Brinkley Mining

Working Together To Develop Global Energy Resources

Brinkley Mining

Announcements 2008

PRELIMINARY RESULTS FOR THE PERIOD ENDED 31 DECEMBER 2007

30 May 2008

Brinkley Mining announces its audited results for the period ended 31 December 2007. The Report and Accounts are expected to be posted to shareholders shortly.

Chairman's Statement

Exploration Summary

The only significant exploration work carried out during 2007 was in South Africa by the Company's associate Western Uranium (Pty) Limited ("Western Uranium"). This resulted in the completion of an airborne survey; location, survey, cleaning and down-the-hole analysis of 279 previously drilled holes and a new drilling campaign for 187 holes totaling 15,123 metres. This work resulted in identifying a preliminary indicated and inferred resource of 457,562 tonnes grading 0.35 kg/t U3O8 for a total of 353,633 pounds U3O8 (Brinkley Mining PLC's 49% share). Detailed desktop evaluation work was undertaken in relation to the DRC, Chad, Niger and Southern Sudan as part of the project selection process.

Corporate

2007 was a mixed year for your company. On the positive side the company's 49% associate, Western Uranium (Pty) Ltd executed its prospecting rights for the Waterval and part of the Rietkuil areas in the Karoo in South Africa. A detailed work programme identified a small resource which might ultimately prove to be relevant as part of a larger regional play. The Company was informed that another group was awarded the nearby Damsfontein/Bloemfontein concession which was extremely disappointing.

Significant preparation work was undertaken in Southern Sudan, Chad and Niger which led to announcements in early 2008 regarding the granting of exploration rights in each of those countries. A revised contract was signed in mid 2007 with the DRC's CGEA, which should have led to a fast track development of a number of uranium exploration areas. Unfortunately this agreement attracted significant unwarranted interest and negative criticism from a wide variety of parties.  As of the date of writing the Company has not received any formal written communication from the Congolese authorities although there has been negative press apparently released on behalf of parts of the government. The Board believes that there is an opportunity to find common ground acceptable to all parties to move this effort forward.  

A number of corporate opportunities have been reviewed recently with a common theme being the need for consolidation in a market which has seen uranium prices drop from highs of US$135 per pound to current levels close to US$65 per pound and a severe reduction in the amount of equity available for exploration companies in general. We remain optimistic in the future fundamentals for uranium and believe that against a background of continually rising US$ prices for oil, gas and coal, nuclear power will provide an increasing proportion of the global energy mix.

A number of changes to the company's Board have recently taken place with Richard Linnell and Dunbar Dales joining as Non-Executive Chairman and Chief Executive Officer respectively. Gerard Holden and Kiran Morzaria relinquish their Board positions on 31 May 2008 and Don Strang will step down on appointment of a new Finance Director, which is anticipated to be on or before 30 June, 2008.

Results Summary

The Group loss for the year was approximately £7.9 million (2006: £2.6 million loss) which is mainly attributable to an impairment charge of £6 million relating to intangible assets. The Board thought it prudent to provide for £6 million in relation to DRC assets due to the uncertainty surrounding enforcement of the current agreements. In addition £5 million was provided for in relation to South African exploration assets due to poorer than expected results and the number of licenses awarded to date.

Outlook

I believe that your Company will have an interesting 2008 as exploration programmes progress in Niger, Chad and Southern Sudan. Of all these we are most excited about the prospects in Niger. Initial results of the helicopter-borne geophysical survey have been extremely interesting. Anomalies identified from this work are being followed up by on-the-ground work. A number of rock samples with high scintillometer readings and in some cases visibly identified uranium mineralization have been sent for laboratory analysis in Australia. We expect to carry out a thorough programme of on-the-ground work followed by drilling towards the end of the year. 

I would like to thank our staff, partners and colleagues in the various government organizations for all their hard work and assistance over the last twelve months. We have worked hard to develop strong relations with the communities in the countries where we operate and we look forward to those partnerships flourishing over time. We have a new executive team in 2008. Dunbar Dales and I are looking forward to growing your Company. Finally I would like to thank Gerard, Kiran and Don for their hard work over the last two years and wish them well in their future endeavors.

Richard Linnell

Non - Executive Chairman

  Projects Overview

Niger

In early 2008, the Company's 70 per cent owned Nigerien subsidiary, African Uranium SARL ("African Uranium"), was granted an Exploration Permit in Niger ("Terzemasour 3"). Terzemasour 3 covers an area of 422.3km² in the Tim Mersoi basin, is located approximately 30 kilometres to the west of the northern Niger town of Agadez and is proximal to the Arlit fault which is the main structural control to the existing uranium producing mines in Niger. 

The Exploration Permit provides for the exploration of uranium and associated minerals for an initial period of three years until 24 March 2011, and can be renewed on two further occasions for an additional six years in aggregate. 

Niger is the fifth largest uranium producer in the world and current production is from just two mines, the Arlit and Akouta deposits. A third deposit, Imouraren, was recently the subject of a positive development decision. Terzemasour 3 lies in a similar structural position to these three deposits and was the subject of extensive exploration work by the French company Cogema in the 1970s. There are at least 20 historical drill holes within Terzemasour 3 and a number have recorded down-hole radiometric anomalies from a range of different age formations of rock. A number of historical trenches have also been located with radiometric counts in excess of the range of the scintillometer.

