TIDMUMR
RNS Number : 6379H
Unicorn Mineral Resources plc
31 July 2023
The information contained within this announcement is deemed to
constitute inside information as stipulated under the UK version of
the Market Abuse Regulations (EU) No. 596/2014 as it forms part of
UK law by virtue of the European Union (Withdrawal) Act 2018. Upon
the publication of this announcement, this inside information is
now considered to be in the public domain.
31 July 2023
Unicorn Mineral Resources Plc
("Unicorn" or the "Company")
Results for the year ended 31 March 2023
Unicorn Mineral Resources Plc (LSE:UMR), a mineral exploration
and development company based in Ireland and exploring for zinc,
lead, copper and silver, with its main focus at present being the
"Limerick Basin" in Ireland, is pleased to announce its audited
annual results for the year ended 31 March 2023.
The Annual Report and Financial Statements for the year ended 31
March 2023 will shortly be available on the Company's website at
www.UnicornMineralResources.com . A copy of the Annual Report and
Financial Statements will also be uploaded to the National Storage
Mechanism where it will be available for viewing at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
This announcement contains inside information for the purposes
of Article 7 of Regulation 2014/596/EU which is part of domestic UK
law pursuant to the Market Abuse (Amendment) (EU Exit) regulations
(SI 2019/310).
-S -
For further information, please visit www.UnicornMineralResources.com or contact:
Unicorn Mineral Resources Plc
Richard O'Shea, CEO
Tel: +353 87 2560397
Email: ros@umr.ie
John O'Connor, CFO
Tel: +353 86 259 5123
Email: John.OConnor@UnicornMineralResources.com
Novum Securities Limited - Financial Adviser and Broker
David Coffman / George Duxberry
Colin Rowbury
Tel: +44 (0)207 399 9400
About Unicorn Mineral Resources plc:
Unicorn Mineral Resources is an Irish mineral exploration
company with a strategic focus on the exploration for economic
deposits of "Irish Type" carbonate hosted copper / lead / zinc and
silver mineral deposits in the Irish Midlands Orefield. Unicorn
have acquired a high-class land package using the latest
geological, structural, and mineralogical models to drive the
target generation programme. Unicorn has in house experience and
expertise to run exploration programmes and explore sole venture
licences. Unicorn is dedicated to creating shareholder value and
will assess exploration and / or development opportunities going
forward including potential joint venture partners.
CHAIRMAN'S REPORT
As Chairman of Unicorn Mineral Resources Plc, a company
focussing on metals exploration in Ireland (primarily zinc), I am
delighted to have been involved over the last two years in the
transformation of the Company leading to its listing on the London
Stock Exchange on 27 October 2022 and, in the process, raising
c.EUR1.08m before costs.
The proceeds of these funds are mainly being used for the
exploration of Unicorn's flagship project around Kilmallock in
Limerick, Ireland and I am delighted that the planned, three-month
drilling program started in May 2023. Previous drilling on the
Kilmallock Property has intersected significant, high-grade zinc,
lead, and silver mineralisation at a number of zones. With these
licences being located just 20km south of Glencore's Pallasgreen
Deposit, which has an inferred resource of 45 million tonnes at
7.2% zinc, we have high hopes for this area.
Unicorn is dedicated to creating shareholder value and your
directors will strive over the next few years to make Unicorn a
successful exploration company. Unicorn is also aware of its
corporate responsibilities in an ever-changing world. At Unicorn,
we pride ourselves on being skilled, responsible operators. We
function with the clear mandate of being in full compliance with
corporate standards, applicable environmental laws, regulation and
permit requirements.
I look forward to meeting shareholders, new and old, at this
year's Annual General Meeting in September, where we hope to be
able to update shareholders positively on Unicorn's Kilmallock
drilling program.
Paddy Doherty
Chairman
CHIEF EXECUTIVE'S REPORT
I am pleased to deliver the first CEO's statement since the
Company's listing on the London Stock Exchange in October 2022.
Highlights
-- Listed on the London Stock Exchange in October 2022, raising
c.EUR1.08m gross (c.EUR0.84m net of costs)
-- Drilling permissions granted in April 2023
-- Drilling programme at Kilmallock commenced in May 2023
-- Assay results of the core samples from the drill programme expected in September 2023
-- Loss for the year of c.EUR0.4m (2022: c.EUR0.5m)
-- Year end cash balance of c.EUR0.5m, with net assets of c.EUR0.4m
Overview
The year to 31 March 2023 has been an exciting period that saw
the fulfilment of the Company's ambition to achieve a listing on
the London Stock Exchange. The Board recognised that a successful
exploration of the Company's prospects required additional funding
and that a listing on the London market, with its base of
sophisticated investors interested in mineral exploration, would be
the best path to securing the necessary finances.
Following the listing in October 2022, which raised EUR836,272
net of fees and expenses, it took a further six months to gain the
necessary licences and permissions, with the Geoscience Regulation
Office (GSRO) of the Department of Environment, Climate and
Communications, confirming in April 2023 that drilling may proceed
on Unicorn's Kilmallock licence area in the Limerick Basin.
Groundwork carried out following the listing in 2022, led to a
detailed target review which revised the drilling plan to a three
stage, six hole drilling programme, comprising c.1,250m of drilling
using a single rig. This commenced in May 2023, with the drilling
results expected to be assayed in August / September 2023.
