REG - European Green Trns. - Results for Year Ended 31 December 2023
25/06/2024 07:00
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RNS Number : 6749T European Green Transition PLC 25 June 2024
25 June 2024
European Green Transition plc
("European Green Transition", "EGT", "the Company" or "the Group")
Results for Year Ended 31 December 2023
European Green Transition (AIM: EGT), a company developing green economy
assets in Europe which aims to capitalise on the opportunity created by the
green energy transition, is pleased to announce the audited results for
European Green Metals Limited ("EGM"), the Group's wholly owned subsidiary,
for the year ended 31 December 2023.
The Company was incorporated on 25 January 2024 as European Green Metals
Holdings Limited, later renamed European Green Transition Limited on 29
February 2024 and subsequently re-registered as a public company changing its
name to European Green Transition plc on 25 March 2024, ahead of its admission
to AIM. European Green Transition plc is the holding company of the Group.
2023 Highlights
· Exercised option and completed acquisition of the Olserum Rare Earth Element ("REE") project in Sweden in July 2023.
· Extensive due diligence fieldwork completed at the Olserum REE project.
· Olserum REE Project designated as a project of "National Interest" by the Swedish Geological Survey.
· Granted permit in June 2023 for an early-stage critical metals project at Marienberg in Saxony, Germany.
· Completed extensive preparatory work for listing on the London Stock Exchange, laying the foundations for admission to AIM in April 2024.
Post Period End Highlights
· Incorporation and subsequent rebranding to European Green Transition
plc, reflecting the Group's broader strategic focus and future as a public
company.
· Successful admission of European Green Transition plc to AIM and
concurrent £6.5m fundraise in April 2024.
· Entered an exclusive 12-month option to commence due diligence on and
potentially acquire the Limni copper.
· Entered an exclusive 12-month option to investigate the potential to
develop a peatland carbon sink programme and in turn generate carbon credits
in Donegal, Ireland.
· Positive results from channel and grab samples taken at the Djupedal prospect, the nearby Bersummen area, and the newly identified Stora Lockerum structure, all located within the Olserum REE project in Sweden. These results support the Directors' belief that our fully permitted low-cost drill programme, scheduled for H2-2024, could confirm a district scale system with further project upside, supporting our aim of attracting a partner to fund a larger scale programme.
Aiden Lavelle, Chief Executive Officer of European Green Transition, said:
"Today we are presenting 2023 annual results for the Group's wholly owned
subsidiary. 2023 was a pivotal year for the Group. We successfully completed
the acquisition of the Olserum REE project in Sweden and laid the foundations
for admission to AIM and concurrent fundraise of £6.5m in April 2024.
"Following our successful IPO, we aim to deliver value for shareholders and
support Europe's green energy transition through our green economy portfolio.
In H2-2024 we plan to conduct a low-cost drill programme at the Olserum REE
project. We anticipate this will support our approach to engage a third party
to fund its future development and potential commercialisation.
"Since IPO, EGT has secured two exclusive option agreements to expand our
portfolio of green economy assets. The Limni copper tailings recycling project
in Cyprus offers potential to recover meaningful amounts of copper in a
capital efficient manner and subsequent solar energy development, and the
Altan peatland carbon credit project in Ireland offers potential entry into
the voluntary carbon credits market. We are now continuing our diligence work
to ascertain the commercial viability of these projects, with the intention to
pursue near-term revenue generation. We remain very active in our pursuit of
further opportunities; as Europe progresses in its green transition, we see
numerous undervalued assets and are excited about the potential to capitalise
on these with a view to generate shareholder value."
A copy of this announcement, together with the Annual Report and Accounts will
be available to view on the Company's website in due course at
www.europeangreentransition.com (http://www.europeangreentransition.com)
Enquiries
European Green Transition plc
Aiden Lavelle, CEO +44 (0) 208 058 6129
Jack Kelly, CFO
Panmure Gordon - Nominated Adviser and Broker
James Sinclair-Ford / Dougie McLeod / Ivo Macdonald + 44 (0) 20 7886 2500
Mark Murphy / Hugh Rich / Rauf Munir
Camarco - Financial PR
Billy Clegg, Elfie Kent, Lily Pettifar, Poppy Hawkins europeangreentransition@camarco.co.uk
(mailto:europeangreentransition@camarco.co.uk) + 44 (0) 20 3757 4980
Notes to Editors
European Green Transition plc (listed on the AIM London Stock Exchange under
the ticker "EGT") is a business operating in the green economy transition
space in Europe. EGT intends to capitalise on the opportunities created by
Europe's transition away from fossil fuels to a green, renewables-focused
economy. The Company plans to expand its existing portfolio of green economy
assets through M&A, targeting what it believes to be distressed and
undervalued projects. EGT sees substantial opportunities to deliver value from
its M&A pipeline, which includes critical material, wind, solar,
processing and recycling projects.
EGT's highly experienced leadership team have a strong track record of
building successful public companies through the acquisition of distressed
assets. EGT plans to replicate this approach, creating a sustainable and
profitable business while generating shareholder returns.
The Company's current portfolio of green economy assets includes the Olserum
Rare Earth Project in Sweden. The Olserum project is one of Sweden's projects
of "National Interest" and has the potential to become Europe's first
operating REE mine. EGT has taken an exclusive option over a copper tailings
recycling project in Cyprus with the potential to generate meaningful amounts
of copper, and with the site and surroundings offering an excellent long-term
location to establish a potential solar power facility. EGT has taken a
further exclusive option to develop a peatland carbon sink programme and in
turn generate carbon credits at Altan in Donegal in the northwest of Ireland.
EGT owns additional projects in northern Sweden and Germany which have defined
and tangible upside with potential to realise near-term inflection points in a
cost-effective manner. EGT's objective is to build a profitable business while
aiming to monetise some of its assets through sale or partnership with larger
industry players or European end users. The team is focused on success while
remaining committed to its defined ESG strategy, ensuring excellent
development practices across all projects in addition to regular local
community engagement.
Chairman's Statement
For the year ended 31 December 2023
Introduction
I am pleased to present my first Annual Report statement as the Non-Executive
Chairman of European Green Transition plc (EGT) following the Company's
successful admission to AIM in April 2024 and concurrent £6.5m fundraise. The
financial statements presented in this report relate to European Green Metals
Limited (EGM), a 100% owned subsidiary of EGT. EGT was incorporated on 25
January 2024 as European Green Metals Holdings Limited, later renamed European
Green Transition Limited on 29 February 2024 and subsequently re-registered as
public company changing its name to European Green Transition plc on 25 March
2024, ahead of its admission to AIM.
