African Pioneer plc

September 23, 2014 07:21 ET

Unaudited Interim Financial Results to 30 June 2014

                                                   AFRICAN PIONEER PLC
                                          ("African Pioneer" or the "Company")

                           Interim Financial Statements for the six months ended 30 June 2014

During the period under review we considered several opportunities, but did not proceed with a transaction due to either
deal complexity, the jurisdiction of the asset or risk not being commensurate with our required investment objectives.

We  are  currently focusing on a small number of potential investments, one of which I am sure we will consummate.   The
potential  deal  flow  has  improved in recent months due to the extended difficult financing conditions  prevailing  in
junior resource sector.  However, I remain convinced that these difficulties will provide the platform for a transaction
which will add value for our shareholders in the mid-term.

The Board expects to announce its new direction in the near future.

On  19  September  2014  Cavendish Secretaries Limited was appointed as Company Secretary and Mr James  Cunningham-Davis
tendered his resignation as Company Secretary.

The interim results have not been reviewed by the auditors of the Company.

Colin Bird

The Company accepts responsibility for the contents of this announcement.

For further information please contact:

African Pioneer plc
Raju Samtani                                                    020 7581 4477

Peterhouse Corporate Finance Limited
Mark Anwyl and Guy Miller                                       020 7220 9796

Statement of Comprehensive Income
For the six months ended 30 June 2014

                                                             Notes      Unaudited         Unaudited           Audited
                                                                     Period ended     Period ended      Year ended 31
                                                                          30 June          30 June      December 2013
                                                                             2014             2013
                                                                                 £                £                 £
   Interest receivable                                                          70             165                317
Administrative expenses                                                                                                 
   Audit, accounting and legal fees                                       (11,700)          (9,402)           (22,092)
   Directors' fees                                                        (13,800)          (1,975)           (27,600)
   Management services                                                     (4,620)          (4,500)            (7,716)
   Other administration expenses                                             (216)          (3,987)              (724)
   Stock Exchange costs                                                    (8,467)         (16,146)           (23,452)

OPERATING LOSS FOR THE PERIOD                                             (38,733)         (36,010)           (81,267)
Taxation                                                                         -               -                  -
NET LOSS FOR THE PERIOD                                                   (38,733)         (35,845)           (81,267)
Basic losses per share                                                    (0.034p)         (0.032p)           (0.001p)

All losses are derived from continuing operations.

Statement of Changes in Equity
For the six months ended 30 June 2014

                                                                         Share capital       Retained          Total
                                                                                             earnings         Equity
                                                                                     £              £              £
                                                                                80,000              -         80,000
Capital subscribed on incorporation
Total comprehensive loss for the period                                                                                
Loss for the period                                                                  -       (79,538)       (79,538)
Total comprehensive loss for the period                                              -       (79,538)       (79,538)
Transactions with owners of the Company recognised in equity
Share Capital Issued                                                           323,000              -        323,000
Transactions with owners of the Company recognised in equity                   323,000              -        323,000
As at 31 December 2012                                                         403,000       (79,538)        323,462

Total comprehensive income for the period                                                                             
Loss for the period                                                                  -       (35,845)       (35,845)
Total comprehensive loss for the period                                              -       (35,845)       (35,845)
As at 30 June 2013                                                            403,000      (115,383)        287,617

Total comprehensive loss for the period                                                                                
Loss for the period                                                                  -       (45,422)       (45,422)
Total comprehensive loss for the period                                              -       (45,422)       (45,422)
As at 31 December 2013                                                         403,000      (160,805)        242,195

Total comprehensive loss for the period                                                                                
Loss for the period                                                                  -       (38,733)       (38,733)
Total comprehensive loss for the period                                              -       (38,733)       (38,733)
As at 30 June 2014                                                            403,000      (199,538)        203,462

Statement of Financial Position
As at 30 June 2014

                                                    Notes        30 June 2014         30 June 2013     31 December 2013
                                                                           £                    £                    £
CURRENT ASSETS                                                                                                         
Trade and other receivables                                             6,590                 10                    750
Cash and cash equivalents                                             254,001            311,645                284,370
Total Current Assets                                                  260,591            311,655                285,120
TOTAL ASSETS                                                          260,591            311,655                285,120
CURRENT LIABILITIES                                                                                                
Trade and other payables                                               57,129             24,038                 42,925
Total Current Liabilities                                              57,129             24,038                 42,925
NET ASSETS                                                            203,462            287,617                242,195

Share capital                                           4            403,000            403,000                 403,000
Retained earnings                                                   (160,805)           (79,538)                (79,583)
Profit and loss                                                      (38,733)           (35,845)               (81,267)
TOTAL EQUITY                                                          203,462            287,617                242,195

Statement of Cash Flows
For the six months ended 30 June 2014

                                                                 Unaudited           Unaudited                Audited
                                                                 Period to           Period to                Year to
                                                              30 June 2014        30 June 2013       31 December 2013
                                                                        £                   £                      £
CASH FLOW FROM OPERATIONS                                                                                       
Profit/(loss) before taxation                                     (38,733)            (35,845)               (81,267)
Adjustments for:                                                                                                        
Interest received                                                      70                (165)                  (317)
Operating profit/(loss) before movements in working capital       (38,663)            (36,010)               (81,584)
(Increase)/Decrease in receivables                                 (5,840)                  -                   (740)
Increase/(Decrease) in payables                                    14,204              (3,723)                 15,164
NET CASH OUTFLOW FROM OPERATING ACTIVITIES                        (30,299)            (39,733)               (67,160)
TAXATION PAID                                                           -                   -                      -

