RNS Number : 6897A
Rambler Metals & Mining PLC
26 September 2022
 

 

26 September 2022

Rambler Reports Financial Results

Half Year Ended 30 June 2022

 

London, England, Newfoundland and Labrador, Canada - Rambler Metals and Mining plc (AIM: RMM) ("Rambler" or the "Company"), a copper and gold producer, explorer, and developer, today reports its unaudited financial results for the half year ended 30 June 2022.

 

All currency references in this press release are in U.S. dollars except as otherwise indicated.

 

 

HALF YEAR OPERATIONAL RESULTS:

The Ming Mine operation achieved significant growth and development improvements during the first half of FY2022. The period under review has seen the operation ramp up production from 25,000 tonnes of ore in January 2022 to 30,000 tonnes in June 2022 (peak months of 32,000 tonnes in April and May 2022), as well as a consistent increase of grade from 1.49% of copper ('Cu') to in excess of 1.8% Cu in June 2022. A total of 2,635 tonnes of Cu was produced during the period under review, 130% more than in the first half of FY2021.

 

The operation has also been focused on the establishment and maintenance of multiple ore producing zones in order to provide consistent ore supply to fully utilise mill capacity. During the period, a total of 2,281 metres was developed of which 1,511 metres (60%) was attributed to the development of the 735 and 760 levels in the Lower Footwall Zone ('LFZ').  Unlike the Ming North Zone and Upper Footwall Zone where development activity is expensed, the large tonnages associated with the LFZ justify capitalisation of development costs on these levels. A total development cost of $5.4 million was capitalised in H1 2022 compared to $6.6million in H1 2021.

 

Operational metrics summary

H1 2022

H1 2021

Variance

Nugget Pond Feed (tonnes)

175,264

108,871

 66,393

61%

Concentrate produced (tonnes)

10,078

5,825

 4,253

73%

Saleable Cu produced (tonnes)

2,635

1,147

 1,488

130%

Total Development (metres)

2,281

1,435

 846

59%

Development (metres)

1,511

997

 514

52%

Operational (metres)

770

438

 332

76%

 

 

 

Interim financial result summary

H1 2022

H1 2021

Variance

%

Revenue ($m)

25.4

13.4

12.0

90%

Production costs ($m)

26.3

10.4

15.9

153%

Administrative expense ($m)

 3.3

2.6

0.7

27%

EBITDA1 ($m)

(4.3)

(1.1)

(3.2)

291%

Operating loss ($m)

(7.9)

(2.1)

(5.8)

276%

Loss before tax ($m)

(9.6)

(4.8)

(4.8)

100%

Loss per share (in $)

(0.05)

(0.05)

-

0%

Development Capital Expenditure ($m)

5.4

6.6

1.2

(18%)

Cash (utilised)/generated in operating activities before changes in working capital ($m)

(2.4)

0.7

(3.1)

(443%)

C1 Cash cost per lb of saleable copper produced1 (in $)

4.7

3.0

1.7

56%

1 Refer to page 6 and 7 for detailed calculations

 

·      Total revenue in H1 2022 was $25.4 million which represents a 90% increase compared to the same period in 2021 (H1 2021: $13.4 million) This is a direct effect of the ramp up in operational activity as production volumes increased by 130% over H1 2021. The first 670 tonnes of Cu sold in the period was still subject to a hedge carried over from 2021 and was completed at $3.49/lb ($7,700 per tonne) and 1,700 tonnes of Cu, being 90% of tonnes delivered to Goodyears Cove waiting for collection by our customer, was subject to provisional invoice pricing being valued at $3.74/lb ($8,245 per tonne). As at 30 June 2022, the mark to market valuation on the provisional invoices had a negative impact on revenue for the period of $2.0million.

·      The Company has implemented a price monitoring policy that will manage any negative exposure to the Cu price going forward. The Company has the option to secure the market price from the point that provisional invoices are raised.

·      Production costs for the period were 153% higher at $26.3 million (H1 2021: $10.4 million) reflecting the ramp-up in production (130% increase of Cu tonne produced), once off ramp up cost and ongoing inflationary pressure.

·      Direct cash costs net of by-product credits ('C1 costs') for the period were $4.65/lb of saleable copper (H1 2021: $3.01/lb). The improving trend of the C1 costs over the period is detailed further below.

 

Quarterly revenue and cash cost summary

Q1 2022

Q2 2022

H1 2022

June 2022 (month)

Revenue ($m)

 9.7

 17.7

 27.4

 6.5

Mark to Market Adjustment ($m)

-

(2.0)

(2.0)

(2.0)

Net Revenue ($m)

 9.7

 15.7

 25.4

 4.5

 



   


Cash Cost less refinery charges ($m)

15.7

 13.4

 29.1

 4.5

Less Gold Revenue ($m)

(0.7)

(1.4)

(2.1)

(0.5)

C1 Cost Base ($m)

 15.0

 12.0

 27.0

 4.0

Cu Produced (lbs)

 2,349,942

 3,457,034

 5,806,976

 1,376,800

C1 Cost ($/lbs)

 6.42

 3.47

 4.65

 2.91

 

·      The C1 cost has improved during H1 2022 and was $2.91 /lb in June 2022.

·      Operating loss for the period was $7.9 million (H1 2021: loss of $2.1 million).  This is primarily made up of:

A significant operational loss was incurred in the first quarter as the Company ramped up towards full capacity but without the benefit of the subsequent increase in Cu volumes.

