TIDMGSP
RNS Number : 4721X
Gensource Potash Corporation
30 August 2022
30 August 2022
Gensource Potash Releases Financial Statements and Management's
Discussion and Analysis for the Period Ending June 30, 2022
SASKATOON, Saskatchewan and London, U.K., August 30, 2022 -
Gensource Potash Corporation ("Gensource" or the "Company")
(AIM/TSXV: GSP), a fertilizer development company focused on
sustainable potash production, announces that it has released its
Financial Statements and Management's Discussion and Analysis for
the period ending June 30, 2022. The reports are available under
the Company's profile on SEDAR ( www.sedar.com ) and on the
Company's website (
https://gensourcepotash.ca/financials-and-presentations/ ).
Gensource is hosting a shareholder update call on Wednesday
August 31, 2022 at 4:00 PM Eastern time / 9.00 PM UK time, during
which the Company will provide an update on the development of its
potash project near Tugaske, SK (the "Tugaske Project"), discuss
next steps, current fertilizer market industry dynamics and respond
to shareholder questions. Participants can join the call by
dialing: 1- 844-534-3191. If shareholders would like any specific
items addressed during the call, they should email questions in
advance to: info@gensource.ca .
Related party transaction
On May 31, 2022, the Company received a promissory note from
Michael Ferguson, President and CEO of the Company, in the amount
of C$250,000 for project related and general working capital
purposes. The promissory note bears interest at a rate of 0% per
annum and matures on July 1, 2023. The Company is entitled to
prepay the whole or any part of the indebtedness evidenced by this
note at any time and from time to time without notice, bonus or
penalty of any kind whatsoever.
Summary of Key Activities
The Company has continued to be laser focused on reaching a
conclusion to the equity financing for the Tugaske Project
("Tugaske" or the "Project"). Gensource was active in the public
markets through to early May 2022; however, the process was
deferred to the fall due to the general collapse of the public
markets worldwide which was driven largely by the war in Ukraine.
The Company continues discussions with private equity capital
providers - many of which have enhanced interest in the potash and
general fertilizer space due to the current global fertilizer and
agriculture situation. Helm, the Company's equity partner and
Project off-taker, has steadfastly maintained its efforts to
support the financing process and continues discussions with all
equity investors. The Company will provide news to shareholders as
it becomes available. In the meantime, The Bridge Engineering study
currently underway will address inflationary pressures and will
detail updated capex and opex estimates for the Tugaske Project.
Although the first module at Tugaske, and the financing of it, is
clearly the priority focus for management, initial planning
continues with respect to adding the second module to the Tugaske
Project as previously announced.
As of the date of the MD&A, the following significant events
have occurred in 2022:
-- The Company announced that its strategic investor and offtake
partner, HELM AG and its subsidiary HELM Fertilizers, furthered its
commitment to the Company's potash project located near Tugaske,
Saskatchewan. HELM and Gensource plan to double the overall potash
production capacity of the Tugaske Project, from 250,000 tonnes per
year to 500,000 tonnes per year, under a second phase of the
Tugaske Project ("Phase 2") by adding a second module to the
Tugaske Project. It is expected that Phase 2 will be implemented
immediately following the completion of the first phase of the
Tugaske Project ("Phase 1"). In addition, HELM has committed to
guarantee a CAD $12,500,000 contingency account for the Tugaske
Project, as is required by the bank syndicate of KfW IPEX-Bank and
Société Générale in connection with the Company's anticipated and
previously announced debt financing. The two senior lending banks,
KfW IPEX-Bank and Société Générale, remain fully supportive of the
Project. (See news release dated June 21, 2022).
-- The Company announced that on June 13, 2022, Michael Ferguson
(CEO) exercised, for cash, 1,000,000 stock options at C$0.13 per
common share, Deborah Morsky (PDMR) exercised for cash, 1,000,000
Options at C$0.13 per Common Share and Robert Theoret (PDMR)
exercised, for cash, 807,000 Options at C$0.13 per Common Share in
return for the issue of 1,000,000, 1,000,000 and 807,000 new Common
Shares to Michael Ferguson, Deborah Morsky and Robert Theoret,
respectively. A non-PDMR exercised 500,000 Options in return for
500,000 Common Shares at a price of C$0.13 on June 13, 2022. (See
news release dated June 14, 2022)
-- The Company announced that Stephen Dyer, Non-Executive
Director, acquired 375,000 Common Shares on June 9th, 2022 at
C$0.27 per Common Share. (See news release dated June 13,
2022).