The Company recently completed a detailed airborne radiometric-aeromagnetic survey which has indicated numerous anomalies of significant strength. Immediate ground follow-up of the anomalies by the field team has located surface mineralization at several locations with visible yellow uranium mineralisation identified. Samples from these locations have been sent for analysis. As a result of these encouraging initial results, the Company is planning to start a drill programme at the earliest opportunity. 

Brinkley Mining has a call option to acquire the 30 percent of African Uranium SARL it does not own from its Nigerien partner at a price of US$1.75 million for a period of 730 days. The owner of the 30 per cent interest in African Uranium SARL has a put option to sell its interest in the company for the same price for a period of 360 days. 

Chad

The Company's wholly-owned Chad subsidiary, Brinkley Exploration (Tchad) S.A. ("Brinkley Exploration"), was granted three exploration permits in Chad in early 2008. The three permits include Ribao, Zalbi and Massonebare which together cover an area of 423km² in the Mayo-Kebbi area of South West Chad adjacent to the Cameroon border (the "Permits"). The Permits, which have been granted for a five year period expiring on 7 March 2013, provide for the exploration of uranium, gold and base metals. Osumare Investments Limited, Brinkley Mining's commercial partner in Chad, has a beneficial 30 per cent interest in the Permits. 

The Mayo-Kebbi region covers an area of approximately 8000km² of exposed basement complex with syntectonic alkaline intrusions and Cretaceous platform cover with historical occurrences of copper, nickel, gold and tin. Following a wide-spaced airborne radiometric survey, uranium mineralisation was discovered in 1977 at Mandagzang. Subsequent diamond drilling confirmed disseminated mineralization within a syenite body in at least three holes with a reported best intersection of 29 meters at a grade of 761ppm Uranium. Shorter intercepts returned values in excess of 1 per cent. Uranium and surface investigations showed zones of supergene enrichment. The Zalbi Permit issued to the Company is contiguous with the Mandagzang discovery permit.

Recent work undertaken by Brinkley Mining includes stream sediment sampling with significant gold values identified at rates of up to 975ppm. A detailed 100 meter-spaced airborne survey has been conducted over the area by Brinkley Mining which has delineated a number of radiometric anomalies that are currently being followed up by ground surveys. Brinkley Mining believes that the Mayo-Kebbi region has potential for uranium and gold mineralisation and the exploration of this region is part of the Company's broader strategy to develop its interests in prospective areas of Sub-Saharan Africa. 

Brinkley Mining will provide a loan of up to US$5 million to Brinkley Exploration to finance exploration and drilling costs. Brinkley Mining has an option to acquire Osumare Investments Limited's 30 percent interest in the Permits at market price should a feasibility study be completed in relation to the Permits. Brinkley Mining has also agreed to issue 5 million new Brinkley Mining ordinary shares to Osumare Investments Limited as consideration for its services and assistance provided to date in relation to the Permits.

Southern Sudan

The Company's wholly-owned subsidiary, Brinkley Mining Project 4 Ltd, was awarded a Provisional Prospecting License ("PPL") in Southern Sudan in early 2008 for the exclusive exploration of uranium and associated minerals over an area of over 5,000km² of Budi County, Eastern Equatoria State, Southern Sudan. The PPL is effective until 21 February 2009 and is renewable annually thereafter. The PPL is deemed provisional as there currently exists no formal Mining Law in Southern Sudan and accordingly there can be no certainty that on introduction of a formal Mining Law that the PPL will be renewed or continue to be valid. 

A field team is currently carrying out a regional exploration programme of stream sampling, radiometric surveying and mapping in the Southern Sudan. An airborne aeromagnetic and radiometric survey is scheduled, once all flight permitting is in place. While the Company believes that the Southern Sudan presents potentially attractive exploration opportunities, the Company intends to limit its expenditure until the Mining Law is clarified further. Accordingly, in aggregate, the Company has initially budgeted to spend up to US$1 million in the next 12 months on its exploration activities in the Southern Sudan.

The Company is seeking both primary and secondary uranium targets within an area that has received little attention or the application of modern exploration techniques. The geology of Southern Sudan consists of Precambrian Basement, with mineralisation associated with the many structural features in the area. Some recent reconnaissance exploration work has encountered radioactive readings at 5 to 6 times background. It is expected that late stage Pegmatite intrusions are primarily responsible for the uranium mineralisation in this area.

Democratic Republic of Congo ("DRC")

Uranium and copper mineralisation occur in the Katanga Province in an approximately 300 kilometre long belt called the Lufilian arc. The uranium mineralisation occurs in two major forms. The first is an association with copper, cobalt and nickel in sedimentary type deposits commonly known as "Ore Shale". The second is a typical vein hosted deposit; in the past it has been this type of deposit that has produced the most significant amount of uranium. 

In July 2007, the Company signed a binding contract with the DRC's Commissariat General la Energie Atomique ("CGEA") which should enable the grant of the prospecting rights over five key areas which are highly prospective for uranium.

