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BWA Group PLC - Half-year Report

·8-min read

30 September 2021

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.

BWA Group PLC
(“BWA” or the “Company”)

Half-Yearly Results for the Six Months to 30 June 2021

BWA Group plc [AQSE: BWAP], which has mineral exploration licences split between Cameroon and Canada at various stages of development and is quoted on London’s AQSE Growth Market (formerly NEX), announces its unaudited financial results for the six-month period to 30 June 2021.

Chairman’s Statement

Dear Shareholder

The Board presents the results for the six months ended 30 June 2021. 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 (“KOTN”), has been limited to getting the licences in the two remaining claim areas, Winterhouse and Isoukustouc, transferred into 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.

The results are sufficiently encouraging for further, more detailed, work in Cameroon in the form of pitting over a wider area to try to establish the area of potentially viable extraction to be carried out. The results of this exploration work are presently being analysed by consultant metallurgists and the results are expected to be announced and published on the website in the next few weeks.

BWARC has applied for three further claim areas adjacent to Dehane and Nkoteng and the applications are being processed by the Cameroon government.

During the period under review, BWA acquired a further 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.

Litigation in the UK to recover the unpaid consideration for the Loan Notes issued at completion of the acquisition of KOTN continues with a further hearing scheduled for early October. In Canada we continue to consult with our legal advisers regarding potential claims against St Georges, its directors, staff and others. At 30 June 2021 the balance of the purchase consideration for the St Georges shares of £473,000 remained outstanding and was included in creditors, but this forms part of the disputed amount.

The Board continue to show their confidence in the future plans of the Company by capitalising one-half of their fees into new Ordinary Shares, resulting in 3,750,000 Ordinary Shares being issued during the period at 0.6p per share.

A further review will be published when the exploration results from the two Cameroon sites are available.

Richard Battersby, Chairman

The Directors of BWA are responsible for the contents of this announcement. The Company’s condensed set of financial statements are set out below.

For further information:

BWA Group PLC
Richard Battersby
Chairman

+44 7836 238172
enquiries@bwagroupplc.com

Allenby Capital Limited
Corporate Adviser
Nick Harriss/Freddie Wooding

+44 20 3328 5656



INCOME STATEMENT

Notes

6 months ended

6 months ended

Year ended

30 June 2021

30 June 2020

31 December 2020

Unaudited

Unaudited

Audited

£

£

£

Administrative expenses

-159,764

-206,782

-242,788

-159,764

-206,782

-242,788

Other operating income

120,000

120,000

240,000

Gain on disposal of investments

243,574

-

-

Loss on revaluation of investments

-144,061

-2,799,911

-3,594,217

Operating profit/(loss)

59,749

-2,886,693

-3,597,005

Interest receivable and similar income

2

11

11

59,751

-2,886,682

-3,596,994

Interest payable and similar expenses

-21,061

-20,955

-42,140

Profit/(loss) on ordinary activities

before and after taxation and retained

for the period

38,690

-2,907,637

-3,639,134

Earnings/(loss) per ordinary share:

Basic (pence)

2

0.01

-1.02

-1.24

Diluted (pence)

2

0.00

-1.02

-1.24

All amounts relate to continuing activities.



STATEMENT OF OTHER COMPREHENSIVE INCOME

Notes

6 months ended

6 months ended

Year ended

30 June 2021

30 June 2020

31 December 2020

Unaudited (£)

Unaudited (£)

Audited (£)

Profit/(loss) for the period

38,690

-2,907,637

-3,639,134

Other comprehensive income

-

-

-

Total comprehensive profit/(loss)

for the period

38,690

-2,907,637

-3,639,134



BALANCE SHEET

Notes

6 months ended

6 months ended

Year ended

30 June 2021

30 June 2020

31 December 2020

Unaudited (£)

Unaudited (£)

Audited (£)

Profit/(loss) for the period

38,690

-2,907,637

-3,639,134

Other comprehensive income

-

-

-

Total comprehensive profit/(loss)

for the period

38,690

-2,907,637

-3,639,134



CASH FLOW STATEMENT

Notes

6 months ended

6 months ended

Year ended

30 June 2021

30 June 2020

31 December 2020

Unaudited

Unaudited

Audited

£

£

£

Cash flows from operating activities

-198,631

-85,235

-112,050

Cash flows from investing activities

Purchase of fixed asset investments

-321,785

-

-8

Sale of fixed asset investments

761,497

-

-

Loans to subsidiary undertakings

-140,449

-38,034

-56,543

Interest received

2

11

11

Net cash from investing activities

299,265

-38,023

-56,540

Cash flows from financing activities

New loans in period

-

50,000

91,000

Loans repaid

-

-46,500

-46,500

Loan note proceeds received

-

12,500

12,500

Shares issued in period

-

100,000

100,000

Amount repaid to directors

-

-3,000

-3,000

Net cash from financing activities

-

113,000

154,000

Increase/(decrease) in cash and

cash equivalents

100,634

-10,258

-14,590

Cash and cash equivalents at

beginning of period

1,383

15,973

15,973

Cash and cash equivalents at end of period

102,017

5,715

1,383



1. Status of these accounts

The interim accounts for the period from 1 January 2021 to 30 June 2021 are unaudited. The financial information set out in this statement does not constitute statutory accounts within the meaning of the Companies Act 2006.

2. Earnings per ordinary share

Basic and diluted earnings per share figures are based on the following profits / (losses) and numbers of shares:

6 months ended

6 months ended

Year ended

30 June 2021

30 June 2020

31 December 2020

Unaudited

Unaudited

Audited

Profit/(loss) before tax

£38,690

-£2,907,637

-£3,639,134

Weighted average number of shares for

the purpose of basic earnings per share

307,803,499

285,213,848

294,367,968

Effect of dilutive securities

981,391,600

-

-

Weighted average number of shares for

the purpose of diluted earnings per share

1,289,195,099

285,213,848

294,367,968

3. Share capital

At

At

At

30 June 2021

30 June 2020

31 December 2020

Unaudited

Unaudited

Audited

£

£

£

Allotted, called up and fully paid

309,112,891 ordinary shares of 0.5p

(30 June 2020: 298,285,065;

31 December 2020: 305,362,891)

1,545,564

1,491,425

1,526,814

4. Reserves

Capital

Share

redemption

Other

Equity

Retained

premium

reserve

reserve

reserve

Earnings

Total

£

£

£

£

£

£

At 1 January 2020

12,663

288,625

293,493

4,711,958

-1,474,196

3,832,543

Loss for the period

-

-

-

-

-2,907,637

-2,907,637

Loan note interest

-

-

-

14,968

-

14,968

Reserves transfer

-

-

-2,799,911

-

2,799,911

-

At 30 June 2020

12,663

288,625

-2,506,418

4,726,926

-1,581,922

939,874

Loss for the period

-

-

-

-

-731,497

-731,497

Issue of share capital

2,945

-

-

-

-

2,945

Loan note interest

-

-

-

15,132

-

15,132

Reserves transfer

-

-

-794,306

-

794,306

-

At 31 December 2020

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

3,750

-

-

-

-

3,750

Loan note interest

-

-

-

14,968

-

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

5. Valuation of Investments

The whole of the Company's investment in Cameroon, including loans made to BWA Resources (UK) Limited, is carried in the balance sheet at £341,703. 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 profitability 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 2021 remain appropriate.

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