30 June 2022
(“Evrima” or “the Company”)
Audited Annual Results for the year ended 31 December 2021
The Company is pleased to announce its final results for the year ended 31 December 2021. The financial information below has been extracted from the audited financial statements of the Company for the year ended 31 December 2021, which have been prepared in compliance with United Kingdom Accounting Standards, including Financial Reporting Standard 102, "The Financial Reporting Standard applicable in the
30 June 2022
The directors of Evrima accept responsibility for this announcement.
This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).
- Ends -
David Coffman / Lucy Bowden: + 44 (0) 20 7399 9400
Peterhouse Capital Limited (Corporate Stockbroker):
Lucy Williams: +44 (0) 20 7469 0930
Duncan Vasey: +44 (0) 20 7220 9797 (Direct)
Strategic Report for the year ended 31 December 2021
The directors present their strategic report for the year ended 31 December 2021.
REVIEW OF BUSINESS
The objective behind leading the recapitalisation, restructure and adoption of an enhanced investment strategy in the summer of 2020 was to create an investment issuer that had the ability to deploy limited capital in search of disproportionate returns that would result in an investment issuer no longer constrained by the requirement to raise capital by way of debt or equity to maintain investment interests and to where appropriate, dispose of interests enabling re-investment of new opportunities.
The company's performance to the year end and as at date of this report demonstrates that the strategy implemented to date is at a point of realisation and in so many ways, the start of Evrima's next chapter of growth.
In evaluating opportunities that present the potential to generate disproportionate returns, our investments to date are entirely centred around an asset class devoid of capital investment in a global climate that is not devaluing the sector based on a surplus but through underestimation and perhaps, awareness.
Today there is a clear commitment to improve and contribute to green solutions and a global capital shift to invest in commercial solutions that have mutuality in profitable return on investment and the positive impact of that investment. Whilst this shift is visible for the world to observe, key asset classes and industries that contribute to this emerging marketplace are still considerably undercapitalised and until balanced will restrict the pace of which mass adoption of green-energy solutions are consumed.
This is the disproportionate opportunity that Evrima is committed to investing in and have done so to date. The company has streamlined its investment focus geographically and set strict internal guidelines as to how we allocate capital using an internal model that we believe creates optionality for our shareholders
To the year end, the company increased its interest in certain of its investments namely, Eastport Ventures Inc. & Premium Nickel Resources Corporation and maintained its equity investment in Kalahari Key Minerals. I now provide an overview below of the progress of our investee’s throughout the year, the internal plans the investee’s have for the future and the investment interest Evrima maintain as at year end in each investee.
Investment Interests & Progress to 31 December 2021
Premium Nickel Resources Corporation ("PNR")
Number of Shares Held as at Year End: 1,025,000
PNR Last Funding Round:
Evrima lowest entry price:
Premium Nickel Resources Corporation ("PNR" or the "Company") is a privately owned company incorporated in
Following the closing of the Selebi North and Main Mines, PNRB will initiate the first Study Phase which is expected to take ~18-24 months to advance to a Pre-Feasibility level.
Separately, PNRB is negotiating an APA for the Selkirk Mine. The timing of the Selkirk APA has been delayed due to the impact of non-business events including Covid. The Selkirk APA, which includes several regional exploration licenses, is now expected to be signed in mid to late 2022. After the closing of
PNR represents a rare and unique investment opportunity for Evrima to have premier exposure to one of the
most significant Nickel-sulphide opportunities in the world. As at year end, PNR was conducting a
USD equity financing led by existing investors of PNR.
The company, as at year end, see PNR as a long-term investment and see materialisation of value coming
through either a go public transaction or trade sale with the potential for both events to occur in that order.
Eastport Ventures Inc. ("EV")*
Number of Shares Held as at Year End: 523,667
EV Last Funding Round:
Evrima lowest entry price:
Eastport Ventures Inc was created to acquire and capitalize on stranded district-scale mineral exploration & development opportunities in
The company maintains a portfolio of interests spanning copper, nickel, uranium, and diamonds; The mineral assets within Eastport Ventures have attracted an aggregate of over
Additionally, the performance achieved to date, and the current value of the portfolio, provides
Following, Evrima plc commissioning an independent valuation opinion of Eastport Ventures, in August 2021 the company acquired 1.62% of Eastport Ventures through a subscription for new ordinary shares of Eastport Ventures. Evrima subscribed for 523,667 units in this pre-IPO financing with each unit having a subscription price of
Following the subscription, Evrima secured an exclusive subscription agreement that entitled Evrima to subscribe for up to a further 2,000,000 Shares on like terms for a period of 45 business days from the date of this announcement.
*Director of Evrima plc, Burns Singh Tennent-Bhohi is also a founding partner/shareholder and Director of Eastport Ventures Inc.