    

The contract provides for a DRC company to be incorporated (75% Brinkley Mining, 25% CGEA and government) to exploit deposits of uranium and associated minerals in the DRC. This new company's primary objective is the exploration, exploitation, treatment and marketing of uranium and associated minerals. Brinkley Mining will also provide the CGEA with technical and financial assistance in order for it to better fulfil its obligations under international agreements. The new company is in the process of being incorporated and, as an SARL (public limited company), will require the issue of a Presidential Ordannance.

The agreement provides for the new company to have a priority right over any uranium deposits in the country. Initial priority targets agreed with the CGEA are Shinkolobwe, Mindigi, Kalongwe, Kasompi and Samboa, all in the Katanga Province. They all have known uranium occurrences, and have been explored previously to various levels of development. 

The process of granting prospecting rights for these areas was expected to be completed by the end of 2007 but has been ongoing. In October 2007, Brinkley Mining noted a statement issued to the media which quoted a member of the government of the DRC, the statement appeared to suggest that Brinkley Mining's agreements with the (CGEA) will not progress. The Board has not received any such confirmation from the government of the DRC and is seeking further clarification from the CGEA.

South Africa

Brinkley Mining's 49% owned associate company, Western Uranium, has as its primary asset the Waterval prospect in the Karoo region of South Africa. In addition Western Uranium initially applied for prospecting rights over the Damsfontein/Bloemfontein, Rietkuil and Flagfontein areas. In total the Waterval, Damsfontein/Bloemfontein and Rietkuil areas are underlain by approximately 166 square kilometres of uraniferous sandstone. 

To date prospecting rights have been granted, notarised and effected for the entire area of the Waterval prospect and a 218 hectare portion of the Rietkuil prospect. 

In January 2008, Western Uranium was informed by South Africa's Department of Minerals and Energy that its application for uranium prospecting rights in the Damsfontein/Bloemfontein area of the Western Cape had been refused. The Company has commenced discussions with the parties who secured the Damsfontein and Bloemfontein prospects to determine whether there is a basis for the Company to participate in these licence areas. 

Although Western Uranium has not received any confirmation from the DME in respect of the Flagfontein and Rietkuil area applications, the Board of Brinkley Mining has reached the view that these areas have probably been granted to another party given the length of time since these applications were made by Western Uranium.

Western Uranium believes that large areas of the Rietkuil Channel on the Beaufort West escarpment in the Karoo District of South Africa still remain to be prospected for uranium and accordingly, Western Uranium has recently submitted applications to the Department of Minerals and Energy ("DME") for an additional 5 prospecting licences over an area in aggregate of approximately 4500km².

Waterval

The Waterval uranium deposit, like most of the deposits in the Karoo, is a typical sedimentary sandstone-type deposit. This deposit was explored in the 1970's by both Union Carbide Corporation and The Essex Mineral Company and in the early 1980's by the Geological Survey. During these phases of exploration two uraniferous outcrops were identified and drilling encountered uranium mineralisation as shallow as 8 metres to 13 metres in depth with an average thickness of 1.04 metres. The average grade was calculated to be between 1,690 and 1,820 parts per million ("ppm") uranium oxide ("U3O8") and 910 ppm molybdenum ("Mo").

The Company carried out an exploration program of the Waterval property from May to October 2007. It consisted of field mapping, drilling and down-the-hole geophysical surveys. A total of 187 holes were drilled for 15,123 metres and 279 historic holes were surveyed by geophysical methods. Five mineralised horizons have been identified within the prospect. Horizons H2 and H3 are the most significant and had sufficient data for Mineral Resource estimation. 

In February 2008, the initial Mineral Resource calculation in respect of the Waterval Project was determined by SRK Consulting Engineers and Scientists ("SRK"). SRK reported an Indicated and Inferred Resource of 933,800 tonnes at a grade of 0.35kg/tonne U3O8, equivalent to 721,700 lbs U3O8 (as detailed in the table below). The Resource is contained within a sequence of palaeochannels which at their widest are    350 metres and extend for approximately 1,400 metres. The Mineral Resources developed at Waterval have been classified in accordance with the definitions and guidelines of the SAMREC Code and shown below in compliance with the AIM Guidance for Mining Companies.

Waterval: Western Uranium Gross Mineral Resource Calculation (based on a 0.15 kg/tonne cut-off)

Classification     Horizon  Tonnes  Tonnes     kg/tonne      Width          lb U3O8

                                          (kt)       U3O8        U3O8           (m)             (000's)

Indicated                 H2         -              -                 -                -                   -

                              H3       527.1       185.5             0.35          1.25             409.1

Total Indicated                    527.1       185.5             0.35          1.25             409.1

Inferred                  H2          26.7        6.1             0.23          0.91              13.4

                              H3         380.0      135.7          0.36          0.76              299.2

Total Inferred                       406.7      141.8           0.35         0.77               312.7

Grand Total                        933.8      327.4           0.35        1.04                721.7

Based on Brinkley Mining's current interest of 49 per cent in Western Uranium, Brinkley Mining's attributable share of the Mineral Resources amounts to an Indicated and Inferred Resource of 457,562 tonnes at a grade of 0.35kg/tonne U3O8, equivalent to 353,633 lbs U3O8.

