Clean Invest Africa Plc - Interim Consolidated Results to 30 June 2022

30 September 2022

CLEAN INVEST AFRICA PLC

("CIA" or the "Company" or the “Group”)

INTERIM CONSOLIDATED FINANCIAL RESULTS

FOR THE PERIOD 1 JANUARY 2022 TO 30 JUNE 2022

CHIEF EXECUTIVE OFFICER STATEMENT

I am pleased to present the interim financial results of the Group for the period 1 January 2022 to 30 June 2022.

Whilst the past period has continued to be extremely challenging, Clean Invest Africa is looking forward to the next period with significant optimism due to the potential of a substantial and strong pipeline which includes the commercialisation of Coal Agglomeration South Africa (“CASA”), industrial pelletising plant (“CASA Plant”), in South Africa, the ongoing discussion with various customers and potential partners leading to the development of joint ventures in different geographical areas which will be responsible for the construction and operation of further fines pelletizing plants, not only related to coal but also other minerals such as, for example, ilmenite and phosphate.

I am also pleased to report that during the first half of the year, as announced in February and March 2022, the Company raised £200,000. The Company continues to explore funding opportunities and we are in discussion with other potential investors who have shown significant interest in our technology. This is because there is a  renewed  interest in coal following the urgent need to seek  alternative energy sources as a result of current global energy disruption of energy and  also to the ability of CIA to provide an opportunity for investment in land rehabilitation and in general a more sustainable approach to mining operations.

The commercialisation of our plant at Bulpan in South Africa is expected to generate revenue and profits to underpin further expansion and growth as mentioned above.

On 30 March 2022, the Company and Contax Partners Inc. (beneficially owned by Filippo Fantechi) and Shaikh Mohamed Abdulla Khalifa AlKhalifa, (together the Lenders) (“Directors”) agreed to settle the Facility Agreement as set out in paragraph 8.13, Part VI of its Admission Document dated 14 June 2019. As at 31 December 2018, the Company had a loan facility agreement with the Lenders with an outstanding balance of US$5,758,598 and it was provided that the balance would increase by any further amounts that are advanced to CoalTech, as agreed by the parties. As at 31 December 2021, the final balance has increased to US$6,847,324 or approximately £5,231,238. The Company and the Lenders have agreed that the balance outstanding be renegotiated to a total amount of £5,000,000 and that all debt currently owed to the Lenders be fully and immediately settled by the issuance of a convertible loan note ("CLN"), with a zero percent coupon for a 5-year term and repayable only in Ordinary shares of the Company at a price of 1p per share, subject to Takeover Code thresholds.

Further, the CLN comprises an amount of £2,718,342 for Contax Partners Inc and £2,281,658 for Shaikh Mohamed Abdulla Khalifa AlKhalifa. All conversion shares issued under the CLN shall be subject to a 12-month lock-in period and thereafter to an orderly market agreement for a further period of 12 months. Contax Partners notified the immediate conversion of all of their CLN, on 31 March 2022, in an amount of £2,718,342 and accordingly the Company issued 271,834,235 new Ordinary Shares to Contax Partners Inc. The Contax Partners CLN terminated on the issue of these new Ordinary Shares on 8 April 2022. Shaikh Mohamed Abdulla Khalifa AlKhalifa notified the immediate conversion of an amount of £1,750,000, on 31 March 2022, and accordingly the Company issued 175,000,000 new Ordinary Shares to Shaikh Mohamed Abdulla Khalifa AlKhalifa. After conversion to Shaikh Mohamed Abdulla Khalifa AlKhalifa on 8 April 2022, the CLN remains at £531,658 or equivalent to 53,165,765 new Ordinary Shares.

In addition, whilst the business took measures to reduce costs and in particular any variable overhead, it continued throughout to carry its minimum fixed overhead burden. Net creditor days have been extended beyond its normal anticipated ratio and management continues to closely manage impacted creditors, but overall, creditors, which are largely trade and routine, have and continue to be very supportive.

The Company and its subsidiary CoalTech Limited (“CoalTech”) looks forward  with optimism, based upon the potential of an extensive and solid pipeline of opportunities. It is worth reiterating that the strategy of CoalTech is to secure long term, large scale customer relationships with whom it would develop one or more full scale plants and with long term offtake arrangements. Securing one such customer would be transformative, with any such project likely to have a capital project value well in excess of $10 million and involve the processing of large scale fines or tailings, typically over one million tonnes. Different arrangements with ckients will result in ongoing revenue streams through profit share and royalty agreements for CIA.  

The early stages of commercial discussions typically also involve CoalTech running test batches. These batches are often initially small, for example 10’s of kilos and then increase to sample production size batches of, for example, 10’s of tonnes. Once batches are completed the outputs are exhaustively tested by CoalTech and by the potential client. This process is a considerable proportion of the CoalTech overhead and consumes the majority of the available production of our Bulpan production facility in South Africa.  The CoalTech pipeline for coal fines remains substantial and robust and continually developing.

