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REG - Cornish Metals Inc. - UNAUDITED FINANCIAL STATEMENTS FOR Q3 2024

RNS Number : 0364N Cornish Metals Inc. 21 November 2024  

CORNISH METALS RELEASES UNAUDITED FINANCIAL STATEMENTS AND MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2024

Vancouver, November 20, 2024

Cornish Metals Inc. (TSX-V/AIM: CUSN) ("Cornish Metals" or the "Company"), a mineral exploration and development company focused on its 100% owned and permitted South Crofty tin project in Cornwall, United Kingdom, is pleased to announce that it has released its unaudited financial statements and management, discussion and analysis ("MD&A") for the nine months ended September 30, 2024. The reports are available under the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.cornishmetals.com).

Highlights for the nine months ended September 30, 2024 and for the period ending November 20, 2024

(All figures expressed in Canadian dollars unless otherwise stated)

·    Appointment of Don Turvey as Chief Executive Officer ("CEO") (news release dated August 11, 2024):

o  Mr. Turvey appointed as CEO and an executive director of the Company effective October 9, 2024, and who has since relocated to Cornwall where he is based;

o  Mr. Turvey is an experienced mining executive with more than 40 years of experience, including successfully securing funding and advancing new projects and historic mines through to production;

o  Upon Mr. Turvey's appointment, Ken Armstrong returned to the position of non-executive director and continues as Chair of the Company's Audit Committee;

o  Patrick Anderson returned to the position of non-executive Chair of the Board of Directors of the Company effective September 30, 2024.

·    US$9.1 million (equivalent to £7.0 million) credit facility arranged with Vision Blue Resources Limited ("Vision Blue") on October 15, 2024 (news release dated October 15, 2024):

o  Non-dilutive secured credit facility to support the continued development of South Crofty;

o  Proceeds of the credit facility are expected to be used for the Company's general operating and corporate purposes.

·    Appointment of Endeavour Financial ("Endeavour") as the Company's financial adviser on October 9, 2024 (news release dated October 9, 2024):

o  Endeavour appointed as financial adviser to secure project financing for the construction of South Crofty and advise the Company on funding options on the basis of the completed PEA and ongoing engineering studies;

o  Various sources of funding will be assessed to deliver an optimal project financing solution in the second half of 2025.

·    South Crofty Preliminary Economic Assessment ("PEA") completed, validating the Project's economic viability (news release dated April 30, 2024):

o  After-tax Net Present Value ("NPV") of US$201 million and Internal Rate of Return ("IRR") of 29.8%;

o  Average annual tin production of over 4,700 tonnes for years two through six, totalling 49,310 tonnes over a 14-year Life of Mine ("LOM");

o  Total after-tax cash flow of approximately US$626 million from start of production.

·    Near-mine Exploration Target at South Crofty (news release dated November 13, 2024):

o  Exploration Target points to potential additional mineralisation upside of 6Mt to 13Mt, at a tin grade of 0.5% to 1.8%, above the current South Crofty Mineral Resource in the Lower Mine area;

o  Potential to define additional mineralisation, which could expand the current Mineral Resource at the project.

·    Commencement of second phase of refurbishment of New Cook's Kitchen ("NCK") shaft (news release dated July 10, 2024):

o  Installation of the Phase 2 work platform, enabling faster replacement of old shaft timbers with new steel guides;

o  Winders and cages installed, fully commissioned and in operation, and certified to allow for safe transport of equipment and workers within NCK shaft;

o  Rephasing shaft refurbishment improves the functionality of NCK shaft and enables larger equipment to access the mine at an earlier stage in its re-development;

o  Shaft refurbishment is progressing and now forecast to be completed in Q4-2025 alongside mine dewatering to the 400-fathom level, with no expected impact to the overall project schedule.

·    Mine dewatering continues with the submersible pumps and Water Treatment Plant ("WTP") operating to specifications (news release dated July 10, 2024):

o  Water level in NCK shaft being maintained at approximately 280 meters below surface with the rate of dewatering being reduced to allow shaft refurbishment and dewatering to proceed concurrently;

o  Treated water being discharged to the Red River continues to meet the standards permitted by the Environment Agency.

·    Final drilling results from Wide Formation exploration program (news release dated August 18, 2024):

o  The completed 14-hole / 9,000-meter drilling program successfully tested the geometry and continuity of tin mineralization within a 2,500 meter by 800 meter extent of the Wide Formation;

o  Drilling also intersected tin mineralization associated with the Great Flat Lode and the Great Flat Lode Splay, as well as the interpreted eastern extension of the Great Condurrow Mine's Main Lode, and several strongly mineralized steeply dipping zones.