Qualified Person

Kiran Morzaria B.Eng (ACSM), (FGS), MBA, has reviewed the technical information contained in this annual report. Kiran holds a Bachelor of Engineering (Industrial Geology) from the Camborne School of Mines and an MBA (Finance) from CASS Business School. He has compiled, read and approved the technical disclosure in this annual report.

For further information, please contact:

Brinkley Mining Plc
Richard Linnell, Non- Executive Chairman Tel +27 (0) 82 440 6710
Dunbar Dales, Chief Executive Officer Tel +27 (0) 83 258 9062

Beaumont Cornish Limited
Michael Cornish, Director
Roland Cornish
Tel +44 (0) 20 7628 3396
Fax +44 (0) 207628 3393

Independent Auditors Report to the Shareholders of Brinkley Mining Plc

We have audited the group and parent company financial statements of Brinkley Mining Plc for the year ended 31 December 2007, which comprise the Group Income Statement, the Group and Parent Balance Sheets, Group and Parent Cash Flow Statement, Group and Parent Statement of Changes in Equity, and the related notes 1 to 25. These financial statements have been prepared under the accounting policies set out therein.

Respective Responsibilities of Directors and Auditors

The Directors' responsibilities for preparing the Annual Report, and the financial statements in accordance with applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union are set out in the Statement of Directors' Responsibilities.  

Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements and International Standards on Auditing (UK and Ireland).

We report to you our opinion as to whether the financial statements give a true and fair view and whether the financial statements have been properly prepared in accordance with the Companies Act 1985, and as regards the group financial statements, Article 4 of the IAS Regulation. We also report to you whether in our opinion the information given in the Directors' Report is consistent with the financial statements.

In addition we report to you if, in our opinion, the Company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding Directors' remuneration and other transactions is not disclosed.

We read other information contained in the Annual Report and consider whether it is consistent with the audited financial statements. The other information comprises only the Directors' Report, Chairman's Statement and the Corporate Governance Statement. We consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the financial statements. Our responsibilities do not extend to any other information.

Basis of Audit Opinion

We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgments made by the Directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the group's and company's circumstances, consistently applied and adequately disclosed.

We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements and the part of the directors' remuneration report to be audited.

  Independent Auditors Report to the Shareholders of Brinkley Mining Plc (continued)

Opinion

In our opinion:

•    the group financial statements give a true and fair view, in accordance with IFRSs as adopted by the European Union, of the state of the group's affairs as at 31 December 2007 and of its loss for the year then ended;
•    the parent company financial statements give a true and fair view, in accordance with IFRSs as adopted by the European Union as applied in accordance with the provisions of the Companies Act 1985, of the state of the parent company's affairs as at 31 December 2007;
•    the financial statements have been properly prepared in accordance with the Companies Act 1985 and, as regards the group financial statements, Article 4 of the IAS Regulation; and
•    the information given in the Directors' Report is consistent with the financial statements.

Chapman Davis LLP

Registered Auditors

London

30 May 2008


Group Income Statement
for the year ended 31 December 2007

   

Year ended 31 December 2007

Period 11 August 2005 to 31 December 2006

Notes

£ 000's

£ 000's

       

Turnover

 

-

-

       

Administrative expenses

 

(1,448)

  (889)

Impairment charge

10

(6,000)

-

Share options expensed

5, 17

(1,194)

  (2,258)

Group operating loss

3

(8,642)

  (3,147)

       

Interest receivable

9

742

  505

Loss before taxation

2

(7,900)

  (2,642)

       

Income tax expense

4

-

-

Loss after taxation

 

(7,900)

  (2,642)

       

Retained loss for the period attributable to members of the parent Company

   

(7,900)

 

(2,642)

       

Loss per share (Pence)

     

Basic 

8

(2.39)

  (1.17)

Diluted 

8

(2.39)

  (1.17)

       

All of the operations are considered to be continuing.

   

Statement of Recognised Gains and Losses
for the year ended 31 December 2007

   

Year ended 31 December 2007

Period 11 August 2005

to 31 December 2006

 

£ 000's

£ 000's

     

Loss for the financial period 

(7,900)

  (2,642)

     

Currency translation difference

-

  (47)

     

Total recognised gains and losses for the period

(7,900)  

(2,689)

 

Group Balance Sheet
as at 31 December 2007

   

 31 December 2007


31 December 2006

 

Note

£ 000's

£ 000's

£000's

£ 000's

ASSETS

         

Non-current assets

         

 Intangible assets

10

9,493

 

2,240

 

Tangible assets

11

2,816

 

7,578

 

Total non-current assets

   

12,309

 

9,818

           

Current assets

         

Cash and cash equivalents

 

11,126

 

16,615

Trade and other receivables

14

127

 

475

Total current assets

   

11,253

 

17,090

TOTAL ASSETS

   

23,562

 

26,908

           

LIABILITIES

         

Current liabilities

         

Trade and other payables

15

(243)

 

(192)

TOTAL LIABILITIES

   

(243)

 

(192)

NET ASSETS

   

23,319

 

26,716

           

EQUITY

         

Called-up share capital

16

535

 

465

Share premium 

 

27,774

 

19,535

Retained earnings

 

(10,542)

 

(2,642)

Merger reserve

 

2,033

 

7,033 

 

Foreign exchange reserve

 

(47)

 