Update on Drilling Programme
The drilling programme at Kilmallock was designed to follow up
on historic high-grade zinc, lead, copper and silver mineralisation
previously discovered at Kilmallock by Boliden. It was proposed to
drill six exploration drill holes to test for Waulsortian Reef
hosted zinc, lead, copper and silver massive sulphide
mineralisation. The original plan had been for 7 holes to an
aggregate depth of 2,150m; but this plan was refined through a
detailed target review following groundwork carried out following
the listing in October 2022. The drilling plan was revised to a
three stage, six hole drilling programme, comprising c.1,250m of
drilling using a single rig, as announced in May 2023. The proposed
drilling was located in a region where historic exploration has
discovered, but left undefined and undelineated, two high grade
mineralised bodies at Ballycullane and Bulgaden. The Ballycullane
mineralisation is dominated by shallow, sub-outcropping oxides,
probably related to a weathered massive sulphide body. The Bulgaden
zone is located 1.2km to the southeast and consists of primary,
massive sulphide mineralisation, rich in zinc and lead, with a
significant silver endowment.
The drilling programme was designed to test the base of the
Waulsortian Reef target zone for extensions to the currently
defined zinc and lead rich mineralising system and to refine and
define the understanding of the geological / structural setting of
the mineralising system. Priority Drilling Ltd. Are the diamond
drilling contractor and the rig, an Atlas Copco CS14, mobilised to
site on 15 May 2023. Visual analysis of the drill results indicate
a major fault zone that is striking roughly north-south and dipping
steeply to the east, which is interpreted to control the historic
mineralisation. The Company has amended its drill programme to
confirm the revised structural / geological model and test the more
prospective hanging-wall side of the fault.
The drilling programme is now expected to be completed by
mid-August 2023, the core samples will then be despatched for
analysis with the results due back in 4-6 weeks thereafter.
Financials
The main event of the year was the IPO, which raised
EUR1,075,562 before expenses. This was on top of the EUR292,500,
also before expenses, raised in the pre-IPO round in the previous
financial year, primarily to meet the fees of the listing. Against
this injection of cash aggregating to c.EUR1,368,062, the Company
incurred total professional fees and commissions of EUR419,076,
giving a total cash injection over 2022 and 2023 of EUR948,986.
Administrative expenses for the year to 31 March 2023 fell slightly
to EUR424,579 (2022: EUR515,712), despite the inclusion of
Director's remuneration of EUR142,976 for the period from the IPO
(2022: EUR0), due to the write-off in 2022 of EUR291,619 on the
surrendering of the Waterford licences. Exploration expenses of
EURGBP72,367 (2022: EUR3,753) were capitalised.
Outlook
The next key step for the Company is completing the drilling
programme on its flagship Kilmallock property in the Limerick Basin
in Ireland. The property has had some positive results from
previous drilling and is located 20km south of the Pallas Green
project owned by Glencore. In addition, drilling by another
operator on the Ballywire prospect 10km to the east of Kilmallock
has recently produced some good results which is encouraging for
the Limerick Basin in general. I look forward to updating
shareholders over the next few months as the assay results come to
hand.
Richard O'Shea
Chief Executive
STATEMENT OF PROFIT AND LOSS Year to Year to
31 March 31 March 2022
2023
Note EUR EUR
Administrative Expenses 7 (424,579) (515, 712 )
Loss from Operations (424,579) (515,708)
Tax Expenses - -
Loss before Tax (424,579) (515, 712 )
(424, 579
Loss for the Year ) (515, 712 )
========== ===============
Earnings per share attributable to ordinary
equity holders of the company
cents cents
Profit/(Loss) per share -
Basic & Diluted 12 (0.02) (0.03)
---------- ---------------
STATEMENT OF OTHER COMPREHENSIVE Year to Year to
INCOME 31 March 31 March
2023 2022
Note EUR EUR
(515,7 12
Loss for the year (424,579) )
Fair Value measurement of
options and warrants 18 (418,253) -
Total Comprehensive Loss for ( 842,832 (515,7 12
the year ) )
========== ==========
STATEMENT OF FINANCIAL POSITION As at As at
31 March 31 March
2023 2022
Note EUR EUR
Assets
Non-current assets
Intangible assets 13 167,879 95,512
------------ ------------
167,879 95,512
------------ ------------
Current assets
Trade and other receivables 14 65,415 18,504
Cash and cash equivalents 19 532,734 152,877
------------ ------------
598,149 171,381
Total assets 766,028 266,893
------------ ------------
Current Liabilities
Warrants & Options 18 269,079 -
Trade and other liabilities 15 71,253 119,547
------------ ------------
340,332 119,547
------------ ------------
Total liabilities 340,332 119,547
------------ ------------
Net assets 425,696 147,346
============ ============
Issued capital and reserves 17
Share capital 16 277,557 184,557
Share premium reserve 16 2,045,611 1,166,603
Share based payments reserve 18 149,174 -
Other Reserves 18 (418,253) -
(1,62 8,393
Retained earnings ) (1,203,814)
------------ ------------
Total Equity 42 5,696 147,346
============ ============
The Financial Statements were approved and authorised for issue
by the board of directors and were signed on its behalf by:
Richard O'Shea John O'Connor
Director Director
STATEMENT OF CHANGES IN EQUITY
Share based
payment Retained
Share capital Share premium reserve Other Reserves earnings Total equity
EUR EUR EUR EUR EUR EUR
At 1 April 2021 128,557 919,000 - - (688,102) 359,455
Comprehensive
income for the
year
Loss for the year - - - - (515,712) (515,712)
------------- ------------- ----------- -------------- ----------- ------------