·    Purchase of land totalling 7.7 acres located immediately adjacent to South Crofty surface infrastructure (news release dated May 21, 2024):

o  The purchased land removes reliance on existing right-of-passage agreements, providing the Company with direct access to all surface infrastructure as well as additional space for future site works, opportunities for potential operating cost savings, renewable energy initiatives and improved overall property security.

·    Sale of Mactung and Cantung royalties for US$4.5 million in cash consideration (news release dated July 21, 2024):

o  Completion of disposal of Company's royalty interests on the Mactung and Cantung tungsten projects located in Northern Canada to Elemental Altus Royalties Corp. ("Elemental Altus");

o  Initial cash consideration of US$3.0 million received on August 1, 2024, with the balance of US$1.5 million due by August 1, 2025.

·    Sale of Nickel King property announced for a total consideration of up to $8.0 million (news release dated June 16, 2024):

o  Entered into a binding letter of intent with Northera Resources Ltd. ("Northera") for the sale of the Company's 100% interest in the Nickel King Property for a total consideration of up to $8 million;

o  Initial cash consideration of $250,000 received to date.

·    Samantha Hoe-Richardson joined the Board as independent non-executive director effective January 8, 2024 (news release dated January 8, 2024).

·    As at November 19, 2024 the Company's cash position was $12.5 million (equivalent to £7.1 million).

Don Turvey, CEO and Director of Cornish Metals, stated: "I am pleased to have joined Cornish Metals and will be working closely with the management and project teams to take South Crofty to production, to bring responsible tin mining back to Cornwall and to generate value by unlocking the project's potential as a long-term supplier of tin needed for electrical applications in the UK and Europe. Activity levels on-site are high as the NCK shaft refurbishment and mine dewatering progress, further derisking the project. We have also commenced the project finance process to secure the optimal funding solution for the construction of South Crofty."

Financial highlights for the nine months ended September 30, 2024 and October 31, 2023

Nine months ended (unaudited)

September 30, 2024

October 31, 2023

(Expressed in Canadian dollars)

Total operating expenses

6,495,774

3,281,200

Profit (loss) for the period

482,935

(1,571,831)

Net cash used in operating activities

4,024,494

1,761,034

Net cash used in investing activities

19,339,613

23,335,112

Net cash used in financing activities

228,966

723

Cash at end of the period

3,301,452

31,579,386

·    Increase in operating expenses impacted by higher travel and marketing expenditure arising from increased investor & media engagement and termination settlement payable to the former CEO;

·    Gain of $4.7 million arising from the sale of the Mactung and Cantung royalties, of which US$1.5 million is deferred consideration due by August 2025;

·    Expenditure of $2.2 million on new or replacement equipment for the mine, including the final payments for the permanent pumps for the underground pump station, cages and the new winders, and associated commissioning costs;

·    Expenditure of $2.8 million on land adjacent to the surface infrastructure at South Crofty;

·    Dewatering costs of $4.2 million for power, reagents, sludge disposal and maintenance of the WTP;

·    Other project related expenditure of $9.2 million relating to the advancement of South Crofty, primarily relating to the ongoing project engineering studies and NCK shaft re-access & refurbishment;

·    Costs of $1.6 million incurred for the completion of the exploration program at the Wide Formation; and

·    Cash decreased by $23.6 million to $3.3 million at the period end mainly due to ongoing development activities at the South Crofty tin project.

The Company changed its financial year end from January 31 to December 31 with effect from December 31, 2023 with the result that the current period of reporting is the nine months ended September 30, 2024.  The comparative period of reporting is the nine months ended October 31, 2023.

The credit facility arranged with Vision Blue, as described above, has a maturity date of 31 March 2025.  As a consequence, additional financing will be required before the end of March 2025.

Outlook

As described above, the Company continues to advance and derisk the South Crofty tin project towards production. By the end of December 2025, the Company's objectives are as follows:

·    Complete dewatering of South Crofty mine and refurbishment of NCK shaft;

·    Advance basic and detailed project engineering studies;

·    Place deposits for long lead items of plant and equipment;

·    Commence early project works, including initial construction of the groundworks for the processing plant; and

·    Arrange project financing for the South Crofty tin project.