*Director of Evrima plc, Guy Miller, is a shareholder of Eastport Ventures Inc.
Eastport Ventures Inc. Internal Investment Division
>EV holds 2,750,000 shares in Premium Nickel Resources Corporation ("PNR") [an investee for which Evrima plc is also a shareholder]
> EV has posted a Return on Investment to date (uncrystallised) of 15,200% with an estimated market value (using the most recent PNR financing) of
Eastport Ventures Inc. (“EV”) - Project (s) Overview:
EV: Selebi North: Nickel-Copper & PGM
>The licenses are located to the south-east of the Selebi and Phikwe sulphide deposits; Wood Mackenzie estimates a remaining resource of 33.07 Mt at 0.8% Ni, 1.18% Cu in these deposits.
> The greater Selebi area is a Nickel-copper-cobalt sulphide deposits in amphibolite layers within gneiss both remnants of mafic volcanics and volcanically derived sedimentary rocks. Massive to semi-massive sulphide-rich layers.
> Rio and BHP spent money historically. They spent the minimum required amount to keep the licenses.
> An assessment work compilation of the greater Selebi-Pikwe area is complete. The license areas were found to have a surprisingly low number of shallow drill holes. Several have anomalous nickel and copper with very limited follow-up.
> The historic airborne magnetic and radiometric data were re-processed. The radiometric layer is exceptional and a number of areas with favourable amphibolite geology is recognised.
EV: Keng: Nickel-Copper & PGM
> Project is located to the northern portion of the of the mafic-ultramafic intrusive, known as the Molopo Farms Complex (MFCX), where it is in contact with "reactive" carbonate rocks. Narrow intervals of veined mineralization, suggesting metal movements within the system, are reported in the historic drilling data.
> The large multi-lobed MFC when observed in drill core is often cited to be analogous to the Bushveld in
> Within the
To date, a comprehensive assessment work review was completed. Previous explorers focused on layered metal-rich intrusive unlike our target of massive sulphide feeder systems. An initial re-processing of a smaller focused airborne survey has characterised the northern edge of the MFC as steep dipping with many fault/fold structures offering metal deposit opportunities. Two historic drill holes were geochemically surveyed using a hand-held XRF. The data will help "position" our intersections of the MFC when drill core logging.
> Meetings with the local authorities and interested parties were initiated. A series of access agreements are already in place to allow for uninterrupted work.
> Re-processing of historic airborne magnetic surveys is partially complete. Historic data compilation: geochemistry, drilling & gravity surveys, is also partially complete. A large area of interest is identified
>The first phase of ground geophysical surveys; magnetics, electromagnetics is planned for 2022. The historic drill cores are being acquired from one or more of the high-quality core storage facilities operated by the Botswana Geological Institute (BGI). These will be investigated and re-sampled as part of the initial program.
EV: Matsitama Copper Project
> Exhausted Pit and operating mine bordering licensed area. Wholly owned Nakalakwana deposit of 10m tonnes
Matsitama exhibits features of Iron Oxide Copper Gold (IOCG) style observed-potential for large-scale deposits including over 30 known copper occurrences and a number which have drilling intercepts of exploration significance.
>The Matsitama project benefits from historic exploration expenditures in excess of
The company's Environmental Impact Statement was authorised by the Department of Environmental Affairs in February 2021. Drilling commenced in Q4 2021 and is ongoing.
> Drilling program is exploiting the very significant historic dataset available and explore further the Proterozoic Matsitama Schist Belt.
> Upcoming exploration will be dominated by drilling but also focused on both styles of mineralization. An early application of self-organizing maps (SOM) has identified a new large area of favourable alteration suggesting an unexplored area of Cu-Py potential stratigraphically below the Thakadu deposit.
> Notwithstanding the SOM results, we also have the Nakalakwana deposit yet to be fully constrained. An existing Samrec-quantified resource of 9.9 Mt grading 0.46% copper offers a near-term economic opportunity. Numerous other copper, gold, and zinc drill intervals also require follow up.
EV: Foley Uranium
The Foley project has 834.8 km2 under license in a commanding position in north-central
> The license is located next to the Letlhakane uranium deposit held by A-Cap Resources. Letlhakane, 280 Mlbs U3O8, is one of the world's largest undeveloped uranium deposits. Uranium was first discovered in the area in the early 1970's. An improved understanding of the deposit type allowed for the expansion of the deposit at Letlhakane.
> Favourable geology extends to the west and north from Letlhakane into the Foley licence. Our explorations will explore extension of Letlhakane as well as search for additional hidden channels under the thinner parts of the overlying sedimentary cover.
> Major exploration layers are available for re-processing, also a network of existing water boreholes will allow for ground water vectoring for bedrock architecture understanding.
