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Interim Results and Update on Financial Position

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Shuka Minerals plc (AIM: SKA), an African focused mine operator and developer, announces the Company's unaudited interim results for the six months ended 30 June 2024.

Chairman's Report

I am pleased to present the Company's Interim Results for the six-month period from 1 January 2024 to 30 June 2024. This period has seen operational developments and some strategic advancements that underscore our potential future direction.

Corporate Developments

Settlement of Legacy Dispute with Upendo Group

A significant development in the first half of the year was the settlement of the long-standing dispute with Upendo Group regarding their 10% residual interest in the Rukwa coal mining license. This dispute, which had persisted for many years, was resolved in February 2024 with a definitive agreement, under which the Company has paid US$110,000 to Upendo. The settlement draws a clear line under the matter, bringing all related legal proceedings to a close, and involves a waiver of any future claims by Upendo.

Board Changes

During the period Mr. Jason Brewer stepped down from the Board to avoid potential conflicts of interest. However, the Company is pleased to have retained Mr. Brewer as a strategic adviser under a consultancy agreement, ensuring that we continue to benefit from his expertise.

As the strategic direction of the Company progresses, it has been agreed that Noel Lyons, Paul Ryan and Allen Zimbler will each leave the company with effect from 30 November 2024, or such earlier date as may be agreed. The Company is actively progressing the appointment of additional directors, at both executive and non-executive level and looks forward to providing further updates once customary due diligence has been concluded.

Operational Performance

Rukwa Coal Mine

Operationally, the Rukwa coal mine has faced challenges, particularly due to the rainy season, which caused a temporary halt in production. Nonetheless, with the return of local staff and preparation for the new production cycle, we are optimistic that output will resume in the coming months. Demand for coal in regional markets remains strong, and we expect this trend to continue into the second half of the year.

Strategic Growth Initiatives

Potential Acquisition

As previously announced in March 2024, the Board is progressing the potential acquisition of a brownfield base metals project in East Africa (the "Project"). The due diligence process has now been completed, with independent technical and legal assessments indicating that the Project presents an attractive opportunity for the Company.

The Project has a historical non-JORC compliant resource base with an estimated in-situ value of approximately US$1.98 billion, and economic analyses project pre-tax cash flows of US$1.84 billion. Should the acquisition proceed, our development plan will include a phased exploration program to validate the resource further and establish a clear pathway for both open-pit and underground mining operations.

We have already paid US$150,000 to the counterparty as part of this acquisition process, with the remaining consideration of US$5.85 million to be settled through a combination of cash and equity on a staged-payment basis. While regulatory approvals and closing conditions are still pending, we remain confident in the strategic benefits of this acquisition.

While the Board remains excited by the potential acquisition, there can be no certainty that the requisite regulatory approvals and customary closing conditions will be satisfied (or waived) and that definitive documentation will be concluded, or as to the eventual detailed terms or timing of the transaction.

Further announcements regarding the potential acquisition will be made as and when appropriate.

Convertible Loan Note and Financial Position

To fund the potential acquisition and support our broader growth plans, we announced in May 2024 that we had secured a £2 million convertible loan note agreement with AUO Commercial Brokerage LLC ("AUO"). AUO subsequently advised the Company in August 2024 that its investment capital was tied up in ongoing transactions which were taking longer to conclude than they initially anticipated, and accordingly it did not have access at that time to the Company's requested initial CLN drawdown funds.

While AUO has reiterated its commitment to supporting the Company's future endeavours and financial needs to support the ongoing business and obligations of the Company, the Company currently has limited cash at bank and continues to carefully manage its resources and creditors. Assuming it is able to continue to manage creditors, it expects current funds available will be sufficient to the end of November 2024.

Accordingly, in the absence of funds being provided by AUO on a timely basis, the Company is actively exploring alternative sources of financing in order to provide sufficient working capital for the Company, until such time as the requested funds are provided by AUO pursuant to the convertible loan note or otherwise.

This includes discussions with Gathoni Muchai Investments Limited ("GMI"), a major shareholder of the Company, which has provisionally offered an unsecured, interest free, non-convertible loan facility, of £500,000, subject to GMI having secured the necessary funding in the near term to provide such a facility; however there can be no guarantee these discussions will be formalised or that GMI will secure the requisite funding and accordingly there can be no guarantee that such a facility will be made available.

Whilst the Board remains confident in its ability to raise such additional funding on a timely basis, there can be no guarantee that such funding will be secured, or as to the terms of any such financing, which may impact the Company's ability to continue to trade.

Further announcements will be made as appropriate.

Thank you for your continued support.

