital		3,516	3,516
Share Premium		17,556	17,556
Capital redemption reserve		2,077	2,077
Share-based payments reserve		478	574
Foreign exchange reserve		394	423
Retained Earnings		(14,205)	(13,078)
Equity attributable to owners of the Company		9,816	11,068
Non-controlling interests		(195)	(166)
Total equity		9,621	10,902

Condensed Consolidated Statement of Changes in Equity

for the six-month period ended 31 December 2023

Unaudited	Share Capital £'000	Share Premium £'000	Capital redemption reserve £'000	Share-based payment reserve £'000	Foreign exchange reserve £'000	Retained earnings £'000	Equity attributable to owners £'000	Non-controlling interests £'000	Total equity £'000
1 July 2022	3,516	17,556	2,077	443	(494)	(19,908)	3,190	(49)	3,141
Loss for the period	-	-	-	-	-	(496)	(496)	15	(481)
Other comprehensive income:
Exchange movement on translation of foreign operations	-	-	-	-	261	-	261	-	261
Total comprehensive income for the period	-	-	-	-	261	(496)	(235)	15	(220)
Transactions with owners:
Issue of share capital	-	-	-	-	-	-	-	-	-
Share-based payment charges	-	-	-	20	-	-	20	-	20
Total transactions with owners, recognised directly in equity	-	-	-	20	-	-	20	-	20
Balance at 31 December 2022	3,516	17,556	2,077	463	(233)	(20,404)	2,975	(34)	2,941

Unaudited	Share Capital £'000	Share Premium £'000	Capital redemption reserve £'000	Share-based payment reserve £'000	Foreign exchange reserve £'000	Retained earnings £'000	Equity attributable to owners £'000	Non-controlling interests £'000	Total equity £'000
1 July 2023	3,516	17,556	2,077	574	423	(13,078)	11,068	(166)	10,902
Loss for the period	-	-	-	-	-	(1,223)	(1,223)	(29)	(1,252)
Other comprehensive income:
Exchange movement on translation of foreign operations	-	-	-	-	(29)	-	(29)	-	(29)
Total comprehensive income for the period	-	-	-	-	(29)	(1,223)	(1,252)	(29)	(1,281)
Transactions with owners:
Share-based payment credit	-	-	-	(96)	-	96	-	-	-
Total transactions with owners, recognised directly in equity	-	-	-	(96)	-	96	-	-	-
Balance at 31 December 2023	3,516	17,556	2,077	478	394	(14,205)	9,816	(195)	9,621

Condensed Consolidated Statement of Cash Flows

for the six-month period ended 31 December 2023

		Six months to 31 December 2023 Unaudited	Six months to 31 December 2022 Unaudited
		£'000	£'000
Cash flows from operating activities
Loss before taxation		(1,252)	(481)
Depreciation		40	63
Net foreign exchange		403	(378)
Interest receivable		(207)	-
Share-based payments charge and other non-cash items		-	20
Net cashflow before changes in working capital		(1,016)	(776)
Increase in receivables		461	(186)
(Decrease)/increase in payables		(155)	243
Net cash used in operating activities		(710)	(719)
Cash flows from investing activities
Purchase of property plant and equipment		(398)	-
Development costs		(29)	(26)
Proceeds from the sale of investment		1,060	828
Net cash generated from investing activities		633	802
Cash flows from financing activities
Repayment of borrowings		-	(125)
Net cash used in financing activities		-	(125)
Net decrease in cash and cash equivalents during the period		(77)	(42)
Cash at the beginning of period		761	637
Cash and cash equivalents at the end of the period		684	595

Notes to the condensed consolidated interim financial information

1       GENERAL INFORMATION

Kazera is public limited company incorporated and domiciled in the United Kingdom; its Ordinary shares are quoted on AIM of the London Stock Exchange.

2       BASIS OF PREPARATION

The accounting policies, methods of computation and presentation used in the preparation of the condensed consolidated interim financial information are the same as those used in the Group's audited financial statements for the year ended 30 June 2023. There have been no changes to the reported figures as a result of any new reporting standards or interpretations.

