REG - Helium One Global Ld - Audited Results for the year ended 30 June 2023
15/11/2023 07:15
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RNS Number : 4633T Helium One Global Ltd 15 November 2023
information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as amended by The Market Abuse (Amendment) (EU Exit)
Regulations 2019.
15 November 2023
Helium One Global Ltd
("Helium One" or "the Company")
Audited Results for the year ended 30 June 2023
Helium One Global (AIM: HE1), the primary helium explorer in Tanzania, is
pleased to announce the Company's audited results for the year ended 30 June
2023.
Summary:
· Sourced appropriate oil & gas drilling rig for phase 2 drilling
programme through the acquisition of its Epiroc Predator 220 drilling rig
· Completed analysis of high resolution Falcon Airborne Gravity
Gradiometry and aero-magnetic data over the Balangida Rift Basin,
demonstrating a greater understanding of prospectivity and rift geometry
· Successful fundraise of £9.9 million in December 2022, for the
drilling of the Tai-3 Well at Rukwa. An additional £6.8 million was raised in
September 2023.
· Lorna Blaisse appointed as CEO in February 2023, with James Smith
appointed as Chairman post period end
· The Company reports a total comprehensive loss attributable to
shareholders of $2,672,915
· Group's cash position, at at 30 June 2023, was US$9,600,786 (30 June
2022: US$4,906,153)
· Commencement of drilling programme at Tai-3 in the Rukwa Basin in Q3
2023, successfully reaching a TD of 1,448m measured depth as announced on 7
November 2023
· Elevated helium shows, up to six times above background, have been
identified in the Lower Karoo Group and Basement targets whilst drilling and
the shows increased in frequency and quality with depth, as anticipated.
· The Company is currently running wireline logging for formation
evaluation and downhole gas sampling.
James Smith, Chairman of Helium One, commented:
"The year under review has been dominated by obtaining a rig for the Company's
Phase 2 drilling programme. Post year-end we were delighted to acquire our
own drill rig, giving the Company a greater degree of optionality and an
additional revenue stream, as well as spudding the Tai-3 well in Q3 2023 as
stated.
"The year ahead promises to be an exciting one. We are fully funded for our
ongoing drilling campaign at Tai, the results of which will soon be published,
and are funded for the follow up well at Itumbula."
Lorna Blaisse, CEO, commented:
"This past year has been an incredibly busy time for the Company delivering
the rig and commencing drilling at Tai-3. Despite the hurdles that we have had
to overcome, Helium One remains resilient and we continue to deliver on our
promises and strategy.
"I would like to thank our team for their constant commitment to the Company,
as well as our local communities for their continued support. I would also
like to extend my thanks to our shareholders who have supported us during this
turbulent year. We are excited to see what is in store for Helium One and look
forward to providing updates from our drilling programme."
For further information please visit the Company's website: www.helium-one.com
(http://www.helium-one.com)
Contact
Helium One Global Ltd +44 20 7920 3150
Lorna Blaisse, CEO
Liberum Capital Limited (Nominated Adviser and Joint Broker) +44 20 3100 2000
Scott Mathieson
Ed Thomas
Nikhil Varghese
Peterhouse Capital Limited (Joint Broker) +44 20 7220 9792
Lucy Williams
Tavistock (Financial PR) +44 20 7920 3150
Nick Elwes
Tara Vivian - Neal
Notes to Editors
Helium One Global, the AIM-listed Tanzanian explorer, holds prospecting
licences totalling more than 2,965km(2) across three distinct project areas,
with the potential to become a strategic player in resolving a
supply-constrained helium market.
The Rukwa, Balangida, and Eyasi projects are located within rift basins on the
margin of the Tanzanian Craton in the north and southwest of the country. The
assets lie near surface seeps with helium concentrations ranging up to 10.6%
He by volume. All Helium One's licences are held on a 100% equity basis and
are in close proximity to the required infrastructure.
The Company's flagship Rukwa Project is located within the Rukwa Rift Basin
covering 1,900km(2) in south-west Tanzania. The project is considered to be
an advanced exploration project with leads and prospects defined by a
subsurface database including multispectral satellite spectroscopy, airborne
gravity gradiometry, 2D seismic data, and QEMSCAN analysis. The Rukwa Project
has been de-risked by the 2021 drilling campaign, which identified reservoir
and seal with multiple prospective intervals from basin to near surface within
a working helium system.
Helium One is listed on the AIM market of the London Stock Exchange with the
ticker of HE1 and on the OTCQB in the United States with the ticker HLOGF.
Chairman's Statement
I am pleased to present the Annual Report and Financial Statements for the
year ended 30 June 2023 and my first since I became Chairman of Helium One
Global Limited. I would like to thank Ian Stalker, who stood down as
Chairman of the Board in July 2023, for his commitment to the Company during
his five-year tenure. Ian oversaw a period of significant achievement, from
the Company's successful listing on AIM to the maiden drilling programme at
Rukwa.
The period under review was dominated by the challenge of obtaining a suitable
rig for our phase II drilling programme at Tai 3 in the Rukwa basin which was
compounded by increased demand from other operators in the oil and gas
industry resulting in a scarcity of rigs and ancillary well evaluation
equipment available for the East African market.
The team worked incredibly hard in sourcing rigs and equipment and whilst
their efforts were thwarted on a number of occasions, I am very pleased that
we were able to successfully acquire our own rig after the accounting
year-end. This allows us greater control and flexibility over our drilling
timetable and also provides a potential source of revenue for the Company in
the future as the rig will be available to be leased by third parties in the
region.
We were also delighted to deliver our drilling programme at Rukwa, which we
commenced in Q3 as we outlined back in February 2023, and we are very
encouraged by the initial results we have seen at Tai 3 with elevated helium
shows. I would like to take this opportunity to thank the Board and our team
for all their efforts and continued dedication in what was an incredibly
testing year for the Company.
The Board and management team underwent some changes throughout the year with
the appointment of Lorna Blaisse as Chief Executive Officer, replacing David
Minchin who stepped down in February of this year. I am very pleased that
Lorna agreed to take on the role and exceptionally pleased with her
performance since she took over. I have no doubt she will continue to work
tirelessly on behalf of the Company and its shareholders to deliver the best
possible outcome from the current and future work programmes. I would also
like to welcome Graham Jacobs to the Board as Financial and Commercial
Director. Graham's experience will undoubtedly be of huge value to the
Company in this next stage of our development.
I would also like to thank the Government of Tanzania and the local
communities in which we operate for their continued support which has enabled
the Company to advance its operations at such a dramatic pace. We look
forward to continuing our work with them in the year ahead, and to delivering
our Phase II programme. Finally, I would like to thank all of our
shareholders for their continued commitment and support and look forward to
providing further updates from our Tai-3 drilling as well as the follow up
programme at Itumbula.
James Smith
Non-Executive Chairman
14 November 2023
Chief Executive's Statement
I am pleased to be reporting on the Group's annual results for the 12 months
to 30 June 2023. The period was another incredibly busy and testing period for
the team as we worked to obtain an appropriate rig and associated equipment
for our Phase II drilling programme in a very tight rig market in East Africa.
Operational Review
Following the extensive evaluation of rig options and, in order to remain on
the critical path to a Q3 spud, the Company successfully completed the
acquisition of its Epiroc Predator 220 drilling rig in July 2023- an oil and
gas type rig capable of drilling to depths in excess of 2,000m - and its
subsequent mobilisation to the Rukwa site. This is a highly significant
achievement for the Company as ownership of the rig provides the opportunity
to move quickly into further exploration drilling and, in a success case,
allows the appraisal of Tai without the additional cost of keeping a rig on
standby or become challenged by mobilising another rig into the country
again.