Quinton Van Der Burgh

Chairman, Shuka Minerals PLC.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Six months ended 30 June 24Six months ended 30 June 23Year ended 31 Dec 23
UnauditedUnauditedAudited
Note£££
Revenue2,33068,926194,346
Cost of sales(92,060)(151,627)(438,877)
Gross loss(89,730)(82,701)(244,531)
Administrative expenses(452,960)(656,060)(1,424,120)
Group operating loss(542,690)(738,761)(1,668,651)
Finance income2,082-3,256
Finance costs(3,608)(7,562)(16,133)
Loss on operations before taxation(544,216)(746,323)(1,681,528)
Taxation--(972)
Loss for the period after taxation(544,216)(746,323)(1,682,500)
Other comprehensive income/(loss):---
Gain/(loss) on translation of overseas subsidiary45,451(335,033)(349,479)
Total comprehensive loss for the period(498,765)(1,081,356)(2,031,979)
Attributable to:
Equity holders of the Company(498,218)(1,080,722)(2,030,327)
Non-controlling interest(547)(634)(1,652)
(498,765)(1,081,356)(2,031,979)
Loss per share
- basic and diluted (pence)2(0.90)(2.54)(4.11)

The income for the period arises from the Group's continuing operations.

CONSOLIDATED statement of financial position

as at 30 June 2024

As at 30 June 24As at 30 June 23As at 31 Dec 23
UnauditedUnauditedAudited
Note£££
Non-current assets
Property, plant and equipment45,497,6455,568,3045,469,134
Intangible assets5335,807333,907333,041
5,833,4525,902,2115,802,175
Current assets
Inventories75,633111,51675,011
Trade and other receivables438,744309,778416,370
Cash and cash equivalents92,530440,655633,093
606,907861,9491,124,478
Current liabilities
Trade and other payables(540,720)(745,718)(515,376)
Borrowings(34,651)(27,817)(34,366)
(575,371)(773,535)(549,742)
Current assets less current liabilities31,53688,414574,732
Total assets less current liabilities5,864,9885,990,6256,376,907
Non - current liabilities
Borrowings(17,259)(52,375)(32,131)
Environmental rehabilitation liability(32,354)(28,984)(32,086)
Net assets5,815,3755,909,2666,312,690
Capital and reserves
Called-up share capital4,562,3444,348,7444,562,344
Share premium account24,035,97323,009,97623,995,626
Share based payment reserve324,495210,037364,842
Foreign currency translation reserve968,965937,960923,514
Retained earnings(24,053,330)(22,574,502)(23,509,661)
Issued capital and reserves attributable to owners of the parent company5,838,4475,932,2156,336,665
Non-controlling interest(23,072)(22,949)(23,975)
Total equity5,815,3755,909,2666,312,690
CONSOLIDATED statement of changes in equity
Share CapitalShare PremiumRetained Earnings AccountShare Option ReserveForeign Currency Translation ReserveTotalNon-controlling interestTotal
££££££££
At 1 January 20234,233,74422,569,976(21,896,430)277,6541,272,9936,457,937(19,697)6,438,240
Comprehensive Income for the year
Foreign currency translation----(335,033)(335,033)(2,464)(337,497)
Loss for the year--(745,689)--(745,689)(634)(746,323)
Total comprehensive income for the year--(745,689)-(335,033)(1,080,722)(3,098)(1,083,820)
Transactions with owners
Issue of share capital115,000460,000---575,000-575,000
Share issue costs-(20,000)---(20,000)-(20,000)
Lapsed share options--67,617(67,617)----
Total transactions with owners115,000440,00067,617(67,617)-555,000-555,000
Non- controlling interest share of goodwill------(154)(154)
At 30 June 20234,348,74423,009,976(22,574,502)210,037937,9605,932,215(22,949)5,909,266
Share CapitalShare PremiumRetained Earnings AccountShare Option ReserveForeign Currency Translation ReserveTotalNon-controlling interestTotal
££££££££
At 1 January 20244,562,34423,995,626(23,509,661)364,842923,5146,336,665(23,975)6,312,690
Comprehensive Income for the year
Foreign currency translation----45,45145,4511,42846,879
Loss for the year--(543,669)-(543,669)(547)(544,216)
Total comprehensive income for the year--(543,669)-45,451(498,218)881(497,337)
Transactions with owners
Lapsed share options-40,347-(40,347)----
Total transactions with owners-40,347-(40,347)----
Non- controlling interest share of goodwill------2222
At 30 June 20244,562,34424,035,973(24,053,330)324,495968,9655,838,447(23,072)5,815,375
Share CapitalShare PremiumRetained Earnings AccountShare Option ReserveForeign Currency Translation ReserveTotalNon-controlling interestTotal
££££££££
At 1 January 20234,233,74422,569,976(21,896,430)277,6541,272,9936,457,937(19,697)6,438,240
Comprehensive Income for the year
Foreign currency translation----(349,479)(349,479)(2,464)(351,943)
Loss for the year--(1,680,848)--(1,680,848)(1,652)(1,682,500)
Total comprehensive income for the year--(1,680,848)-(349,479)(2,030,327)(4,116)(2,034,443)
Transactions with owners
Issue of share capital328,6001,445,650---1,774,250-1,774,250
Share issue costs-(20,000)---(20,000)-(20,000)
Share options/warrants charge---154,805-154,805-154,805
Lapse of share options/warrants--67,617(67,617)----
Total transactions with owners328,6001,425,65067,61787,188-1,909,055-1,909,055
Non- controlling interest share of goodwill------(162)(162)
At 31 December 20234,562,34423,995,626(23,509,661)364,842923,5146,336,665(23,975)6,312,690
consolidated CASH FLOW STATEMENT
Six months ended 30 June 24Six months ended 30 June 23Year ended 31 Dec 23
UnauditedUnauditedAudited
£££
Cash flows from operating activities
Operating loss(542,690)(738,761)(1,668,651)
Depreciation16,91030,542114,422
Share based payments--154,805
Expected credit losses--(4,387)
Impairment of inventories--45,925
Movement in inventories(20,005)-(8,798)
Movement in trade and other receivables22,311(16,825)(94,500)
Movement in trade and other payables(1,538)358,750104,216
Loss on foreign exchange-(1,977)(2,135)
Expected credit losses--
Net cash used in operating activities(525,012)(368,271)(1,359,103)
Tax Paid------
Cash flows from investing activities
Finance income2,082-3,256
Net cash used in investing activities2,082-3,256
Cash flows from financing activities
Repayment of lease liabilities(15,134)(11,536)(25,265)
Lease interest(3,608)(4,483)(9,687)
Other interest paid-(3,079)(3,187)
Proceeds on issue of ordinary shares-614,8501,814,100
Share issue costs-(20,000)(20,000)
Net cash (used)/generated from financing activities(18,742)575,7521,755,961
Net (decrease)/increase in cash and cash equivalents(541,672)207,481400,114
Cash and cash equivalents at beginning of year633,094237,300237,300
Exchange losses on cash and cash equivalents1,108(4,126)(4,321)
Cash and cash equivalents at end of year92,530440,655633,093