-- The Company announced the results of its annual general and
special meeting ("AGSM") of shareholders held on May 27, 2022, the
Q1 2022 financial results and the appointment of Stephen Dyer as
Non-Executive Board Chair. (See news release dated May 31,
2022).
-- The Company announced the first on-site activities, the
completion of a geotechnical field program for its potash project
located near Tugaske, Saskatchewan (the "Tugaske Project").
Completion of this fieldwork represents an important
pre-development Project milestone in this increasingly relevant
potash project that will support the agriculture sector. (See news
release dated May 26, 2022).
-- The Company announced that has reached a binding agreement to
acquire 100% of the issued and outstanding shares of Innovare
Technologies Ltd., a privately held developer of patented selective
solution mining and brine processing technology for the recovery of
potash and other soluble minerals. Gensource's acquisition of
Innovare's shares will occur by way of a reorganization whereby
Innovare's existing shareholders will transfer the shares they hold
in Innovare to Gensource in exchange for new common shares of
Gensource. Following completion of the reorganization, which is
still subject to a number of conditions precedent, Innovare will
exist as a wholly owned subsidiary of Gensource and Innovare's
business will be integrated with and controlled by Gensource. (See
news release dated April 13, 2022).
-- The Company announced the continued appointment of thinkHERO
Incorporated to provide external investor relations services to the
Company. (See news release dated April 1, 2022).
-- The Company announced the mutual release and settlement
agreement dated February 11, 2022 with Frank Eberhardt, Carl F
Peters GmbH & Co. and 11664735 Canada Ltd. with regards to the
statement of claim filed by the Plaintiffs against the Defendants,
as described in the Company's news release dated June 17, 2021.
(See news release dated February 14, 2022).
Outlook
For the immediate future, the Company intends to raise
additional financing for the following purposes:
-- complete the financing of the Tugaske Project,
-- working capital purposes, and
-- to begin to develop a second project.
The Company continues to monitor its spending and will amend its
plans based on business opportunities that may arise in the
future.
Subsequent Events
-- Subsequent to June 30, 2022, the Company completed the
Continuance of the Company out of the Province of Ontario under the
provisions of the Business Corporations Act (Ontario) and into the
Province of Saskatchewan under the provisions of The Business
Corporations Act (Saskatchewan) (the "Continuance") . As a result
of the Continuance, the Company has changed its registered office
from 18 King St. E., Suite 902, Toronto, Ontario, Canada M5C 1C4 to
Suite 1100-201-1st Avenue South, Saskatoon, Saskatchewan, Canada
S7K 1J5, effective immediately.
-- Michael Ferguson, Executive-Director, acquired 40,000 Common
Shares on July 22nd, 2022 at $0.19 per Common Share; Alton
Anderson, Executive -Director, acquired 40,000 Common Shares on
July 22, 2022, at $0.185 per Common Share and Michael Mueller,
Non-Executive Director, acquired, in aggregate, 50,000 Common
Shares on July 22nd, 2022, at a weighted average price of $0.1868
per Common Share. (See news release dated July 25, 2022)
-- Amy O'Shea, Non-Executive Director, acquired 10,000 Common
Shares on July 25th, 2022 at C$0.19 per Common Share. (See news
release dated July 28, 2022)
-- KClean Potash received, in aggregate, $1,000,000 in draws
against the unsecured HELM $5,000,000 credit facility (August 10,
2022 and August 23, 2022).