The condensed interim financial statements have been prepared in accordance with the requirements of the AIM Rules for Companies. As permitted, the Company has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing this interim financial information. The condensed interim financial statements should be read in conjunction with the annual financial statements for the year ended 30 June 2023, which have been prepared in accordance with international accounting standards in conformity with the Companies Act 2006.

The financial information set out in this interim report is unaudited and does not constitute statutory accounts as defined in section 434 of the Companies Act 2006.  The Company's statutory financial statements for the period ended 30 June 2023, prepared under international accounting standards in conformity with the Companies Act 2006, 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) or (3) of the Companies Act 2006.

Comparatives

The Group has presented comparatives for the statement of comprehensive income, statement of cash flows and statement of changes in equity for the six months ended 31 December 2022; and a statement of financial position as at 30 June 2023 in accordance with the requirements of the AIM Rules for Companies.

Risks and uncertainties

The Board continuously assesses and monitors the key risks of the business. The key risks that could affect the Company's medium-term performance and the factors that mitigate those risks have not substantially changed from those set out in the Company's 2023 Annual Report and Financial Statements, a copy of which is available on the Company's website, www.kazeraglobal.com.

Critical accounting estimates and judgements

The preparation of condensed interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the end of the reporting period. Significant items subject to such estimates are set out in the Company's 2023 Annual Report and Financial Statements. The nature and amounts of such estimates have not changed during the interim period.

Going Concern

The financial statements have been prepared assuming the Group and Company will continue as a going concern.

The Company prepares and routinely maintains a cash flow forecast; the directors have, with reference to the cash flow forecast considered a number of potential scenarios under which the Company's ability to continue as a going concern is assessed.

In assessing whether the going concern assumption is appropriate, the directors have taken into account all available information for the foreseeable future; in particular for the 12 months from the date of approval of these financial statements and performed sensitivity analysis thereon. This assessment includes consideration of the cash receipts arising from the disposal of the Group's operations in Namibia, and in South Africa, the Group's future plans, expenditure commitments, and cost reduction measures that can be implemented and permitting requirements.

The Directors' estimates are dependent principally upon the Group's mining operations coming into operation as planned and a solution found, to the challenges experienced in receiving the remaining funds from the sale of African Tantalum Pty Ltd. The Directors are confident that further funds could be raised to meet any shortfall in the event that insufficient funds are received timeously, or operations are delayed or underperform.

In view of the facts that the Group's mining operations are not yet in full operation and the proceeds arising from the sale of the Company's former subsidiary, African Tantalum Pty Ltd have not yet been received in full (as further explained in Note 4 below), the Directors consider than a material uncertainty exists as to the Company's ability to continue as a going concern.

3       EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the loss attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period.

	Six months to 31 December  2023	Six months to 31 December 2022
£'000	£'000
Loss from continuing operations attributable to equity holders of the Company	(1,223)	(496)
Weighted average number of ordinary shares in issue	937,164,911	937,164,911
Basic and fully diluted loss per share from continuing operations	(0.13)p	(0.05)p

4       DEFERRED CONSIDERATION RECEIVABLE

In December 2022, the Company agreed to sell its subsidiary African Tantalum (Pty) Limited to Hebei Xinjian Construction for US$13,000,000. As at 31 December 2023, GBP£7,206,732 (US$9,175,034) remained due and payable under the sale and purchase agreement.  The full amount is included in trade and other receivables.

Whilst the sale transaction has not proceeded in accordance with the agreed terms of the sale and purchase agreement, the directors remain confident that the carrying value of the deferred consideration is appropriate.

			31 December 2023
			£'000
As at 1 July 2023			8,501
Amounts received during the period			(1,060)
Interest charged			207
Exchange translation difference			(441)
As at 31 December 2023			7,207

5       EVENTS AFTER THE REPORTING PERIOD      

There were no events to report after the reporting period.

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