Additional costs in the first quarter were incurred as a result of the delay to production for the completion of a second egress and a crusher breakdown.

The second quarter contributed a small operating profit as the mine started to reach its budgeted production levels.

Inflationary increases to consumables and energy costs post COVID-19 including significant increase in freight costs.

Mark to market on copper sales of $2.0 million.

 

·      Earnings before interest, taxes, depreciation, and amortisation ('EBITDA') for the period was a loss of $4.3 million (H1 2021 EBITDA loss: $1.1 million).

 

FINANCIAL POSITION

·      The Company's total current liabilities increased from $18.6 million (as at 31 December 2021) to $28.5 million (as at 30 June 2022). Current liabilities include the NewGen Resources Lending Inc loan with repayments commencing on 31 October 2022, trade and other payables of $15.5 million and the current liability associated with the Elemental Royalties gold stream.

·      Trade payables increased by $2.3million during the period.

·      The Company's net debt was $20.3 million at 30 June 2022 (31 December 2021: $22.2 million).

·      The Company's net current liabilities were $20.0 million as at 30 June 2022 (31 December 2021: $8.8 million).

 

During the half year, Rambler raised:

·      Equity of $5.0 million after expenses; and

·      Net $4.6 million through the purchase and sale of the Gold Stream

 

The application of these funds contributed to:

1)    Development capital of $5.4million (H1 2021 $6.6million)

2)    Settlement of leases and loans $2.1million (H1 2021 $3.4million)

3)    Financing costs $1.1million (FY 2021 $0.6million)

4)    Exploration and other assets $1.6million (FY2021 $1.8million)

 

The shift in financial position of the Company over the 6 months to 30 June 2022 has been caused by a combination of factors that include:

·      Increasing production capacity leading to an increase in accounts payable, particularly the case for sub-contracted variable cost services such as long hole drilling and ROM ore haulage.

·      Increasing input unit costs, especially for fuel and equipment maintenance.

·      Post Covid hyper inflationary increases in consumables due to supply shortage and demand pressure.

·      Significant increase in freight charges with the logistics challenges following COVID-19. A reduction in copper price during the second quarter from a level at which it was expected that working capital requirements could be met from revenues.

·      The inclusion in current liabilities, as previously stated above, of the Newgen principal repayments from the end of Q3 2022 along with the Elemental and Sandstorm payments.

·      A better understanding of the Company's cost structure and opportunities for improvement following considerable work undertaken on improving the Company's financial systems.

 

These factors have had an impact on operations and accordingly, Rambler is revising its production guidance for 2022 to a range of 6,300 to 6,600 tonnes Cu from 7,000 tonnes. The progress of the NI 43-101 has also been delayed and, subject to funding, is anticipated to be completed in 2023.

 

 

CASH FLOW

·      Cash utilised from operations before changes in working capital was $2.4 million (H1 2021: cash inflows of $0.7 million).

·      Cash generated from operating activities for H1 2022 was $0.5 million (H1 2021: cash utilised of $5.5 million). The cash generated includes an increase in the trade payables during the period of $3.5m.

·      The Company received $5.0 million for the sale of shares (after expenses) by way of a placing of 14,466,580 new ordinary shares of 1 pence each at a price of 26.5 pence per share.

·      Net cash of $4.6million received from the purchase and sale of the gold stream to Elemental Royalties in April 2022.

·      The total capital expenditures for H1 2022 were $7.0 million (H1 2021: $8.4 million) including $5.4 million (H1 2021: $6.6 million) spent on the mineral property at Ming mine, $0.9million (H1 2021: $1.6 million) on property, plant and equipment and $0.7 million (H1 2021: $0.2m) on exploration.

·      No Government funds were received during the period under review (H1 2021: $0.4m).

·      Leases and loans of $2.1million (H1 2021: $3.4 million) were repaid during the period.

 

GOING CONCERN

The Group incurred a net loss before tax of $9.6 million for the six months ended 30 June 2022 (2021: $4.8 million). As at 30 June 2022, the Group had net current liabilities of $20.0 million (December 2021: $8.8 million). As set out in the commentary, the Company is able to produce saleable Copper with a positive operational margin. It is therefore evident that the operation has moved away from the requirement of funding to sustain daily operational activities on the mine and is able to service monthly operational cost as incurred, although supply restrictions resulting from our high level of net current liabilities can impact operational performance on a daily basis, in addition the operating margin is dependent on the Cu price which at the time of this release is at a 21 month  low.

 

The balance sheet at December 2021 had net current liabilities of $8.8m which increased to $20.0m at 30 June 2022. A material amount of development has been carried out not only in the period under review but also in the 12-months preceding that which has now resulted in the operation producing some operational cash flow, although this is insufficient to service the working capital requirements. The development of the mine and the losses in the first quarter were only partially funded from new equity and the purchase and sale of the gold stream.  The shortfall has resulted in an increase in accounts payable. In addition, debt repayments have now become current.

 

The balance sheet requires restructuring to support the operations by accelerating repayment of legacy commitments made during the intense Covid period and bringing operational accounts payable balances back to current terms. In addition, rescheduling of the repayment of debt to match Rambler's operational cash flow generation and further capital expenditures to create further efficiencies is required.