Total comprehensive
income for the
year - - - - (515,712) (515,712)
Contributions
by and distributions
to owners
Issue of share
capital 56,000 247,603 - - - 303,603
------------- ------------- ----------- -------------- ----------- ------------
Total contributions
by and distributions
to owners 56,000 247,603 - - - 303,603
------------- ------------- ----------- -------------- ----------- ------------
At 1 April 2022 184,557 1,166,603 - - (1,203,814) 147,346
------------- ------------- ----------- -------------- ----------- ------------
Comprehensive
income for the
year
Loss for the year - - - - (424,579) (424,579)
Fair Value of
Warrants and Options - - - (418,253) - (418,253)
------------- ------------- ----------- -------------- ----------- ------------
Total comprehensive
income for the
year - - - (418,253) (424,579) (842,832)
Contributions
by and distributions
to owners
Issue of share
capital 93,000 982,562 - - - 1,075,562
Share issue expenses - (103,554) - - - (103,554)
Share based payments - - 149,174 - - 149,174
------------- ------------- ----------- -------------- ----------- ------------
Total contributions
by and distributions
to owners 93,000 879,009 149,174 (418,253) (424,579) 278,350
------------- ------------- ----------- -------------- ----------- ------------
At 31 March 2023 277,557 2,045,611 149,174 (418,253) (1,628,393) 425,696
------------- ------------- ----------- -------------- ----------- ------------
STATEMENT OF CASH FLOWS Year to Year to
31 March 31 March
2023 2022
Note EUR EUR
Cash flows from operating activities
(515,7 12
Loss for the year (424,579) )
Adjustments for
Impairment losses on intangible
assets 13 - 291,619
(224,0 93
(424,579) )
---------- ----------
Movements in working capital
(Increase)/decrease in trade and
other receivables 14 (46,911) 12,770
Increase/(decrease) in trade and
other payables 15 (48,294) 55,508
Cash generated from operating activities (519,784) (155,815)
---------- ----------
(155,81
Net cash used in operating activities (519,784) 5 )
Cash flows from investing activities
Purchase of intangibles 13 (72,367) (3,753)
---------- ----------
Net cash used in investing activities (72,367) (3,753)
---------- ----------
Cash flows from financing activities
Issue of ordinary shares 16 972,008 303, 603
---------- ----------
Net cash from financing activities 972,008 303,603
---------- ----------
Net cash increase in cash and cash
equivalents 379,857 144,034
Cash and cash equivalents at the
start of the year 152,877 8,842
---------- ----------
Cash and cash equivalents at the
end of the year 19 532,734 152,877
---------- ----------
NOTES TO THE FINANCIAL STATEMENTS
1. Accounting Policies
The accounting policies set out below have been applied
consistently to all periods presented in these Financial
Statements.
1.1. Going concern
The preparation of financial statements requires an assessment
on the validity of the going concern assumption. The validity of
the going concern concept is dependent on the Company having
available adequate financial resources to continue operations in
2024, and thereafter finance being available for the continuing
working capital requirements of the Company and finance for the
development of the Company's projects becoming available. Based on
the assumptions that the Company has adequate financial resources
to continue operation and confidence that finance will become
available, the Directors believe that the going concern basis is
appropriate for these accounts. Should the going concern basis not
be appropriate, adjustments would have to be made to reduce the
value of the company's assets, in particular the intangible assets,
to their realisable values. Further information concerning going
concern is outlined in Note 21.
1.2. Taxation
Income tax expense represents the sum of the tax currently
payable and deferred tax.
Current tax payable is based on the taxable profit for the year.
Taxable profit differs from the loss as reported in the statement
of comprehensive income because it excludes items of income or
expense that are taxable or deductible in other years and it
further excludes items that are never taxable or deductible. The
Company's liability for current tax is calculated using tax rates
that have been enacted or substantively enacted by the statement of
financial position date.
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 computation of taxable profit and is accounted for using the
statement of financial position liability method. Deferred tax
liabilities are generally recognised for all taxable temporary
differences and deferred tax assets are recognised for all
deductible temporary differences, carry forward of unused tax
assets and unused tax losses to the extent that it is probable that
taxable profits will be available against which deductible
temporary differences and the carry forward of unused tax credits
and unused tax losses can be utilised. Such assets and liabilities
are not recognised if the temporary difference arises from the
initial recognition of goodwill or from the initial recognition
(other than in a business combination) of other assets and
liabilities in a transaction that affects neither the taxable
profit nor the accounting profit.
Unrecognised deferred tax assets are reassessed at each
statement of financial position date and are recognised to the
extent that it has become probable that future taxable profits will
allow the deferred tax asset to be recovered.
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, based on tax rates (and tax laws) that have been enacted
or substantively enacted at the statement of financial position
date. Deferred tax is charged or credited in the statement of
comprehensive income, except when it relates to items charged or
credited directly to equity, in which case the deferred tax is also
dealt with in equity.
