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Orsu Metals Corporation
Annual results for the year ended December 31, 2015
AIM: OSU TSX: OSU
PRESS RELEASE
March 30, 2016
Orsu Metals Corporation ("Orsu" or the "Company"), the dual listed (TSX: OSU; AIM: OSU) London-based base and precious metals exploration and development company today reports its audited annual results for the year ended December 31, 2015.
A full Management's Discussion and Analysis of the results ("MD&A") and audited Consolidated Financial Statements for the year ended December 31, 2015 ("Financials") will soon be available on the Company's profile on SEDAR (www.sedar.com) or on the Company's website (www.orsumetals.com). Copies of the MD&A and Financials can also be obtained upon request from the Company Secretary.
The Financials have been prepared in accordance with applicable International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB").
All amounts are reported in United States Dollars ($) unless otherwise indicated. Canadian Dollars are referred to herein as CAD$ and British Pounds Sterling are referred to as GBP£.
The following information has been extracted from the MD&A and the Financials. Reference should be made to the complete text of the MD&A and the Financials.
2015 HIGHLIGHTS
A year on year reduction of $0.7million in net losses from continuing operations to $4.5 million for the year ended December 31, 2015, from a comparable loss of $5.2 million for the year ended December 31, 2014, along with a year on year reduction of $0.8 million in net cash outflows.
As at December 31, 2015 the Company had cash and cash equivalents of $4.7 million and estimates to have sufficient working capital to fund its exploration and administration obligations for the next 12 months.
In January 2015, the Company announced that Mr Christopher Power, the Company's Technical Director, would leave the Company by mutual consent on April 30, 2015.
In March 2015, the Company announced that pursuant to a review of a mandate announced on July 31, 2012 (the "Mandate") by UniCredit Bang AG ("UniCredit") and Barclays Bank plc ("Barclays"), the Company was notified by UniCredit and Barclays that the Mandate had formally lapsed with immediate effect in accordance with their internal policies and protocols. The Company had appointed UniCredit and Barclays as co-ordinating mandated lead arrangers under the Mandate to use commercially reasonable efforts to arrange a project finance facility of up to $90 million to finance the Company's Karchiga Project in Kazakhstan.
In April 2015, the Company announced that it had entered into a new conditional exclusivity agreement (the "Exclusivity Agreement") with David-Invest LLP ("David-Invest"), a Kyrgyz registered company, and a related company, David Way Limited ("David Way"), a Hong Kong registered company (together the "Potential Buyers") with a view to the potential sale of the Akdjol-Tokhtazan Project which expired on December 31, 2015.
In May 2015, the Company announced that Mr Timothy Hanford would not stand for re-election as a director, and accordingly his directorship terminated as at the conclusion of the Company's annual shareholder meeting held on June 22, 2015.
In September 2015, the Company announced the grant of a total of 15.7 million stock options (each an "Option") to directors, senior management, employees and consultants, with each Option entitled to purchase one common share of the Company (each a "Common Share") at an exercise price of CAD$0.02. Each Option vested with immediate effect and will expire on September 2, 2020.
POST YEAR END HIGHLIGHTS
In January 2016, the Company announced that further to the Exclusivity Agreement with the Potential Buyers, the Potential Buyers had not exercised their option to purchase the Akdjol-Tokhtazan Project before the deadline of December 31, 2015 and consequently, the Exclusivity Agreement had lapsed and ongoing discussions between the Company and the Potential Buyers would continue on a non-exclusive basis.
In January 2016, the Company announced that it received confirmation from the relevant Kyrgyz authorities that the licenses for its Akdjol-Tokhtazan Project had been until January 1, 2020.
In February 2016, the Company announced its UK registered office changed to Berkeley Square House, Berkeley Square, London W1J 6BD, United Kingdom. The change arose following the end of the Company's lease for its former offices at 1 Red Place, London, United Kingdom on February 6, 2016.
EXECUTIVE CHAIRM AN'S S TATEM ENT
2015 saw a continued deterioration in the adverse economic climate which has effected the natural resources sector since 2008 and resulted in the Company significantly curtailing its exploration and corporate activities during the year. After the fall in global oil prices during the fourth quarter of 2014, copper prices fell significantly at the start of 2015 and remained at depressed levels throughout 2015 and are forecast to remain at relatively low levels for the foreseeable future. Within this challenging environment, I and the management of Orsu continued with our efforts to find a financing solution for the Karchiga Project, undertook limited exploration work at the Kogodai Project as well as continuing to seek to dispose of the Akdjol-Tokhtazan Project. As a consequence of the adverse economic factors and uncertainty over the timing for any improvement in the overall economic climate, during 2016 I and the Board of Directors will consider alternative options in relation to the Company's existing exploration projects as well as the future strategic direction of Orsu.
In relation to the Karchiga Project, I and the Board of Directors are deeply disappointed that since the completion of the Karchiga Definitive Feasibility Study Report in March 2012 the Company has not been able to progress the construction of mining and processing facilities at the project. A number of negative factors have contributed to this which include the lapse of the Mandate with Barclays and UniCredit, continuing lack of equity investor confidence in the natural resources sector, the depressed copper price, future forecast for copper prices, the economic uncertainty which currently persists in China and the associated lack of pick up from other developing economies. Given the period of time that has lapsed, I and the Board of Directors will consider whether it will be possible to achieve the required financing needed to progress the project in a realistic period of time or whether an alternative course of action would be in the best interests of the local staff currently employed at the Karchiga Project as well as the shareholders of Orsu.