 

Managing cashflow constraints are impacting the mining schedule and therefore resolution of legacy commitments is an immediate priority. Following a review of the latest Group working capital forecasts, the Group needs to raise funds to materially reduce the current creditor position in the short term and for general working capital in the next 12 months through an issue of new equity and restructuring of debt. The forecasts assume that agreement can be reached with NewGen to defer capital payments into 2023. However, whilst the Company is engaged in discussions with NewGen, there can be no certainty that NewGen will agree to defer or reschedule the repayment of its loan, or in the event that the loan is deferred and payments are rescheduled, the terms on which the revised loan will be secured.

 

The Group's ability to continue operating in the normal course of business is dependent upon establishing sufficient operating cash flows from the Ming Mine, and to the extent required, through access to equity and debt markets. These factors together with the continued unpredictability of cost inflation and the copper prices indicate the existence of a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern.

 

The consolidated financial statements have been prepared on a going concern basis which assumes that the Group will be able to realise its assets and settle its obligations in the normal course of business. The Board believes that the Ming Mine will generate sufficient operating cash flows to support the day-to-day activities but requires funding to both finance future growth requirements and reduce the working capital deficit. For the period under review, the Group successfully obtained the gold stream funding (net effect of US$4.6million) and raised equity finance of US5.0million net of expenses. Based upon the board's discussions with the Company's brokers and debt funders, the Board reasonably believes that it will be successful in securing the necessary required fundings.

 

Accordingly, these financial statements do not give effect to any adjustments which would be necessary should the Group be unable to continue as a going concern and, therefore, be required to realise its assets and discharge its liabilities in other than the normal course of business and at amounts different than those reflected in the financial statements. Such adjustments could be material.

 

 

Toby Bradbury, President and CEO, Rambler Metals & Mining commented:

"For several years, the two key challenges at Rambler have been the operation of the underground mine and the weakness of the balance sheet. 

 

The underground operational issues are largely resolved. Notwithstanding this, we foresee more cost efficiencies being achieved in the future.  Inefficiencies are still being imposed upon the operations due to the limited financial capacity.  In many respects, what has been achieved across the board in the operations (mine and mill) is despite the financial challenges that have prevailed.

 

When looking at the operating performance, a C1 operating cost in June 2022 of $2.91/lb is starting to show the true potential of this mine.  This incorporates all the price increases experienced over the period and we expect this number to continue to reduce. We project our C1 cost at the end of 2022 to be in the range of $2.70-2.80/lb

 

We continue to enhance our financial systems to further our understanding of costs and use every opportunity to implement cost improvements across all facets of the business.

 

In the meanwhile, with the flexibility we have created in the mine with the advanced level of development, we are reducing development activity.  The increased ore tonnage per level that we are seeing in the Lower Footwall Zone gives us this near-term flexibility to adjust to the current downturn in the copper price.

 

The constraints of working capital have had an impact on operations.  While July and August have each produced in excess of 600 tonnes of payable copper, underground mining in September has been challenged with a change in mining sequence where the root cause was a working capital issue.  This specific issue has been addressed as a short-term impact but is expected to run into October.  As a result, we are adjusting our production guidance for 2022 to a range of 6,300 to 6,600 tonnes Cu from 7,000 tonnes.

 

Reiterating the potential scale of the business, the resource base at Ming Mine could be sufficient to support an operation 2.5 times its current output (≈20,000 tonnes Cu p.a.) and still have a +15-year mine life.  This is the subject of a feasibility study that has to be conducted.  However, even at current scale, this mine works and it is predominantly the legacy issues that are holding us back.

 

In the context of the resource base that Rambler holds, the valuation of the Company, even including its current debt position, is exceedingly low. The operations are proving themselves and future production is at less risk than it has ever been. Over and above this, there is strong exploration potential with 3 new mineralized zones discovered just this year.

 

The need to bring capital into the business is to ensure that long-standing legacy commitments are met and not to support on-going operations.  The current drop in copper price is one which we believe to be temporary, but we also recognise the volatility in the market.

 

We are in discussions with all relevant parties about the need to restructure our liabilities and believe that practical solutions will be found all round.

 

In the meanwhile, we are very appreciative of the support of our suppliers, debt providers and shareholders that ensure the operations continue."



 

 

 

ALTERNATIVE (NON-GAAP) PERFORMANCE MEASURES

Certain financial information provided in this report is non-GAAP performance measures but they are key performance measures that management use to monitor performance and assess the overall effectiveness and efficiency of mining operations. These performance measures are in line with industry practice but do not have a standard meaning within IFRS. These performance measures should not be considered in isolation as a substitute for measures of performance in accordance with IFRS.

 

The non-GAAP performance measures provide meaningful supplemental information regarding operating results because they exclude certain significant items that are not considered indicative of future financial trends either by nature or amount. As a result, these items are excluded for management assessment of operational performance and preparation of annual budgets. These significant items may include, but are not limited to, restructuring and asset impairment charges, individually significant gains and losses from sales of assets, share based compensation, unrealized gains or losses, and certain items outside the control of management. These items may not be non-recurring. However, excluding these items from GAAP or non-GAAP results allows for a consistent understanding of the Company's consolidated financial performance when performing a multi-period assessment including assessing the likelihood of future results. Accordingly, these non-GAAP financial measures may provide insight to investors and other external users of the Company's consolidated financial information.

 

C1 Cash Costs Per Payable Pound of Copper Produced - net of by-product credits and before deducting any refinery and treatment charges, and is a key performance measure that management uses to monitor performance. Management uses this measure to assess how well the Company's producing mines are performing and to assess overall efficiency and effectiveness of the mining operations and assumes that realized by-product prices are consistent with those prevailing during the reporting period.