(47)

 

Share based payments reserve

17

3,566

 

2,372 

 
         

 

TOTAL EQUITY

   

23,319

 

26,716

 

These financial statements were approved by the Board of Directors on 30 May 2008 and signed on its behalf by:



J. Gerard Holden

Donald Strang 

 

Director

Director

 

Company Balance Sheet

as at 31 December 2007

   

 31 December 2007

31 December 2006

 

Notes

 

   

£ 000's

£ 000's

£ 000's

£ 000's

ASSETS

         

Non-current assets

         

Investment in subsidiaries

13

3

 

4

 

Trade and other receivables

14

23,987

 

10,275

 

Total non-current assets

   

23,990

 

10,279

           

Current assets

         

Cash and cash equivalents

 

11,017

 

16,608

Trade and other receivables

14

66

 

91

Total Current Assets

   

11,083

 

16,699

TOTAL ASSETS

   

35,073

 

26,978

           

LIABILITIES

         

Current Liabilities

         

Trade and other payables

15

(109)

 

(147)

TOTAL LIABILITIES

   

(109)

 

(147)

NET ASSETS

   

34,964

 

26,831

           

EQUITY

         

Called-up share capital

16

535

 

465

Share premium 

 

27,774

 

19,535

Merger reserve

 

7,033

 

7,033

Share based payments reserve

 

3,566

 

2,372 

 

Retained earnings

25

(3,944)

 

(2,574)

 
           

TOTAL EQUITY

   

34,964

 

26,831

 

These financial statements were approved by the Board of Directors on 30 May 2008 and signed on its behalf by:

   

J. Gerard Holden

 

 

Donald Strang

   

Director

   

Director

   

 

Group Cash Flow Statement
for the year ended 31 December 2007

   

For the year ended 31 December 2007

Period 11 August 2005 to 31 December 2006

 

Notes

£ 000's

£ 000's

Cash flows from operating activities

     

Operating Loss

 

(8,642)

(3,147)

Decrease/(increase) in trade and other receivables

 

348

(475)

Increase in trade and other payables

 

51

192

Foreign exchange translation 

 

-

(47)

Share options expensed

 

1,194

2,258 

Impairment charge

 

6,000

-

Depreciation 

 

59

-

Net cash outflow from operating activities

 

(990)

(1,219)

       

Cash flows from investing activities

     

Interest Received

 

742

505 

Payments to acquire intangible assets

 

(4,443)

(623)

Payments to acquire tangible assets

 

(297)

(327)

Net cash outflow from in investing activities

 

(3,997)

(444)

       

Acquisitions and disposals

     

Payments to acquire subsidiaries

 

(501)

(267)

Net cash outflow from acquisitions and disposals

 

(501)

(267)

       

Cash flows from financing activities

     

Issue of ordinary share capital

 

-

19,311 

Share issue costs

 

-

(766)

Net cash inflow from financing activities

 

-

18,545 

       

Net (decrease)/increase in cash and cash equivalents

 

(5,489)

16,615

Cash and cash equivalents at beginning of period

 

16,615

-

Cash and cash equivalents at end of period

18

11,126

16,615 

       

Company Cash Flow Statement
for the year ended 31 December 2007

   

For the year ended 31 December 2007

Period 11 August 2005 to 31 December 2006


 

Notes

£ 000's

£ 000's

Cash flows from operating activities

     

Operating Loss

 

(2,112)

  (3,078)

Decrease/(increase) in trade and other receivables

 

25

  (91)

(Decrease)/increase in trade and other payables

 

(38)

147

Share options expensed

 

1,194

  2,258 

Net cash outflow from operating activities

 

(931)

  (764)

       

Cash flows from investing activities

     

Interest Received

 

742

  505 

Loans to subsidiaries

 

(4,912)

(1,407)

Net cash outflow from in investing activities

 

(4,170)

(902)  

       

Acquisitions and disposals

     

Payments to acquire subsidiaries

 

(490)

  (271)

Net cash outflow from acquisitions and disposals

 

(490)

  (271)

       

Cash flows from financing activities

     

Issue of ordinary share capital

 

-

  19,311 

Share issue costs

 

-

  (766)

Net cash inflow from financing activities

 

-

  18,545 

       

Net (decrease)/increase in cash and cash equivalents

 

(5,591)

16,608

Cash and cash equivalents at beginning of period

 

16,608

-

Cash and cash equivalents at end of period

18

 

11,017

16,608 

       

  Company Cash Flow Statement
for the year ended 31 December 2007

   

For the year ended 31 December 2007

Period 11 August 2005 to 31 December 2006


 

Notes

£ 000's

£ 000's

Cash flows from operating activities

     

Operating Loss

 

(2,112)

  (3,078)

Decrease/(increase) in trade and other receivables

 

25

  (91)

(Decrease)/increase in trade and other payables

 

(38)

147

Share options expensed

 

1,194

  2,258 

Net cash outflow from operating activities

 

(931)

  (764)

       

Cash flows from investing activities

     

Interest Received

 

742

  505 

Loans to subsidiaries

 

(4,912)

(1,407)

Net cash outflow from in investing activities

 

(4,170)

(902)  

       

Acquisitions and disposals

     

Payments to acquire subsidiaries

 