EGT's goal is to capitalise on the significant opportunity created by the
green energy transition by targeting green economy assets in Europe, for
Europe. Led by a highly qualified and experienced management team with a
strong track record of successfully founding and scaling companies in the
public markets, I have every confidence that we will deliver on our
mission.
Business Model
As we look to execute our strategy of acquiring and developing a portfolio of
green economy assets in Europe, we have identified a pipeline of attractive,
revenue or near revenue stage projects, many of which we believe could
potentially be acquired for a fraction of the capital that has been invested
in them to date. These are typically projects where the current owners are now
unable to raise sufficient capital to progress them further.
Our objective is to obtain control of these assets by structuring deals with a
small upfront payment, with future payments tied to project milestone
achievements. Once acquired, we intend to seek to de-risk the projects through
cost-effective, capital-light activities with the goal of developing a
profitable, sustainable business, with the optionality to monetise these
projects through a sale or by bringing in a larger partner with the required
expertise and skills to develop the project further.
Leadership
We have developed an experienced leadership team that has extensive small cap
public company experience and a track record of successfully building and
scaling public companies. The EGT team has a strong track record in leading
M&A-focused businesses, focusing on identifying distressed or undervalued
assets, completing further acquisitions, generating operational improvements,
and ultimately scaling companies in the public market.
Our team is led by Aiden Lavelle (CEO and Chartered Geologist with 16 years'
industry experience) and Jack Kelly (CFO and Chartered Accountant with
extensive experience in M&A). Cathal Friel is co-founder, largest
shareholder and Non-Executive Director. Our Board is completed by James Leahy,
Non-Executive-Director who has c.34 years' experience in stockbroking and
commodities in a variety of roles, including as a research analyst, equity
salesperson and specialist corporate broker.
The Green Economy Opportunity
In 2023, the European Commission proposed a comprehensive set of actions to
ensure the EU's access to a secure, diversified, affordable, and sustainable
supply of critical raw materials. At the same time as demand for critical raw
materials is projected to increase drastically, European industry relies
heavily on imports, often from quasi-monopolistic third country suppliers such
as China.
To mitigate this risk, the European Commission launched the Critical Raw
Materials Act (CRMA). The CRMA aims to reduce dependence on non-European
imports, specifically from China, which in December 2023 imposed further
restrictions on the export of REE extraction and separation technologies. It
is the Board's belief that EGT is well placed to benefit from the CRMA in
Europe.
Focus on ESG & Sustainability
Maintaining high ESG standards is at the forefront of all of EGT's activities
and the Company intends to maintain its environmental and social practices
across all projects, engaging with local communities and stakeholders
throughout.
In Sweden, we hosted two community meetings in August 2023 and April 2024,
both of which I attended, whereby we outlined our plans and activities at the
Olserum REE project. We have also engaged with local politicians, landowners,
business representatives and other key stakeholders to keep them updated on
our plans for the project. Regular engagement with local stakeholders is
critical to project success and we will continue to work closely with those
located nearby to all our projects.
Outlook - Positioning EGT for the future
2023 was a busy year for EGT. We completed our acquisition of the Olserum REE
project and undertook the preparatory work to facilitate our admission to
trading on the AIM market of the London Stock Exchange in April 2024.
Following our IPO, we are very excited by the future opportunities for EGT to
deliver value to shareholders through what the Board believe to be a number of
high potential projects.
The Olserum REE project in Sweden has the potential to be Europe's first REE
mine, and we look forward to commencing our low-cost drill programme in
H2-2024 which could support the Company's aim of engaging in monetisation
discussions with potential partners and acquirors to fund its future
development and potential commercialisation.
We have expanded our portfolio of green economy assets with the addition,
through exclusive option agreements, for the Cyprus copper tailings recycling
project, which has the potential to recover meaningful amounts of copper in a
capital efficient manner and subsequent solar energy potential, and for the
Altan carbon credit project in Ireland. Management continues to conduct
encouraging discussions around monetising our other assets, namely the Pajala
copper-graphite project in Sweden and the critical mineral projects in
Saxony.
I strongly believe in the Company's potential, and in the management team's
ability to deliver on this and rapidly grow EGT in the coming years. We have a
clear strategic vision and a relentless focus on execution, supported by a
robust cash balance. With that in mind, we believe that we are well positioned
to capitalise on the opportunities that lie ahead as we aim to deliver
long-term value for our shareholders.
Daniel Akselson
Chairman
25 JUNE 2024
CEO Statement
For the year ended 31 December 2023
Introduction
European Green Transition plc is a business operating in the green economy
transition space in Europe. EGT was admitted to trading on the AIM market of
the London Stock Exchange in April 2024 under the ticker "EGT". The
foundations of our successful IPO in 2024 were established in 2023, and I
believe that EGT is now well positioned to build on this over the coming 12-24
months, as we seek to capitalise on the opportunities created by Europe's
transition away from fossil fuels to a green, renewable energy-focussed
economy.
EGT intends to expand its existing portfolio of green economy assets through a
disciplined M&A-focused approach, targeting what it believes to be
distressed and/or undervalued projects with near revenue stage potential. Our
focus has shifted towards later stage opportunities as this is where we see
more potential to generate near-term returns. We continue to review
opportunities with the potential to deliver value from our M&A pipeline,
which includes tailings, wind, solar, carbon credit and recycling projects. We
remain committed to our disciplined, capital light approach and we will seek
to progress our projects through key inflection points in a cost-efficient
manner.
Maintaining high ESG standards is at the forefront of all of EGT's activities
and the team is focused on success while remaining committed to its ESG
approach, ensuring excellent development practices across all projects in
addition to regular local community engagement.
EGT's current European Green Economy Assets
The Company's current portfolio of green economy assets includes the Olserum
Rare Earth Elements (REE) Project in Sweden. Olserum was designated a project
of "National Interest" by the Swedish Geological Survey in 2023 and we believe
it is one of only a few significant REE resources in Europe. In addition, EGT
holds the Pajala copper-graphite project in northern Sweden and an early-stage
critical minerals project in Saxony, Germany.
In recent months we have looked to bolster our portfolio with further exciting
assets through two exclusive option agreements, including the Limni copper
tailings recycling project in Cyprus and the Altan carbon credit project in
Donegal, Ireland. These opportunities align with our strategy to target green
economy assets in Europe with revenue potential, as we look to build a
profitable business while aiming to monetise assets through sale or
partnership with larger industry players.
Olserum REE Project
The Olserum REE project is a 100% owned REE project located near excellent
infrastructure in southern Sweden. It has a defined 43-101 compliant resource
estimate from 2013 consisting of an Indicated Resource of 4.5Mt grading 0.6%
TREO and Inferred Resource of 3.3Mt grading 0.63% TREO using a 0.4% cut-off,
with 36 historic diamond drill holes across the project totalling 6,191m. The
resource has a good contribution of high value critical REEs used in permanent
magnets that are critical to the green transition namely dysprosium, neodymium
and praseodymium.