Whilst we acquired the Epiroc Predator 220 drilling rig in July of this year,
the Company had previously, in October 2022, received a report from a third
party, Aberdeen Drilling Consultants, an internationally recognised expert in
rig audit and evaluation, on the operational capability of the rig. This
confirmed that the rig was in good condition.
In December 2022, the Company completed an analysis of its proprietary high
resolution Falcon Airborne Gravity Gradiometry and aero-magnetic data over
the Balangida Rift Basin ("Balangida") in collaboration with Getech. This
work will lead to further helium gas exploration target generation in
Balangida, widening the Company's opportunity in Tanzania. This same
workflow was subsequently applied to a regional dataset over the Eyasi Rift
Basin and has enabled the team to evaluate the prospectivity potential in both
basins, after gaining an improved understanding of rift geometry and
subsurface structuration.
Balangida has shown high-grade helium macro seeps enriched with other
high-value noble gasses. Recent field work sampling showed 6.2%-6.4% helium
and 2.0% argon. The study enabled us to increase our knowledge of depth to
basement and sediment thickness whilst providing a greater understanding of
rift geometry, basin evolution and subsurface structure to aid in future
exploration programmes.
In May 2023 the Company completed an independent verification of the
prospective resources of the Tai Prospect (Tai). The evaluation of the total
gas and helium prospective resources, and completion of a Competent Person's
Report ("CPR") for Tai has been carried out and issued by reserves
auditors ERC Equipoise Ltd (ERCE).
The unrisked best estimate of helium estimated to be potentially recoverable
from undiscovered accumulations ("2U") in the report is 2.8 billion cubic feet
(Bcf) and the 2U is 212.2 Bcf across the combined intervals of the Lake Bed
Fm, Nsungwe Fm, Karoo Sandstone and Weathered Basement. This demonstrates a
61% increase in the original resource estimate from the previous 2020 CPR
completed by SRK Consulting (Australasia) Pty Ltd ("SRK").
The unrisked high case estimate of helium estimated to be potentially
recoverable from undiscovered accumulations ("3U") is 7.1 Bcf in the ERCE
report, which is a 30% increase from the previous 2020 CPR completed
by SRK. The deterministic sum of the 3U prospective resource is 437.8 Bcf
in the ERCE report, which is a 294% increase from the previous CPR referenced
above.
These substantial increases are the result of more detailed interpretation of
the additional 2D seismic data acquired across Tai in 2021 (from Phase II and
Phase II seismic surveys), and the Company's improved understanding of the
structural closure.
These results support the work completed by the Company's technical team and
demonstrates our technical competency in prospect maturation and
identification. Tai remains the best-defined prospect within the Company's
portfolio and highlights the opportunity to maximise the economic potential of
helium in the Rukwa Basin.
On 7 November 2023, post period end, the Company announced that the Tai 3 well
had successfully reached a total depth of 1,448m measured depth having
encountered weathered crystalline Basement.
We are delighted with the initial results from Tai 3 and it was extremely
encouraging to see elevated helium shows, up to six times above background, in
the Lower Karoo Group and Basement targets and that helium shows increased in
frequency and quality with depth, as we had anticipated.
As at the date of this report, the wireline programme had commenced and the
Company was preparing to take downhole gas samples.
The current annual global demand for helium is 6.6 Bcf in a US$7
billion market. Helium prices continue to rise due to the current shortage
and with a global average import price of US$457 per thousand cubic feet
in January 2023. The last twelve months have seen a 39% price increase, a
trend set to continue given the current global deficit.
Licence Area Evaluation
During the period, Helium One renewed 12 of its licences which were due for
second renewal in September and October 2022. As part of the renewal
process, Helium One conducted a review of all of its licences with the
objective of fully or partially relinquishing licences that were not
considered to be prospective. The combined relinquished area totals 1,549.27
km(2), which will save approximately US$309,000 per year in licence fees and
an impairment charge of US$8,520,929 was included in the year ended 30 June
2022 accounts. The Helium One technical team selected the chosen areas for
relinquishment based on the following criteria:
· inaccessible offshore areas with no, or poorly, defined
exploration leads;
· onshore areas with no, or poorly, defined exploration leads; and
· onshore areas on outcropping basement i.e. no sediment fill
therefore deemed to be non-prospective
By relinquishing portions of our licenced acreage, Helium One can eliminate
those areas deemed to be non-prospective and ensure future work programmes are
focussed more effectively on the remaining, higher ranked acreage. Such
relinquishment occurred in September and October 2022.
The Company now holds prospecting licences totalling 2,965 km(2) across its
three project areas, Rukwa, Eyasi and Balangida.
Fundraising
In December 2022, the Company raised gross proceeds of approximately £9.9
million (approximately US$12.01 million) through the issue of an aggregate
of 197,922,716 new ordinary shares at a price of 5 pence per Ordinary
Share. The proceeds of this raise were used for the drilling of the Tai 3
exploration well.
In September 2023, post period end, the Company raised an additional £6.8
million before expenses (approximately US$8.7 million) through the issue of an
aggregate of 113,333,333 new ordinary shares at a price of 6 pence per new
ordinary share.
Financial Results for the Year Ended 30 June 2023
For the year to 30 June 2023, the Group recorded a total comprehensive loss
for the year attributable to the equity holders of the Company of US$2,672,915
a decrease compared with US$14,231,206 for the year to 30 June 2022 mainly as
a result of an impairment in 2022 amounting to US$8.5million and share based
payments of US$3.3million.
The Group's net assets as at 30 June 2023 were US$27,204,804 in comparison
with US$18,033,568 at 30 June 2022. The increase is due to the additional
funds from the new shares issued. At 30 June 2023, the Group's cash position
was US$9,600,786 (30 June 2022: US$4,906,153).
Outlook
Helium remains an irreplaceable technology commodity in a current supply
crisis and the Board believes that Helium One has a portfolio that can
potentially help resolve this crisis. The year ahead promises to be another
busy and very significant period for the Company as we deliver our Phase II
drilling programme and what will hopefully be a commercial discovery at our
Rukwa Project. We have a strong and highly experienced management team clearly
focussed on delivering success at Rukwa.
I would like to take this opportunity to thank all our staff who have again
worked so hard this year as well as the local communities and the Government
ministries that have continued to work with us and support us enabling us to
continue to drive our programme forward. Lastly, I would also like to thank
all of our shareholders for their continued support and look forward to
providing further updates as we progress our Phase II exploration programme.