Consolidated Statements of Financial Position
(Expressed in Canadian Dollars)
---------------------------------------------- -------------- --------------
As at December As at December
31, 2021 31, 2020
---------------------------------------------- -------------- --------------
ASSETS
Current assets
Cash $ 493,438 $ 748,946
Prepaid expenses and deposits 990,692 11,185
GST/HST and other receivables 439,520 37,189
Investments 12,037 6,305
---------------------------------------------- -------------- --------------
Total current assets 1,935,687 803,625
Non-current assets
Deferred financing costs 1,244,865 366,658
Exploration and evaluation assets 3,940,941 13,289,180
Property, plant and equipment 16,877,019 14,550
Right-of-use assets 104,191 44,289
Total non-current assets 22,167,016 13,714,677
---------------------------------------------- -------------- --------------
Total assets $ 24,102,703 $ 14,518,302
---------------------------------------------- -------------- --------------
SHAREHOLDERS' EQUITY AND LIABILITIES
Current liabilities
Amounts payable and other liabilities $ 4,208,725 $ 480,848
Short-term portion of lease liability 45,372 49,777
---------------------------------------------- -------------- --------------
Total current liabilities 4,254,097 530,625
Non-current liabilities
Lease liability 71,209 6,851
250,000 -
Convertible debt 2,011,250 -
Helm credit facility 2,027,671 -
---------------------------------------------- -------------- --------------
Total liabilities 8,614,227 537,476
Shareholders' equity
Share capital 42,120,370 34,707,530
Contributed surplus 5,817,990 5,464,065
Equity portion of convertible debt 72,526 -
Deficit (32,522,410) (26,190,769)
---------------------------------------------- -------------- --------------
Total shareholders' equity 15,488,476 13,980,826
---------------------------------------------- -------------- --------------
Total shareholders' equity and liabilities $ 24,102,703 $ 14,518,302
---------------------------------------------- -------------- --------------
Consolidated Statements of Operations and Comprehensive Loss
(Expressed in Canadian Dollars)
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
--------------------------------------------------------------------------------------------------- --------------- ----------------- ---------------
Expenses
General and administrative (notes 13 and 14)
$ 639,610 $ 964,468 $ 1,364,891 $ 1,356,961
Share-based payments (note 11) 20,033 154,137 20,033 526,500
Depreciation (notes 4 and 5) 13,196 14,256 26,393 29,165
Other exploration and evaluation - 6,836 - 6,836
------------------------------------------------------- ------------------------------------------ --------------- ----------------- ---------------
672,839 1,139,697 1,411,317 1,919,462
------------------------------------------------------- ------------------------------------------ --------------- ----------------- ---------------
Income (loss) before under noted
items (672,839) (1,139,697) (1,411,317) (1,919,462)
Interest income 86 2,481 527 3,291
Unrealized (loss) gain on FVTPL investments 2,483 1,147 764 4,395
Gain on modification of lease liability
(note 6) - 5,211 - 5,211
Accretion expense (notes 6 and 8) (44,192) (4,342) (87,730) (7,334)
Foreign exchange gain (1,414) 7,740 67,006 22,980
Interest on credit facility (12,466) - (22,671) -
------------------------------------------------------- ------------------------------------------ --------------- ----------------- ---------------
Loss and comprehensive loss $ (728,342) $ (1,127,460) $ (1,453,421) $ (1,890,919)
Basic and diluted loss per share
(note 12) $ (0.00) $ (0.00) $ (0.00) $ (0.00)
------------------------------------------------------- ------------------------------------------ --------------- ----------------- ---------------
Weighted average number of common
shares outstanding - basic and diluted
(note 12) 421,706,786 414,311,797 421,263,686 406,899,968
Consolidated Statements of Cash Flows (Expressed in Canadian
Dollars)
Six Months Ended June 30,
2022 2021
Operating activities
Net loss $ (1,453,421) $ (1,890,919)
Adjustments for:
Depreciation 26,393 29,165
Share-based payments 20,033 526,500
Accretion expense 87,730 7,334
Unrealized gain on FVTPL investments (764) (4,395)
Interest on credit facility 22,671 (5,211)
----------------------------------------------- -------------------------- -------------
(1,297,358) (1,337,526)
Changes in non-cash working capital 2,947,984 113,183
----------------------------------------------- -------------------------- -------------
Net cash used in operating activities 1,650,626 (1,224,343)
----------------------------------------------- -------------------------- -------------
Investing activities
Expenditure on property in development stage (4,052,428) -
Purchase of property, plant and equipment (1,770) (1,810)
Acquisition and expenditures on exploration
and evaluation assets (260,038) (1,610,915)
----------------------------------------------- -------------------------- -------------
Net cash used in investing activities (4,314,236) (1,612,725)
----------------------------------------------- -------------------------- -------------
Financing activities
Cash proceeds from promissory note 250,000 -
Cash proceeds from Helm credit facility 1,000,000 -