Post-period, positive field mapping and grab sampling results from H1-2024
have led the Directors to believe that there is potential to scale the
resource, particularly at the adjacent Olserum west prospect and at the
Djupedal prospect where channel samples taken confirm REE mineralisation
including 3m @ 1.58% TREO and 1m @ 2.27% TREO with c. 30% HREO average, and
several new grab samples grading from >1.0% up to 15.27% TREO. A new
mineralised shear zone structure at Stora Lockerum, 900m south of Djuepdal,
was located and shows the potential to expand the scale of the project.
These results, combined with our new structural model for the area, increase
our confidence in intersecting mineralisation in our upcoming H2-2024 drill
programme which we expect to confirm that a district scale REE system is
present. To date, we have defined a 1km mineralised trend at Djupedal, and the
footprint of this mineralised area exceeds that of Olserum and Olserum West
combined. The aim of the initial low-cost, fully permitted drill program is to
show the potential for increased grade and size of the REE system at Olserum,
which may support third-party interest in the project.
Exclusive Option over Cyprus Copper Tailings Recycling Project
In late April 2024, the Company announced an option to acquire the prospecting
licence over the past-producing Limni copper mine near Polis in western
Cyprus. The Limni project is a copper tailings recycling project with
potential to generate meaningful volumes of copper, with the site and
surroundings also offering an excellent long-term location to establish a
potential solar power facility with power grid infrastructure adjacent to the
site.
The Limni mine produced over 8.1 Mt at 1.11% Cu between 1937 and 1978 from a
large open pit operation. The tailings from the deposit and other adjacent
smaller higher-grade deposits were left at a tailings facility by the coast
for c.30 years prior to being backfilled into the Limni pit by an EU funded
program in 2010. The tailings, which are largely believed to be oxidised, are
a source of copper and other metals which can be seen leaching from the pit as
blue metal-enriched water. The Company is now working with consultants to
determine if there is a low-cost treatment method to extract the copper, with
potential to thereby generate a modest revenue while also improving the
long-term environment around the site.
Cyprus is a stable EU jurisdiction which receives the most solar irradiance of
any EU country, and yet it is heavily dependent on fossil fuels for its
baseload energy requirements. The Company sees a strong opportunity to support
Cyprus' transition away from imported fossil fuels towards a sustainable
source of renewable energy through the potential development of a solar energy
plant with adjacent power grid infrastructure, including a substation, near
the site.
Exclusive Option over Altan Peatland Carbon Credit Project
In May 2024, EGT announced that it had taken an exclusive option agreement on
the Altan carbon credit project in Ireland, to investigate the potential to
develop a carbon sink project through peatland restoration and sale of
certified carbon credits. Altan is a c.1,370 acre site primarily comprising of
blanket peatland located in county Donegal in the northwest of Ireland.
EGT intends to generate carbon credits at Altan through a revenue sharing
model between EGT and the Landowner. Through this approach the Company is
looking to replicate a number of successfully implemented projects in
Scotland, which leads the way in Europe in peatland re-wetting. A carbon
credit is generated by either removing from the atmosphere, or avoiding the
emission, of one tonne of carbon dioxide equivalent. Carbon credit markets
exist as mandatory (compliance) schemes or voluntary programs, with the
voluntary market projected to grow by a factor of 15 or more by 2030 to $50bn
as companies strive to meet carbon neutral targets goals. Within this context,
EGT sees potential to generate carbon credits from Altan and scale the Carbon
Credit Project across other peatland opportunities.
Outlook
Building on the momentum of our successful listing on AIM, we continue to make
important strides across our portfolio of green economy assets while
maintaining a robust cash position through our disciplined approach to capital
allocation. We believe our focus on near revenue stage projects is a key
differentiator and we continue to explore further opportunities that meet
these criteria.
Looking to the remainder of 2024 and beyond we believe that EGT is
well-positioned for further growth. We are excited to commence our low-cost
drilling programme at the Olserum REE project which should increase our
confidence that a district scale REE system is present. We expect this will
support our efforts to monetise the project through looking to partner with a
larger industry player or long-term investor who can fund the project's future
development and potential commercialisation. Likewise, we will continue our
due diligence activities over our options on the Cyprus Copper Tailings
Recycling project and the Altan Peatland Carbon Credit project as we look to
ascertain the commercial potential of both projects. We remain committed to
generating a return from our Pajala copper graphite project and the Saxony
projects and believe that we will be able to advance these in 2024. Europe's
green transition continues to generate significant opportunities, many of
which appear undervalued, and we believe we can identify and capitalise on
some of these to generate shareholder value.
Aiden Lavelle
CEO
25 JUNE 2024
Notes to the Financial Statements
For the year ended 31 December 2023
1. General information
European Green Metals Limited ("EGM" or the "Company") is a private company,
limited by shares, incorporated in England and Wales with company number
13399065. Details of the registered office, the officers and advisers to the
Company are presented on the Company Information page at the end of this
report.
The principal activity of the Group is developing green economy assets in
Europe which aims to capitalise on the opportunity created by the green energy
transition.
2. Accounting policies
Basis of preparation
Compliance with applicable law and IFRS
The consolidated Financial Statements comprise those of the Company and its
subsidiaries (together the "Group"). The consolidated Financial Statements of
the Group and the individual Financial Statements of the Company have been
prepared in accordance with UK-adopted international accounting standards
("UK-adopted IAS") as they apply to the Group for the period ended 31 December
2023 with the requirements of the Companies Act 2006. The financial statements
are prepared on the historical cost basis.
Principal accounting policies
The principal accounting policies are summarised below. They have been
consistently applied throughout the year covered by the Financial Statements.
Consolidation
The consolidated Financial Statements comprise the Financial Statements of the
Company and its subsidiaries as at and for the year to 31 December 2023.
Subsidiaries are entities controlled by the Group. Where the Group has control
over an investee, it is classified as a subsidiary. The Group controls an
investee if all three of the following elements are present: power over an
investee, exposure to variable returns from the investee, and the ability of
the investor to use its power to affect those variable returns. Control is
reassessed whenever facts and circumstances indicate that there may be a
change in any of these elements of control. Subsidiaries are fully
consolidated from the date that control commences until the date that control
ceases. Accounting policies of subsidiaries have been changed where necessary
to ensure consistency with the policies adopted by the Group. Intergroup
balances and any unrealised gains or losses or income or expenses arising from
intergroup transactions are eliminated in preparing the consolidated Financial
Statements.