NOTES TO THE INTERIM REPORT

Financial information and basis of preparation

The interim financial statements of Shuka Minerals Plc are unaudited consolidated financial statements for the six months ended 30 June 2024 which have been prepared in accordance with UK adopted international accounting standards. They include unaudited comparatives for the six months ended 30 June 2023 together with audited comparatives for the year ended 31 December 2023.

The interim financial statements do not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. The statutory accounts for the year ended 31 December 2023 have been reported on by the company's auditors and have been filed with the Registrar of Companies. The report of the auditors unqualified and contained an Emphasis of mater paragraph on Operationalisation of up to 16% Government of Tanzania non-dilutive free carried share interest and the recoverability of VAT in Tanzania. Aside from the Emphasis of matter paragraphs above, the auditor's report did not contain any statement under section 498 of the Companies Act 2006.

The interim consolidated financial statements for the six months ended 30 June 2024 have been prepared on the basis of accounting policies expected to be adopted for the year ended 31 December 2024. These are anticipated to be consistent with those set out in the Group's latest financial statements for the year ended 31 December 2023. These accounting policies are drawn up in accordance with adopted International Accounting Standards ("IAS") and International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board.

Loss per share

The calculation of the basic and diluted loss per share is based on the following data:

30 June 2430 June 2331 December 23
£££
Loss after taxation(544,216)(746,323)(1,682,500)
Weighted average number of shares in the period60,219,86129,329,47440,922,217
Basic and diluted loss per share (pence)(0.90)(2.54)(4.11)

Dividends

No dividends are proposed for the six months ended 30 June 2024 (six months ended 30 June 2023: £nil, year ended 31 December 2023: £nil).