Deferred tax assets and liabilities are offset when there is a
legally enforceable right to set off current tax assets against
current tax liabilities and when they relate to income taxes levied
by the same taxation authority and the Company intends to settle
its current tax assets and liabilities on a net basis.
1.3. Intangible Assets
Exploration and evaluation assets
Exploration expenditure relates to the initial search for
mineral deposits with economic potential in Ireland.
Evaluation expenditure arises from a detailed assessment of
deposits that have been identified as having economic
potential.
The costs of exploration properties and cost of licences to
explore for or use minerals, which include the cost of acquiring
prospective properties and exploration rights and costs incurred in
exploration and evaluation activities, are capitalised as
intangible assets as part of exploration and evaluation assets.
Exploration costs are capitalised as an intangible asset until
technical feasibility and commercial viability of extraction of
reserves are demonstrable, when the capitalised exploration costs
are reclassed to property, plant and equipment. Exploration costs
include an allocation of administration and salary costs (including
share-based payments) as determined by management.
Prior to reclassification to property, plant and equipment,
exploration and evaluation assets are assessed for impairment and
any impairment loss recognised immediately in the statement of
comprehensive income.
Intangible assets with finite useful lives that are acquired
separately are carried at cost less accumulated amortisation and
accumulated impairment losses. Amortisation is recognised on a
straight-line basis over their estimated useful lives. The
estimated useful life and amortisation method are reviewed at the
end of each reporting period, with the effect of any changes in
estimate being accounted for on a prospective basis. Intangible
assets with indefinite useful lives that are acquired separately
are carried at cost less accumulated impairment losses.
Impairment of intangible assets other than goodwill
Exploration and evaluation assets are assessed for impairment on
a licence-by-licence basis when facts and circumstances suggest
that the carrying amount may exceed its recoverable amount. The
company reviews for impairment on an ongoing basis and specifically
if any of the following occurs:
(a) the period for which the Company has a right to explore
under the specific licences has expired or is expected to
expire;
b) further expenditure on exploration and evaluation in the
specific area is neither budgeted or planned;
c) the exploration and evaluation has not led to the discovery of economic reserves;
d) sufficient data exists to indicate that although a
development in the specific area is likely to proceed, the carrying
amount of the exploration and evaluation asset is unlikely to be
recovered in full from successful development or by sale.
1.4. Financial Instruments
Financial assets and financial liabilities are recognised in the
Company's statement of financial position when the Company becomes
a party to the contractual provisions of the instrument. Financial
assets and financial liabilities are initially measured at
transaction price. Transaction costs that are directly attributable
to the acquisition or issue of financial assets and financial
liabilities (other than financial assets and financial liabilities
at fair value) are added to or deducted from the fair value of the
financial assets or financial liabilities, as appropriate, on
initial recognition. Transaction costs directly attributable to the
acquisition of financial assets or financial liabilities are
recognised immediately at fair value through other comprehensive
income ("FVOCI").
The Company includes in this category cash and other
receivables. Due to the nature of the financial assets being
short-term in nature, the carrying value approximates fair
value.
Impairment of financial assets
The Company only holds receivables at amortised cost, with no
significant financing component and which have maturities of less
than 12 months and as such, has implemented the simplified approach
for expected credit losses (ECL) model under IFRS 9 to account for
all receivables.
Therefore, the Company does not track changes in credit risk,
but instead, recognizes a loss allowance based on lifetime ECLs at
each reporting date.
A financial asset is derecognised only when the contractual
rights to cash flows from the financial asset expires, or when it
transfers the financial asset and substantially all the associated
risks and rewards of ownership to another entity. Gains and losses
on derecognition are generally recognised in the profit or
loss.
Financial liabilities measured subsequently at amortised
cost
Financial liabilities that are not:
(i) contingent consideration of an acquirer in a business combination,
(ii) held for trading, or
(iii) designated as at FVOCI,
are measured subsequently at amortised cost using the effective
interest method. The Company includes in this category trade and
other payables.
The effective interest method is a method of calculating the
amortised cost of a financial liability and of allocating interest
expense over the relevant period. The effective interest rate is
the rate that exactly discounts estimated future cash payments
(including all fees and points paid or received that form an
integral part of the effective interest rate, transaction costs and
other premiums or discounts) through the expected life of the
financial liability, or (where appropriate) a shorter period, to
the amortised cost of a financial liability.
Equity instruments
Equity instruments issued by the Company are recorded at the
proceeds received, net of direct issue costs.
Warrants and Options
Warrants and options issued are classified separately as equity
or as a liability at FVOCI in accordance with the substance of the
contractual arrangement. Warrants or options classified as
liabilities at FVOCI are stated at fair value, with any gains and
losses arising on remeasurement recognised in the statement of
other comprehensive income.
2. Reporting entity
Unicorn Mineral Resources PLC (the 'Company') is a limited
company incorporated and registered in Ireland. The Company's
registered office is at 39 Castleyard, 20/21 St Patrick's Road,
Dalkey, Co. Dublin. The Company's principal activity is set out in
the Director's Report.
3. Basis of preparation
The Financial Statements have been prepared in accordance with
International Financial Reporting Standards, International
Accounting Standards and Interpretations as adopted by the EU
(collectively IFRSs). They were authorised for issue by the
Company's board of directors on 28 July 2023.