Comparative period
The comparative period is for the year to 31 December 2022.
Going concern
Management believe that it is appropriate to prepare these consolidated
financial statements on the going concern basis. In making that assessment,
management are required to consider whether the Group can continue in
operational existence for the foreseeable future, being a period of not less
than twelve months from the date of the approval of the consolidated financial
statements. In reaching the going concern conclusion, the cash and cash
equivalents of £88,000 as at 31 December 2023 and Group's forecasts and
projections over the 24 months from year end, along with sensitivity analysis
performed on the projected cashflows taking into account reasonable changes in
market conditions, were considered. The Group also took into consideration the
fund raise of £6.4m in March 2024 by its new parent, EGT, post year end .The
Group, therefore, continues to adopt the going concern basis in preparing the
consolidated financial statements. Further information is provided on page 17
of the Group Directors' Report.
Reclassification of comparative information
A presentational change has been made to the Consolidated Statement of Cash
Flow, specifically to the Company for the year ended 31 December 2022. The
correction addresses the investment in Rockfleet Minerals Ltd of £90,000,
which was mistakenly included in the 2022 Company cashflow statement. Since no
cash was exchanged, it is a non-cash flow item and had no impact on last
year's cash flow.
Presentation of balances
The consolidated Financial Statements are presented in Pounds Sterling ("£")
which is the functional and presentational currency of the Company.
The following table discloses the major exchange rates of those currencies
utilised by the Group:
Average rate Average rate Year end rate Year end rate
2023 2022 2023 2022
Rate compared to GBP£
Euro (€) 1.16 1.14 1.15 1.13
Swedish Kroner (SEK) 13.05 n/a 12.85 n/a
Accounting policies and disclosures
The accounting policies adopted are consistent throughout the financial
period. Standards and amendments to IFRS effective as of 1 January 2023 have
been applied by the Group.
Standards issued but not yet effective
There were a number of standards and interpretations which were in issue at 31
December 2023 but were not effective at 31 December 2023 and have not been
adopted for these Financial Statements. These include:
• Amendments to IFRS 7 Financial Instruments: Disclosures - amendments
regarding supplier finance arrangements (applicable on or after 1 January
2024)
• Amendments to IFRS 16 Leases - requirements on accounting for sale
and leaseback after the date of transaction (applicable on or after 1 January
2024)
• Amendments to IAS 1 Presentation of Financial Statements -
amendments regarding the classification of debt with covenants (applicable on
or after 1 January 2024)
• Amendments to IAS 7 Statement of Cash Flows - amendments regarding
supplier finance arrangements (applicable on or after 1 January 2024)
The Directors have assessed the impact of these accounting changes on the
Group. To the extent that they may be applicable, the Directors have concluded
that none of these pronouncements will cause material adjustments to the
Group's Financial Statements.
Critical accounting judgements and key sources of estimation uncertainty
The preparation of Financial Statements in conformity with IFRS requires
management to make estimates and judgements that affect the reported amounts
of assets and liabilities as well as the disclosure of contingent assets and
liabilities at the period end and the reported amounts of revenues and
expenses during the reporting period. Estimates and judgements are continually
evaluated and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the
circumstances.
The Group's accounting policy descriptions set out the areas that involve
significant estimation, uncertainty and critical judgement. The most
significant of which are:
(a) Carrying value of intangible exploration and evaluation assets -
Note 14
The capitalisation of exploration costs relating to the exploration and
evaluation phase requires management to make judgements as to the future
events and circumstances of a project, especially in relation to whether an
economically viable extraction operation can be established. In making such
judgements, the Directors take comfort from the findings from exploration
activities undertaken, the fact the Group intends to continue these activities
and that the Company expects to be able to raise additional funding to enable
it to continue the exploration activities.
At each reporting date, management make a judgment as to whether circumstances
have changed following the initial capitalisation and whether there are
indicators of impairment. If there are such indicators, an impairment review
will be performed which could result in the relevant capitalised amount being
written off to the income statement.
In the current year an impairment charge of £44,115 was made to Intangibles
Assets and charged to the Consolidated Income Statement, see note 14.
(b) Investment in subsidiaries and recoverability of intercompany
receivables - Note 15 and 17
In addition, the Company has also considered its investment in subsidiaries
and loans to subsidiaries. In the current year and at this stage of the
Company's development, the Company see no requirement for impairment of its
investment in or loans to its subsidiaries.
Employee benefits
All employee benefit costs, notably bonuses and contributions to personal
pension plans are charged to the Consolidated Statement of Comprehensive
Income on an accruals basis.
Financial instruments
Financial instruments are classified on initial recognition as financial
assets, financial liabilities or equity instruments in accordance with the
substance of the contractual arrangement. Financial instruments are initially
recognised when the Company becomes party to the contractual provisions of the
instrument. Financial assets are de-recognised when the contractual rights to
the cash flows from the financial asset expire or when the contractual rights
to those assets are transferred. Financial liabilities are de-recognised when
the obligation specified in the contract is discharged, cancelled or expired.
Financial assets
Cash and cash equivalents
Cash and cash equivalents comprise bank current account balances and
short-term deposits with a maturity of three months or less. Amounts are
readily convertible to a known amount of cash and are subject to an
insignificant risk of change in value.
Trade and other receivables
Trade and other receivables have fixed or determinable payments that are not
quoted in an active market, are measured at initial recognition at fair value,
and are subsequently measured at amortised costs using the effective interest
method less impairment. Trade and other receivables are reduced by appropriate
allowances for estimated irrecoverable amounts. Interest income is recognised
by applying the effective interest rate, except for short-term receivables
when the recognition of interest would be immaterial.
Impairment of financial assets
At each statement of financial position date, financial assets are assessed
for indicators of impairment. Financial assets are impaired if indications
exist that events have occurred after the initial recognition of the financial
asset that estimated future cash flows have been impacted. If any such
indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss. Where the asset does not
generate cash flows that are independent from other assets, the Company
estimates the recoverable amount of the cash-generating unit to which the
asset belongs. Any impairment loss arising from the review is charged to the
statement of comprehensive income whenever the carrying amount of the asset
exceeds its recoverable amount.
IFRS 9 requires the Company to make an assessment of expected credit losses
relating to loans to subsidiary companies. An expected credit loss model has
been used which takes into account the probability of default, the exposure at
default and the loss given default at the year end. The Company defines
default as the performance against plans, forecasts and the overall progress
towards monetisation.
The Company does not expect loans to be recalled within the next 24 months and
nor would amounts be available to repay on demand and therefore the Company
has considered this in calculating the expected credit loss. The probability
of default is considered to be low when considering the performance of the
subsidiary companies. The potential recoverable amount has been estimated
based on a probability weighted cashflow model. Cashflow assumptions include
forecast future licence payments, the amount and timing of which are
uncertain. The Company does not believe that there is a significant risk of
default and therefore has not recognised a loss provision in the current year.