Mining infrastructure in the region is excellent. Power, transport, and skill labour are all close by. At Selebi-Pikwe the processing of sulphide ores creates the opportunity for an local acid supply for uranium ore processing.
An assessment study and an initial ground water study have been completed with positive results. The airborne reprocessing is also complete and resulted in the discovery of a large area of elevated radiometrics. This necessitated a second protective license application.
An assessment study and an initial ground water study have been completed with positive results. The airborne reprocessing is also complete and resulted in the discovery of a large area of elevated radiometrics. This necessitated a second protective license application.
> The exploration program will employ uranium-in-water sampling in existing boreholes to aid in vectoring toward hidden mineralization extending west from the Letlhakane area. Re-processing of sensed airborne data has located additional areas for initial surface exploration. RAB drilling will be used for final target testing.
>The preliminary work is already underway, and it will initially focus on the area to the immediate north of the Letlhakane mining licence where historic drill hole data & cores are also available for stratigraphic interpretation.
> Major exploration layers have been acquired for re-processing, also a network of existing water boreholes have allowed for ground water vectoring for bedrock architecture understanding. Early interpretation is extremely encouraging.
EV: Jwaneng North Diamond Project
Eastport Ventures have two exploration licenses in the Jwaneng area spanning more than 100km2. Licenses are located next to Debswana's Jwaneng Mine - "the world's richest diamond mine", producing >11m carats pa.
> Previous owners De Beers had the licenses revoked with Eastport Ventures immediately acquiring afterwards. Currently discussions are ongoing with De Beers.
>Three kimberlites are known within the licenses. All three suggest a long history of kimberlite emplacement in the area. The diamond content of the three is unknown and each appears to have been under-sampled. The Kgare kimberlite is diamond bearing with extremely encouraging mineral chemistry.
>The spectacular indicator mineral chemistry from Kgare kimberlite is comparable to the indicators found in the Jwaneng mine kimberlites suggesting an opportunity similar to the Lucara story. This project has generated Tier-1 Company interest & NDAs are in place.
The Kgare kimberlite is diamond bearing with encouraging mineral chemistry. Overall, the large number of kimberlites, and close proximity to the Jwaneng Mine, suggests the licensed area remains fertile ground for discovery.
As at year end, Eastport Ventures is focused on progressing a number of its exploration interests, namely the Matsitama Copper project which at year end was engaged in a diamond drill program and its Jwaneng North Diamond project and is actively engaged in going public on a recognised investment exchange, with EVs preference being that of, a North American Listing by way of an IPO or Reverse Takeover ("RTO") transaction. EV has generated an incredible uplift in its internal investment division that enables the company to sustain and grow its valuation for future fundraising activity and to reduce its dependency on capital markets for dilutive, equity financing.
Kalahari Key Mineral Exploration Company (pty) Ltd ("Kalahari Key")
Kalahari Key is a private mineral exploration company registered in
The Kalahari Key opportunity developed from a recognition that no historical exploration targeting "feeder" styles of Ni-Cu-PGE mineralisation had been completed within the Molopo Farms ultramafic complex. The founder's group of four seasoned metals explorers identified a number of prospecting licences over a prospective geological feature often associated with feeder-style deposits. The exploration work conducted to date by Kalahari Key continues to support the prospectivity of the licence area and a series of exciting targets has been identified for a proposed drilling campaign.
In September 2020, the Company entered into an option agreement with two of the four founders of Kalahari Key to acquire their equity interest in Kalahari Key. The terms of the option allowed for Evrima plc to acquire a further 17.2% equity interest through equity consideration satisfied in fully paid ordinary shares of Evrima plc and consideration warrants.
After extensive due diligence, Evrima plc exercised its rights under the option agreement entered and acquired a further 17.2% through the issue of in aggregate, 2,300,000 new ordinary shares at a price of
This transaction enabled the Company to increase its exposure to Kalahari Key at a critical point as Kalahari Key seeks to make an economic discovery, the investment-risk was significantly reduced through the issue of equity rather than cash and the Company secured exposure to an opportunity that was already entirely financed at the project level by, Power Metal Resources plc.
In addition to increasing Evrima's exposure to a pre-existing investment it enabled the company to develop a strong working relationship with the two of the four founders of Kalahari Key, also founders and/or Directors of another Evrima investee, Eastport Ventures Inc.
During the year, Kalahari Key undertook a rights issue for which Evrima plc elected to not participate, resulting in Evrima plc facing dilution resulting in the company maintaining an interest of, 14.88% of the issued share capital as at year end (2020: 19.6%)
Diamond drilling commenced at the MFC Project in October 2020 and to date three holes have been completed. Examination of the drill core to date has demonstrated the geological model for the presence of a magmatic feeder zone prospective for the accumulation of Ni/PGE sulphides in the intrusive system.