Details of the Company's accounting policies, including changes
during the year, are included in Note 1.
In preparing these Financial Statements, management has made
judgments, estimates and assumptions that affect the application of
the Company accounting policies and the reported amounts of assets,
liabilities, income, and expenses. Actual results may differ from
these estimates.
Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to estimates are recognised prospectively.
The areas where judgments and estimates have been made in
preparing the financial statements and their effects are disclosed
in Note 5.
3.1. Basis of measurement
The financial statements have been prepared on the historical
cost basis except for the following items, which are measured on an
alternative basis on each reporting date.
3.2. Changes in accounting policies
International Financial Reporting Standards
New and amended standards mandatory for the first time for the
financial periods beginning on or after 1 January 2022
The International Accounting Standards Board (IASB) issued
various amendments and revisions to International Financial
Reporting Standards and IFRIC interpretations. The amendments and
revisions were applicable for the period ended 31 December 2022 but
did not result in any material changes to the financial statements
of the Company.
New standards, amendments and interpretations in issue but not
yet effective or not yet endorsed and not early adopted
The following standards and interpretations to published
standards are not yet effective:
New standard or interpretation EU Endorsement status Mandatory effective
date (period beginning)
IAS 8 Accounting Estimates 1 January 2023
IAS 1 Presentation of financial 1 January 2023
statements
There was no material impact to the financial statements in the
current period from these standards, amendments and
interpretations.
4. Functional and Presentation Currency
These Financial Statements are presented in Euros, which is the
Company's functional currency. All amounts have been rounded to the
nearest Euro, unless otherwise indicated.
5. Critical accounting judgements and key sources of estimation uncertainty
In the process of applying the Company's accounting policies
above, management has made the following judgements that have the
most significant effect on the amounts recognised in the financial
statements.
Exploration and evaluation assets
The assessment of whether general administration costs and
salary costs are capitalised or expensed involves judgement.
Management considers the nature of each cost incurred and whether
it is deemed appropriate to capitalise it within intangible
assets.
Costs which can be demonstrated as project related are included
within exploration and evaluation assets. Exploration and
evaluation assets relate to prospecting, exploration and related
expenditure in Ireland.
The Company's exploration activities are subject to a number of
significant and potential risks including:
-- uncertainties over development and operational risks;
-- compliance with licence obligations;
-- ability to raise finance to develop assets;
-- liquidity risks; and
-- going concern risks.
The recoverability of intangible assets is dependent on the
discovery and successful development of economic reserves which is
subject to a number of uncertainties, including the ability to
raise finance to develop future projects. Should this prove
unsuccessful, the value included in the statement of financial
position would be written off to the statement of comprehensive
income. The recoverability of investments in subsidiaries and
intercompany receivables is dependent on the recoverability of
intangible assets.
Key sources of estimation uncertainty
The preparation of financial statements requires management to
make estimates and assumptions that affect the amounts reported for
assets and liabilities as at the statement of financial position
date and the amounts reported for revenues and expenses during the
year. The nature of estimation means that actual outcomes could
differ from those estimates. The key sources of estimation
uncertainty that may have a significant risk of causing material
adjustment to the carrying amounts of assets and liabilities within
the next financial year are discussed below. The Company undertakes
periodic reviews to assess the risk factors and have concluded that
there is little or no risk that will cause material adjustments to
be made in the next financial year.
Impairment Intangible Assets
The assessment of intangible assets for any indications of
impairment involves a degree of estimation. If an indication of
impairment exists, a formal estimate of recoverable amount is
performed and an impairment loss recognised to the extent that
carrying amount exceeds recoverable amount Recoverable amount is
determined as the higher of fair value less costs to sell and value
in use. The assessment requires judgements as to the likely future
commerciality of the assets and when such commerciality should be
determined; future revenues, capital and operating costs and the
discount rate to be applied to such revenues and costs.
Valuation of Warrants and Options
The issued warrants and options are classified as liabilities at
FVOCI and are stated at fair value, with any gains and losses
arising on re-measurement recognised in the Statement of
Comprehensive Income.
The fair value of the warrants and options is measured using an
appropriate option pricing model, taking into account the terms and
conditions upon which the warrants and options were issued. The
model used by the Company is the Black Scholes model. The Company
has made estimates as to the volatility of its own shares based on
the historic volatility for the same period of time as equals the
life of the warrant or option.
6. Segment information
The Company is engaged in one business segment only: exploration
of mineral resource projects. Therefore, only an analysis by
geographical segment has been presented.
6.1. Segment revenues and results
The following is an analysis of the Company's revenue and
results from continuing operations by reportable segment:
Segment revenue Segment profit/(loss)
2023 2022 2023 2022
EUR EUR EUR EUR
Ireland - - (424,579) (515,712)
-------- ------- ----------- ----------
- - (424,579) (515,712)
-------- ------- ----------- ----------
Fair value losses - -
----------- ----------
Loss before tax (continuing
operations) (424,579) (515,712)
----------- ----------
The accounting policies of the reportable segments are the same
as the Company's accounting policies described in Note 1. Segment
profit represents the profit before tax earned by each segment
without allocation of central administration costs and directors'
salaries, share of profit of associates, share of profit of a joint
venture, gain recognised on disposal of interest in former
associate, investment income, other gains, and losses, as well as
finance costs. This is the measure reported to the chief operating
decision maker for the purposes of resource allocation and
assessment of segment performance.