Cash proceeds from issuance of shares - 5,225,782
Cost of issuance - (289,393)
Cash proceeds from exercise of stock options 536,910 116,000
Deferred financing costs (309,745) (231,877)
Repayment of lease on right-of-use asset (32,196) (38,470)
----------------------------------------------- -------------------------- -------------
Net cash provided by financing activities 1,444,969 4,782,042
----------------------------------------------- -------------------------- -------------
Net change in cash (1,218,641) 1,944,974
Cash, beginning of period 1,712,079 748,946
----------------------------------------------- -------------------------- -------------
Cash, end of period $ 493,438 $ 2,693,920
For further information on Gensource Potash, please contact:
Gensource Potash Corporation
Mike Ferguson - President & CEO +1-306-974-6414
Strand Hanson Limited (Nominated & Financial
Adviser) +44 (0) 20 7409 3494
Ritchie Balmer / Rory Murphy / Charles Hammond
Peel Hunt LLP (Broker) +44 (0) 20 7418 8900
Ross Allister / David McKeown / Georgia
Langoulant
Camarco (Financial PR) +44 (0) 20 3757 4997
Gordon Poole / Charlotte Hollinshead / Lily
Pettifar
For any press enquiries please contact us on
gensource@camarco.co.uk
Further information on Gensource Potash Corporation can be found
at www.gensourcepotash.ca
Follow us on twitter @GensourcePotash
About Gensource
Gensource is a fertilizer development company based in
Saskatoon, Saskatchewan and is on track to become the next
fertilizer production company in that province. With a modular and
environmentally leading approach to potash production, Gensource
believes its technical and business model will be the future of the
industry. Gensource operates under a business plan that has two key
components: (1) vertical integration with the market to ensure that
all production capacity built is directed, and pre-sold, to a
specific market, eliminating market-side risk; and (2) technical
innovation which will allow for a modular and economic potash
production facility, that demonstrates environmental leadership
within the industry, producing no salt tailings, therefore
eliminating decommissioning risk, and requiring no surface brine
ponds, thereby removing the single largest and negative
environmental aspect of potash mining.
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 Statement
This news release may contain forward looking information and
Gensource cautions readers that forward- looking information is
based on certain assumptions and risk factors that could cause
actual results to differ materially from the expectations of
Gensource included in this news release. This news release includes
certain "forward-looking statements", which often, but not always,
can be identified by the use of words such as "believes",
"anticipates", "expects", "estimates", "may", "could", "would",
"will", or "plan". These statements are based on information
currently available to Gensource and Gensource provides no
assurance that actual results will meet management's
expectations.
Forward looking statements include estimates and statements with
respect to Gensource's future plans, objectives or goals, to the
effect that Gensource or management expects a stated condition or
result to occur, including any offering of securities by Gensource.
Since forward-looking statements are based on assumptions and
address future events and conditions, by their very nature they
involve inherent risks and uncertainties. Actual results could
differ materially from those currently anticipated in such
statements for many reasons such as: failure to finance the Tugaske
Project or other projects on terms which are economic or at all;
failure to settle a definitive joint venture agreement with a party
and advance and finance the Tugaske Project; changes in general
economic conditions and conditions in the financial markets; the
ability to find and source off-take agreements; changes in demand
and prices for potash; litigation, legislative, environmental and
other judicial, regulatory, political and competitive developments;
technological and operational difficulties encountered in
connection with Gensource's activities; an inability to predict and
counteract the effects of COVID-19 on the business of Gensource,
including but not limited to the effects of COVID-19 on the price
of commodities, capital market conditions, restriction on labour
and international travel and supply chains, failure to obtain
required regulatory approvals; and other matters discussed in this
news release and in filings made with securities regulators. This
list is not exhaustive of the factors that may affect any of
Gensource's forward-looking statements. These and other factors
should be considered carefully, and readers should not place undue
reliance on Gensource's forward-looking statements. Gensource does
not undertake to update any forward-looking statement that may be
made from time to time by Gensource or on its behalf, except in
accordance with applicable securities laws.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
IR GZGZRGLVGZZZ
(END) Dow Jones Newswires
August 30, 2022 02:02 ET (06:02 GMT)
Gensource Potash (LSE:GSP)
Historical Stock Chart
Von Nov 2024 bis Dez 2024
Gensource Potash (LSE:GSP)
Historical Stock Chart
Von Dez 2023 bis Dez 2024