Financial liabilities
Trade and other payables
Trade and other payables are initially measured at their fair value and are
subsequently measured at their amortised cost using the effective interest
rate method except for short-term payables when the recognition of interest
would be immaterial.
Foreign currency translation
The Company translates foreign currency transactions into its functional
currency, £, at the rate of exchange prevailing at the transaction date.
Monetary assets and liabilities denominated in foreign currencies are
translated into the functional currency at the rate of exchange prevailing at
the Statement of Financial Position date. Exchange differences arising are
taken to the Statement of Comprehensive Income.
Non-monetary items that are measured in terms of historical cost in a foreign
currency are translated using the exchange rates at the dates of the initial
transactions.
On consolidation, exchange differences arising from the translation of the net
investment in foreign operations are taken to other comprehensive income. When
a foreign operation is partially disposed of or sold, exchange differences
that were recorded in equity are recognised in the income statement as part of
the gain or loss on sale.
EGM has a functional currency of GBP£, Rockfleet Minerals Limited and
European Green Metals (Ireland) Limited have a functional currency of Euro€
and European Mineral Exploration AB and Olree AB have a functional currency of
Swedish Krona SEK.
Project evaluation costs
Exploration expenditure relates to the initial search for deposits with
economic potential. Evaluation expenditure arises from a detailed assessment
of deposits that have been identified as having economic potential. The costs
of exploration assets include the cost of acquiring the right to explore.
Costs incurred in relation to evaluating the technical feasibility and
commercial viability of extracting resources are capitalised as part of
exploration and evaluation assets. Exploration costs are capitalised until
technical feasibility and commercial viability of extraction of reserves are
demonstrable. At that point, all costs which have been capitalised to date and
included in exploration and evaluation assets, are assessed for impairment.
All impairment losses are recognised immediately in the statement of
comprehensive income. If assets are not impaired, then they are reclassified
as either tangible assets or intangible assets and amortised over their useful
life.
Impairment of intangible assets
Exploration and evaluation assets are assessed for impairment when facts and
circumstances suggest that the carrying amount may exceed its recoverable
amount. The Group reviews and tests for impairment on an ongoing basis and
specifically if the following occurs:
• the period for which the group has a right to explore in the
specific area has expired during the year or will expire in the near future,
and is not expected to be renewed;
• substantive expenditure on further exploration for and evaluation of
mineral resources in the specific area is neither budgeted nor planned;
• exploration for and evaluation of mineral resources in the specific
area have not led to the discovery of commercially viable quantities of
mineral resources and the Group has decided to discontinue such activities in
the specific area; or
• 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.
Investment in subsidiaries
Investments in subsidiaries are stated at cost less impairment. Investment in
subsidiaries are subject to annual impairment review, with any impairment
charge being recognised in the Statement of Comprehensive Income. The Group
determines whether an investment is a business combination by applying the
definition in IFRS 3, which requires that the assets acquired and liabilities
assumed constitute a business. If the assets acquired are not a business, the
Group accounts for the transaction as an asset acquisition. Frequently, the
acquisition of mining exploration assets is effected through a non-operating
corporate structure. As these structures do not represent a business, it is
considered that the transaction does not meet the definition of a business
combination. Accordingly, the transaction is accounted for as the acquisition
of an asset. The net assets acquired are recognised at cost. When IFRS 3
guidance is applied to the acquisition of Rockfleet Minerals Limited, European
Mineral Exploration AB and Olree AB the indicators point to the acquisition
being that of assets (primarily mining exploration permits) as opposed to an
acquisition of a business. After reviewing the characteristics of the
acquisition, the Group has determined that the appropriate accounting
treatment of these acquisitions is as asset acquisition.
Impairment
At each Statement of Financial Position date, the Company reviews the carrying
amounts of its investments and acquired intangible assets to determine whether
there is any indication that those assets have suffered an impairment loss. If
any such indication exists, the recoverable amount of the asset is estimated
in order to determine the extent of the impairment loss. Any impairment loss
arising from the review is charged to the Statement of Comprehensive Income
whenever the carrying amount of the asset exceeds its recoverable amount.
The Group assesses each asset annually to determine whether any indication of
impairment exists. Where an indicator of impairment exists, a formal estimate
of the recoverable amount is made, which is considered to be the higher of the
fair value less costs to sell and value in use. These assessments require the
use of estimates and assumptions such as discount rates, future capital
requirements, general risks affecting the green energy industry and other
risks specific to the individual asset. Fair value is determined as the amount
that would be obtained from the sale of the asset in an arm's length
transaction between knowledgeable and willing parties. Fair value is generally
determined as the present value of estimated future cash flows arising from
the continued use of the asset, using assumptions that an independent market
participant may take into account. 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. Assets are
grouped into the smallest group that generate cash inflows are independent of
other assets.
Property, plant and equipment
Property, plant and equipment are stated at historical cost less accumulated
depreciation and any provision for impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the asset and
bringing the asset to its working condition for its intended use.
Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only where it is probable that future
economic benefits associated with the asset will flow to the Group and the
cost of the asset can be measured reliably. The carrying amount of the
replaced asset is derecognised. All other repairs and maintenance are charged
to the Statement of Comprehensive Income during the financial period in which
they are incurred. Any borrowing costs associated with qualifying property,
plant and equipment are capitalised and depreciated at the rate applicable to
that asset category.
Depreciation on assets is calculated using the straight-line method to
allocate their cost to its residual value over their estimated economic useful
lives, as follows:
Computer
Equipment
three years
The assets' residual values and useful economic lives are reviewed regularly,
and adjusted if appropriate, at the end of each reporting period.
An asset's carrying value is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount.
Gains and losses on the disposal of assets are determined by comparing the
proceeds with the carrying amount and are recognised in Administration
expenses in the Statement of Comprehensive Income.
Taxes
Tax comprises current and deferred tax. Current tax is the expected tax
payable on the taxable income for the period, using tax rates enacted or
substantially enacted at the reporting date. Deferred tax assets or
liabilities are recognised where the carrying value of an asset or liability
in the Statement of Financial Position differs to its tax base and is
accounted for using the statement of financial position liability method.
Recognition of deferred tax assets is restricted to those instances where it
is probable that taxable profit will be available against which the difference
can be utilised. From 1 April 2023 the UK main corporation tax rate is 25%,
increasing from 19% where taxable profits exceed £250,000. For companies with
taxable profits below £50,000 the small profits rate remains at 19%. There is
no deferred tax asset recognised for the Group or Company as the company is
still pre-revenue, and thus not considered probable that future trading
profits would be generated in which this asset could be offset.