(490)

  (271)

Net cash outflow from acquisitions and disposals

 

(490)

  (271)

       

Cash flows from financing activities

     

Issue of ordinary share capital

 

-

  19,311 

Share issue costs

 

-

  (766)

Net cash inflow from financing activities

 

-

  18,545 

       

Net (decrease)/increase in cash and cash equivalents

 

(5,591)

16,608

Cash and cash equivalents at beginning of period

 

16,608

-

Cash and cash equivalents at end of period

18

 

11,017

16,608 

       

  Statement of Changes in Equity 

For the year ended 31 December 2007

 

Called up share capital

Share premium reserve

Merger reserve

Foreign currency translation reserve

Share based payment reserve

Retained earnings

Total equity

Group


£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

As at 11 August 2005 

-

-

-

-

-

-

-

Share capital issued

465

20,580 

-

-

-

-

21,045

Cost of share issue

-

(1,045)

-

-

-

-

(1,045)

Merger reserve arising on acquisition of subsidiary

-

-

7,033 

-

-

-

7,033

Loss for the year

-

-

-

-

-

(2,642)

(2,642)

Share based payments

-

-

-

-

2,372

-

2,372 

Currency translation differences

-

-

-

(47)

-

-

 (47)

               

As at 31 December 2006

465

19,535

7,033

(47)

2,372

(2,642)

26,716

               

Share capital issued

70

8,239

-

-

-

-

8,309

Loss for the year

-

-

-

-

-

(7,900)

(7,900)

Impairment charge

-

-

(5,000)

-

-

-

(5,000)

Share based payments

-

-

-

-

1,194

-

1,194

Currency translation differences

-

-

-

-

-

-

-

               

As at 31 December 2007

535

27,774

2,033

(47)

3,566

(10,542)

23,319

Statement of Changes in Equity continued
For the year ended 31 December 2007

 

Called up share capital

Share premium reserve

Merger reserve

Share based payment reserve

Retained earnings

Total equity

Company

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

As at 11 August 2005

-

-

-

-

-

-

Share capital issued

465

20,580

-

-

-

21,045

Cost of share issue

-

(1,045)

-

-

-

(1,045)

Merger reserve arising on acquisition of subsidiary

-

-

7,033

-

-

7,033

Loss for the year

-

-

-

-

(2,574)

(2,574)

Share based payments

-

-

-

2,372

-

2,372

             

As at 31 December 2006

465

19,535

7,033

2,372

(2,574)

26,831

             

Share capital issued

70

8,239

-

-

-

8,309

Loss for the year

-

-

-

-

(1,370)

(1,370)

Share based payments

-

-

-

1,194

-

1,194

             

As at 31 December 2007

535

27,774

7,033

3,566

(3,944)

34,964

Notes to the Financial Statements
for the year ended 31 December 2007


1

Summary of Significant Accounting Policies

 

(a)

Authorisation of financial statements


 

The Group financial statements of Brinkley Mining Plc for the year ended 31 December 2007 were authorised for issue by the Board on 30 May 2008 and the balance sheets signed on the Board's behalf by Mr. Gerard Holden and Mr. Donald Strang. The Company is a public limited Company incorporated in England & Wales under the Companies Act 1985. The Company's ordinary shares are traded on the AIM Market operated by the London Stock Exchange.


(b)

Statement of compliance with IFRS

 

The Group's financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS). The Company's financial statements have been prepared in accordance with IFRS as adopted by the European Union and as applied in accordance with the provisions of the Companies Act 1985. The principal accounting policies adopted by the Group and Company are set out below.


Adoption of standards and interpretations


During the year ended 31 December 2007, the following standards and interpretations became effective:


Amendments to IAS 39 and IFRS 4 (Financial guarantee contracts)

IFRIC 4 Determining whether an Arrangement contains a Lease

IFRIC 5 Right to Interests Arising from Decommissioning, Restoration and Environmental Rehabilitation Funds

IFRIC 7 Applying the Restatement Approach under IAS 29 Financial Reporting in Hyperinflationary Economies

IFRIC 8 Scope of IFRS 2

IFRIC 9 Reassessment of embedded derivatives


The directors have assessed that the adoption of the above standards and interpretations does not a have material impact on the financial statements of the Group.


Standards and interpretations in issue but not yet effective


At the date of authorisation of these financial statements, the following Standards and Interpretations which have not been applied in these financial statements were in issue but not yet effective:


IFRS 7 Financial instruments: Disclosures; and the related amendment to IAS 1 on capital disclosures

IFRS 8 Operating segments

IFRIC 10 Interim reporting and impairments

IFRIC 11 IFRS 2 - Group and Treasury Share Transactions

IFRIC 12 Service Concession Agreements

IFRIC 13 Customer loyalty programmes

IFRIC 14 The limit of a defined benefit asset, minimum funding requirements and their interaction


The directors anticipate that the adoption of these Standards and Interpretations in future periods will have no material impact on the financial statements of the Group except for additional disclosures on capital and financial instruments when the relevant standards come into effect.


(c)

Basis of preparation

 

The consolidated financial statements have been prepared on the historical cost basis, except for the measurement to fair value of assets and financial instruments as described in the accounting policies below, and on a going concern basis.