Core samples were sent to Geology Department of the University of Witwatersrand in
Kalahari Key : HIGHLIGHTS:
The first batch of assay results for nickel (Ni), copper (Cu) and zinc (Zn) have been received for the diamond drilling programme at the Molopo Farms Complex Project.
Angled diamond drill hole KKME 1-6, downhole, significant Ni intersections include:
> 4.8m @ 0.2% Ni from 292.7m
> 4.1m @ 0.49% Ni from 309m, including 1.6m @ 0.72% Ni from 309.6m
> 16.7m @ 0.16% Ni from 501.8m
> 10.9m @ 0.13% Ni from 518.2m
> 3.4m @ 0.28% Ni from 594.4m
As drill core was selectively sent for sample analysis the reported mineralised intervals are considered to be open.
Assay results confirm Ni grades for pentlandite-bearing university mineralogical samples:
>IMK-05139 (0.44m pyroxenite sample from 310m down-hole depth) assayed at 6,999ppm Ni (0.70% Ni) from a primary magmatic, pentlandite-bearing, assemblage.
> IMK-05149 (0.58m pyroxenite sample from 295m down-hole depth) assayed at 6,606ppm Ni (0.66% Ni)
> IMK-05153 (0.54m pyroxenite sample from 297m down-hole depth) assayed at 2,244ppm Ni (0.22% Ni)
> Both IMK-05149 and IMK-05153 contained primary pentlandite within predominant secondary nickel sulphides, arsenides and alloys.
Kalahari Key await further assay data for gold and PGE content for the reported intervals. The majority of the targets identified prior to the first drilling campaign remain to be drilled and the new geophysical and spectral data acquired in 2020 has also identified new exploration targets.
Kavango Resources plc (LSE: KAV) enter option agreement to acquire up to 85.23% of Kalahari Key
> 3-month Option Agreement (to end of February/beginning of March 2022)
> Kavango under the terms of the option agreement to conduct a work programme, to include:
> Spectral to perform a single "moving loop" survey over Target 1
o Kavango to perform soil geochemical analysis over Target 2
o Kavango to cut cores and send select samples from Target 3 for assay testing
o Kavango to create a unified regional 3D model of MFP using all available borehole data
o Kavango to send thin sections of core samples, taken from Targets 1, 2 & 3, for university analysis
o Kavango to contract Bell Geophysics to perform gravity data analysis over the northern part of the MFP
Acquisition Terms, should the Kavango exercise their Option:
> Power Metal to continue as project partner, with a 40% stake in the MFP
> Value of the Proposed Transaction estimated to be between £1.17m & £1.875m (payable in stock), depending on the performance of Kavango's share price
>The Company anticipates closing the Proposed Transaction through the issue of 21,307,500 shares, pro-rated, to certain KKME shareholders (the "Vending Shareholders") at an issue price of 5.5p (the "Acquisition Shares"), valuing KKME at £1.375m
> Half the Acquisition Shares will be locked in for 6 months & the other half locked in for 12 months
>Kavango to issue 1-for-1 two-year warrants to the Vending Shareholders on the same terms as the 05 July placing (the "Acquisition Warrants"). The Acquisition Warrants are transferrable between the Vending Shareholders.
As at year end, the company were proactively working with optionee, Kavango Resources plc. Evrima plc elected to support the transaction as a shareholder of Kalahari Key but instead chose to retain its direct asset interest should the option be exercised by the optionee.
In the event, Kavango were to exercise their rights, Evrima plc would become a project level partner required to participate in direct expenditures on a 'fund or dilute' basis.
The Board took this view, considering the opportunity to realise value through marketable securities after careful consideration and with the commercial rationale centred around the trade sale being at too premature in the MFCs development cycle for Evrima to fully commit after completion of only its maiden drill campaign that confirmed the presence of Nickel-Sulphide. It is highly encouraging to see such interest in the MFC project at such an early stage in its development.
Kavango did not ultimately elect to exercise their rights under the option agreement entered with Kalahari Key, please refer to the post year end review for further detail including a subsequent conditional acquisition agreement entered between Kalahari Key and Power Metal Resources plc (AIM: POW).
September 2021: Evrima complete Equity Financing
In September 2021, the company raised £720,000 before expenses through a placing of 14,400,000 new ordinary shares of 0.1 p each at
Alongside each Placing Share subscribed, the subscribers received one warrant to subscribe for one additional new ordinary share, exercisable at
The placing was very well supported with the Directors and major shareholders investing £300,000 (~41%) in the financing. The purpose of the financing was to increase its investment position in certain of its existing investee's and to support general corporate activity.
PRINCIPAL RISKS AND UNCERTAINTIES
The Directors consider the key risks to the company to be that of maintaining, augmenting and realising value from its investment positions and the company's reliance on capital markets.