CASH FLOW FROM INVESTING ACTIVITIES                                                                        
Interest received                                                      70                 165                    317
Dividends received                                                      -                   -                      -
NET CASH INFLOW FROM INVESTING ACTIVITIES                              70                 165                    317
CASH FLOW FROM FINANCING ACTIVITIES                                                                          
Share Capital Issued                                                    -                   -                      -
NET CASH INFLOW FROM FINANCING ACTIVITIES                               -                   -                      -
Net decrease in cash and cash equivalents in the period           (30,369)             (39,568)               (66,843)

Cash and cash equivalents at the beginning of the period         (284,370)             351,213                351,213
Cash and cash equivalents at the end of the period                254,001              311,645                284,370



African Pioneer Plc is an investment company incorporated under the Companies Act 2006 of the Isle of  Man
on  20  July  2012  as  a Public Company limited by shares. The board approved these  statements  on  22nd
September 2014.

The Company's objective is to achieve long term capital appreciation through direct or indirect investment
in  equity,  equity-related  and fixed income securities of private companies  operating  in  the  natural
resources sector.

All  significant functions are performed by the Company's agents. Accordingly, the Company itself  has  no
employees except its directors.


Basis of preparation

The  financial  statements  have  been  prepared under the  historical  cost  convention  except  for  the
measurement  of certain non-current asset investments at fair value. The measurement bases  and  principal
accounting  policies  of the Company are set out below. The financial statements  have  been  prepared  in
accordance  with International Financial Reporting Standards (IFRS) issued by the International Accounting
Standards Board (IASB) and endorsed by the European Union.

Going concern

These  financial statements have been prepared on a going concern basis because, after making  appropriate
enquiries,  the  management of the Company is of the opinion that the Company  can  continue  as  a  going
concern  in  the  foreseeable  future, and in any case, for the year from  the  date  of  issue  of  these

Functional and presentational currency

The  presentation and functional currency of the Company is Sterling. There have been no foreign  currency
effects in the period.


                                                           30 June 2013        30 June 2013        31 December 2013
Loss after tax for the purposes of earnings per                                                                    
share attributable to equity shareholders                      £ 38,733            £ 35,845                £ 81,538
Weighted average number of shares                           112,300,002         112,300,002             112,300,002
Basic losses per ordinary share                                  0.034p              0.032p                  0.001p

The  use of the weighted average number of shares in issue in the period recognises the variations in  the
number  of  shares throughout the period and is in accordance with IAS 33. In addition to  the  above  the
company  has  issued warrants which could result in an additional 350,000 shares being issued.  A  diluted
Earnings  Per  Share  calculation has not been presented because the inclusion of these  potential  shares
would slightly decrease the loss per share, and as such they are not dilutive.


The  share  capital of African Pioneer Plc consists only of fully paid ordinary shares with no par  value.
All  shares are equally eligible to receive dividends and the repayment of capital and represent one  vote
at shareholders' meetings of the Company.

                                                                    2014                      2014
                                                                  Number                         £
500,000,000 ordinary shares of no par value                  500,000,000                       n/a
Allotted, called-up and fully paid:                                                                            
Ordinary shares of no par value
At 20 July 2012                                               80,000,002                    80,000
Issued during the period                                      32,300,000                   323,000
Shares in issue at 31 December 2012                          112,300,002                   403,000
Shares in issue at 30 June 2013                              112,300,002                   403,000
Shares in issue at 31 December 2013                          112,300,002                   403,000
Shares in issue at 30 June 2014                              112,300,002                   403,000

In  addition to the shares listed above the company has issued warrants for the possible issue of  another
350,000 shares at £0.01 per share. These warrants are exercisable up to and including 5 November 2017.

5.      TAXATION

The  Company  is subject to Isle of Man income tax at 0%, has suffered no taxation in other jurisdictions,
and  has  no  capital  allowances or deferred tax implications. Accordingly the  directors  have  made  no
provision  for  taxation charges or liabilities and have not presented the formal reconciliation  required
under IAS 12.


Cavendish  Trust  Company Limited (CTC) provides company administration and secretarial  services  to  the
Company  on normal commercial terms as part of their normal business activity. As such it is not  normally
treated  as  a  related  party. Fees accrued to CTC include £1,800 (£1,975 - 30 June  2013),  relating  to
director's fees for the services of J. Cunningham - Davis, a director of CTC.
Additionally, CTC holds warrants for 150,000 shares in the company.


As  disclosed in the Directors' Report, Tiger Resource Financing plc (a United Kingdom AIM listed company)
holds 50.76% of the shares in issue, and as such is the ultimate controlling party and immediate parent of
the company. Consolidated financial statements for the parent are available at


The  directors  continue to search for suitable projects for the Company to invest  in  but  had  made  no
commitments by the date of the audit, nor were there any other events that required disclosure.

Contact Information

  • African Pioneer plc