6.2. Segment assets and liabilities
Segment assets 2023 2022
EUR EUR
Ireland 766,028 266,893
------------ ------------
Total segment assets 766,028 266,893
------------ ------------
Total assets 766,028 266,893
------------ ------------
Segment liabilities
Ireland 340,332 119,547
------------ ------------
Total segment liabilities 340,332 119,547
------------ ------------
Total liabilities 340,332 119,547
------------ ------------
Other segment information
Depreciation and Additions to non-current
amortisation assets
2023 2022 2023 2022
EUR EUR EUR EUR
Ireland - 291,619 72,367 3,753
------ ---------- ------------ ------------
- 291,619 72,367 3,753
------ ---------- ------------ ------------
Geographical information
The Company operates in one geographical area - Republic of
Ireland.
7. Expenses by nature
2023 2022
EUR EUR
Professional fees 217,040 202,756
Foreign exchange (gain)/
loss (968) 1,064
Director's remuneration 142,967 -
Other administrative expenses 65,540 20,273
Amortisation - intangible
assets - 291,619
------- -------
424,579 515,712
------- -------
In addition to the above professional fees, the Company incurred
costs of EUR103,554 in relation to commission paid for the listing
on the London Stock Exchange. In accordance with IAS 32 these costs
have been deducted from Share Premium (Note 16).
8. Auditors' remuneration
During the year, the Company obtained the following services
from the Company's auditors:
2023 2022
EUR EUR
Fees payable to the Company's auditors
for the audit of the Company's financial
statements 20,000 10,000
9. Employee benefit expenses
2023 2022
Employee benefit expenses (including directors)
comprise: EUR EUR
Wages and salaries 134,284 -
National Insurance 8,683 -
------- ----
142,967 -
------- ----
The monthly average number of persons, including the directors,
employed by the Company during the year was as follows:
2023 2022
No. No.
Management 5 -
5 -
---- ----
10. Director's remuneration
2023 2022
EUR EUR
Directors' emoluments - Executive 116,042 -
Directors' emoluments - Non-Executive 26,925 -
142,967 -
------- ----
11. Related party and other transactions
Key Management Compensation and Directors' Remuneration
The remuneration of the directors, who are considered to be the
key management personnel, is set out below.
2023 2022
Fees: Fees: Share Total Fees: Fees: Share Total
Services Other Options Services Other Options
as director services as director services
EUR EUR EUR EUR EUR EUR EUR EUR
David
Blaney 31,734 - - 31,734 - - - -
Patrick
Doherty 14,359 - - 14,359 - - - -
Antony
Legge 12,566 - - 12,566 - - - -
John O'Connor 41,254 - - 41,254 - - - -
Richard
O'Shea 43,054 - - 43,054 - - - -
142,967 - - 142,967 - - - -
============= ========== ========= ========= ============= ========== ========= ======
The Directors have also been issued with Options over 3,600,000
Ordinary shares, as set out in Note 18 to the Financial
Statements.
12. Earnings per share
The calculation of earnings per share is (EPS) based on the loss
attributable to equity holders divided by the weighted average
number of shares in issue during the year. The diluted EPS is
calculated by adjusting the number of shares for the effects of
dilutive options and other dilutive potential ordinary shares.
2023 2022
EUR EUR
Loss attributable to the ordinary equity
holders of the Company used in calculating
earnings per share: (424,579) (515,712)
Weighted average number of shares 22,430,459 14,968,541
Potential diluted weighted average number
of shares 23,899,363 16,379,911
Basic EPS (0.02) (0.03)
Diluted EPS (0.02) (0.03)
13. Intangible assets
Exploration &
Evaluation Assets
Cost EUR
At 1 April 2021 751,572
Additions external 3,753
-----------------------
At 31 March 2022 755,325
Additions external 72,367
-----------------------
At 31 March 2023 827,692
-----------------------
Development expenditure
Accumulated amortisation and impairment EUR
At 1 April 2021 368,194
Charge for the year owned 291,619
-----------------------
At 31 March 2022 659,813
Charge for the year owned -
-----------------------
At 31 March 2023 659,813
-----------------------
Net book value EUR
At 1 April 2021 383,378
At 31 March 2022 95,512
At 31 March 2023 167,879
-----------------------
At the beginning of the year the Company held six licences which
cover areas in Co. Limerick, Co. Tipperary and Co. Laois.
Additional expenditure on these licences during the year amounted
to EUR72,367 (2022:EUR3,753). The six licences were still held by
the Company at the end of the year.
14. Trade and other receivables
2023 2022
EUR EUR
Other receivables 65,415 18,504
------ ------
Total trade and other receivables 65,415 18,504
------ ------
15. Trade and other payables
2023 2022
EUR EUR
Trade payables 40,167 103,847
Other payables - 700
Accruals 20,452 15,000
Other payables tax and social security
payments 10,634 -
------ -------
Total trade and other payables 71,253 119,547
------ -------
It is the Company's normal practice to agree terms of
transactions, including payment terms, with suppliers and provided
suppliers perform in accordance with the agreed terms, it is the
Company's policy that payment is made between 30 - 45 days.
