29 September 2023

Bezant Resources Plc

("Bezant" or the "Company")

Interim Results for the Six Months Ended 30 June 2023

Bezant (AIM: BZT), the copper-gold exploration and development company, announces its unaudited interim results for the six months ended 30 June 2023.

Chairman's Statement

Dear Shareholder,

The focus of the first half of 2023 continues to be Southern Africa.

Financial highlights:

£463K loss after tax (2022: £348K)

Approximately £365K cash at bank at the period end (31 December 2022: £57K).

Operational and corporate events in six months to 30 June 2023:

In Namibia at our Hope & Gorob project we await the issue of a mining licence and in the meantime have been working on technical and other studies targeting a 8,000, tonnes contained copper p.a. open pit copper / gold mining operation in 2024, obtaining non-equity financing for the mining operation and the finalization of an updated mineral resource estimate.  

In Botswana at our Kanye project we have focused on metallurgical work to test that manganese can be extracted from the deposit to produce leach solutions with high manganese concentrate via standard leaching processing technologies.

Eureka Project Argentina: We maintain our Eureka Project in good standing and during the period we had an updated Environmental Impact Assessment approved which provides for environmental monitoring and a drill program encompassing 9 drill holes of 200-300 metres each.  The Company will engage an environmental consultant to conduct the environmental monitoring in 2H 2023 and we are seeking a joint venture partner for the exploration of the Eureka Project. In 2021 and into 2022 this was hampered by COVID restrictions in Argentina, but we have in the period received expressions of interest in the project and our focus remains to joint venture or monetise this unique red bed copper occurrence.

Investment in Mankayan Project in Philippines: On 27 March 2023 the Company announced the completion of its share swap sale of its investment in IDM Mankayan Pty Ltd for shares in IDM International Ltd.  Our investment in IDM International Ltd (see note 7.1) is held at fair value of £2.2m. At the time of writing we hold a 24.2% investment in IDM International Limited.  We are looking for this investment to be monetised either by direct trade sale or flotation on an individual or combined project basis. IDM International Limited and Crescent Mining Development Corporation the licence holder are actively progressing the project, whilst pursuing the various avenues to secure and advance what is a very large project in a copper hungry world. 

Funding: On 15 June 2023, the Company announced, that it had agreed with Sanderson Capital Partners Limited ("Sanderson") a long-term shareholder in the Company to extend the repayment date for the £700,000 drawn down under the unsecured convertible loan funding facility entered into with Sanderson on 22 November 2021 until 23 December 2024 which is now convertible by Sanderson at the fixed price of 0.08 pence per share.

Issue of Equity: During the period we announced, on the dates indicated below, the following issues of new ordinary shares ("Shares") to raise funds and settle accrued fees to conserve the Company's working capital:

a)   On 9 January 2023 the issue of 7,926,024 new Shares to settle £6,000 of consultancy fees;

b)   On 12 April 2023 a fundraising of £750,000 from existing shareholders and investors for 1,875,000,000 Shares which included £40,000 from directors, the issue of 218,700,942 Shares to Directors and a PDMR at a premium to the share price and the fundraising price to settle £174,961 of accrued fees for the period March 2022 to March 2023 and the issue of 246,808,068 Shares to settle £101,250 of consultancy fees at the fundraising price to conserve the Company's working capital:

c)   On 5 May 2023 the issue of 104,875,000 Shares to settle professional fees of £41,950; and

d)   On 15 June 2023, the issue of 87,500,000 Shares to settle fees of £70,000 due in relation to the extension of the Sanderson unsecured convertible loan funding facility equivalent to 6.67% per year at a premium to the share price and the issue of 437,500,000 warrants over Shares exercisable at 0.12 pence per Share exercisable for two years.

Operational and corporate post period end events:

On 24 July 2023 and 6 September 2023 we announced the results of the metallurgical test work at the Kanye project which in essence verify that manganese can be extracted from the deposit to produce leach solutions with high manganese concentrate via standard leaching processing technologies with extremely high recoveries.

A revised mineral resource statement in relation to the Hope & Gorob project is being finalised by Addison Mining Services which will incorporate recent metallurgical test work and the Company expects to announce this in October 2023.

Outlook: During the period the copper price has continued to be volatile, but the consensus remains that there is an impending shortage of copper supplies. We believe we have an above average copper project portfolio, and we continue to have several discussions regarding finance and resource collaboration for their advancement.  At the time of writing, we are still in discussions and negotiations regarding portfolio advancement. 

I would like to thank my fellow directors and management for their untiring efforts to maintain and advance our projects to a point where our portfolio is well understood by the trade and therefore financeable going forward. 