 

Net debt - a performance measure used by the Company to assess its financial position and is comprised of loans and borrowings (excluding deferred financing costs) and cash and cash equivalents.

 

EBITDA - net income (loss) attributable to shareholders before net finance expense, tax expense, and depletion and amortization.



 

 

 



Six months

Six months

Reconciliation of C1 Cash Costs

 


Ended 30 June

Ended 30 June

 


2022

2021

 


US$'000

US$'000

Production costs


26,321

10,419

Less by-product credits for concentrate produced


(2,113)

(2,297)

General and administrative costs of Ming Mine


2,823

1,992

C1 costs


27,031

10,114

Saleable pounds of copper ('000)


5,807

3,357

C1 costs per pound of saleable copper ($)

 

4.65

3.01

 

 



Six months

As on

Reconciliation of Net Debt

 


Ended 30 June

30 June

 


2022

2021

 


US$'000

US$'000

Loans and borrowings current portion


(8,202)

(3,296)





Loans and borrowings non-current portion


(11,610)

(17,674)

Deferred financing costs of West Face loan


(696)

(2,290)

Deferred financing costs of NewGen loan


(852)

-

Imputed finance cost on interest free loan


(383)

(497)

Cash and cash equivalents


1,464

1,605

Net Debt

 

(20,279)

(22,152)

 

 



Six months

Six months

EBITDA

 


Ended 30 June

Ended 30 June

 


2022

2021

 


US$'000

US$'000

Loss before tax


(9,613)

(4,754)

Depreciation and amortisation


3,657

2,435

Net finance costs


1,669

1,196

EBITDA

 

(4,287)

(1,123)

 

 



 

 

The audited financial statements as at December 31, 2021 are available on the Company's website at http://www.ramblermines.com

 

Tim Sanford, P.Eng., is the Qualified Person responsible for the technical content of this release and has reviewed and approved it accordingly. Mr. Sanford is an employee of Rambler Metals and Mining Canada Limited.  Tonnes referenced are dry metric tonnes unless otherwise indicated.

Results reported are accurate and reflective as of the date of release.  The Company performs regular auditing and reconciliation reviews on its mining and milling processes as well as stockpile inventories, following which past results may be adjusted to reflect any changes.

 

Abbreviations :

 

g/t = grammes per tonne

dmt = dry metric tonnes

mtpd = metric tonnes per day                                                                                                     

 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ('MAR') which has been incorporated into UK law by the European Union (Withdrawal) Act 2018.  Upon the publication of this announcement via Regulatory Information Service ('RIS'), this inside information is now considered to be in the public domain.

ABOUT RAMBLER METALS AND MINING

Rambler is a mining and development company that in November 2012 brought its first mine into commercial production.  Rambler has a 100 per cent ownership in the Ming Copper-Gold Mine, a fully operational base and precious metals processing facility and year-round bulk storage and shipping facility; all located on the Baie Verte peninsula, Newfoundland and Labrador, Canada.

The Company has established a production profile to meet current mill capacity of 1,350 metric tonnes per day with a target grade of 2% Cu and is evaluating growth opportunities from that base. 

Along with the Ming Mine, Rambler also owns 100 per cent of the former producing Little Deer/Whales Back copper mines. 

Rambler is listed in London under AIM:RMM.

For further information, please contact:

 

Toby Bradbury

President and CEO

Rambler Metals & Mining Plc

Tel No: +44 (0) 20 7096 0662

Fax No: +44 (0) 20 8609 0313

Celeste van Tonder

CFO

Rambler Metals & Mining Plc

Tel No: +44 (0) 20 7096 0662

Fax No: +44 (0) 20 8609 0313

Tim Sanford. P. Eng.

Vice President and

Corporate Secretary

Rambler Metals & Mining Plc

Tel No: +1 (709) 532 5736

Fax No: +1 (709) 800 1921

 

Nominated Advisor (NOMAD)

 

 

Ewan Leggat, Caroline Rowe

SP Angel Corporate Finance LLP

Tel No: +44 (0) 20 3470 0470






Website: www.ramblermines.com 

 

Caution Regarding Forward Looking Statements:

Certain information included in this press release, including information relating to future financial or operating performance and other statements that express the expectations of management or estimates of future performance constitute "forward-looking statements".  Such forward-looking statements include, without limitation, statements regarding copper, gold and silver forecasts, the financial strength of the Company, estimates regarding timing of future development and production and statements concerning possible expansion opportunities for the Company.  Where the Company expresses or implies an expectation or belief as to future events or results, such expectation or belief are based on assumptions made in good faith and believed to have a reasonable basis.  Such assumptions include, without limitation, the price of and anticipated costs of recovery of, copper concentrate, gold and silver, the presence of and continuity of such minerals at modeled grades and values, the capacities of various machinery and equipment, the availability of personnel, machinery and equipment at estimated prices, mineral recovery rates, and others.  However, forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements.  Such risks include, but are not limited to, interpretation and implications of drilling and geophysical results; estimates regarding timing of future capital expenditures and costs towards profitable commercial operations.  Other factors that could cause actual results, developments or events to differ materially from those anticipated include, among others, increases/decreases in production; volatility in metals prices and demand; currency fluctuations; cash operating margins; cash operating cost per pound sold; costs per ton of ore; variances in ore grade or recovery rates from those assumed in mining plans; reserves and/or resources; the ability to successfully integrate acquired assets; operational risks inherent in mining or development activities and legislative factors relating to prices, taxes, royalties, land use, title and permits, importing and exporting of minerals and environmental protection.  Accordingly, undue reliance should not be placed on forward-looking statements and the forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement.  The forward-looking statements contained herein are made as at the date hereof and the Company does not undertake any obligation to update publicly or revise any such forward-looking statements or any forward-looking statements contained in any other documents whether as a result of new information, future events or otherwise, except as required under applicable security law.