Property, plant and equipment

Coal Production assetsPlant & machineryFixtures & fittingsMotor vehiclesTotal
£££££
Cost or valuation As at 1 January 20245,529,8081,270,2297,366311,1627,118,565
Foreign exchange adjustment45,92110,488272,44658,882
At 30 June 20245,575,7291,280,7177,393313,6087,177,447
Accumulated depreciation
As at 1 January 2024194,8601,269,1837,284178,1041,649,431
Depletion/Charge for the year-131916,77016,910
Foreign exchange adjustment1,61110,480271,34313,461
At 30 June 2024196,4711,279,7947,320196,2171,679,802
Net book value
As at 30 June 20245,379,25892373117,3915,497,645
Coal Production assetsPlant & machineryFixtures & fittingsMotor vehiclesTotal
£££££
Cost or valuation As at 1 January 20235,855,0191,344,4917,554328,4807,535,544
Foreign exchange adjustment(310,858)(70,984)(180)(16,553)(398,575)
At 30 June 20235,544,1611,273,5077,374311,9277,136,969
Accumulated depreciation
As at 1 January 2023173,6421,301,9207,445140,6611,623,668
Depletion/Charge for the year3,8493,7601322,92030,542
Foreign exchange adjustment(9,227)(68,846)(180)(7,292)(85,545)
At 30 June 2023168,2641,236,8347,278156,2891,568,665
Net book value
As at 30 June 20235,375,89736,67396155,6385,568,304
4. Property, plant and equipment (continued)
Coal Production assetsPlant & machineryFixtures & fittingsMotor vehiclesTotal
£££££
Cost or valuation As at 1 January 20235,855,0191,344,4917,554328,4807,535,544
Foreign exchange adjustment(325,211)(74,262)(188)(17,318)(416,979)
At 31 December 20235,529,8081,270,2297,366311,1627,118,565
Accumulated depreciation
As at 1 January 2023173,6421,301,9207,445140,6611,623,668
Depletion/Charge for the year30,87139,1712744,353114,422
Adjustments-----
Foreign exchange adjustment(9,653)(71,908)(188)(6,910)(88,659)
At 31 December 2023194,8601,269,1837,284178,1041,649,431
Net book value
As at 31 December 20235,334,9481,04682133,0585,469,134
5. Intangible assets
Mining LicencesTotal
££
Cost or valuation As at 1 January 20241,574,9111,574,911
Foreign exchange adjustment13,08113,081
At 30 June 20241,587,9921,587,992
Accumulated amortisation and impairment
As at 1 January 20241,241,8701,241,870
Foreign exchange adjustment10,31510,315
At 30 June 20241,252,1851,252,185
Net book value
As at 30 June 2024335,807335,807
5. Intangible assets (continued)
Mining LicencesTotal
££
Cost or valuation As at 1 January 20231,667,5301,667,530
Foreign exchange adjustment(88,530)(88,530)
At 30 June 20231,579,0001,579,000
Accumulated amortisation and impairment
As at 1 January 20231,314,9031,314,903
Foreign exchange adjustment(69,810)(69,810)
At 30 June 20231,245,0931,245,093
Net book value
As at 30 June 2023333,907333,907
Mining LicencesTotal
££
Cost or valuation As at 1 January 20231,667,5301,667,530
Foreign exchange adjustment(92,619)(92,619)
At 31 December 20231,574,9111,574,911
Accumulated amortisation and impairment
As at 1 January 20231,314,9031,314,903
Foreign exchange adjustment(73,033)(73,033)
At 31 December 20231,241,8701,241,870
Net book value
As at 31 December 2023333,041333,041
6. Share capital
No£No££
Ordinary shares of 1p eachOrdinary shares of 0.02p/1p eachDeferred shares of 0.001p eachDeferred shares of 0.001p eachTotal share capital
Issued and fully paid
At 1 January 2024 and 30 June 202460,219,861602,200396,014,437,3463,960,1444,562,344
No£No££
Ordinary shares of 1p eachOrdinary shares of 0.02p/1p eachDeferred shares of 0.001p eachDeferred shares of 0.001p eachTotal share capital
Issued and fully paid
At 1 January 202327,359,861273,600396,014,437,3463,960,1444,233,744
On 31 May 2023 the company issued 11,500,000 Ordinary 1p shares at 5p each11,500,000115,000--115,000
As at 30 June 202338,859,861388,600396,014,437,3463,960,1444,348,744
No£No££
Ordinary shares of 1p eachOrdinary shares of 0.02p/1p eachDeferred shares of 0.001p eachDeferred shares of 0.001p eachTotal share capital
Issued and fully paid
At 1 January 202327,359,861273,600396,014,437,3463,960,1444,233,744
On 31 May 2023 11,500,000 Ordinary 1p shares were issue for 5p11,500,000115,000--115,000
On 7 September 2023 17,860,000 Ordinary 1p shares were issued for 5p17,860,000178,600--178,600
On 7 September 2023 3,500,000 Ordinary shares of 1p each were issued for 8.75p3,500,00035,000--35,000
As at 31 December 202360,219,861602,200396,014,437,3463,960,1444,562,344

Distribution of interim report to shareholders

The interim report will be available for inspection by the public at the registered office of the Company during normal business hours on any weekday and from the Company's website http://www.shukaminerals.com/. Further copies are available on request.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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