Lorna Blaisse
Chief Executive Officer
14 November 2023
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the year ended 30 June 2023
Year ended Year ended
Note 30 June 2023 30 June 2022
$ $
Continuing Operations
Revenue - -
Administrative expenses 6 (2,768,503) (4,664,694)
Impairments 5 (597,698) (8,701,875)
Other income - 10,418
Operating loss (3,366,201) (13,356,151)
Finance income 8 38,447 -
Loss for the year before taxation (3,327,754) (13,356,151)
Taxation 9 (6,376) -
Loss for the year from continuing operations (attributable to the equity (3,334,130) (13,356,151)
holders of the parent)
Items that may be reclassified subsequently to profit and loss:
Exchange difference on translation of foreign operations 661,215 (875,055)
Total comprehensive loss for the year (attributable to the equity holders of (2,672, 915) (14,231,206)
the parent)
Earnings per share:
Basic and diluted earnings per share (cents) 10 (0.46) (2.17)
The accompanying notes form part of these consolidated Financial Statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2023
30 June 2023 30 June 2022
Note $ $
ASSETS
Non-current assets
Intangible assets 11 15,509,515 11,758,362
Property, Plant & Equipment 12 5,611 7,760
Other receivables 14 1,231,593 1,210,352
Total non-current assets 16,746,719 12,976,474
Current assets
Inventory 13 1,476,362 117,878
Trade and other receivables 14 2,238,094 644,336
Cash and cash equivalents 15 9,600,786 4,906,153
Total current assets 13,315,242 5,668,367
Total assets 30,061,961 18,644,841
LIABILITIES
Current liabilities
Trade and other payables 16 (2,857,157) (611,273)
Total liabilities (2,857,157) (611,273)
Net assets 27,204,804 18,033,568
EQUITY
Share premium 17 54,468,236 43,061,318
Other reserves 19 4,242,482 2,587,348
Retained earnings (31,505,914) (27,615,098)
Total equity 27,204,804 18,033,568
The Financial Statements were approved and authorised for issue by the Board
of Directors on 14 November 2023 and were signed on its behalf by:
Lorna Blaisse
Director and Chief Executive Officer
The accompanying notes form part of these consolidated Financial Statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2023
Share Other reserves Retained earnings
premium Total
Note $ $ $ $
Balance as at 1 July 2021 42,660,713 601,884 (14,726,339) 28,536,258
Comprehensive income
Loss for the year - - (13,356,151) (13,356,151)
Currency translation differences (875,055) - (875,055)
(875,055) (13,356,151) (14,231,206)
Total comprehensive loss for the year
Transactions with owners recognised directly in equity
Issue of ordinary shares - for fees/services 260,965 - - 260,965
Share based payments - 3,327,911 - 3,327,911
Warrants and options expired during the year - (18,980) 18,980 -
Warrants and options exercised during the year 139,640 (448,412) 448,412 139,640
Total transactions with owners 400,605 2,860,519 467,392 3,728,516
Balance as at 30 June 2022 43,061,618 2,587,348 (27,615,098) 18,033,568
Balance as at 1 July 2022 43,061,318 2,587,348 (27,615,098) 18,033,568
Comprehensive income
Loss for the year - - (3,334,130) (3,334,130)
Currency translation differences - 661,215 - 661,215
Total comprehensive loss for the year - 661,215 (3,334,130) (2,672,915)
Transactions with owners recognised directly in equity
Foreign currency reserve adjustment 28 - - (721,237) (721,237)
17 12,018,934 - - 12,018,934
Issue of ordinary shares
Reversal of Merger Acquisition Reserve - 349,710 - 349,710
Cost of share issue (643,685) - - (643,685)
Share based payments - 808,760 - 808,760
Warrants and options expired during the year - (146,480) 146,480 -
Warrants and options exercised during the year 31,669 (18,071) 18,071 31,669
Total transactions with owners 11,406,918 993,919 (556,686) 11,844,151
Balance as at 30 June 2023 54,468,236 4,242,482 (31,505,914) 27,204,804
The accompanying accounting policies and notes form part of these consolidated
Financial Statements.
CONSOLIDATED CASH FLOW STATEMENT
For the year ended 30 June 2023
30 June 2023 30 June 2022
Note $ $
Cash flows from operating activities
Loss after taxation (3,334,130) (13,356,151)
Adjustments for:
Depreciation and amortisation 12 6,817 4,896
Share-based payments 808,760 3,327,911
Shares issued for services - 260,965
Net finance costs 8 (38,447) -
Impairment of intangibles 11 100,803 8,520,929
Taxation Paid 9 6,376 -
Increase in trade and other receivables (1,614,999) (1,205,704)
Increase/(Decrease) in trade and other payables 2,245,884 (594,980)
(Increase)/decrease in inventories 13 (1,358,484) 107,001
Foreign exchange 425,567 (560,434)
Net cash (outflows) from operating activities (2,751,853) (3,495,567)
Investing activities
Purchase of property, plant, and equipment 12 (4,668) (7,404)
Exploration and evaluation activities 11 (3,851,956) (7,218,006)
Net cash used in investing activities (3,856,624) (7,225,410)
Financing activities
Taxation Paid 9 (6,376) -
Proceeds from issue of share capital 17 12,018,934 -
Proceeds from exercise of warrant options 17 31,669 139,640
Cost of share issue 17 (643,685) -
Interest received on funds invested 38,447 -
Net cash generated from financing activities 11,438,989 139,640
Net increase in cash and cash equivalents 4,830,512 (10,581,337)
Cash and cash equivalents at the beginning of the year 4,906,153 15,802,111
Exchange gains/(losses) on cash (135,879) (314,621)
Cash and cash equivalents at the end of the year 15,26 9,600,786 4,906,153
The accompanying accounting policies and notes form part of these consolidated
Financial Statements.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2023
1. General Information
The principal activity of Helium One Global Limited (the 'Company') (formerly
Helium One Limited) and its subsidiaries (together the 'Group') is the
exploration and development of helium gas resources. The Company is
incorporated and domiciled in the British Virgin Islands. The address of its
registered office is Vistra Corporate Services Centre, Wickhams Cay II, Road
Town, Tortola, VG1110, British Virgin Islands. The Company is exempt from
preparing separate parent company Financial Statements for the year ended 30
June 2023 in line with BVI Business Companies Act 2004.
The Company's ordinary shares are admitted to trading on the Alternative
Investment Market (AIM) of the London Stock Exchange under the ticker 'HE1'.
The Company is also listed on the OTCQB market with the ticker HLOGF and is
quoted on Börse Frankfurt with symbol 9K3.
2. Functional and Presentational Currency
The determination of an entity's functional currency is assessed on an
entity-by-entity basis. A company's functional currency is defined as the
currency of the primary economic environment in which the entity operates. The
functional currency of the Parent Company is the US Dollar, because it
operates in the BVI, where the majority of its transactions are in US dollars.
The functional currency of the Tanzanian subsidiaries is Tanzanian Shillings
in which currency the subsidiaries incur payroll costs and are required to
report and file accounts locally.
The functional and presentational currency of the Group for year ended 30 June
2023 is US dollars. The presentational currency is an accounting policy
choice.
3. Summary of Significant Accounting Policies
The principal accounting policies that have been used in the preparation of
these consolidated Financial Statements are set out below. These
policies have been consistently applied unless otherwise stated.
Basis of preparation
The consolidated Financial Statements have been prepared in accordance with
International Financial Reporting Standards (IFRS) and IFRS Interpretations
Committee (IFRS IC) interpretations as adopted by the European Union
applicable to companies under IFRS and in accordance with AIM Rules. The
Financial Statements are prepared on the historical cost basis or the fair
value basis where the fair valuing of relevant assets or liabilities has been
applied.
The preparation of Financial Statements in conformity with IFRS requires
management to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and liabilities, income
and expenses. The estimates and associated assumptions are based on historical
experience and factors that are believed to be reasonable under the
circumstances, the results of which form the basis of making judgements about
carrying values of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Changes in accounting estimates may be necessary if there are changes in the
circumstances on which the estimate was based, or as a result of new
information or more experience. Such changes are recognised in the period in
which the estimate is revised.
New and amended standards adopted by the Group
There were no new or amended accounting standards that required the Group to
change its accounting policies for the year ended 30 June 2023.