ABOUT CORNISH METALS

Cornish Metals is a dual-listed mineral exploration and development company (AIM and TSX-V: CUSN) that is advancing the South Crofty tin project towards production. South Crofty:

·    Is a historical, high-grade, underground tin mine located in Cornwall, United Kingdom and benefits from existing mine infrastructure including multiple shafts that can be used for future operations;

·    Is fully permitted to commence underground mining (valid to 2071), construct new processing facilities and for all necessary site infrastructure;

·    Has a 2024 Preliminary Economic Assessment that validates the Project's potential (see news release dated April 30, 2024 and the Technical Report entitled "South Crofty PEA"):

o  US$201 million after-tax NPV8% and 29.8% IRR

o  3-year after-tax payback

o  4,700 tonnes average annual tin production in years two through six

o  Life of mine all-in sustaining cost of US$13,660 /tonne of payable tin

o  Total after-tax cash flow of US$626 million from start of production

·    Would be the only primary producer of tin in Europe or North America. Tin is a Critical Mineral as defined by the UK, American, and Canadian governments as it is used in almost all electronic devices and electrical infrastructure. Approximately two-thirds of the tin mined today comes from China, Myanmar and Indonesia;

·    Benefits from strong local community, regional and national government support with a growing team of skilled people, local to Cornwall, and could generate up to 320 direct jobs.

The 2024 Preliminary Economic Assessment for South Crofty is preliminary in nature and includes Inferred Mineral Resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorised as Mineral Reserves. There is no certainty that the 2024 Preliminary Economic Assessment will be realised. Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability.

TECHNICAL INFORMATION

This news release has been reviewed and approved by Mr. Owen Mihalop, MCSM, BSc (Hons), MSc, FGS, MIMMM, CEng, Chief Operating Officer for Cornish Metals Inc. who is the designated Qualified Person under NI 43-101 and the AIM Rules for Companies and a Competent Person as defined under the JORC Code (2012). Mr. Mihalop consents to the inclusion in this announcement of the matters based on his information in the form and context in which it appears.

ON BEHALF OF THE BOARD OF DIRECTORS

"Don Turvey"

Don Turvey

Engage with us directly at our investor hub. Sign up at: https://investors.cornishmetals.com/link/0y5Aly      

For additional information please contact:

Cornish Metals

Fawzi Hanano

Irene Dorsman

investors@cornishmetals.com

info@cornishmetals.com

Tel: +1 (604) 200 6664

SP Angel Corporate Finance LLP

(Nominated Adviser & Joint Broker)               

Richard Morrison

Charlie Bouverat

Grant Barker

Tel: +44 203 470 0470

Cavendish Capital Markets Limited

(Joint Broker)   

Derrick Lee

Neil McDonald

Tel: +44 131 220 6939

Hannam & Partners

(Financial Adviser)          

Matthew Hasson

Andrew Chubb

Jay Ashfield

cornish@hannam.partners

Tel: +44 207 907 8500

BlytheRay

(Financial PR)

Tim Blythe 

Megan Ray

cornishmetals@blytheray.com

Tel: +44 207 138 3204

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Caution regarding forward looking statements

This news release contains certain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements"). Forward-looking statements include predictions, projections, outlook, guidance, estimates and forecasts and other statements regarding future plans and operations, the realisation, cost, timing and extent of mineral resource or mineral reserve estimates, estimation of commodity prices, currency exchange rate fluctuations, estimated future exploration expenditures, costs and timing of the development of new deposits, success of exploration activities, permitting time lines, requirements for additional capital and the Company's ability to obtain financing when required and on terms acceptable to the Company, future or estimated mine life  and other activities or achievements of Cornish Metals, including but not limited to: the expected use of proceeds from the secured credit facility with Vision Blue; the balance of the cash consideration due to Cornish in respect of the sale of the Mactung and Cantung royalty interests; mineralisation at South Crofty, mine dewatering and construction requirements; the development, operational and economic results of the preliminary economic assessment, including cash flows, capital expenditures, development costs, extraction rates, recovery rates, mining cost estimates and returns; estimation of mineral resources; statements about the estimate of mineral resources and production of minerals; magnitude or quality of mineral deposits; anticipated advancement of the South Crofty project mine plan; exploration potential and project growth opportunities for the South Crofty tin project and other Cornwall mineral properties, the Company's ability to evaluate and develop the South Crofty tin project and other Cornwall mineral properties, strategic vision of Cornish Metals and expectations regarding the South Crofty mine, timing and results of projects mentioned. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "forecast", "expect", "potential", "project", "target", "schedule", "budget" and "intend" and statements that an event or result "may", "will", "should", "could", "would" or "might" occur or be achieved and other similar expressions and includes the negatives thereof. All statements other than statements of historical fact included in this news release, are forward-looking statements that involve various risks and uncertainties and there can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.