The company seeks to mitigate these risks through adhering to internal protocols that govern the time for which investments should be maintained and their respective liquidity profile to ensure that the company's asset profile is diverse, flexible and importantly not overexposed.
The Directors continue to review investment opportunities that have the potential to generate the company income that would reduce the company's reliance on equity and debt finance to secure the ongoing operations of the business.
Acquiring Less than Controlling Interests
The Company may acquire either less than whole voting control of, or less than a controlling equity interest in, a target, which may limit the Company's operational strategies and reduce its ability to enhance Shareholder value. In recognising the risk in non-controlling investment interests, the Company ensures to categorise an investment based on the desired exit strategy. If a clear exit for the investment is pre-determined save for time to disposal, then the Company is content to invest on the basis that non-control does not impact or create an underlying risk by virtue of percentage ownership. To further protect investment activity where this may occur the Company carefully allocate capital to investments for which the Company have no influence over.
Inability of Investee to Raise Capital Post-Investment
An investee of the company may be unable to raise capital to fund operations and achieve its commercial objectives post-investment by the Company. This may lead to devaluation of the Company's investment interest, dilution or render the investee insolvent. It may also lead the investee to seeking distressed asset funding options that could create irrecoverable damages to the Company's investment. The Company believe in evaluating investment opportunities whereby they are not the sole investor responsible for capitalising the investment ensuring that the investee has a broad shareholder base and access to a wide pool of capital. Additionally in certain circumstances when conducting and structuring investments the Company will do so using a variety of financial instruments and terms that provide protection against risks associated with an investee being unable to secure capital investment
The Company's Relationship with the Directors and Conflicts of Interest
The Company is dependent on the Directors to identify potential acquisition opportunities and to structure and complete investments consistent with its investment strategy. The Directors are not obliged to commit their whole time to the Company's business; they will allocate a portion of their time to other businesses which may lead to the potential for conflicts of interest in their determination as to how much time to assign to the Company's affairs. The Company ensures that the Board maintains independence where conflicts may arise both internally with the Board and its advisors. In the event any conflicts should arise, the Board maintain a policy of disclosure and independent opinion.
Risks Inherent in an Investment
Although the Company and the Directors will evaluate the risks inherent in a particular investment, they cannot offer any further assistance that all of the significant risk factors can be identified or properly assessed. Furthermore, no assurance can be made that an investment in Ordinary Shares in the Company will ultimately prove to be more favourable to investors then a direct investment, if such an opportunity were available, in an investment interest. The Company believe that in holding investments through a quoted investment issuer structure the Company can provide sufficient indirect investment protection were they to own the investment directly. Furthermore, through the Company creating a basket of investment interests that in aggregate provide increased optionality in exposure to the underlying the Company is aiming to mitigate downside risk should an event impact the valuation of any of the investments.
The company at present is not generating income from any of its investment activity. The aim of the investment strategy is to seek capital gains on successful disposals of its investment interests rather than financial investments and instruments that generate income. The absence of income will mean that the company is reliant on the performance of the investee not just in its ability to operate but in its ability to provide the Company a material and liquid exit to ensure the company has capital to progress its investment strategy. The Company is cognisant of this risk, is actively managing its capital allocation but may have to rely on external capital finance by way of equity or debt to ensure it meets its financial obligations. In balancing this risk, the Company maintains a healthy ratio of cash to active investments and continues to monitor opportunities that could complement its portfolio by way of income generation to mitigate being too heavily weighted in non-cash flow generative opportunities.
Impact of the business on the environment and other environmental matters
The report does not contain such information, as the nature and principal activity of the business is that of investment, the Board consider environmental matters in forming any investment they may make and ensuring that the potential investment opportunity maintains internal standards and disciplines that demonstrate competence when evaluating their underlying operations.
Within the mineral and natural resource industry, companies operating must comply with legislative and regulatory policy when undertaking such activity, including reclamation and environmental liabilities as a requisite of operating in an industry that involves the extraction of minerals from the environment and the remediation associated.
The employees of the company are the Board of Directors. The Board of Directors must adhere to high standards of operation consistent with managing a quoted company at all times.
Social, community and human rights issues
The Board consider social, community and human right issues in forming any investment they may make and ensuring that the potential investment opportunity maintains internal standards and disciplines that demonstrate competence when evaluating their underlying operations.
KEY PERFORMANCE INDICATORS
The company's principal activity is to acquire investment interests in global mineral and natural resource opportunities through mechanisms including direct asset investment, indirect asset investment (including investment in quoted companies operating in the mineral/natural resource industry) and through investing in instruments such as royalties that have the ability to generate the company investment income.
For the year ending 31 December 2021, the company’s most significant investment interests are three unquoted investments in private companies operating in the natural resource sector. The three companies were actively developing their underlying assets through operating exploration and development activities in base and industrial metals.