Share capital
Ordinary Shares are classified as equity. Proceeds in excess of the nominal
value of shares issued are allocated to the share premium account and are also
classified as equity. Incremental costs directly attributable to the issue of
new Ordinary Shares or options are deducted from the share premium account.
Revenue recognition
Interest income
Interest income is accrued on a time basis, by reference to the principal
outstanding and at the effective interest rate applicable.
Exceptional items
These are items of an unusual or non-recurring nature incurred by the Group
and include transactional costs and one-off items relating to business
combinations, such as acquisition expenses, restructuring costs etc.
3. Segmental information
The Board considers there to be only a single operating segment: Green Energy
projects. All areas of the business are engaged in the development of a range
of Green Energy projects. Performance information is reported as a single
business unit to the executive management team, who are responsible for
reviewing the Group's management information. The Chief Executive Officer and
Chief Financial Officer are considered to be the chief operating decision
makers.
The Group did not generate revenue during the year or prior year.
Location of non-current assets
2023 2022
£ £
Sweden 1,436,670 142,465
Germany 134,668 97,178
UK 850 -
Total non-current assets 1,572,188 239,642
Non-current assets consist of intangible assets and tangible assets.
Intangible assets are classified under the location where the project is
located. Tangible assets are classified where the company holding the asset is
incorporated.
4. Administrative costs
2023 2022
£ £
Employee benefit expense (note 8) 13,002 -
Professional fees 201,977 31,701
Subcontractors' fees, travel, safety equipment 208,717 35,390
Business development 101,991 30,524
Currency losses 14,911 455
Other expenses 32,926 5,097
Total administrative costs 573,524 103,167
There were no short-term lease payments expensed during year ended 31 December
2023 (2022: £Nil).
5. Exceptional items
Included within note 6 above are exceptional items as shown below:
2023 2022
£ £
Exceptional items include:
- Impairment of Hainichen Licence (see note 14) 44,115 -
- Transaction costs relating to forth-coming IPO of Company (see note 27) 47,310 -
Total exceptional Loss 91,425 -
6. Auditor remuneration
Services provided by the Company's auditor and its associates. During the year
the Group (including its overseas subsidiaries) obtained the following
services from the Company's auditor and its associates:
2023 2022
£ £
Fees payable to Company's auditor for the audit of the Parent Company and
consolidated financial statements
38,000 7,000
Total paid to the Company auditor 38,000 7,000
Fees payable to other auditors for services:
- Prior year and interim audit fees paid to previous auditor 6,050 -
- Tax services paid to other auditors 4,173 -
Total paid to other auditors 10,223 -
Total auditor's remuneration 48,223 7,000
7. Directors' emoluments
2023 2022
£ £
Aggregate emoluments - -
Social Security Costs - -
Contribution to defined contribution pension scheme - -
Total Directors' remuneration - -
See further disclosures within the Group Director's Report.
There were no emoluments paid to directors for their services as directors
during 2023.
8. Employee benefit expense
2023 2022
£ £
Wages and salaries 10,738 -
Social security costs 1,187 -
Pension costs 1,077 -
Total employee benefit expense 13,002 -
The first employee joined the group in November 2023. A contribution to their
pension has been accrued at year end pending the opening of a new pension
scheme in 2024 - £1,077 (2022: Nil).
9. Average number of people employed
2023 2022
No. No.
Average number of people (including Directors) employed was:
Administration 3 2
Total average number of people employed 3 2
Monthly weighted average used in above calculation.
10. Net finance costs
2023 2022
£ £
Interest expense:
- Interest on convertible debt securities (see note 21) (43,945) (19,915)
Finance costs (43,945) (19,915)
Finance income
- Interest income on bond held by Swedish Mining authority 14 -
Finance income 14 -
Net finance (expense) (43,932) (19,915)
11. Income tax expense
2023 2022
Group £ £
Total current tax charge - -
Total deferred tax - -
The tax charge on the Group's results before tax differs from the theoretical
amount that would arise using the standard tax rate applicable to the loss of
the consolidated entities as follows:
2023 2022
£ £
(Loss) before tax (708,881) (123,082)
Tax calculated at domestic tax rates applicable to UK small profits rate of
tax of 19%
(2022 - 19%) (134,687) (22,870)
Tax effects of:
- Expenses not deductible for tax purposes (173) -
- Losses carried forward (134,514) 22,870
Total tax charge - -
12. Loss per share
Basic and diluted
Basic loss per share is calculated by dividing the (Loss) attributable to
equity holders of the Company by the weighted average number of ordinary
shares in issue during the year.
2022
2023 Revised
£ £
(Loss) for the year (708,881) (123,082)
Weighted average number of Ordinary Shares in issue 131,874,275 94,299,060
Earnings per share from operations £(0.0054) £(0.0013)
There were no EGM share options outstanding as at 31 December 2023.
Post year end, in January 2024, EGM issued 19,082,001 new shares bringing the
total number of EGM ordinary shares in issue to 252,425,255.
On 14 March 2024, EGM consolidated the number of ordinary shares in issue by a
factor of approx. 4.48 bringing the total number of ordinary shares in issue
down to 56,307,702.
Subsequently on 14 March 2024, EGM and EGT completed a share exchange
agreement whereby EGT acquired the EGM group by issuing 1 EGT share for each 1
EGM share in issue .
See also note 27 for further post year end details on EGT's subsequent fund
raise, creation of EGT share options, initial public offering (IPO) of EGT and
admission of EGT to AIM division of London Stock Exchange.
13. Property, plant and equipment
Computer equipment
£ Total
Group & Company £
Cost
At 1 January 2023 Additions - 850 - 850
Exchange differences - -
At 31 December 2023 850 850
Depreciation
At 1 January 2023 Charge for the year Exchange differences - -
- -
- -
At 31 December 2023 - -
Net book value
At 31 December 2023 850 850
At 31 December 2022 - -
The equipment was purchased at year end 2023 so depreciation will begin in
2024. There was no movement in 2022, and thus not disclosed in the above
table.
14. Intangible fixed assets
Group 2023 Group 2022 Company Company
£ £ 2023 2022
Group £ £
Cost
At 1 January Additions* 239,642 - 239,642 108,068 - 108,068
1,375,811 320,687
At 31 December 1,615,453 239,642 428,755 108,068
Amortisation and impairment
At 1 January Charge for the year - - - -
Impairment (see note 5) - (44,115) - - (44,115) -
- -
At 31 December (44,115) - (44,115) -
Net book value
At 31 December 1,571,338 239,642 384,640 108,068
* Additions include £1,030,000 non-cash asset acquisition of Swedish Licences
via acquisition of European Mineral Exploration AB and Olree AB (see note 15)
The Group reviews the carrying amounts of its intangible assets to determine
whether there are any indications that those assets have suffered an
impairment loss. If any such indications exist, the recoverable amount of the
asset is estimated in order to determine the extent of the impairment loss.