New Accounting Standards issued but not yet effective
The standards and interpretations that are relevant to the Group, issued, but
not yet effective, up to the date of the Financial Statements are listed
below. The Group intends to adopt these standards, if applicable, when they
become effective.
Standard Impact on initial application Effective date
Amendments to IAS 1 Classification of Liabilities as Current or Non-Current 1 January 2024*
Amendments to IAS 1 Non-Current Liabilities with Covenants 1 January 2024*
Amendments to IAS 1 Disclosure of accounting policies 1 January 2023
Amendments to IAS 8 Definition of accounting estimates 1 January 2023
Amendments to IAS 12 Deferred tax related to assets and liabilities arising from a single 1 January 2023
transaction
*EU effective date not yet confirmed
The Directors have evaluated the impact of transition to the above standards
and do not consider that there will be a material impact on the Group's
results or shareholders' funds.
Basis of consolidation
Subsidiaries
Subsidiaries are entities controlled by the Group. The Group controls an
entity when it is exposed to, or has rights to, variable returns from its
involvement with the entity and could affect those returns through its power
over the entity. The Financial Statements of subsidiaries are included in the
consolidated Financial Statements from the date on which control commences
until the date on which control ceases.
The investments in subsidiaries held by the Company are valued at cost less
any provision for impairment that is considered to have occurred, the
resultant loss being recognised in the income statement.
The consolidated Financial Statements incorporate the financial statements of
the Company and its subsidiaries up to 30 June 2023.
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses
(except for foreign currency transaction gains or losses) arising from
intra-group transactions, are eliminated. Unrealised losses are eliminated in
the same way as unrealised gains, but only to the extent that there is no
evidence of impairment.
Foreign currency transactions
Transactions in foreign currencies are translated into the respective
functional currencies of Group companies at the exchange rates at the dates of
the transactions. Monetary assets and liabilities denominated in foreign
currencies are translated into the functional currency at the exchange rate at
the reporting date. Non-monetary assets and liabilities that are measured at
fair value in a foreign currency are translated into the functional currency
at the exchange rate when the fair value was determined. Non-monetary items
that are measured based on historical cost in a foreign currency are
translated at the exchange rate at the date of the transaction. Foreign
currency differences are recognised in profit or loss and presented on the
statement of comprehensive income.
However, foreign currency differences arising from the translation of the
following items are recognised in OCI:
· An investment in equity securities designated as at FVOCI (except on
impairment, in which case foreign currency differences that have been
recognised in OCI are reclassified to profit or loss).
· A financial liability designated as a hedge of the net investment in
a foreign operation to the extent that the hedge is effective.
Foreign operations
The assets and liabilities of foreign operations and fair value adjustments
arising on acquisition, are translated into United States Dollars at the
exchange rates at the dates of the transactions. Foreign currency differences
are recognised in OCI and accumulated in the translation reserve, except to
the extent that the translation difference is allocated to OCI. When a foreign
operation is disposed of in its entirety or partially such that control,
significant influence or joint control is lost, the cumulative amount in the
translation reserve related to that foreign operation is reclassified to
profit or loss as part of the gain or loss on disposal.
If the Group disposes of part of its interest in a subsidiary but retains
control, then the relevant proportion of the cumulative amount is reattributed
to OCI. When the Group disposes of only part of an associate or joint venture
while retaining significant influence or joint control, the relevant
proportion of the cumulative amount is reclassified to profit or loss.
Going
concern
The consolidated Financial Statements have been prepared on a going concern
basis. The Group incurred a net loss of $3,334,130 and incurred operating cash
outflows of $2,751,853 and is not expected to generate any revenue or positive
cash flows from operations in the next 12 months from the date at which these
consolidated Financial Statements were approved. In assessing whether the
going concern assumption is appropriate, the Directors have taken into account
all relevant available information about the current and future position of
the Group, including current level of resources and the required level of
spending on exploration and evaluation activities. As part of their
assessment, the Directors have also taken into account the ability to raise
additional funding whilst maintaining sufficient cash resources to meet all
commitments.
The Group meets its working capital requirements from its cash and cash
equivalents. The Group is pre-revenue and to date the Group has raised finance
for its activities through the issue of equity. The Group has $9,600,786 of
cash and cash equivalents at 30 June 2023. The Group's ability to meet
operational objectives and general overheads is reliant on raising further
capital in the near future.
As with all similar sized exploration companies, the Group is required to
raise money for further exploration and capital projects as and when
required. There can be no assurance that the Group's projects will be fully
developed in accordance with current plans or completed on time or budget with
the current level of cash held by the group, and therefore it is expected that
further fundraising will need to take place over the 12 month period from the
date of approval of these Financial Statements, in order to fully fund work
programmes currently contemplated.
Cash and cash equivalents
Cash includes petty cash and cash held in current bank accounts. Cash
equivalents include short-term investments that are readily convertible to
known amounts of cash and which are subject to insignificant risk of changes
in value.
Property, plant, and equipment
Property, plant, and equipment are stated at cost, less accumulated
depreciation, and any provision for impairment losses.
Depreciation is charged on each part of an item of property, plant, and
equipment to write off the cost of assets less the residual value over their
estimated useful lives, using the straight-line method. Depreciation is
charged to the income statement. The estimated useful lives are as follows:
Office equipment - 2 years
There was no depreciation charge for the field equipment in the year as this
was fully depreciated in the financial year ended 30 June 2019.
Expenses incurred in respect of the maintenance and repair of property, plant
and equipment are charged against income when incurred. Refurbishments and
improvements expenditure, where the benefit is expected to be long lasting, is
capitalised as part of the appropriate asset.
An item of property, plant and equipment ceases to be recognised upon disposal
or when no future economic benefits are expected from its use or disposal. Any
gain or loss arising on cessation of recognition of the asset (calculated as
the difference between the net disposal proceeds and the carrying amount of
the asset) is included in the income statement in the year the asset ceases to
be recognised.
Intangible assets - Exploration and Evaluation assets
The Group applies the full cost method of accounting for Exploration &
Evaluation ('E&E') costs, having regard to the requirements of IFRS 6
Exploration for and Evaluation of Mineral Resources. Under the full cost
method of accounting, costs of exploring for and evaluating mineral resources
are accumulated by reference to appropriate cost centres being the appropriate
licence area and /or licence areas held under licence agreements. A licence
agreement grants the right to explore and evaluate mineral resources, and to
acquire the licences later at the discretion of the licence holder.
Exploration and evaluation assets are tested for impairment as described
further below. Where appropriate, licences may be grouped into a cost pool.
All costs associated with E&E are initially capitalised as E&E assets,
including payments to acquire the legal right to explore, costs of technical
services and studies, seismic acquisition, exploratory drilling, and testing.
Exploration and evaluation costs include directly attributable overheads
together with the cost of materials consumed during the exploration and
evaluation phases. Costs incurred prior to having obtained the legal right to
explore an area are expensed directly to profit and loss as they are incurred.
E&E Costs are not amortised prior to the conclusion of appraisal
activities.
E&E costs assets related to each exploration licence or pool of licences
are carried forward until the existence (or otherwise) of commercial reserves
has been determined. Once the technical feasibility and commercial viability
of extracting a mineral resource is demonstrable, the related E&E assets
are assessed for impairment on an individual licence or cost pool basis, as
appropriate, as set out below and any impairment loss is recognised in profit
and loss. The carrying value, after, any impairment loss, of the relevant
E&E assets is then reclassified as Property, Plant and Equipment.