16. Share capital
Authorised
2023 2023 2022 2022
Number EUR Number EUR
Shares treated as equity 200,000,000 2,000,000 200,000,000 2,000,000
----------- --------- ----------- ---------
Issued and fully paid
Ordinary Shares of GBP0.01 Number Share Capital Share Premium
each
As at 1 April 2021 12,855,664 128,557 919,000
Shares issued during the
year 5,600,000 56,000 247,603
----------- -------------- --------------
As at 31 March 2022 18,455,664 184,557 1,166,603
Shares issued during the
year 9,300,000 93,000 982,562
Share issue expenses - (103,554)
As at 31 March 2023 27,255,664 277,557 2,045,611
----------- -------------- --------------
Movements in Share Capital
On 27 October 2022, the Company raised EUR1,075,562 through the
issue of 9,300,000 ordinary shares of GBP0.01 each, at a price of
GBP0.10, to provide working capital and fund development costs.
17. Reserves
Share premium
The share premium reserve comprises of a premium arising on the
issue of shares. Share issue expenses are deducted against the
share premium reserve when incurred.
Called up share capital
The called up ordinary share capital reserve comprises of the
nominal value of the issued share capital of the company.
Retained earnings
Retained deficit comprises of accumulated profits and losses
incurred in the current and prior years.
Share based payment reserve
The share payment reserve arises on the grant of share options
as outlined in Note 18.
Other Reserve
The other reserve arises on the fair value valuation of the
warrants and options, using the Black Scholes model as outlined in
Note 18. The initial recognition of the fair value of the warrants
and options has been recognised in the Statement of Comprehensive
Income.
18. Warrants and Options
Warrants
Year to 31 March Year to 31 March
2023 2022
Weighted
average Weighted
exercise average exercise
Number of price in Number price in
Warrants pence of Warrants pence
Outstanding at beginning
of year 10,000,000 GBP0.10 10,000,000 GBP0.10
Granted during the year 1,001,000 GBP0.10 - -
Expired during the year - - - -
Exercised during the year - - - -
Outstanding and exercisable
at the end of the year 11,001,000 GBP0.10 10,000,000 GBP0.10
At 1 April 2022 there were Warrants unexercised for a total of
10,000,000 Ordinary shares at a strike price of GBP0.10. During the
year, the Company issued Warrants for a further 1,001,000 Ordinary
shares at a strike price of GBP0.10. At the balance sheet date of
31 March 2023 there were Warrants unexercised for a total of
11,001,000 Ordinary shares, which expire between 19 October 2026
and 27 October 2027.
Options
Year to 31 March Year to 31 March
2023 2023
Weighted
average Weighted
exercise average exercise
Number of price in Number price in
Options pence of Options pence
Outstanding at beginning
of year 3,600,000 GBP0.05 3,600,000 GBP0.05
Granted during the year 100,000 GBP0.065 - -
Expired during the year - - - -
Exercised during the year - - - -
Outstanding at the end of
the year 3,600,000 GBP0.0504 3,600,000 GBP0.05
Exercisable at the end of
the year 3,600,000 GBP0.0504 3,600,000 GBP0.05
At 1 April 2022 there were Options unexercised over a total of
3,600,000 Ordinary shares at a strike price of GBP0.05. During the
year, the Company issued Options for a further 100,000 Ordinary
shares at a strike price of GBP0.065. At the balance sheet date of
31 March 2023 there were Options unexercised over a total of
3,700,000 Ordinary shares, which expire between 27 October 2028 and
31 March 2030.
Share based payments
The Company plan provides for a grant price equal to the average
quoted market price of the ordinary shares on the date of grant.
Equity-settled share-based payments are measured at fair value at
the date of grant.
3,600,000 of the Options have been issued to directors, as set
out below.
Director Options Exercise Date of Grant Expiry
Price Date
Patrick Doherty 900,000 GBP0.05 28 Oct 2021 27 Oct 2028
Richard O'Shea(1) 1,100,000 GBP0.05 28 Oct 2021 27 Oct 2028
John O'Connor 600,000 GBP0.05 28 Oct 2021 27 Oct 2028
David Blaney(2) 900,000 GBP0.05 28 Oct 2021 27 Oct 2028
Antony Legge 100,000 GBP0.065 29 Mar 2023 28 Mar 2030
Using the Black Scholes valuation, the fair value of the
share-based payments as at 31(st) March 2023 was EUR149,174.
Valuation of Options and Warrants
The fair value of Warrants and Options is measured by use of the
Black-Scholes valuation. In the financial statements for the year
ended 31 March 2022, prior to the Company's listing on the London
Stock Exchange, there was no provision made for the provision for
the fair value of the Warrants and Options.
Using the Black Scholes valuation, the fair value of the
Warrants as at 31 March 2023 was EUR264,937 and the fair value of
the Options was GBP153,516, of which EUR149,174 relates to the
Options issued to the Directors and EUR4,142 for the non-director
Options.
The EUR149,174 fair value of the Director Options and the fair
value of the Options and non-directors' options of EUR269,079 has
been recognised in the Statement of Other Comprehensive Income.
The Directors have not restated the prior year financial
statements as it has been considered that this amount is not a
material adjustment and does not impact the true and fair view of
the financial statements.