Impairment indications include events causing significant changes in any of
the underlying valuation assumptions used. In the current year an impairment
charge of £44,115 (2022: nil) was made to the Consolidated Income Statement
in relation to a German licence which is not being renewed in early 2024. This
is as a result of the Directors reviewing ongoing licence programmes and
concluding that the Group should concentrate the use of its resources on other
core licences.
15. Investments in subsidiaries
2023 2022
Company £ £
Shares in Group undertakings
At 1 January 90,000 -
Investment in Rockfleet Minerals Limited - 90,000
Investment in European Mineral Exploration AB 515,000 -
Investment in Olree AB 515,000 -
Investment in European Green Metals (Ireland) Limited 1 -
At 31 December 1,120,001 90,000
Investments in Group undertakings are recorded at cost, which is the fair
value of the consideration paid. Following review an impairment provision of
Nil (2022: Nil) has been made to the investment in subsidiaries.
Swedish registered companies European Mineral Exploration AB (company number
556932-0244) and Olree AB (company number 559402-8465) were acquired by the
company on 6 July 2023 for £515,000 each - payable by the issue of a
convertible debt security certificate for £450,000 and a cash payment of
£65,000. The convertible debt security certificate was convertible to
ordinary shares on the admission of the Company to AIM on the London Stock
Exchange on or before 30 April 2024. The cash payment was payable within 30
days of the IPO. The Parent Company of EGM, EGT, was admitted to trading on
AIM on 8 April 2024 (see note 27).
Irish registered company European Green Metals (Ireland) Limited (company
number 750370) is a new company incorporated in October 2023 created to employ
Irish-based staff.
All the subsidiaries are included in the consolidation. The proportions of
voting shares held by the Parent Company do not differ from the proportion of
Ordinary Shares held.
16. Financial instruments
The Group's financial instruments comprise investments, cash at bank, and
various items such as debtors, convertible debt security certificates, and
creditors. The Group has not entered into derivative transactions, nor does it
trade financial instruments as a matter of policy. A detailed description of
how risk management is carried out by the Directors of the Group is contained
in the strategic report on page 7 and 8.
Financial instruments by category
(a) Assets
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
31 December
Assets at amortised cost
Trade and other receivables 1,296 3,160 82,673 48,469
Cash and cash equivalents 87,969 659,420 86,685 654,743
Total 89,265 662,580 169,358 703,212
Assets in the analysis above are all categorised as 'other financial assets at
amortised cost' for the Group and Company. Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting
the obligations associated with its financial liabilities that are settled by
delivering cash or another financial asset. The Group's approach to managing
liquidity is to ensure, as far as possible, that it will always have
sufficient liquidity to meet its liabilities when due, under both normal and
stressed conditions, without incurring unacceptable losses or risking damage
to the Group's reputation.
(b) Liabilities
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
31 December
Liabilities at amortised cost
Convertible debt security certificates 1,788,300 796,559 1,788,300 796,559
Trade and other payables 338,018 41,329 324,858 41,330
Total 2,126,318 837,888 2,113,158 837,889
Liabilities in the analysis above are all categorised as 'other financial
liabilities at amortised cost' for the Group and Company.
(c) Credit quality of financial assets and liabilities
The Group is exposed to credit risk from its financing activities, including
deposits with banks and financial institutions, foreign exchange transactions
and other financial instruments.
The Group's maximum exposure to credit risk, due to the failure of counter
parties to perform their obligations as at 31 December 2023 and 31 December
2022, in relation to each class of recognised financial assets, is the
carrying amount of those assets as indicated in the accompanying Statement of
Financial Position.
Cash at bank
The credit quality of cash has been assessed by reference to external credit
ratings, based on reputable credit agencies' long-term issuer ratings:
2023 2022
Rating £ £
A - AAA 87,969 659,420
Total 87,969 659,420
Foreign currency risk
The Group incurs costs denominated in foreign currencies (including Euros and
Swedish Krona) which gives rise to short term exchange risk. The Group does
not currently hedge against these exposures as they are deemed immaterial and
there is no material exposure as at the period end.
Market risk
Market risk is the risk that changes in market prices, such as commodity
prices, interest rates, foreign exchange rates, and equity prices will affect
the Group's value of its holdings in financial instruments.
17. Trade and other receivables
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
Trade receivables 1,296 3,160 - -
Amounts owed by subsidiary undertakings - - 82,673 48,469
Total 1,296 3,160 82,673 48,469
The Directors consider that the carrying amount of trade and other receivables
approximates to their fair value. The carrying amounts of the Group's trade
and other receivables denominated in all currencies were as follows:
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
SEK 1,296 3,160 - -
Total 1,296 3,160 - -
18. Cash and cash equivalents
Cash and cash equivalents include the following for the purposes of the
statement of cash flows:
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
Cash at bank and on hand 87,969 659,420 86,685 654,743
Cash and cash equivalents 87,969 659,420 86,685 654,743
The Directors consider that the carrying amount of cash and cash equivalents
approximates to its fair value.
19. Trade and other payables
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
Trade payables 46,953 10,541 46,953 10,543
Social security and other taxes (see note 8) 4,645 - - -
Other payables (see note 15) 130,000 - 130,000 -
Accrued expenses 156,420 30,787 147,906 30,787
Total 338,018 41,329 324,858 41,330
The fair value of trade and other payables approximates to their book value.
All balances are due within 1 year.
20. Deferred income tax
Deferred tax assets
Deferred income tax assets are recognised to the extent that the realisation
of the related tax benefit through future taxable profits is probable. There
is no deferred tax asset recognised for the Group or Company's accumulated
losses of £843,741 and £814,623 respectively as the Group and Company are
still pre-revenue.
21. Borrowings
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
Current - falling due within 1 year Convertible debt securities ("CDSs") - 796,559 - 796,559
Non-current - falling due after 1 year
1,788,300 1,788,300
Convertible debt securities ("CDSs")
- -
Total borrowings 1,788,300 796,559 1,788,300 796,559
During 2022 and 2023, the Group issued Convertible Debt Security certificates
("CDS") to a collective of high-net-worth investors. During 2023, there were
additional CDSs created of £991,741. Of this balance £900,000 CDSs were
issued to the owners of European Mineral Exploration AB and Olree AB on
acquisition of those companies in July 2023 (see note 15).