E&E assets are assessed for impairment when facts and circumstances
suggest that the carrying amount may exceed its recoverable amount. Such
indicators include, but are not limited to, those situations outlined in
paragraph 20 of IFRS 6 Exploration for and Evaluation of Mineral resources and
include the criteria for which a determination is made as to whether
commercial reserves exist.
The aggregate carrying value is compared against the expected recoverable
amount, by reference to the present value of future cash flows expected to be
derived from production of commercial reserves.
When a licence or pool of licences is abandoned or there is no planned future
work, the costs associated with the respective licences are written off in
full.
Any impairment loss is recognised in profit and loss and separately disclosed.
The Group considers each licence, or where appropriate pool of licences,
separately for purposes of determining whether impairment of E&E assets
has occurred.
Impairment
All capitalised exploration and evaluation assets and property, plant and
equipment are monitored for indications of impairment. Where a potential
impairment is indicated, assessment is made for the group of assets
representing a cash generating unit.
In accordance with IFRS 6 the Group firstly considers the following facts and
circumstances in their assessment of whether the Group's exploration and
evaluation assets may be impaired:
(a) the period for which the Group has the right to explore in the specific
area has expired during the period or will expire in the near future, and is
not expected to be renewed.
(b) substantive expenditure on further exploration for and evaluation of
resources in the specific area is neither budgeted nor planned.
(c) exploration for and evaluation of 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.
(d) sufficient data exist 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.
In addition to the above, the Group gives due consideration to the following
criteria:
· unexpected geological occurrences render the resource uneconomic;
· a significant fall in realised or estimated prices render the project
uneconomic; or
· an increase in operating costs occurs.
If any such facts or circumstances are noted, the Group perform an impairment
test in accordance with the provisions of IAS 36.
The aggregate carrying value is compared against the expected recoverable
amount of the cash generating unit. The recoverable amount is the higher of
value in use and the fair value less costs to sell. An impairment loss is
reversed if the assets or cash-generating unit's recoverable amount exceeds
its carrying amount. A reversal of impairment loss is recognised in the profit
or loss immediately.
Provisions
A provision is recognised in the Statement of Financial Position when the
Group or Company has a present legal or constructive obligation because of a
past event, and it is probable that an outflow of economic benefits will be
required to settle the obligation. If the effect is material, provisions are
determined by discounting the expected future cash flows at a pre-tax rate
that reflects current market assessments of the time value of money and, where
appropriate, the risks specific to the liability.
Taxation
There is no current tax payable in view of the losses incurred to date.
Deferred income taxes are calculated using the Statement of Financial Position
liability method on temporary differences. Deferred tax is provided on the
difference between the carrying amounts of assets and liabilities and their
tax bases. However, deferred tax is not provided on the initial recognition of
goodwill or on the initial recognition of an asset or liability unless the
related transaction is a business combination or affects tax or accounting
profit. Deferred tax on temporary differences associated with shares in
subsidiaries and joint ventures is not provided if reversal of these temporary
differences can be controlled by the Company and it is probable that reversal
will not occur in the foreseeable future. In addition, tax losses available to
be carried forward as well as other income tax credits to the Company are
assessed for recognition as deferred tax assets.
Deferred tax liabilities are provided in full, with no discounting. Deferred
tax assets are recognised to the extent that it is probable that the
underlying deductible temporary differences will be able to be offset against
future taxable income. Current and deferred tax assets and liabilities are
calculated at tax rates that are expected to apply to their respective period
of realisation, provided they are enacted or substantively enacted at the
Statement of Financial Position date.
Changes in deferred tax assets or liabilities are recognised as a component of
tax expense in the income statement, except where they relate to items that
are charged or credited directly to equity, in which case the related current
or deferred tax is also charged or credited directly to equity.
Inventory
Inventory is valued at the lower of cost and net realisable value. The cost of
inventories is based on the cost of the consumable and cost of transport to
the site where stored. Net realisable value is estimated selling price in the
ordinary course of business, less costs related to selling the inventory.
For other inventories, cost is determined on a weighted average basis (for
fuel and chemicals) or a specific identification basis (for spares and
supplies), including the cost of direct material and (where applicable) direct
labour and a proportion of overhead expenses. Items are classified as spares
and supplies inventory where they are either standard parts, easily resalable
or available for use on non-specific campaigns, and as intangible exploration
and evaluation assets where they are specific parts intended for specific
projects. Net realisable value is determined by an estimate of the price
that could be realised through resale or scrappage based on its condition at
the balance sheet date.
Equity
Equity comprises the following:
1. "Share premium" represents the total value of equity shares issued
(there is no par value) net of expenses of the share issues.
2. "Other reserves" includes the following:
a. the "Merger reserve" arose on the acquisition of CJT Ventures
Limited. There have been no movements in the reserve since acquisition.
b. the "Share option reserve" represent the fair values of share options
and warrants issued and
c. the "Foreign exchange reserve" represents the cumulative translation
difference on the net assets of the subsidiaries
3. "Retained reserves" include all current and prior year results,
including fair value adjustments on financial assets, as disclosed in the
consolidated statement of comprehensive income.
Share issue costs
Incremental costs directly attributable to the issue of ordinary shares are
recognised as a deduction from share premium in accordance with IAS 32.
Share-based payments
The Company awards share options to certain Directors and employees to acquire
shares of the Company. Additionally, the Company has issued warrants to
providers of equity finance. Warrants issued as part of Share Issues have been
determined as equity instruments under IAS 32. Since the fair value of the
shares issued at the same time is equal to the price paid, these warrants, by
deduction, are considered to have been issued at nil value.
All goods and services received in exchange for the grant of any share-based
payment are measured at their fair values in accordance with IFRS 2. Where
employees are rewarded using share-based payments, the fair values of
employees' services are determined indirectly by reference to the fair value
of the instrument granted to the employee.
The fair value is appraised at the grant date and excludes the impact of
non-market vesting conditions. Fair value is measured by use of the Black
Scholes model. The expected life used in the model has been adjusted, based on
management's best estimate, for the effects of non-transferability, exercise
restrictions, and behavioural considerations. All equity-settled share-based
payments are recognised as an expense in the income statement with a
corresponding credit to "other reserves."
If vesting periods or other non-market vesting conditions apply, the expense
is allocated over the vesting period, based on the best available estimate of
the number of share options expected to vest. Estimates are subsequently
revised if there is any indication that the number of share options expected
to vest differs from previous estimates. Any cumulative adjustment prior to
vesting is recognised in the current period. No adjustment is made to any
expense recognised in prior years if share options exercised are different to
that estimated on vesting. Upon exercise of share options, the proceeds
received net of attributable transaction costs are credited to share premium.
A gain or loss is recognised in profit or loss when a financial liability is
settled through the issuance of the Company's own equity instruments. The
amount of the gain or loss is calculated as the difference between the
carrying value of the financial liability extinguished and the fair value of
the equity instrument issued. A gain or loss is recognised in profit or loss
on the expiry of a financial liability. The amount of the gain or loss is
calculated as the difference between the carrying value of the expired
financial liability and the fair value of the equity instrument issued.
Financial instruments
Financial assets
Classification
The Group's financial assets consist of financial assets held at amortised
cost. The classification depends on the purpose for which the financial
assets were acquired. Management determines the classification of its
financial assets at initial recognition.