The financial report is presented in Sterling and all values are rounded to the nearest thousand pounds (£'000) unless otherwise stated.


(d)

Basis of consolidation

 

The consolidated financial information incorporates the results of the Company and its subsidiaries (the "Group") using the purchase method. In the consolidated balance sheet, the acquiree's identifiable assets, liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated income statement from the date on which control is obtained. Inter-company transactions and balances between Group companies are eliminated in full. 


 

Minority interests represent the portion of profit or loss and net assets in subsidiaries that are not held by the Group and are presented separately in the income statement and within equity in the consolidated balance sheet.

           

(e)

Business combinations

     
 

The acquisition of subsidiaries in a business combination is accounted for using the purchase method. The cost of the acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree, plus any costs directly attributable to the business combination. The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 are recognised at their fair value at the acquisition date, except for non-current assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5 'Non Current Assets Held for Sale and Discontinued Operations', which are recognised and measured at fair value less costs to sell.


Where there is a difference between the Group's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities and the cost of the business combination, any excess cost is recognised in the balance sheet as goodwill and any excess net fair value is recognised immediately in the income statement as negative goodwill on acquisition of subsidiary.


The interest of minority shareholders in the acquiree is initially measured at the minority's proportion of the net fair value of the assets, liabilities and contingent liabilities recognised.


(f)

Revenue

       
 

The Group had no revenue during the period ending 31 December 2007.


(g)

Foreign currencies

     
 

The Company's functional currency is Sterling (£). Each entity in the Group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. As at the reporting date the assets and liabilities of these subsidiaries are translated into the presentation currency of Brinkley Mining Plc at the rate of exchange ruling at the balance sheet date and their income statements are translated at the average exchange rate for the year. The exchange differences arising on the translation are taken directly to a separate component of equity. 


All other differences are taken to the income statement with the exception of differences on foreign currency borrowings, which, to the extent that they are used to finance or provide a hedge against foreign equity investments, are taken directly to reserves to the extent of the exchange difference arising on the net investment in these enterprises. Tax charges or credits that are directly and solely attributable to such exchange differences are also taken to reserves.


(h) 

Goodwill and intangible assets

 

Intangible assets are recorded at cost less eventual amortisation and provision for impairment in value. Goodwill on consolidation is capitalised and shown within fixed assets. Positive goodwill is subject to an annual impairment review, and negative goodwill is immediately written-off to the income statement when it arises.

   

(i)

Exploration and development costs

 

Exploration and development costs are carried forward in respect of areas of interest where the consolidated entity's rights to tenure are current and where these costs are expected to be recouped through successful development and exploration, or by sale. Alternatively, these costs are carried forward while active and significant operations are continuing in relation to the areas of interest and it is too early to make reasonable assessment of the existence or otherwise of economically recoverable reserves. When the area of interest is abandoned, exploration and evaluation costs previously capitalised are written off to the Income Statement.


 

In accordance with the full cost method, all costs associated with mining development and investment are capitalised on a project-by-project basis pending determination of the feasibility of the project. Costs incurred include appropriate technical and administrative expenses but not general overheads. If a mining development project is successful, the related expenditures will be written-off over the estimated life of the commercial ore reserves on a unit of production basis. Impairment reviews will be carried out regularly by the Directors of the Company. Where a project is abandoned, or is considered to be of no further commercial value to the Company, the related costs will be written off.

 

The recoverability of deferred mining costs and mining interests is dependent upon the discovery of economically recoverable reserves, the ability of the Group to obtain necessary financing to complete the development of reserves and future profitable production or proceeds from the disposition of recoverable reserves.

(j)

Purchase of a minority interest in a controlled entity

 

The cost of the purchase of shares is measured at the aggregate of the fair value of assets given at the date of exchange, liabilities incurred or assumed and the fair value of equity instruments issued by the Group in exchange for shares purchased in a controlled entity, plus any costs directly attributable to the transaction. The identifiable assets, liabilities and contingent liabilities of a controlled entity are re-valued to fair value at the date of the acquisition, but only to the extent of the incremental proportion of equity acquired.


Where there is a difference between the increase in the Group's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities and the cost of the shares purchased, any excess cost is recognised immediately in the balance sheet and any excess net fair value is recognised immediately in the income statement as negative goodwill.


   

(k)

Significant accounting judgments, estimates and assumptions

   

(i) Significant accounting estimates and assumptions

 

The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are: 

 

(ii) Impairment of goodwill and intangibles with indefinite useful lives

 

The Group determines whether goodwill and intangibles with indefinite useful lives are impaired at least on an annual basis. This requires an estimation of the recoverable amount of the cash-generating units to which the goodwill and intangibles with indefinite useful lives are allocated. 

 

(iii) Share-based payment transactions

 

The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using a Black-Scholes model.

   

(l)

Finance costs/revenue

 

Borrowing costs are recognised as an expense when incurred.

   
 

Finance revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

   

 (m)

 

Cash and cash equivalents

 

Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less.

 

For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

(n)

Trade and other receivables

 

Trade receivables, which generally have 30 day terms, are recognised and carried at original invoice amount less an allowance for any uncollectible amounts. 

           
 

An allowance for doubtful debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written off when identified.