19. Notes supporting statement of cash flows
2023 2022
EUR EUR
Cash at bank available on demand 532,734 152,877
------- -------
Cash and cash equivalents in the statement
of financial position 532,734 152,877
------- -------
20. Financial Instruments and Financial Risk Management
The Company's principal financial instruments comprise cash and
cash equivalents. The main purpose of these financial instruments
is to provide finance for the Company's operations. The Company has
various other financial assets and liabilities such as receivables
and trade payables, which arise directly from its operations.
It is, and has been throughout 2023 and 2022, the Company's
policy that no trading on derivatives be undertaken.
The main risks arising from the Company's financial instruments
are foreign currency risk, credit risk, liquidity risk, interest
rate risk and capital risk. The board reviews and agrees policies
for managing each of these risks which are summarised below.
Foreign currency risk
The Company undertakes certain transactions denominated in
foreign countries. Hence, exposures to exchange rate fluctuations
arise. Exchange rate exposures are managed within approved policy
parameters utilising forward exchange contracts where
appropriate.
At the year ended 31 March 2023 and 31 March 2022, the Company
had no outstanding forward exchange contracts.
Credit Risk
Credit risk refers to the risk that a counterparty will default
on its contractual obligations resulting in financial loss to the
Company. As the Company does not, as yet, have any sales to third
parties, this risk is limited.
The Company's financial assets comprise receivables and cash and
cash equivalents. The credit risk on cash and cash equivalents is
limited because the counterparties are banks with high credit
ratings assigned by international credit rating agencies. The
Company's exposure to credit risk arise from default of its
counterparty, with a maximum exposure equal to the carrying amount
of cash and cash equivalents in its consolidated balance sheet.
The Company does not have any significant credit risk exposure
to any single counterparty or any group of counterparties having
similar characteristics. The Company defines counterparties as
having similar characteristics if they are connected entities.
Liquidity risk management
Liquidity risk is the risk that the Company will not have
sufficient funds to meet liabilities. Ultimate responsibility for
liquidity risk management rests with the Board of Directors, which
has built an appropriate liquidity risk management framework for
the management of the Company's short, medium, and long-term
funding and liquidity management requirements. The Company manages
liquidity by maintaining adequate reserves and by continuously
monitoring forecast and actual cash flows and matching the maturity
profiles of financial assets and liabilities. Cash forecasts are
regularly produced to identify the liquidity requirements of the
Company. To date, the Company has relied on shareholder funding and
loan arrangements to finance its operations.
The expected maturity of the Company's financial assets
(excluding prepayments) as at 31 March 2023 and 31 March 2022 was
less than one month.
The Company expects to meet its other obligations from operating
cash flows with an appropriate mix of funds and equity investments.
The Company further mitigates liquidity risk by maintaining an
insurance programme to minimise exposure to insurable losses.
The Company had no derivative financial instruments as at 31
March 2023 and 31 March 2022.
Interest rate risk
The Company's exposure to the risk of changes in market interest
rates relates primarily to the Company's holdings of cash and
short-term deposits.
It is the Company's policy as part of its disciplined management
of the budgetary process to place surplus funds on short-term
deposit in order to maximise interest earned.
Capital Risk Management
The primary objective of the Company's capital management is to
ensure that it maintains a healthy capital ratio in order to
support its business and maximise shareholder value.
The capital structure of the Company consists of issued share
capital, share premium and reserves. The Company manages its
capital structure and makes adjustments to it, in light of changes
in economic conditions. No changes were made in the objectives,
policies or processes during the years ended 31 March 2023 and 31
March 2023. The Company's only capital requirement is its
authorised minimum capital as a plc.
21. Going concern
The Company incurred a loss for the financial year of EUR424,579
(2022: loss EUR515,712) and the Company had net current assets of
EUR257,817 (2022: net current assets EUR51,834) at the statement of
financial position date leading to concern about the Company and
Company's ability to continue as a going concern.
The Company had a cash balance of EUR532,734 (2022: EUR152,877)
at the Statement of Financial Position date.
The Directors have reviewed the Company's monthly cash flow
forecasts and conclude that the Company has sufficient funds to
continue operating into 2024. Thereafter, the Company will need to
raise further funds to continue operations. Additional funds will
also be needed for the next phase of the Company's exploration
plans for the Kilmallock and Lisheen properties.
The Directors have concluded that these circumstances give rise
to a material uncertainty relating to going concern, arising from
events or conditions that may cast significant doubt on the
entity's ability to continue as a going concern if a further fund
raise was unsuccessful. However, considering the recent successful
listing in October 2022, the Directors are confident that they can
continue to adopt the going concern basis in preparing the
Financial Statements. The Financial Statements do not include any
adjustment that may arise in the event that the Company is unable
to raise finance, realise its assets and discharge its liabilities
in the normal course of business. The assessment as to whether the
going concern basis is appropriate has also taken into account all
information available up to the date of authorisation of these
Financial Statements and the Directors are not aware of any other
indicators which would give doubt to the going concern status of
the Company.
22. Post balance sheet events
There were no material post balance sheet events affecting these
Financial Statements.
23. Approval of financial statements
The financial statements were approved by the board of directors
on 28 July 2023.
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END
FR UKASROKUBUAR
(END) Dow Jones Newswires
July 31, 2023 02:00 ET (06:00 GMT)
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