Forward-looking statements are subject to risks and uncertainties that may cause actual results to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to receipt of regulatory approvals, risks related to general economic and market conditions; risks related to the availability of financing; the timing and content of upcoming work programmes; actual results of proposed exploration activities; possible variations in Mineral Resources or grade; outcome of any future studies; projected dates to commence mining operations; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes, title disputes, claims and limitations on insurance coverage and other risks of the mining industry; changes in national and local government regulation of mining operations, tax rules and regulations. The list is not exhaustive of the factors that may affect Cornish's forward-looking statements.

Cornish Metals' forward-looking statements are based on the opinions and estimates of management and reflect their current expectations regarding future events and operating performance and speak only as of the date such statements are made. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ from those described in forward- looking statements, there may be other factors that cause such actions, events or results to differ materially from those anticipated. There can be no assurance that forward-looking statements will prove to be accurate and accordingly readers are cautioned not to place undue reliance on forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. Cornish Metals does not assume any obligation to update forward-looking statements if circumstances or management's beliefs, expectations or opinions should change other than as required by applicable law.

Caution regarding non-IFRS measures

This news release contains certain terms or performance measures commonly used in the mining industry that are not defined under International Financial Reporting Standards ("IFRS"), including "all-in sustaining costs". Non-IFRS measures do not have any standardized meaning prescribed under IFRS, and therefore they may not be comparable to similar measures employed by other companies. The data presented is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS and should be read in conjunction with Cornish Metals' consolidated financial statements and Management Discussion and Analysis, available on its website and on SEDAR+ at www.sedarplus.ca.

Market Abuse Regulation (MAR) Disclosure

The information contained within this announcement is deemed by the Company to constitute inside information pursuant to Article 7 of EU Regulation 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 as amended.

CONSOLIDATED CONDENSED INTERIM STATEMENTS OF FINANCIAL POSITION

(Unaudited)

(Expressed in Canadian dollars)

September 30, 2024

December 31, 2023

ASSETS

Current

        Cash

$           3,301,452

$         25,791,552

        Marketable securities

             2,927,438

             2,665,454

        Receivables

              2,508,031

              1,112,638

        Prepaid expenses

                 439,722

                 591,264

       Deferred financing fees

                510,810

                135,242 

              9,687,453

            30,296,150

Deposits

                   82,592

                  85,954

Property, plant and equipment

            27,987,102

            23,788,325

Exploration and evaluation assets

           73,403,237

           50,050,323

$       111,160,384

$       104,220,752

LIABILITIES

Current

        Accounts payable and accrued liabilities

$           4,254,516

$          5,063,940

        Deferred income

              150,000

                         -

             4,404,516

            5,063,940

NSR liability

           9,250,363

           9,064,817

           13,654,879

          14,128,757

SHAREHOLDERS' EQUITY

        Capital stock

         128,394,652

         128,394,652

       Capital contribution

             2,007,665

             2,007,665

        Share-based payment reserve

              1,084,152

                 711,690

       Foreign currency translation reserve

             7,927,259

             1,369,146

       Deficit

          (41,908,223)

          (42,391,158)

            97,505,505

            90,091,995

$       111,160,384

$       104,220,752

CONSOLIDATED CONDENSED INTERIM STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

(Unaudited)

(Expressed in Canadian dollars)

Three months ended

Nine months ended

September 30, 2024

October 31, 2023

September 30, 2024

October 31, 2023

EXPENSES

     Travel and marketing

$      216,556

$      242,737

$      664,044

$     488,797

      Insurance

197,445

164,843

596,952

511,899

      Office, miscellaneous and rent

48,515

40,883

166,722

148,925

      Professional fees

523,478

257,854

1,332,245

794,167

     Generative exploration expense

125

200

5,829

5,433

      Regulatory and filing fees

26,358

17,749

78,019

73,171

     Share-based compensation

93,098

104,587

223,897

130,136

     Salaries, directors' fees and benefits

            828,406

            410,795

         3,428,066

      1,128,672

Total operating expenses

(1,933,981)

      (1,239,648)

   (6,495,774)

(3,281,200)

Interest income

61,950

649,403

   470,504

   1,456,697

Foreign exchange gain

350,703

13,101

 322,663

 394,980

Gain (loss) on receipt of non-refundable deposit

(6,328)

-

84,968

-

     Impairment reversal of royalties

1,500,000

-

1,500,000

-

     Gain on disposal of royalties

4,675,904

-

4,675,904

-

     Unrealized loss on marketable securities

           (39,056)

         (112,276)

        (75,330)

       (147,296)