           

(o)

Investments

 

Investments in subsidiary undertakings are stated at cost less any provision for impairment in value, prior to their elimination on consolidation.


(p)

Financial instruments

     
 

The Group's financial instruments, other than its investments, comprise cash and items arising directly from its operation such as trade debtors and trade creditors. The Group has overseas subsidiaries in Cyprus, South Africa and Seychelles whose expenses are denominated in Sterling, South African Rand and US Dollars respectively. Market price risk is inherent in the Group's activities and is accepted as such.

 

 

There is no material difference between the book value and fair value of the Group's cash.

           

(q)

Deferred taxation

     
 

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the tax computations, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised.

 

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case it is also dealt with in equity.

(r)

Merger reserve

       
 

The difference between the fair value of an acquisition and the nominal value of the shares allotted in a share exchange have been credited to a merger reserve account, in accordance with the merger relief provisions of the Companies Act 1985 and accordingly no share premium for such transactions is set-up.

(s)

Share Based payments Reserve

 

This reserve is used to record the value of equity benefits provided to employees and directors as part of their remuneration and provided to consultants and advisors hired by the Group from time to time as part of the consideration paid.

(t)

Foreign Currency Translation Reserve

 

The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries.

(u)

Property, plant and equipment

 

Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. Land is measured at fair value less any impairment losses recognised after the date of revaluation. 

Depreciation is provided on all tangible assets to write off the cost less estimated residual value of each asset over its expected useful economic life on a straight-line basis at the following annual rates:

Land (including option costs) - Nil

Plant and Equipment - between 5% and 25%

All assets are subject to annual impairment reviews.


(v)

Impairment of assets

 

The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset's recoverable amount. An asset's recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Groups of assets and the asset's value in use cannot be estimated to be close to its fair value. In such cases the asset is tested for impairment as part of the cash-generating unit to which it belongs. When the carrying amount of an asset or cash-generating unit exceeds its recoverable amount, the asset or cash-generating unit is considered impaired and is written down to its recoverable amount. 

 

 

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses relating to continuing operations are recognised in those expense categories consistent with the function of the impaired asset unless the asset is carried at revalued amount (in which case the impairment loss is treated as a revaluation decrease).


(v)

Impairment of assets (continued)

 

An assessment is also made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset's recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the Income Statement unless the asset is carried at revalued amount, in which case the reversal is treated as a revaluation increase. After such a reversal the depreciation charge is adjusted in future periods to allocate the asset's revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.


(w)

Trade and other payables

 

Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. 

           

(x)

Provisions

       
 

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

 

When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income statement net of any reimbursement. 

(y)

Share-based payment transactions 

 

(i) Equity settled transactions:

 

The Group provides benefits to employees (including senior executives) of the Group in the form of share-based payments, whereby employees render services in exchange for shares or rights over shares (equity-settled transactions).  

 

The cost of these equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using a Black-Scholes model.

 

In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Brinkley Mining Plc (market conditions) if applicable.

 

The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (the vesting period).

 

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the Group's best estimate of the number of equity instruments that will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The Income Statement charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.

 

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon a market condition.

 

If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any modification that increases the total fair value of the share-based payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification.

 



If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph.

 

The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings per share (see Note 6).


 (z)

Earnings per share

 

Basic earnings per share is calculated as net profit attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.

 

Diluted earnings per share is calculated as net profit attributable to members of the parent, adjusted for:

 

• costs of servicing equity (other than dividends) and preference share dividends;

 

• the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and

 

• other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.

Notes to Financial Statements

for the year ended 31 December 2007, continued

2

Turnover and segmental analysis

     
 

The Group has not commenced production and therefore recorded no turnover.


 
 

The analysis of the operating loss before taxation and the net assets employed by geographical segment of operations is shown below;

           
 

By geographical area

       
 

2007

UK

South Africa

DRC

Sudan

Chad

Niger

Cyprus

Total

   

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

 

Result

               
 

Operating loss

(2,112)

(280)

(6,157)

(29)

(30)

(3)

(31)

(8,642)

 

Investment revenue

742

-

-

-

-

-

-

742

 

Loss before & after tax

             

(7,900)

                   
 

Other information

               
 

Depreciation and impairment

-

45

6,014

-

-

-

-

6,059

 

Capital additions

-

360

12,406

259

427

98

-

13,550

                   
 

Assets

               
 

Segment assets

-

5,293

6,233

258

427

98

-

12,309

 

Financial assets

66

39

19

-

-

-

3

127

 

Cash

             

11,126

 

Consolidated total assets

             

34,562

 

Liabilities

               
 

Segment liabilities

               
 

Financial liabilities

109

119

6

1

1

1

6

243

 

Consolidated total liabilities

             

243

                   

Notes to Financial Statements

for the year ended 31 December 2007, continued

2

Turnover and segmental analysis (continued)

     
 

2006

UK

South Africa

DRC

Sudan

Chad

Niger

Cyprus

Total

   

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

 

Result

               
 

Operating loss

(3,079)

(54)

(8)

-

-

-

(6)

(3,147)

 

Investment revenue

505

-

-

-

-

-

-

505

 

Loss before & after tax

             

(2,642)

                   
 

Other information

               
 

Depreciation