I am pleased to report that there was a net reduction in year on year losses from the Company's continuing operations of $0.7 million and an overall year on year saving in cash expenditures of $0.8 million. The savings in cash expenditures were as a result of management continuing to take proactive steps to reduce administrative costs, and to operate more efficiently, as well significantly reducing exploration work at the Kogodai Project. As a continuing objective to reduce expenditures, and to preserve its cash assets, the Company relocated from its head office at Red Place, London, following the expiry of its lease in February 2016 as a result of which estimates that it will achieve significant future annual cash savings. As at December 31, 2015 the Company had a relatively strong cash balance of $4.7 million and along with the continued emphasis to minimise expenditures in a challenging environment remains in a relatively strong positon to look at new opportunities. In the event that Orsu were to dispose of one or more of its exploration projects then this would further strengthen the Company's position and allow it to look at new opportunities and add value to shareholder's interests.
In relation to the Akdjol-Tokhtazan Project, the Company was unable to conclude a disposal of the project to the Potential Buyers during 2015. Under the terms of the Exclusivity Agreement all expenditures at the project were to be fully funded by the Potential Buyers. Following the expiry of the Exclusivity Agreement there remained outstanding liabilities which the Potential Buyers failed to honour for which the Company has provided for as at December 31, 2015. As the Company has been unable to dispose of the Akdjol-Tokhtazan Project, the Company decided to discontinue work at the project but continues to discuss a potential disposal with a number of interested parties.
Having set out the financial climate in my introduction, during 2016 the Board of Directors, management and I will consider the current economic circumstances of the Company and the prospects for an improvement thereafter. A number of factors will be considered which include that the Company has been unable to generate sufficient funding for the progression of its most advanced exploration project, the Karchiga Project, with proven economic feasibility; it has disposed of its interests in exploration projects to generate cash; the Kogodai Project, as a new exploration project, will require a major investment to fund an exploration programme from initial exploration work through to economic feasibility and thereafter into the construction of mining and processing facilities for which the Company may not have sufficient funds; the continuing global economic uncertainties; low copper price and continued lack of equity finance. The Company will then decide on its strategic direction going forward which may include a potential disposal of one or more of its exploration interests as well as seeking new business opportunities other than exploration projects.
Finally, I would like to thank the staff and management of Orsu for their continued dedication and hard work and to extend our thanks on behalf of the Board to shareholders for their continued support as we look forward to the remainder of 2016.
Dr Sergey V Kurzin Executive Chairman March 30, 2016
FINANCIAL RESULTS FOR THE YEAR ENDED DECEMBER 31, 2015
For the year ended December 31, 2015 the Company reported a net loss from continuing operations of $4.5 million, compared to a net loss from continuing operations of $5.2 million for the year ended December 31, 2014. Including the net loss from discontinued operations resulted in a total net loss of $9.0 million for the year ended December 31, 2015 compared to $5.3 million for the year ended December 31, 2014.
During the year ended December 31, 2015 capitalized development expenditure in relation to the Karchiga Project amounted to $96,000 ($162,000 for the year ended December 31, 2014).
In September 2015, the Company granted a total of 15.7 million Options of the Company at an exercise price of CAD$0.02. The Options were accounted for as equity and a fair value measured as at the date of the grant to be $0.1 million.
As at December 31, 2015 the Company had net assets of $12.2 million ($21.1 million as at December 31, 2014) of which $4.7 million was held in cash and cash equivalents ($7.6 million as at December 31, 2014).
The net loss from continuing operations of $4.5 million for the year ended December 31, 2015 consisted of: administrative costs of $2.5 million, legal and professional costs of $0.5 million, exploration costs of $0.2 million, an impairment charge in relation to the Karchiga Project of $0.8 million, a net foreign exchange loss of $0.5 million and a stock based compensation charge of $0.1 million. The losses were partially offset by net finance income for the year ended December 31, 2015 of $0.1 million.
LIQUIDITY AND CAPITAL RESOURCES
As at December 31, 2015 the Company's main source of liquidity was unrestricted cash and cash equivalents of $4.7 million, compared with $7.6 million as at December 31, 2014.
The Company's working capital needs as at December 31, 2015 included the funding for its care and maintenance costs at Karchiga, its existing and future expenditure obligations of the Kogodai Project, its corporate and administrative expenditure requirements and potential contributions towards project finance, if and when arranged, in relation to the Karchiga Project. The Company expects to fund its working capital requirements from its existing cash resources for the remainder of 2015, other than as set out below for the Karchiga Project, and be able to contribute towards the pursuit of future growth opportunities (which may include acquiring one or more additional assets), if and when such opportunities arise, from its unrestricted cash of $4.7 million as at December 31, 2015 and potential net proceeds, if any, from the sale of the Akdjol- Tokhtazan Project or other projects.
During the year ended December 31, 2015 the net cash used by the Company's operating expenditures was
$2.9 million, compared to $3.7 million for the year ended December 31, 2014 (as set out in the audited consolidated financial statements for the period ended December 31, 2015).
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Estimated working capital requirements for 2016
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$000
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Estimated corporate and administrative expenditure (1)
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2,021
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Estimated expenditure for the Kogodai Project (2)
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1,044
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Total
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3,065
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Notes:
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Includes office expenditure at the Karchiga Project. In estimating the forecast expenditures, the Company has applied an average 2016 exchange rate of GBP£/ $ 1.4882 for its UK corporate expenditures and an average 2015 exchange rate of Kazakh Tenge/ $ 339.47 for local office expenditure at the Karchiga Project.
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The total exploration expenditure obligation (measured from the date of the transfer of the license) is
$3.75 million over five years. The Company will fund the Kogodai Project in U.S. dollar currency.