(See Company website www.ramblermines.com for H1/22 Results)



 

unaudited interim condensed consolidated income statement for the six months ended 30 June 2022

 

 

 


 

Six months 

Six months 


 

Ended 30 June

Ended 30 June


 

2022

2021


Note

$'000

$'000





Revenue

4

25,439

13,367

Production costs


(26,321)

(10,419)

Depreciation and amortization


(3,657)

(2,435)

Gross (loss)/profit


(4,539)

513





Administrative expenses


(3,332)

(2,647)

Operating loss


(7,871)

(2,134)

Foreign exchange (loss)/gain


(642)

247

Gain/(loss) in fair value of forward contract


1,168

(3,202)

Gain/ (loss) in fair value of gold streaming


227

(6)

Loss on fair value revaluation - Elemental


(800)

-

Other Income

5

137

2,543

Other expenses

5

(163)

(1,006)

Net finance costs


(1,669)

(1,196)





Loss before tax


(9,613)

(4,754)

Income tax charge


2,708

-





Net loss for the period


(6,905)

(4,754)





Other comprehensive income

Items that may be reclassified into profit or loss


 






Exchange differences on translation of foreign operations

14

(1,764)

1,962

Items that will not be reclassified to the income statement




Gain on fair value of equity investment


-

135

Other comprehensive (loss)/gain for the period


(1,764)

2,097

Total comprehensive loss for the period


(8,669)

(2,657)





Basic and diluted loss per share

3

(0.046)

(0.053)

 



 

unaudited interim condensed consolidated statement of financial position as at 30 June 2022

 



30 June 2022

31 December 2021


Note

US$'000

 US$'000

Assets


 

 

Intangible assets

 

               4,189

                         3,672

Mineral property

 

             56,524

                       53,740

Property, plant and equipment

 

             22,449

                       23,566

Deferred tax


             32,084

                       29,919

Restricted cash


               3,504

                         3,568

Total non-current assets

 

           118,750

              114,465





Inventory

         6

                     4,691

                         4,356

Trade and other receivables

         7

                     2,408

                         1,421

Derivative financial asset


                            -  

                         2,473

Cash and cash equivalents


                     1,464

                         1,605

Total current assets

 

                     8,563

                         9,855

Total assets

 

                127,313

                    124,320





Liabilities




Loans and borrowings

9

                     8,202

                         3,296

Derivative financial liabilities


                        361

                         1,163

Gold Stream


                     4,320

                            749

Gold liability


                        173

                            222

Trade and other payables

            8

                  15,477

                       13,217

Total current liabilities

 

                  28,533

                       18,647





Net current liabilities

7

                 (19,970)

                       (8,792)





Loans and borrowings

9

                  11,610

                       17,674

Gold Stream


                     9,120

                         8,098

Gold liability


                          99

                            124

Provision


                     1,747

                         1,767

Trade and other payables

8

                     2,014

                         1,505

Total non-current liabilities

 

                  24,590

                       29,168





Net assets

 

             74,190

                       76,505





Equity




Issued capital


             19,888

                       19,654

Share premium


           144,526

                    138,739

Share warrants reserve


               1,484

                         1,484

Share Options reserve


               3,546

                         3,184

Merger reserve


                  180

                            180

Translation reserve


            (18,212)

                     (16,419)

Retained profits


            (77,222)

                     (70,317)

Total equity

 

             74,190

                       76,505


 

Consolidated Statement of Changes in Equity

 

 

 

 


Ordinary Share

Deferred Share

Share

Warrants

Share option

Merger

Translation

Other

Retained

Total


Capital

Capital

Premium

Reserve

Reserve

Reserve

Reserve

Reserve

Profits


US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Balance at January 1, 2022

 

1,960

             17,694

        138,739

          1,484

          3,184

                  180

         

 (16,419)

                  -

 

(70,317)

            

 76,505

 

Comprehensive income











 

Loss for the period

                    -  

                    -  

                  -  

                -  

                -  

                     -  

                     -  

                     -  

 

(6,905)

           

(6,905)

 

Foreign exchange translation differences

                    -  

                    -  

                  -  

                -  

                -  

                     -  

               (1,793)

                     -  

-

                (1,793)

 

Total other comprehensive income

                    -  

                    -  

                  -  

                -  

                -  

                     -  

                     -  

                   -

-

                   -

 

Total comprehensive income for the period

                    -  

                    -  

                  -  

                -  

                -  

                     -  

               (1,793)

                   -

-

               (1,793)

 

Transactions with owners











 

Issue of share capital

                  234

 

          6,049

                -  

                -  

                     -  

                     -  

                     -  

-

              6,283

 

Share issue expenses

                    -  

                    -  

                    (263)

                -  

                -  

                     -  

                     -  

                     -  

-

                 (263)

 

Warrants exercised

                    -

                    -  

               1

                               -

                -  

                     -  

                     -  

                     -  

-

                   1

 

Share-based payments

                    -  

                    -  

                  -  

                  -  

             362

                     -  

                     -  

                     -  

-

                   362

 