Financial assets held at amortised cost
Assets that are held for collection of contractual cash flows, where those
cash flows represent solely payments of principal and interest, are measured
at amortised cost. Any gain or loss arising on derecognition is recognised
directly in the profit or loss and presented in other gain/ (losses) together
with foreign exchange gains and losses. Impairment losses are presented as a
separate line item in the statement of profit or loss.
They are included in current assets, except for maturities greater than 12
months after the reporting date, which are classified as non-current assets.
The Group's financial assets at amortised cost comprise trade and other
current assets and cash and cash equivalents at the year-end.
Recognition and measurement
Regular purchases and sales of financial assets are recognised on the trade
date - the date on which the Group commits to purchasing or selling the
asset. Financial assets are initially measured at fair value plus
transaction costs. Financial assets are de-recognised when the rights to
receive cash flows from the assets have expired or have been transferred, and
the Group has transferred substantially all of the risks and rewards of
ownership.
Financial assets are subsequently carried at amortised cost using the
effective interest method.
Impairment of financial assets
The Group assesses, on a forward-looking basis, the expected credit losses
associated with its financial assets carried at amortised cost. For trade
and other receivable due within 12 months the Group applies the simplified
approach permitted by IFRS 9. Therefore, the Group does not track changes in
credit risk, but rather recognises a loss allowance based on the financial
asset's lifetime expected credit losses at each reporting date.
A financial asset is impaired if there is objective evidence of impairment as
a result of one or more events that occurred after the initial recognition of
the asset, and that loss event(s) had an impact on the estimated future cash
flows of that asset that can be estimated reliably. The Group assesses at
the end of each reporting period whether there is objective evidence that a
financial asset, or a group of financial assets, is impaired.
The criteria that the Group uses to determine that there is objective evidence
of an impairment loss include:
· Significant financial difficulty of the issuer or obligor;
· A breach of contract, such as a default or delinquency in interest or
principal repayments;
· The Group, for economic or legal reasons relating the borrower's
financial difficulty, granting the borrower a concession that the lender would
not otherwise consider; and
· It becomes probable that the borrower will enter bankruptcy or other
financial reorganisation.
The Group first assesses whether objective evidence of impairment exists.
The amount of the loss is measured as the difference between the asset's
carrying amount and the present value of estimated future cash flow (excluding
future credit losses that have not been incurred), discounted at the financial
asset's original effective interest rate. The asset's carrying amount is
reduced and the loss is recognised in profit or loss.
If, in a subsequent period, the amount of the impairment loss decreases and
the decrease can be related objectively to an event occurring after the
impairment was recognised (such as an improvement in the debtor's credit
rating), the reversal of the previously recognised impairment loss is
recognised in profit or loss.
Financial liabilities at amortised cost
Trade payables are obligations to pay for goods or services that have been
acquired in the ordinary course of business from suppliers. Accounts payable
are classified as current liabilities if payment is due within one year or
less. If not, they are presented as non-currently liabilities.
Trade payables are recognised initially at fair value, and subsequently
measured at amortised cost using the effective interest method.
Other financial liabilities are initially measured at fair value. They are
subsequently measured at amortised cost using the effective interest method.
Financial liabilities are de-recognised when the Group's contractual
obligations expire or are discharged or cancelled.
Segment reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision makers. The chief operating
decision makers, who are responsible for allocating resources and assessing
performance of the operating segments, have been identified as the board of
directors.
4. Critical accounting judgments, estimates and assumptions
The preparation of the Financial Statements in conformity with IFRSs requires
management to make estimates and assumptions that affect the reported amounts
of the assets and liabilities and disclosure of contingent assets and
liabilities at the date of the Financial Statements and the reported amount of
expenses during the year. Actual results may vary from the estimates used to
produce these Financial Statements.
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.
Significant items subject to such estimates and assumptions include:
Valuation of exploration and evaluation expenditure (see Note 11)
Exploration and evaluation assets include mineral rights and exploration and
evaluation costs, including payments to acquire the legal right to explore,
costs of technical services and studies, seismic acquisition, exploratory
drilling, and testing. Exploration and evaluation costs are capitalised if
management concludes that future economic benefits are likely to be realisable
and determines that economically viable extraction operation can be
established as a result of exploration activities and internal assessment of
mineral resources. According to 'IFRS 6 Exploration for and evaluation of
mineral resources', the potential indicators of impairment include:
management's plans to discontinue the exploration activities, lack of further
substantial exploration expenditure planned, expiry of exploration licences in
the period or in the nearest future, or existence of other data indicating the
expenditure capitalised is not recoverable. At the end of each reporting
period, management assesses whether such indicators exist for the exploration
and evaluation assets capitalised, which requires significant judgement. This
review takes into consideration long term commodity prices, anticipated
resource volumes and supply and demand outlook. As of 30 June 2023, total
exploration and evaluation costs capitalised amounted to $15,509,515 after
taking into account an impairment of $100,803 following the unsuccessful
attempt to purchase a rig for the drilling of the Tai-C Well in relation to
which all costs associated with this purchase were impaired. (2022: $8,520,929
reflecting impairment arising as a result of the relinquishment of certain
licences).
Tax receivable (see Note 14)
At 30 June 2023, the Group recognised an amount of $1,231,593 (2022:
$1,210,352) within other receivables which relates to VAT receivable in
Tanzania. The amount is subject to review and agreement by the Tanzanian
Revenue Authority in accordance with VAT legislation. The Company has engaged
the services of a local advisory company to assist with this process, have
already received approximately $47,000 in refunds and the Directors believe
that the amount will be recovered in full and therefore have not recognised
any impairment to the carrying value of this amount.
Share based payments (see Note 18)
The Group issues share options and warrants to its employees, directors,
investors and suppliers. These are valued in accordance with IFRS 2
"Share-based payments". In calculating the related fair value on the issue
of either share options or warrants, the Group will use a variety of estimates
and judgements in respect of inputs used including share price volatility,
risk free rate, and expected life. The Group uses the Black Scholes method of
valuation in determining fair value.
5. Segment information
Management has determined the operating segments based on reports reviewed by
the Board of Directors that are used to make strategic decisions. During the
period the Group had interests in two key geographical segments, being the
British Virgin Islands and Tanzania. Activities in British Virgin Islands is
limited to corporate management as well as desktop exploration costs whilst
activities in Tanzania relates to operations and exploration. The Group
structure and management reports received by the Directors are used to make
strategic decisions reflecting the split of operations.
2023 Tanzania BVI Total
Note
$ $ $
Other Income - 38,447 38,447
Administrative expenses (300,290) (1,233,886) (1,534,176)
Total impairments (116,486) (481,212) (597,698)
Impairment of loans - (380,409) (380,409)
Impairment of (116,486) - (116,486)
inventory 13
Impairment of - (100,803) (100,803)
intangibles 11
Share based payments - (808,760) (808,760)
Corporate Taxes (6,376) - (6,376)
Foreign exchange (554,951) 129,384 (425,567)
Loss from operations per reportable segment (978,103) (2,356,027) (3,334,130)
Additions to non-current assets (2,031,262) 5,801,507 3,770,245
Intangible assets 9,635,535 5,773,177 15,509,515
Inventory 1,476,362 - 1,476,362
Reportable segment assets 12,543,376 17,518,585 30,061,961
Reportable segment liabilities (2,351,578) (505,579) (2,857,157)
2022 Tanzania BVI Total
$ $ $
Other Income - 10,418 10,418
Administrative expenses (333,475) (1,563,742) (1,897,217)
Total impairments (6,996,726) (1,705,149) (8,701,875)
Impairment of loans (47,537) (26,139) (73,676)
Impairment of inventory (107,270) - (107,270)
13
(6,841,919) (1,679,010) (8,520,929)
Impairment of intangibles
11
Share based payments - (3,327,911) (3,327,911)
Foreign exchange 65,753 494,681 560,434
Loss from operations per reportable segment (7,264,448) (6,091,703) (13,356,151)
Additions to non-current assets (1,098,418) 423,653 (674,765)
Intangible assets 8,232,922 3,525,440 11,758,362
Inventory 117,878 - 117,878
Reportable segment assets 8,483,451 10,161,390 18,644,841
Reportable segment liabilities (325,126) (286,147) (611,273)
Segment assets and liabilities are allocated based on geographical location.