Colin Bird

Executive Chairman

29 September 2023

For further information, please contact:

or visit http://www.bezantresources.com

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 as it forms part of UK Domestic Law pursuant to the Market Abuse (Amendment) (EU Exit) regulations (SI 2019/310).

Group Statement of Profit and Loss

For the six months ended 30 June 2023

Group Statement of Other Comprehensive Income

For the six months ended 30 June 2023

Group Statement of Changes in Equity

For the six months ended 30 June 2023

¹ Other reserves is made up of the share-based payment and foreign exchange reserve.

Group Balance Sheet

As at 30 June 2023

Group Statement of Cash Flows

For the six months ended 30 June 2023

Notes to the interim financial information

For the six months ended 30 June 2023

Note (i) As announced on 30 June 2022 the Company further to its announcement of 23 November 2021 confirmed that it had issued two drawdown notices of £350,000 each ("Tranche 1" and "Tranche 2") for a total amount of £700,000 (the "Original 2022 Convertible Loan") under its £1,000,000 interest free unsecured convertible loan funding facility with Sanderson Capital Partners Ltd (the "Lender"), a long-term shareholder in the Company (the "Facility"). The amount drawdown was interest free and repayable in 12 months or can be converted at any time at the Lender's option into Bezant shares at fixed prices for Tranche 1 of  £350,000, at 0.19 pence per share and for Tranche 2 of £350,000 at 0.225 pence per share. As the conversion feature results in the conversion of a fixed amount of stated principal into a fixed number of shares, it satisfies the 'fixed for fixed' criterion and, therefore, it is classified as an equity instrument. The value of the liability component of £546,000 and the equity conversion component of £154,000 were determined at the date of the drawdowns. The fair value of the liability component, included in current borrowings, at inception was calculated using a market interest rate for an equivalent instrument without conversion option. The discount rate applied was 25%.

Under the terms of the Facility the Lender is due;

a) a drawdown fee of £14,000 being 2% of the amount drawdown which was settled by the issue of 12,522,361 new ordinary shares of £0.00002 each ("Shares") credited as fully paid at 0.1118 pence per share being the five-day VWAP on 28 June 2022 (the "Drawdown Fee Shares"); and

b) £350,000 of three year warrants over Shares (the "Warrants"). The exercise price for the Warrants are as follows:

·      £175,000 at 0.25 pence per share for the drawdown of Tranche 1; and

·      £175,000 at 0.30 pence per share for the drawdown of Tranche 2.

Note (ii) On 15 June 2023 the Company announced that it had agreed with the Lender to extend the repayment date for the £700,000 under the Original 2022 Convertible Loan so the £700,000 drawdown is now repayable by 23 December 2024 and convertible by the Lender at the fixed price of 0.08 pence per share (the "New Conversion Price") and to the loan extension fees detailed below (the "Modified 2023 Convertible Loan").  No further amounts can be drawn down under the Facility.

As the conversion feature of the Modified 2023 Convertible Loan results in the conversion of a fixed amount of stated principal into a fixed number of shares, it satisfies the 'fixed for fixed' criterion and, therefore, it is classified as an equity instrument. The value of the liability component of  £427,674 and the equity conversion component of £272,326 were determined at the date of the Modified Terms. The fair value of the liability component, included in current borrowings, at the date of the Modified 2023 Convertible Loan was calculated using a market interest rate for an equivalent instrument without conversion option. The discount rate applied was 25%.

Under IFRS 9, the terms of a modified financial liability at amortised cost are substantially different if the discounted present value of the cash flows under the new terms including any fees paid net of any fees received discounted using the original effective interest rate is at least 10% different from the discounted present value of the remaining cash flows of the original financial liability. Therefore the Original 2022 Convertible Loan is treated as repaid on 14 June 2023 and the Modified 2023 Convertible Loan as a new loan taken out on 14 June 2023.

The Company as a loan extension fee in relation to the Modified 2023 Convertible Loan i) paid the Lender a £70,000 facility extension and documentation fee equivalent to 6.67% per year which was settled by the issue of 87,500,000 new ordinary shares of 0.002p each ("Shares") at the New Conversion Price  ("Facility Extension Fee Shares"); and ii) issued the Lender 437,500,000 warrants over Shares exercisable at 0.12 pence per Share (the "Warrant Exercise Price") exercisable for two years from 14 June 2023 (the "Facility Extension Fees"). The Company has an option to convert all or part of the £700,000 drawdown if the Company's share price exceeds 0.14 pence for 10 or more business days.

The New Conversion Price was at a 113% premium to the closing price of 0.0375 pence per share on 14 June 2023 and a 100% premium to the placing price in relation to the Company's £750,000 fundraising announced on 12 April 2023.  The Warrant Exercise Price is at a 220% premium to the closing price on 14 June 2023.