Transactions with owners

                  234

                    -  

          5,787

                    -  

             362

                     -  

                     -  

                     -  

-

              6,383

 

Balance at June 30, 2022

               2,194

             17,694

        144,526

          1,484

          3,546

                  180

      

    (18,212)

                   -

 

(77,222)

             

74,190

 



 

Consolidated Statement of Changes in Equity (continued)

 


Ordinary Share

Deferred Share

Share

Warrants

Share option

Merger

Translation

Other

Retained

Total


Capital

Capital

Premium

Reserve

Reserve

Reserve

Reserve

Reserve

Profits


US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Balance at January 1, 2021

               1,087

             17,694

        115,191

          3,185

          2,311

                  180

           (15,888)

                  172

          (56,616)

              67,316

Comprehensive income











Loss for the period

                    -  

                    -  

                  -  

                -  

                -  

                     -  

                     -  

                     -  

            (4,754)

    

 (4,754)

Foreign exchange translation differences

                    -  

                    -  

                  -  

                -  

                -  

                     -  

               1,962

                     -  

                   -  

                1,962

Gain on fair value of equity investment (net of tax)

                    -  

                    -  

                  -  

                -  

                -  

                     -  

                     -  

               135

                   -  

                   135

Total other comprehensive income

                    -  

                    -  

                  -  

                -  

                -  

                     -  

                     -  

             135

                   -  

                   135

Total comprehensive income for the period

                    -  

                    -  

                  -  

                -  

                -  

                     -  

               1,962

                135

                   -  

                2,097

Transactions with owners











Issue of share capital

                  356

 

          10,352

                -  

                -  

                     -  

                     -  

                     -  

                   -  

              10,706

Share issue expenses

                    -  

                    -  

             (566)

                -  

                -  

                     -  

                     -  

                     -  

                   -  

                 (567)

Warrants exercised

                    22

                    -  

               668

            (298)

                -  

                     -  

                     -  

                     -  

                   -  

                   394

Share-based payments

                    -  

                    -  

                  -  

                -  

             252

                     -  

                     -  

                     -  

                   -  

                   252

Transactions with owners

                  378

                    -  

          10,454

            (298)

             252

                     -  

                     -  

                     -  

                   -  

              10,786

Balance at June 30, 2021

               1,465

             17,694

        125,645

          2,887

          2,563

                  180

           (13,926)

                  307

          (61,370)

              75,445

 

 


unaudited interim condensed consolidated statement of cash flows for the six month ended 30 June 2022

 

                                 



Six months

Six months



ended 30 June

ended 30 June



2022

2021



$'000

$'000

Cash flows from operating activities

 



Loss before tax


(9,614)

(4,754)

Depreciation and amortisation


3,657

2,460

Gain on sale of non-core assets


-

(2,424)

Loss on derivative financial instruments


1,971

172

(Gain)/loss on fair value of forward contract


(1,168)

3,202

(Gain)/loss in fair value on Gold Streaming


(227)

6

Share based payments


362

252

Foreign exchange difference


1,133

(287)

Finance cost


1,428

1,164

Reclamation and site closure costs


17

32

Gain on fair value of government interest-free loan


-

(119)

Other expense


-

1,006

Cash (utilised)/generated in operating activities before changes in working capital


(2,441)

Decrease/(Increase)in other receivables


94

(716)

(Increase) in inventory


(422)

(580)

(Increase) in trade receivables


(855)

(575)

(Increase)/decrease in prepayments


(255)

(794)

Decrease/(Increase)in derivative financial instruments


863

(613)

Increase/(decrease) in trade payables and creditors


3,489

(2,885)

Net cash generated/(utilised) in operating activities

 

473

(5,453)





Cash flows from investing activities

 



Interest received


-

9

Proceeds from sale of non-core assets


-

2,000

Acquisition of evaluation and exploration assets


(688)

(214)

Acquisition of Mineral property - net


(5,436)

(6,567)

Acquisition of property, plant and equipment


(917)

(1,601)

Net cash utilised in investing activities

 

(7,041)

(6,373)





Cash flows from financing activities

 



Issue of share capital


5,318

10,708

Warrants exercised


1

392

Share issue expenses


(263)

(566)

Interest paid


(1,079)

(616)

Government assistance loan


-

403

Elemental Gold stream


11,000

-

Repayment of Gold Stream


(6,432)

(850)

Repayment of Loans


(1,107)

(2,188)

Lease payments


(997)

(1,184)

Net cash generated in financing activities

 

6,441

6,099





Net decrease in cash and cash equivalents


            (127)

            (5,727)

Cash and cash equivalents at beginning of period


              1,605

              6,242

Effect of exchange rate fluctuations on cash held


                    (10)

                   168

Cash and cash equivalents at end of period

 

                 1,464

                 683

 



Notes to the Consolidated Financial Statements

 

1.     Nature of operation and going concern

 

Rambler Metals and Mining Plc (the "Company") is a limited company incorporated and domiciled in United Kingdom whose shares are publicly traded. The registered office of the Company is located at 3 Sheen Road, Richmond Upon Thames, Surrey, United Kingdom. The principal activity of the Company and its subsidiaries (collectively "the Group") is the operation, development, and exploration of the Ming Copper-Gold Mine ("Ming Mine") located in Baie Verte, Newfoundland and Labrador, Canada.