6. Expenses by nature breakdown
30 June 2023 30 June 2022
$ $
Depreciation 6,817 4,896
Wages and salaries (including Directors' fees) 1,313,202 3,251,224
Professional & consulting fees 634,227 950,852
Foreign exchange movements 425,567 (560,434)
Insurance 64,772 66,518
Office expenses 75,537 30,572
Travel and subsistence expenses 28,007 79,876
Other expenses 220,374 841,190
2,768,503 4,664,694
During the year the Group obtained the following services from their auditors:
30 June 2023 30 June 2022
$ $
Fees payable to the Group's auditors for the audit of the Company 91,180 56,848
Fees payable to the Subsidiaries auditors for the audit of the Subsidiaries 22,983 21,633
Fees payable in respect of audit overruns - 46,168
114,163 124,649
7. Directors and employees
30 June 30 June
2023 2022
$ $
Wages and salaries 296,622 336,831
Social security costs 75,615 91,085
Pension costs 7,269 7,067
Share based payments 808,760 2,746,664
Directors' remuneration (note 7.1) 632,202 595,928
1,820,468 3,777,575
Less capitalised amounts (507,266) (526,351)
1,313,202 3,251,224
Wages and salaries include amounts that are recharged between subsidiaries.
Some of these costs are then capitalised as exploration and evaluation assets
and others are administration expenses.
The share-based payments comprised the fair value of warrants and options
granted to directors and employees in respect of services provided.
Apart from the directors, the Group only had an average number of six
employees during the year (2022: Five).
30 June 30 June
2023 2022
$ $
Amounts attributable to the highest paid director:
Director's remuneration 229,622 227,308
229,622 227,308
David Minchin was a full time CEO from 1 December 2020 until 8 February 2023.
He was replaced by Lorna Blaisse. Russel Swarts was employed on a full-time
basis from 1 June 2021, but became a non-executive director from 1 August
2023. The other directors provided professional services as required on a
part-time basis. Details of Directors' remuneration are disclosed below.
7.1 Directors remuneration
Salaries and Fees Bonuses Total 30 June
2023
$ $ $
Ian Stalker 72,226 - 72,226
Robin Birchall 33,997 - 33,997
Russel Swarts 113,400 - 113,400
James Smith 29,030 - 29,030
Sarah Cope 58,060 - 58,060
David Minchin 229,622 - 229,622
Nigel Friend (1) 29,030 - 29,030
Lorna Blaisse (2) 66,837 - 66,837
632,202 632,202
Salaries and Fees Bonuses Total 30 June
2022
$ $ $
Ian Stalker 80,296 - 80,296
Robin Birchall 34,047 - 34,047
Russel Swarts 130,699 - 130,699
James Smith 48,520 - 48,520
Sarah Cope 66,443 - 66,443
David Minchin 187,108 40,200 227,308
Nigel Friend (1) 8,615 - 8,615
555,728 40,200 595,928
( )
(1) Nigel Friend was appointed on 17 March 2022
(2) Lorna Blaisse was appointed on 9 February 2023
The Directors of the Group are considered to be Key Management Personnel. No
director was paid pension benefits in either year and there are no
post-employment benefits, other long-term benefits or termination benefits
outstanding.
Termination benefits
David Minchin received a termination fee of $42,063 and notice pay of $84,126
pursuant to a settlement agreement dated 8 February 2023
8. Finance income
30 June 30 June
2023 2022
$ $
Finance income 38,447 -
38,447 -
Interest was earned on surplus funds that were placed in interest bearing
accounts.
9. Taxation
30 June 30 June
2023 2022
$ $
Taxation expense
Current tax 6,376 -
Deferred tax - -
Total tax charge 6,376 -
Loss before tax (3,327,754) (13,356,151)
Tax credit at the applicable rate of 21% (2022: 21%) 698,828 2,804,792
Effects of:
Expenditure not deductible for tax (125,517) (138)
Losses carried forward not recognised as a deferred tax asset (566,935) (2,804,654)
Tax charge 6,376 -
Tanzanian taxes were incurred during the period amounting to $6,376 (2022:
$Nil).
The tax rate used is a weighted average of the standard rate of corporation
tax in the UK being 19% and Tanzania being 30%. No deferred tax asset has been
recognised in view of the uncertainty over the timing of future taxable
profits against which the losses may be offset.
The Company has unused tax losses of approximately $5,698,850 (2022:
$5,122,914) to carry forward and set against future profits. The related
deferred tax asset has not been recognised in respect of these losses as there
is no certainty regarding the level and timing of future profits.
10. Loss per share
The calculation for earnings per share (basic and diluted) is based on the
consolidated loss attributable to the equity shareholders of the Company is as
follows:
30 June 30 June
2023 2022
$ $
Loss attributable to equity shareholders 3,334,130 13,356,151
Weighted average number of Ordinary Shares 728,815,042 616,086,860
Loss per Ordinary Share ($/cents) (0.46) (2.17)
Basic and diluted loss per share have been calculated by dividing the loss
attributable to equity holders of the Company after taxation by the weighted
average number of shares in issue during the year. Diluted loss per share has
not been calculated as the options, warrants and loan notes have no dilutive
effect given the loss arising in the year.
11. Intangible assets
Intangible assets comprise exploration and evaluation costs capitalised as at
30 June 2023 and 2022, less impairment.
Note 30 June 30 June
2023 2022
$ $
Exploration & Evaluation Assets - Cost
Opening balance 11,758,362 13,061,285
Additions to exploration assets 2,967,041 6,269,562
Capitalised directors' fees and employee wages 7 507,265 526,351
Capitalised other expenses 416,433 274,276
Equity Settled - 260,965
Foreign exchange rate movements on intangible assets (38,783) (113,147)
Total additions 3,851,956 7,218,006
Impairment of intangibles (100,803) (8,520,929)
Closing balance 15,509,515 11,758,362
Exploration projects in Tanzania are at an early stage of development and no
resource estimates are available to enable value in use calculations to be
prepared.
In accordance with IFRS 6, the Directors undertook an assessment of the
following areas and circumstances that could indicate the existence of
impairment which included the following:
· The Group's right to explore in an area has expired or will expire
soon without renewal.
· No further exploration or evaluation is planned or budgeted for.
· A decision has been taken by the Board to discontinue exploration and
evaluation in an area due to the absence of a commercial level of reserves;
and
· Sufficient data exists to indicate that the book value will not be
fully recovered from future development and production.
Following an unsuccessful attempt to secure a rig for the drilling of the Tai
C well, certain costs were incurred and these costs amounting to $100,803 have
subsequently been impaired. The 2022 charge of $8,520,929 reflected impairment
charges on relinquished licences.