In a further positive development the CoalTech technology previously only applied to coal fines or coal waste, has now been proven by CoalTech to be suitable for the pelletising of other materials, with potentially high grade ores, precious metals, minerals and solid based natural resources. CIA is now evaluating the opportunity in the much wider market beyond coal including minerals such as  Ilmenite, chrome, iron ore, manganese, as well as other base, ferrous and precious metals and biomass. This is a very significant development and our subsidiary, CASA has completed in July 2022, a 10,000 tonnes trial project for a major potential client in the ilmenite business and has now submitted a proposal for the development of a dedicated plant for this client. Ilmenite has become  the subject of advanced discussion with another significant potential client in the ilmenite space and testing and lab analysis are ongoing with the possibility to develop other applications for the recovery and use of ilmenite sludge. Whilst still in its early days this is an indicator of far greater potential for CIA beyond coal than previously considered.

FINANCIALS

The Group’s interim consolidated financial results for the period 1 January 2022 to 30 June 2022 show a loss after taxation of £769,923.

The financial information for the six months period ended 30 June 2022 has not been reviewed by the Company’s external auditors.

OUTLOOK

The Directors are pleased with the progress made in this period and look forward to continuing to update shareholders on the progress of the Group and the potentially exciting prospects ahead, some of which are developing at speed. Such prospects are of course conditional upon and dependant upon the Company raising further funding. We continue to seek new  investment funding and we will advise shareholders as these opportunities develop.

Filippo Fantechi
Chief Executive Officer

29 September 2022

The Directors of the Company accept responsibility for the content of this announcement.

ENQUIRIES:

Company
Clean Invest Africa PLC
Filippo Fantechi - Chief Executive Officer
Telephone: +973 39696273

Corporate Adviser
Peterhouse Capital Limited
Guy Miller
Telephone: +44 20 7220 9795

CLEAN INVEST AFRICA PLC

CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE PERIOD 1 JANUARY 2022 TO 30 JUNE 2022

 The accompanying notes form an integral part of these interim financial statements.

CLEAN INVEST AFRICA PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2022

The accompanying notes form an integral part of these interim financial statements.

CLEAN INVEST AFRICA PLC

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2022

A separate income statement for the parent entity has not been presented, as permitted by section 408 of the Companies Act 2006. The loss for the parent company for the 6 months period ended 30 June 2022 was £755,369 (2021: loss of £298,061).

The accompanying notes form an integral part of these interim financial statements.

CLEAN INVEST AFRICA PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDING 30 JUNE 2022

 The accompanying notes form an integral part of these interim financial statements.

CLEAN INVEST AFRICA PLC

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDING 30 JUNE 2022

The accompanying notes form an integral part of these interim financial statements.

CLEAN INVEST AFRICA PLC

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE PERIOD 1 JANUARY 2022 TO 30 JUNE 2022

The accompanying notes form an integral part of these interim financial statements.

CLEAN INVEST AFRICA PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2022

1. Company information

Clean Invest Africa plc (the “Company”) is a public limited company which is listed on the Aquis Stock Exchange Growth Market and is incorporated and domiciled in the United Kingdom.

The consolidated entity (the “Group”) consists of the Company and the entities it controlled at the end of the six months period ended 30 June 2022.

Principal activity

The Company’s primary strategy is to identify investment opportunities and acquisitions in clean energy projects/companies or alternative technologies that are used in a socially and environmentally responsible way on a global basis, with the intention of building a diversified portfolio of assets.

The subsidiaries of the Company, CoalTech Limited (“CoalTech”), a company registered in the United Kingdom with registered number 11368750, and Coal Agglomeration South Africa (Pty) Ltd. (“CASA”), a company registered in South Africa with registered number 2015/439393/07 and CoalTech’s subsidiary Coal Tech LLC, a company registered in the United States of America with registered number 5685936 (collectively referred as “CoalTech Group”), are primarily engaged in agglomerating coal fines waste (coal dust) into coal pellets through the commercialization of the Group’s proprietary binding technology.

2. Basis of preparation

The interim consolidated financial statements of the Group and the interim financial statements of the Company (the “interim financial statements”) have been prepared in accordance with International Financial Reporting Standards (IFRS) and IFRIC interpretations (IFRS IC) as adopted by the European Union and the Companies Act 2006 applicable to companies reporting under IFRS.

The interim financial statements are for the six months period ended 30 June 2022 and are presented in Sterling (£) which is the Company’s presentation currency. The financial information for the six months period ended 30 June 2022 have not been reviewed by the Company’s external auditors or audited.

The interim consolidated financial statements of the Group and the interim financial statements of the Company have been prepared using going concern assumption under the historical cost convention. The Directors believe the Group has or has access to sufficient funds to continue as a going concern for at least 12 months from the end of the reporting period.

3. Dividend

 No dividends will be distributed for the six-month period ended 30 June 2022.

4. Earnings per share

Basic and diluted

5. Events after the reporting period

There were no significant events subsequent to 30 June 2022 and occurring before the date of signing of the interim financial statements that would have a significant impact on these annual financial statements.