 

The Group incurred a net loss before tax of $9.6 million for the six months ended 30 June 2022 (2021: $4.8 million). As at 30 June 2022, the Group had net current liabilities of $20.0 million (December 2021: $8.8 million). As set out in the commentary, the Company is able to produce saleable Copper with a positive operational margin. It is therefore evident that the operation has moved away from the requirement of funding to sustain daily operational activities on the mine and is able to service monthly operational cost as incurred, although supply restrictions resulting from our high level of net current liabilities can impact operational performance on a daily basis, in addition the operating margin is dependent on the Cu price which at the time of this release is at a 21 month  low.

 

However, the balance sheet at December 2021 had net current liabilities of $8.8m which increased to $20.0m at 30 June 2022. A material amount of development has been carried out not only in the period under review but also in the 12-months preceding that which has now resulted in the operation producing some operational cash flow, although this is insufficient to service the working capital requirements. The development of the mine and the losses in the first quarter were only partially funded from new equity and the purchase and sale of the gold stream.  The shortfall has resulted in an increase in accounts payable. In addition, debt repayments have now become current.

 

The balance sheet requires restructuring to support the operations by accelerating repayment of legacy commitments made during the intense Covid period and bringing operational accounts payable balances back to current terms. In addition, rescheduling of the repayment of debt to match Rambler's operational cash flow generation and further capital expenditures to create further efficiencies is required.

 

Managing cashflow constraints are impacting the mining schedule and therefore resolution of legacy commitments is an immediate priority. Following a review of the latest Group working capital forecasts, the Group needs to raise funds to materially reduce the current creditor position in the short term and for general working capital in the next 12 months through an issue of new equity and restructuring of debt. The forecasts assume that agreement can be reached with NewGen to defer capital payments into 2023. However, whilst the Company is engaged in discussions with NewGen, there can be no certainty that NewGen will agree to defer or reschedule the repayment of its loan, or in the event that the loan is deferred and payments are rescheduled, the terms on which the revised loan will be secured.

 

The Group's ability to continue operating in the normal course of business is dependent upon establishing sufficient operating cash flows from the Ming Mine, and to the extent required, through access to equity and debt markets. These factors together with the continued unpredictability of cost inflation and the copper prices indicate the existence of a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern.

 

The consolidated financial statements have been prepared on a going concern basis which assumes that the Group will be able to realise its assets and settle its obligations in the normal course of business. The Board believes that the Ming Mine will generate sufficient operating cash flows to support the day-to-day activities but requires funding to both finance future growth requirements and reduce the working capital deficit. For the period under review, the Group successfully obtained the gold stream funding (net effect of US$4.6million) and raised equity finance of US5.0million net of expenses. Based upon the board's discussions with the Company's brokers and debt funders, the Board reasonably believes that it will be successful in securing the necessary required fundings.

 

Accordingly, these financial statements do not give effect to any adjustments which would be necessary should the Group be unable to continue as a going concern and, therefore, be required to realise its assets and discharge its liabilities in other than the normal course of business and at amounts different than those reflected in the financial statements. Such adjustments could be material.

 

 

 

 

 

 

 

2.     Basis of preparation

 

The consolidated financial statements are presented in United States dollars ("US dollars" or "$"), rounded to the nearest thousand dollars, except the notes to the consolidated financial statements or when otherwise indicated. US dollars is used as the presentation currency in line with industry peers.

The Board reviews the Group's budgets, cashflow forecasts and its adaptability to suit prevailing circumstances and the Board considers that the Group has adequate resources to continue its operational existence for the foreseeable future, subject to the material uncertainty referenced in Note 1.

 

The consolidated interim financial information for the six months ended 30 June 2022 has been reviewed by the Board and the Chief Financial Officer and were approved for issue on 26 September 2022. The consolidated interim financial information for six months ended 30 June 2022 and comparatives for six months ended 30 June 2021 are unaudited.  It does not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2021 Annual Report.

 

The same accounting policies, presentation and methods of computation are followed in the interim consolidated financial information as were applied in the Group's latest annual audited financial statements except for those that relate to new standards and interpretations effective for the first time for periods beginning on (or after) 1 January 2022 and will be adopted in the 2022 annual financial statements.

 

 

3.    Loss per share


 

Number

In issue at January 1, 2021


     81,356,440

Effect of shares issued during period


9,201,063  

Weighted average number of ordinary shares for 6 months to June 30, 2021


     90,557,503




In issue at January 1, 2022

 

       144,679,553

Effect of shares issued during period

 

       5,553,195

Weighted average number of ordinary shares for 6 months to June 30, 2022


    150,232,748

 

 

 

 


Six months to

Six months to



30 June

30 June



2022

2021

Loss for the period (US$'000)


(6,905)

(4,754)

Weighted average number of ordinary shares ('000)


150,233

90,557

Loss per share (US$)


(0.047)

(0.053)

 

 

 

4.    Revenue



Six months

Six months

 


Ended 30 June

Ended 30 June

 


2022

2021

 


US$'000

US$'000

Revenue from sale of commodities


27,410

13,539

Loss on fair value of provisional priced commodities


(1,971)

(172)



25,439

13,367

 

The fair value adjustment on Revenue results from the impact of the quoted metal prices on provisional invoices not being finalised at the end of June 2022. All provisional invoices were revalued to reflect the market value of the Copper and Gold at 30 June 2022.

