30 September 2024

SHUKA MINERALS PLC

("Shuka" or the "Company")

Interim Results for the six months to 30 June 2024 and update on Financial Position

Shuka Minerals plc (AIM: SKA), an African focused mine operator and developer, announces the Company's unaudited interim results for the six months ended 30 June 2024.

Chairman's Report

I am pleased to present the Company's Interim Results for the six-month period from 1 January 2024 to 30 June 2024. This period has seen operational developments and some strategic advancements that underscore our potential future direction.

Corporate Developments

Settlement of Legacy Dispute with Upendo Group

A significant development in the first half of the year was the settlement of the long-standing dispute with Upendo Group regarding their 10% residual interest in the Rukwa coal mining license. This dispute, which had persisted for many years, was resolved in February 2024 with a definitive agreement, under which the Company has paid US$110,000 to Upendo. The settlement draws a clear line under the matter, bringing all related legal proceedings to a close, and involves a waiver of any future claims by Upendo.

Board Changes

During the period Mr. Jason Brewer stepped down from the Board to avoid potential conflicts of interest. However, the Company is pleased to have retained Mr. Brewer as a strategic adviser under a consultancy agreement, ensuring that we continue to benefit from his expertise.

As the strategic direction of the Company progresses, it has been agreed that Noel Lyons, Paul Ryan and Allen Zimbler will each leave the company with effect from 30 November 2024, or such earlier date as may be agreed. The Company is actively progressing the appointment of additional directors, at both executive and non-executive level and looks forward to providing further updates once customary due diligence has been concluded.  

Operational Performance

Rukwa Coal Mine

Operationally, the Rukwa coal mine has faced challenges, particularly due to the rainy season, which caused a temporary halt in production. Nonetheless, with the return of local staff and preparation for the new production cycle, we are optimistic that output will resume in the coming months. Demand for coal in regional markets remains strong, and we expect this trend to continue into the second half of the year.

Strategic Growth Initiatives

Potential Acquisition

As previously announced in March 2024, the Board is progressing the potential acquisition of a brownfield base metals project in East Africa (the "Project"). The due diligence process has now been completed, with independent technical and legal assessments indicating that the Project presents an attractive opportunity for the Company.

The Project has a historical non-JORC compliant resource base with an estimated in-situ value of approximately US$1.98 billion, and economic analyses project pre-tax cash flows of US$1.84 billion. Should the acquisition proceed, our development plan will include a phased exploration program to validate the resource further and establish a clear pathway for both open-pit and underground mining operations.

We have already paid US$150,000 to the counterparty as part of this acquisition process, with the remaining consideration of US$5.85 million to be settled through a combination of cash and equity on a staged-payment basis. While regulatory approvals and closing conditions are still pending, we remain confident in the strategic benefits of this acquisition.

While the Board remains excited by the potential acquisition, there can be no certainty that the requisite regulatory approvals and customary closing conditions will be satisfied (or waived) and that definitive documentation will be concluded, or as to the eventual detailed terms or timing of the transaction.

Further announcements regarding the potential acquisition will be made as and when appropriate.

Convertible Loan Note and Financial Position

To fund the potential acquisition and support our broader growth plans, we announced in May 2024 that we had secured a £2 million convertible loan note agreement with AUO Commercial Brokerage LLC ("AUO"). AUO subsequently advised the Company in August 2024 that its investment capital was tied up in ongoing transactions which were taking longer to conclude than they initially anticipated, and accordingly it did not have access at that time to the Company's requested initial CLN drawdown funds.  

While AUO has reiterated its commitment to supporting the Company's future endeavours and financial needs to support the ongoing business and obligations of the Company, the Company currently has limited  cash at bank and continues to carefully manage its resources and creditors. Assuming it is able to continue to manage creditors, it expects current funds available will be sufficient to the end of November 2024.

Accordingly, in the absence of funds being provided by AUO on a timely basis, the Company is actively exploring alternative sources of financing in order to provide sufficient working capital for the Company, until such time as the requested funds are provided by AUO pursuant to the convertible loan note or otherwise.

This includes discussions with Gathoni Muchai Investments Limited ("GMI"), a major shareholder of the Company, which has provisionally offered an unsecured, interest free, non-convertible loan facility, of £500,000, subject to GMI having secured the necessary funding in the near term to provide such a facility; however there can be no guarantee these discussions will be formalised or that GMI will secure the requisite funding and accordingly there can be no guarantee that such a facility will be made available.

Whilst the Board remains confident in its ability to raise such additional funding on a timely basis, there can be no guarantee that such funding will be secured, or as to the terms of any such financing, which may impact the Company's ability to continue to trade.  

Further announcements will be made as appropriate.

Thank you for your continued support.

Quinton Van Der Burgh
Chairman, Shuka Minerals PLC.

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR") and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

The income for the period arises from the Group's continuing operations.