Profit (loss) before income taxes

4,609,192

(689,420)

482,935

(1,576,819)

Income tax recovery

                       -

               4,988

                    -

             4,988

Profit (loss) for the period

4,609,192

(684,432)

 482,935

(1,571,831)

      Foreign currency translation

        4,166,641

      (1,010,502)

    6,558,113

      1,619,065

Total comprehensive income (loss) for the period

  $   8,775,833

  $   (1,694,934)

$    7,041,048

   $   47,234

Basic and diluted income (loss) per share

$           0.02

$         (0.00)

  $           0.01

$         0.00

Weighted average number of common shares outstanding:

535,270,712

535,270,712

535,270,712

535,268,881

CONSOLIDATED CONDENSED INTERIM STATEMENTS OF CASH FLOWS 

(Unaudited)

(Expressed in Canadian dollars)

For the nine months ended

September 30, 2024

October 31, 2023

CASH FLOWS FROM OPERATING ACTIVITIES

      Profit (loss) for the period

$  482,935

$   (1,571,831)

      Items not involving cash:

          Share-based compensation

223,897

130,136

          Unrealized loss on marketable securities

          Gain on receipt of non-refundable deposit

75,330

         (84,968)

147,296

       -

          Impairment reversal of royalties

(1,500,000)

-

          Gain on disposal of royalties

(4,675,904)

-

          Foreign exchange loss

(322,663)

(394,980)

          Income tax recovery

-

(4,988)

          Income taxes paid

-

(11,012)

      Changes in non-cash working capital items:

            Decrease (increase) in receivables

        530,148

(348,196)

            Decrease in prepaid expenses

165,929

          105,201

            Increase in accounts payable and accrued liabilities

       1,080,802

          187,340

      Net cash used in operating activities

      (4,024,494)

     (1,761,034)

CASH FLOWS FROM INVESTING ACTIVITIES

     Acquisition of property, plant and equipment

     Acquisition of exploration and evaluation assets

     Proceeds on receipt of non-refundable deposits

     Proceeds from disposal of royalties

     Increase in deposits

 (6,446,743)

(17,224,234)

    234,968

4,099,004

            (2,608)

 (11,817,289)

(11,489,073)

      -

-

          (28,750)

      Net cash used in investing activities

    (19,339,613)

   (23,335,112)

CASH FLOWS FROM FINANCING ACTIVITIES

     Increase in deferred financing fees

(228,966)

-

     Lease payments

                       -

               (723)

      Net cash used in financing activities

         (228,966)

               (723)

Change in cash during the period

(23,593,073)

(25,096,869)

Cash, beginning of the period

     25,791,552

  55,495,232

Impact of foreign exchange on cash

         1,102,973

        1,181,023

Cash, end of the period

$    3,301,452

$    31,579,386

Cash paid during the period for interest

$                    -

$                -

Cash paid during the period for income taxes

$                    - 

$        11,012

CONSOLIDATED CONDENSED INTERIM STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY       

(Unaudited)

(Expressed in Canadian dollars)

Share

Foreign

      Capital stock

subscriptions

Share-based

currency

Number of

received in

Capital

payment

translation

Shareholders'

shares

Amount

advance

contribution

reserve

reserve

Deficit

equity - total

Balance at January 31, 2023

535,020,712     

$128,377,152

$         17,500

$   2,007,665

$      384,758

$   (648,962)

$  (39,677,003)  

$ 90,461,110

   Warrant exercises

250,000

17,500

(17,500)

-

-

-

        -

-

Foreign currency translation

-

-

-

-

-

1,619,065

                      -                     

1,619,065

Share-based compensation

-

-

-

-

207,514

-

                      -

207,514

Loss for the period

-

-

-

-

-

-

      (1,571,831)

        (1,571,831)

Balance at October 31, 2023

535,270,712     

$128,394,652

$                  -

$   2,007,665

$      592,272

$970,103

$  (41,248,834)  

$ 90,715,858

Balance at December 31, 2023

535,270,712     

$128,394,652

$                  -

$   2,007,665

$      711,690

$  1,369,146

$  (42,391,158)  

$ 90,091,995

    Foreign currency translation

-

-

-

-

-

6,558,113

                      -                     

6,558,113

    Share-based compensation

-

-

-

-

372,462

-

                      -

372,462

Profit for the period

-

-

-

-

-

-

             482,935

            482,935

Balance at September 30, 2024

535,270,712     

$128,394,652

$                  -

$   2,007,665

$      1,084,152

$ 7,927,259

$  (41,908,223)  

$ 97,505,505

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