The company continue to focus on the underlying investments held generating capital returns that can enable the company to consider redeployment of capital in additional opportunities as the Directors see suitable or the distribution of profits to the shareholders of the company in the form of a cash or in-specie dividends.
The company's key investment objectives include;
1. Identification of undervalued opportunities that the Board can augment through capital and direct involvement whether at the Board or Consultancy level.
2. The generation of internal investment opportunities that can be developed through investment and creative commercial structures.
3. To evaluate opportunities that post-investment are not reliant on the company to provide consistent capital investment over a period of time that will isolate and concentrate too much of the company ís investment portfolios capital and focus.
The company's key investment disposal objectives include;
1. For the unquoted investment positions to achieve either a trade sale or consummate a go public transaction that would result in a premium realised to the cost of investment.
2. To redeploy capital where the Directors of the company identify suitable opportunities that can generate sufficient returns for the company and its shareholders.
3. To consider methods where shareholders can benefit in having exposure to the company's underlying assets through in-specie dividends
SECTION 172(1) STATEMENT
The Directors are required to make a statement which describes their attitude with regard to the matters set out in Section 172 (1) of the Companies Act 2006, namely:
Duty to promote the success of the company
(a) The likely consequences of any decision in the long term
(b) The interests of the company's employees
(c) The need to maintain the company's business relationships with suppliers, customers and others
(d) The impact of the company's operations on the community and environment
(e) The desirability of the company maintaining a reputation for high business conduct
(f) The need to act fairly between members of the company
The Company is an investment company quoted on a minor exchange and its members will be fully aware, through detailed announcements, shareholder meetings and financial communications, of the Board’s broad and specific intentions and the rationale for its decisions. The Company pays its employees and creditors promptly and keeps its costs to a minimum to protect shareholders funds. When selecting investments, issues such as the impact on the community and the environment have actively been taken into consideration; as is clear from the portfolio set out in the Executive Director’s report.
The Directors of the company commit to maintaining high operating standards and fiscal discipline and frequently communicate and engage with each other in order to consider and understand the underlying issues within the organisation. In order to enhance the standards of the business, the Board considers the global landscape that may present impediments to the business.
The Board maintains a disciplined internal evaluation process that is used to identify opportunities consistent with its underlying investment strategy that are determined as suitable investment opportunities. Thorough internal and external analysis is completed and of much significance is a pre-determined exit strategy with an associated timeframe for realisation of value.
The company is committed to the highest levels of integrity and transparency with stakeholders.
Stakeholders include, suppliers, government and regulatory agencies, service providers and shareholders. The Board, both individually and together, consider that they have acted in the way they consider would be most likely to promote the success of the Company as a whole. In order to do this, there is a process of dialogue with stakeholders to understand the uses that they might have. Communications with shareholders occur on an ongoing basis and as questions arise.
Transparency and integrity are central themes for the Company's Directors. The Directors of the company strive to provide our stakeholders with timely and informative responses.
The Board recognises its responsibilities under Section 172 as outlined above and has acted at all times in a way consistent with promoting the success of the Company with regard to all stakeholders.
POST YEAR END REVIEW
Following a defining year for the company and its underlying investments, Evrima has three core investments all of which post year end have clearly outlined materialisation strategies:
1. Premium Nickel Resources Corporation
Premium Nickel Resources and North American Nickel Sign Non-Binding LOI for Reverse Takeover of North American Nickel
February 17, 2022
Premium Nickel Resources Corporation ("PNR") and North American Nickel Inc. (TSXV: NAN) ("NAN") are pleased to announce that they have executed a non-binding letter of intent ("Non-Binding LOI") providing for a business combination of PNR and NAN, which would be implemented by way of a "Reverse Takeover" (under the policies of the TSX Venture Exchange (the "Exchange") of NAN by PNR. Under the policies of the Exchange, PNR is a "Non-Arm's Length Party" of NAN. The Non-Binding LOI will form the basis upon which PNR and NAN will negotiate one or more definitive agreements governing the proposed RTO. It is currently anticipated that the RTO will be completed by way of a triangular amalgamation involving PNR, NAN and a wholly-owned subsidiary of NAN to be formed; provided, however that the definitive structure of the RTO will be determined based on further tax and structuring advice to be received prior to the execution of definitive agreements governing the proposed RTO. In this news release, references to the "Resulting Issuer" is to NAN after the closing of the RTO.