 

 

 

5.    Other income


Six months

Six months


Ended 30 June

Ended 30 June


2022

2021


$'000

$'000

Gain on fair value of government interest-free loan

-

119

Gain from sale of non-core assets

-

2,424

Interest and other income

137

-

Total other income

137

2,543




Write off non- refundable deposit

-

(732)

Imputed interest of long-term payables

(163)

(274)

Total other expenses

(163)

(1,006)

 

 

 

 

6.    Inventory     




30 June

31 December

        



2022

2021




$'000

$'000

Metals in process



              1,736

1,172

Operating supplies, net of provision



           2,955

3,184




4,691

4,356

 

7.    Trade and other receivables




 30 June

31 December




2022

2021




$'000

$'000

Trade receivables



              855

-

Other receivables



              -

73

Sales taxes recoverable



              726

726

Prepayments



              827

             622




           2,408

          1,421

 

 

 

8.    Trade and other payables

Trade and other payables less than one year



30 June

 31December




2022

2021




$'000

$'000

Trade payables



13,942

10,555

Other payables



779

1,004

Accrued expenses



2,534

3,163

 

 



17,255

14,722

 

 

9.    Loans and Borrowings

 

 



30 June

31 December

 


2022

2021

 


$'000

$'000

Non-current liabilities

 

 

 

Finance lease liabilities


                1,598

               2,058

NewGen Loan


8,585

14,135

Government assistance


                1,427

               1,481



                11,610

               17,674



 

 

Current liabilities

 

 

 

Finance lease liabilities


                1,869

               1,832

NewGen Loan


6,229

372

Government assistance


                     104

                    102

Advance Purchase Facility


-

               990



                8,202

               3,296

 

NewGen Loan

 

During 2021 the Group completed a 3-year senior secured debt financing for a total of US$16.4 million with NewGen Resource Lending Inc. ("NewGen"). The loan bears interest at the rate of 8.0% plus the greater of:

(i)            US Dollar 3-month LIBOR; and

(ii)           1.75% per annum, payable monthly.

The loan matures in three years and principal repayments will commence the month following the first anniversary of the closing date of the first tranche being October 2022 and be paid monthly thereafter (i.e. fully amortized for the remaining 24 months from the date of first principal payment until the end of the third year).

The loan was subject to 3% arrangement fees of the gross amount which was recognised as deferred cost. As part of the loan agreement, 4,109,818 warrants were issued with exercise price of £0.2661 per share. The warrants expire in four years. The fair value of warrants of $0.9 million is determined through Black Scholes model. Further, Gold equivalent payment (GEP) in total of 144 ounces will be paid over twenty-eight months. The fair value of the GEP at 30 June 22 is $0.27 million (December 2021: $0.34 million). The total deferred cost of $2.4 million is amortised over the term of loan. The principal balance of the NewGen Loan of $16.4 million remains unchanged since December 2021, as the principal repayments only commence in October 2022 onwards and the carrying amount (net of deferred expense) of the loan is $14.8 million (Dec 2021: 14.5million) as of 30 June 2022. 

  

Government Assistance

 

In 2019, Group received $0.4 million in interest free repayable contributions from a Canadian government agency. Contributions to a total of $1.6 million are available in support of the Phase II expansion project for the mine. The contributions are repayable over eight years from May 2019.  Due to COVID-19 pandemic Canadian government provided the moratorium period from April to December 2020. The fair value of the contributions received, calculated at a market interest rate of 12%, have been classified as a financial liability with the difference between the fair value and the amount received credited against the cost of assets under construction. The fair value of loan as at 30 June 2022 is $0.9 million (December 2021: $1 million).

 

In 2020, Group received further $0.4 million in interest free repayable contributions from a Canadian government agency as part of assistance to COVID-19 outbreak. The contributions are repayable over three years from January 2023.The fair value of the contributions received, calculated at a market interest rate of 12%, have been classified as other income. The fair value of loan as at 30 June 2022 is $0.63 million (December 2021: $0.61 million).

 

 

 

 

 

 

Lease liabilities  

 


Minimum lease Payments

Interest

Principal

Minimum lease Payments

Interest

Principal


2022

2022

2022

2021

2021

2021


$'000

$'000

$'000

$'000

$'000

$'000

Less than one year

        2,029

160

1,869

        2,029

197

1,832

Between one and five years

        1,662

64

1,598

       2,137

79

2,058


    3,691

       224

3,467        

        4,166

276

        3,890

 

Under the terms of the lease agreements, no contingent rents are payable. The lease liabilities are secured on the Right of Use assets.

 

 

10.  GOLD STREAM NOTE

 

·      In April 2022, the Company received upfront cash consideration of US$11 million from Elemental Royalties Corp.('Elemental'). Elemental will receive quarterly payments for 50% of the accountable gold produced by the Company until 10,000 ounces of gold have been delivered, decreasing to 35% for a further delivery of 5,000 ounces of gold and 25% for the remainder of the life of the mine.

·      Elemental will make ongoing payments to the Company equal to 20% of the market price of gold for each ounce of gold delivered.

·      Rambler will make minimum gold deliveries of 1,200 ounces to Elemental in each of the first three years of the Agreement.

·      Rambler has completed the repurchase of its previous gold stream with Sandstorm Gold Royalties ("Sandstorm"). The consideration for the repurchase is US$7m less payable gold delivered since 1 October 2021 and 1,150 oz of gold to be delivered over the next 18 months.

 

 

SUBSEQUENT EVENTS

·      On the 4th July 2022 Board of Directors authorized the issuance of 393,664 Restricted Share Units to persons discharging managerial responsibilities and a former director of the Company.

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