For those CDSs issued in 2022, interest accrued at the rate of 5% per annum
and was payable on the six (6) month anniversary of the issue of the
Securities and every six (6) months thereafter for two (2) years (i.e. until
the second anniversary of the issue of the Securities). Interest was
calculated on a 'simple interest' basis. For those CDSs issued in 2023 there
was no interest payable. For all CDSs either the principal was fully repayable
at the end of year two (2) or all debt security certificates were
automatically convertible to ordinary shares if the company had an initial
public offering ("IPO") before the end of year two.
Following novation of all CDSs from EGM to EGT in March 2024, the new Parent
Company of EGM, EGT, was admitted to trading on AIM on 8 April 2024 so all
CDSs have since been converted into ordinary shares in EGT post year end (see
note 27).
22. Share capital
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
233,343,254 (2022 - 128,500,000) Ordinary shares of £0.0005
116,672 64,250 116,672 64,250
Total 116,672 64,250 116,672 64,250
The share capital of European Green Metals Limited consists only of fully paid
ordinary shares. All shares are equally eligible to share in declared
dividends, appoint Directors, receive notice of, attend, speak and vote at any
general meeting of the Company.
During the year the Company issued 104,843,254 shares @ £0.002/Share as a
result of a rights issue to existing shareholders.
23. Other reserves Group and Company Share premium
Share premium is the difference between the nominal value of share capital and
the actual cash received on fund-raising less any costs associated with the
fund-raising.
Foreign currency reserve
The presentation currency of the Group is GBP£. This reserve arises from the
translation of the subsidiaries which are denominated in Euro and SEK into
GBP£ on consolidation.
The Euro denominated subsidiaries are Rockfleet Minerals Limited and European
Green Metals (Ireland) Limited. The SEK denominated subsidiaries are European
Mineral Exploration AB and Olree AB.
Retained Earnings
For the Group and Company, earnings reflect the earnings of European Green
Metals Limited.
24. Cash used in operations
Group 2023 Group 2022 Company Company
£ £ 2023 2022
£ £
(Loss) before income tax Adjustments for: (708,881) (123,082) (680,013) (122,832)
- Net finance costs (note 10)
- Impairment of intangible 43,932 19,915 43,946 19,915
- FX Losses on conversion of CDSs (note 21) 44,115 - 44,115 -
Changes in working capital 7,140 - 7,140 -
- Decrease/(increase) re trade and other receivables
- Increase re VAT tax recoverable 1,864 (3,144) - (31,372) -
- trade and other receivables re Rockfleet Minerals Limited (31,548) - - 155,527 -
- Increase re trade and other payables -
- trade and other payables re Rockfleet Minerals Limited - 168,689 7,450 - 38,330
- 38,330 -
(1,257)
Net cash (used) in operations (474,689) (61,789) (460,657) (64,587)
25. Related Party Disclosures
Key management are those persons having authority and responsibility for
planning, controlling and directing the activities of the Company. In the
opinion of the Board, the Company's key management are the Directors of
European Green Transition plc.
Directors
There were no directors' emoluments paid during 2023.
Group
David Hall, non-executive Director until his resignation on 26 August 2023,
invoiced the Company and was paid for his services in relation to consultancy
fees for business development opportunities for £53,035 (2022: £28,000).
Aiden Lavelle, non-executive Director from his appointment on 2 October 2023,
invoiced the Company and was paid for his consultancy services in relation to
geological surveying for £30,284 (2022: Nil).
Robert Whelan, former Company Secretary, is owner/director of Resource HQ
consulting Limited and during 2023 Resource HQ consulting Limited invoiced the
company and was paid for accountancy services fees of £15,600 (2022:
£11,000) and Robert Whelan invoiced the company and was paid personally for
£2,296 (2022: £4,000).
Raglan Professional Services Limited, a company controlled by Cathal Friel,
non- executive director, invoiced the Company for services in relation to
business development opportunities for £80,630 (2022: Nil). This balance
remains unpaid at year end.
Raglan Road Capital Limited, a company controlled by Cathal Friel, non-
executive director, provided a bridging loan of
£150,000 to the Company to assist with cash flow during 2023. £2,500 of
interest was charged on the loan. This loan plus after-tax interest due was
later converted to £152,000 of equity in the Company in November 2023.
Mitaks Investment & Management AB, a company controlled by Daniel
Akselson, non-Executive chairman of EGT, was a 10% shareholder, in European
Mineral Exploration AB prior to the acquisition by the Company on 6 July 2023.
As part of the consideration paid by the Company, Mitaks Investment &
Management AB received a convertible debt security certificate for £45,000
plus a deferred cash payment of £6,500. The CDS converted to equity on
successful completion of the IPO on 8 April 2024.
There were no other related party transactions during the year.
Company
At 31 December 2023 the Company was owed £82,673 (2022 - £48,469) by its
subsidiaries.
26. Capital commitments
The Group had no capital commitments at 31 December 2023 or at 31 December
2022.
The projects are all held under exploration licences, which are due for
renewal in the upcoming years. These renewals will incur associated renewal
fees. There are various specific costs relating to the continuance of business
activities including staffing and consultancy costs, office costs and various
sundry items including warehousing commitments for equipment and core storage.
No provision has been made in the financial statements for these amounts as
the expenditure items are expected to be incurred in the normal course of
business operations. Furthermore, whilst maintaining the current portfolio of
exploration interests is the intent of the Group, should activities be ceased
in any project, aside from modest exit costs, the costs of that project would
cease.
27. Post balance sheet events
The following events have taken place since the year end:
1. In January and February 2024, 3 additional CDSs valued at £255,000
were issued in EGM. All CDSs were novated to EGT in March 2024.
2. European Green Transition Ltd ("EGT") was incorporated in January
2024. Following a share consolidation in EGM and a share exchange agreement
between EGT and EGM in March 2024, EGT became the Parent Company of EGM.
3. In April 2024, EGT was admitted to AIM on the London Stock Exchange
following a fund -raise in March 2024 of
£6.4m. All CDSs were converted to equity on admission to AIM.
4. EGT adopted an Employee Performance Incentive Plan ("EPIP") for a
number of key senior management in March 2024.
5. EGT signed 12-month option agreements in April 2024 and May 2024 for
£125,000 and €100,000 respectively to perform due diligence on the Cyprus
copper tailings recycling project and the Irish peatland carbon credits
project.
28. Ultimate controlling party
At 31 December 2023 there was no one ultimate controlling party of the EGM
group. Since March 2024, the ultimate controlling party of the EGM group is
European Green Transition plc - co. reg. number 15442832 at registered address
The Walbrook Building, 25 Walbrook, London, EC4N 8AF, UK.
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