Proposed Transaction Terms:
NAN currently owns approximately 9.8% of the outstanding common shares of PNR on a basic, undiluted basis, and a warrant entitling NAN to purchase an additional 15% of the equity in PNR, on an undiluted basis, for
Following completion of the RTO, approximately 25% of the outstanding common shares of the Resulting Issuer are expected to be held by the current shareholders of NAN and approximately 75% of the outstanding common shares of the Resulting Issuer are expected to be held by the current shareholders of PNR (other than NAN). In connection with the proposed RTO, and subject to any required shareholder and regulatory approvals, NAN is expected to seek the requisite shareholder and regulatory approvals to change the name and stock ticker symbol of the Resulting Issuer as part of the RTO to such name and ticker symbol as may be requested by PNR, acting reasonably, consolidate the common shares of the Resulting Issuer (the "Consolidation") and reconstitute the board of directors of the Resulting Issuer.
About North American Nickel Inc.
North American Nickel is a mineral exploration company with 100% owned properties in Maniitsoq,
North American Nickel and Premium Nickel Resources Execute Definitive Agreement for Business Combination
April 26, 2022
Premium Nickel Resources Corporation ("PNR") and North American Nickel Inc. (TSXV: NAN) ("NAN") are pleased to announce that they have entered into a definitive amalgamation agreement (the "Amalgamation Agreement") in respect of their previously announced reverse takeover transaction (the "RTO"), pursuant to which PNR would "go-public" by way of a reverse takeover of NAN. In this news release, references to the "Resulting Issuer" are to NAN after the closing of the RTO. As certain directors and officers of NAN are also directors and officers of PNR, the Amalgamation Agreement is considered as a "Non-Arm's Length" agreement pursuant to the policies of the TSX Venture Exchange (the "Exchange").
Transaction Particulars and the Definitive Agreement
On April 25, 2022, NAN, PNR and 1000178269 Ontario Inc. ("NAN Subco"), a wholly-owned subsidiary of NAN incorporated under the Business Corporations Act (
Conditional on PNR and NAN receiving all requisite corporate, regulatory and shareholder approvals Evrima will materialise value through holding quoted shares on a recognised investment exchange (TSX-V) providing immediate liquidity, future potential capital growth and deeper optionality in how the company seek to utilise its liquidity position.
2. Kalahari Key
Following extensive discussion and due diligence with Kavango Resources plc (“Kavango”) through late 2021 and early 2022 with respect a proposed Sale and Purchase Agreement in March 2022 Kavango formally withdrew their offer to acquire an interest in Kalahari Key.
The commercial exercise undertaken at Kalahari Key was to establish market interest in the Molop Farms Complex (“MFC”, Kalahari Key’s single project) and secure both external capital investment and potential project partners/co-investors. Following the completion of the Power Metal Resources (AIM: POW) earn-in agreement in, 2021 the project-related objectives post-results from the POW earn-in agreement included follow-up drill campaigns and the identification of new targets based on the data and findings associated with the exploration campaigns completed to date.
On 18 May 2022, Power Metal Resources plc announced a conditional sale and purchase agreement supported by all the underlying shareholders of Kalahari Key. The agreement conditional on local compliance and in-country regulatory approvals would see Power Metal Resources acquire a further 35% interest in Kalahari Key resulting in an effective interest of 87.71% of the share capital of Kalahari Key.
Evrima, supportive of the transaction have elected to retain their project level interest in Kalahari Key should the Power Metal Resources acquisition complete.
Evrima were one of the early investors in Kalahari Key in 2018. To date the Molopo Farms Complex has managed to attract capital investment to further its geological potential and at the forefront of this has been, AIM-quoted, Power Metal Resources plc (AIM: POW). Should the transaction complete Power Metal Resources would become both the single largest shareholder of the company and the sole operator.
The Boards decision to retain its investment interest is one for which great consideration has been given. The company are very much aware of the varying risks associated with passing on the opportunity to exchange a private unquoted asset with funding liabilities and dilutive risk for a more liquid asset with a marketable value that has the potential to deliver capital returns to the company.
The original model that the founders of Kalahari Key were most excited by surrounded the potential to discover a feeder-styled deposit. The presence of that model has yet to be determined and if were to be could carry considerable value to the Company’s equity interest in Kalahari Key. The key analysis that drove the Board’s decision was centred around the perceived value at point of concluding the sale versus the internal analysis and optionality that the Company maintain in augmenting value in our equity position in Kalahari Key.
In 2020, the Company acquired a further 17.2% interest in Kalahari Key from two of its founding shareholders as they sought optionality in the financial instrument, they held that provided them exposure to Kalahari Key, they chose Evrima plc. The two founders not only remain shareholders of Evrima but are Directors of Evrima investee, Eastport Ventures inc.
3. Eastport Ventures Inc. (“Eastport” or “EV”)
Following extensive discussions with Eastport Ventures Inc. by way of a conversion of debt to equity agreement the company acquired a further 2,839,281 shares in Eastport Ventures Inc. at a blended average purchase price of
Eastport Ventures Inc.: 6-month Corporate Outlook
Over the last 5-years
It is now the opinion of the Board of
The activity of the company to the year end reflected one of strategic positioning and accumulation of investment positions. The corporate activity at the company as at date of this report as outlined in the post year end review demonstrate that all three of the company’s unquoted investments are now either entering corporate transactions to strengthen their future outlook or at the point of completing and progressing go public transactions that will enable Evrima greater optionality in its liquidity profile which if met with a positive market, dramatically reduce the company’s dependency on working capital by way of equity finance and/or debt finance and also offer the company opportunity to reallocate capital gains for the purpose of investment opportunities and distributions to the shareholders of the company.
ON BEHALF OF THE BOARD:
Mr B S Tennent-Bhohi - Director
Date: 29 June 2022
Statement of Comprehensive Income for the year ended 31 December 2021
|Gain on revaluation of assets||1,338,384||69,769|
|Interest payable and similar expenses||6||-||(5,959)|
|PROFIT/(LOSS) BEFORE TAXATION||1,063,604||(178,345)|
|Tax on profit/(loss)||7||(135,958)||(35,621)|
|PROFIT/(LOSS) FOR THE FINANCIAL YEAR||927,646||(213,966)|
|TOTAL COMPREHENSIVE INCOME FOR THE YEAR||927,646||(213,966)|
|Earnings per shares expressed in pence per share:||8|
Statement of Financial Position 31 December 2021
|Cash at Bank||106,119||163,607|
|Amounts falling due within one year||11||(92,567)||(118,740)|
|NET CURRENT ASSETS||425,215||113,762|
|TOTAL ASSETS LESS CURRENT LIABILITIES||2,239,602||458,738|
|CAPITAL AND RESERVES|
|Called up share capital||13||244,068||229,668|
Statement of Changes in Equity for the year ended 31 December 2021
|Retained earnings||Share premium||Other reserves||Total
|Balance at 1 January 2020||119,234||(258,233)||321,482||24,000||206,483|
|Changes in equity|
|Deficit for the year||-||(213,966)||-||-||(213,966)|
|Other comprehensive income||-||-||-||3,821||3,821|
|Total comprehensive income||-||(213,966)||-||3,821||(210,145)|
|Issue of share capital||110,434||-||251,966||-||462,400|
|Balance at 31 December 2020||229,668||(472,199)||673,448||27,821||458,738|
|Changes in equity|
|Profit for the year||-||927,646||-||-||927,646|
|Other comprehensive income||-||-||-||16,279||16,279|
|Total comprehensive income||-||927,646||-||16,279||943,925|
|Issue of share capital (net of share issue costs)||14,400||-||686,581||-||700,981|
|Balance at 31 December 2021||244,068||455,447||1,360,029||44,100||2,103,644|
Statement of Cash Flows for the year ended 31 December 2021
|Cash flows from operating activities|
|Cash generated from operations||1||(272,068)||(233,802)|
|Net cash from operating activities||(272,068)||(239,761)|
|Cash flows from investing activities|
|Purchase of fixed asset investments||(166,631)||(71,957)|
|Sale of tangible fixed assets||-||(4,436)|
|Sale of investment property||-||200,000|
|Loss on disposal of fixed assets||-||4,436|
|Net cash from investing activities||(486,220)||128,043|
|Cash flows from financing activities|
|Share issue net of issue costs||700,800||263,480|
|Net cash from financing activities||700,800||263,480|
|(Decrease)/increase in cash and cash equivalents||(57,488)||151,762|
|Cash and cash equivalents beginning of year||2||163,607||11,845|
|Cash and cash equivalents at end of year||2||106,119||163,607|
Notes to the Statement of Cash Flows for the year ended 31 December 2021
1. RECONCILIATION OF PROFIT/(LOSS) BEOFRE TAXATION TO CASH GENERATED FROM OPERATIONS
|Profit/(loss) before taxation||1,063,604||(178,345)|
|Loss on disposal of fixed assets||-||4,436|
|Gain on revaluation of fixed assets||(1,338,384)||(69,769)|
|Share based payment movement||16,279||-|
|Other non cash items||181||-|
|Decrease/(Increase) in trade and other debtors||12,425||(64,302)|
|(Decrease/increase in trade and other creditors||(26,173)||68,219|
|Cash generated from operations||(272,068)||(233,802)|
2. CASH AND CASH EQUIVALENTS
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:
|Year ended 31 December 2021|
|Cash and cash equivalents||106,119||163,607|
|Year ended 31 December 2020||31/12/20||1/1/20|
|cash and cash equivalents||163,607||11,845|
3. ANALYSIS OF CHANGES IN NET FUNDS
|At 1/1/21||Cash flow||At 31/12/21|
|Cash at bank||163,607||(57,488)||106,119|
4. MAJOR NON-CASH TRANSACTIONS
Excluded from the cashflows is the deferred tax of £135,958 recognised on the fair value uplift on the investments