12. Property, plant and equipment
Field Equipment Office equipment Total
$ $ $
Cost
As at 1 July 2021 71,087 22,962 94,049
Additions - 7,404 7,404
Foreign exchange movements (460) - (460)
As at 30 June 2022 70,627 30,366 100,993
Additions - 4,668 (7,057)
Scrapped - (11,725) -
As at 30 June 2023 70,627 23,309 93,936
Accumulated depreciation
As at 1 July 2021 (70,627) (17,710) (88,337)
Charge for the year - (4,896) (4,896)
As at 30 June 2022 (70,627) (22,606) (93,233)
Charge for the year - (6,817) (6,817)
Scrapped - 11,725 11,725
As at 30 June 2023 (70,627) (17,698) (88,325)
Carrying Amount
At 30 June 2022 - 7,760 7,760
At 30 June 2023 - 5,611 5,611
The Group's property, plant and equipment are free from any mortgage or
charge.
13. Inventory
30 June 30 June
2023 2022
$ $
Inventory at cost 628,025 224,879
Inventory in transit 966,215 -
Less impairment (116,486) (107,270)
Exchange Gain (1,392) 269
Net realisable value 1,476,362 117,878
Inventory comprises drill rods and drilling chemicals used in the previous
drilling campaign.
14. Trade and other receivables
Non-current other receivables are as follows:
30 June 30 June
2023 2022
$ $
VAT receivable 1,231,593 1,210,352
In 2020, VAT receivable was reclassified as a non-current asset as the amounts
will only become receivable when reviewed and agreed by the Tanzanian Revenue
Authority in accordance with VAT legislation but this is not estimated to
occur in the next 12-month period. Non-current receivables were not discounted
as the impact of any discounting, is considered to be immaterial to the
Financial Statements.
Other receivables are as follows:
30 June 30 June
2023 2022
$ $
Prepayments 2,166,075 481,236
Other receivables 72,019 163,100
2,238,094 644,336
Prepayments include an amount of $1,369,081 for drill casings (2022: $371,381)
and $Nil for drilling equipment (2022: $65,080) to be used in the upcoming
drilling campaign. Other receivables comprise VAT refunds to be submitted.
15. Cash and cash equivalents
30 June 30 June
2023 2022
$ $
Cash and cash equivalents 9,600,786 4,906,153
Included within cash and cash equivalents of $9.6 million, was a sum of
approximately $2.1 million held in escrow at 30 June 2023 in contemplation of
the completion of a sale and purchase transaction which was non-binding at the
Balance Sheet date. Subsequent to 30 June 2023, the transaction was completed
and the funds utilised.
16. Trade and other payables
30 June 30 June
2023 2022
$ $
Trade payables 2,428,250 219,624
Accruals 293,373 331,703
Other creditors 135,534 59,946
2,857,157 611,273
Trade payables have shown a significant increase in the current year which
reflects the commencement of a drilling campaign.
17. Share premium
Number of shares Ordinary shares $ Total
$
As at 30 June 2021 615,498,925 44,118,986 44,118,986
Share issue costs (1,458,273) (1,458,273)
Issued and fully paid as at 30 June 2021 615,498,925 42,660,713 42,660,713
Issue of new shares - 18 January 2022 (1) 100,000 3,857 3,857
Issue of new shares - 21 January 2022 (2) 211,864 10,191 10,191
Issue of new shares - 1 March 2022 (3) 182,394 6,953 6,953
Issue of new shares -27 May 2022 (4) 1,560,229 55,946 55,946
Issue of new shares - 30 May 2022 (5) 1,990,000 250,000 250,000
Issue of new shares - 30 May 2022 (6) 87,284 10,965 10,965
Issue of new shares - 10 June 2022 (7) 1,760,563 62,693 62,693
Movement for 2022 5,892,334 400,605 400,605
As at 30 June 2022 621,391,259 43,061,318 43,061,318
Issue of new shares for warrants exercised 965,027 31,669 31,669
Issue of new shares - 20 October 2022 (8) 880,282 28,031 28,031
Issue of new shares - 30 November 2022 (9) 84,745 3,638 3,638
Issue of new shares - 15 December 2022 (10) 197,922,716 12,018,934 12,018,934
Movement for 2023 198,887,743 12,050,603 12,050,603
Issued and fully paid at 30 June 2023 820,279,002 56,570,194 56,570,194
Share issue costs (2,101,958) (2,101,958)
820,279,002 54,468,236 54,468,236
30 June 30 June
2023 2022
$ $
Movement in share issue costs
Opening balance 1,458,273 1,458,273
Current year costs 643,685 -
As at 30 June 2,101,958 1,458,273
All shares issued are issued at no par value. All new shares issued will rank
pari passu with the existing ordinary shares in issue.
(1) On 18 January 2022, the Company issued 100,000 new ordinary shares in
the Company for warrants exercised at a price of 2.84p for a value of
(£2,840) $3,857.
(2) On 21 January 2022, the Company issued 211,864 new ordinary shares in
the Company for warrants exercised at a price of 3.554p for a value of
(£7,521) $10,191.
(3) On 1 March 2022, the Company issued 182,394 new ordinary shares in the
Company for warrants exercised at a price of 2.84p for a value of (£5,180)
$6,953.
(4) On 27 May 2022, the Company issued 1,560,229 new ordinary shares in
the Company for warrants exercised at a price of 2.84p for a value of
(£44,310) $55,946.
(5) On 30 May 2022, the Company issued 1,999,000 new ordinary shares in
the Company to a service provider at a price of 10.00p for a value of
(£199,000) $250,000.
(6) On 30 May 2022, the Company issued 87,284, new ordinary shares in the
Company to a service provider at a price of 10.00p (£8,728) $10,965.
(7) On 10 June 2022, the Company issued 1,760,563 new ordinary shares in
the Company for warrants exercised at a price of 2.84p for a value of
(£50,000) $62,693.
(8) On 20 October 2022, the Company issued 880,282 new ordinary shares in
the Company for warrants exercised at a price of 2.84p for a value of
(£25,000) $28,031
(9) On 30 November 2022, the Company issued 84,745 new ordinary shares in
the Company for warrants exercised at a price of 3.55p for a value of
(£3,008) $3,638
(10) On 15 December 2022, the Company raised gross proceeds of £9,896,135
($12,018,934) through the placing of 197,922,716 new ordinary shares in the
Company at a price of 5.00p per share.
18. Share-based payments
Under IFRS 2, an expense is recognised in the statement of comprehensive
income for equity settled share-based payments, at the fair value at the date
of grant. If this payment relates directly to the cost of raising funds
through the issue of shares, then it is debited against the share premium
reserve. The share-based payments were all valued using the Black-Scholes
Pricing Model.
The Group has a share option scheme that entitles key management personnel to
purchase shares at the market price of the shares at grant date. Currently,
these schemes are limited to key management personnel and certain key
contractors. The vesting conditions are as set out in the Report of the
Directors. The share-based payments debited to the Share Premium account all
related to share options issued to Directors and key management personnel.
No warrants were granted during the year that were determined as equity
instruments under IAS 32.
The application of IFRS 2 gave rise to the following share-base payments:
2023 2022
$ $
Share-based payments 808,760 3,327,911
Warrants exercised (18,071) (448,412)
Options expired (146,480) (18,980)
644,209 2,860,519
The following table sets out the movements of warrants and options during the
year:
2023 2023 2022 2022
Warrants and Options Weighted average exercise price $ Warrants and Weighted average exercise price $
Options
Outstanding at the beginning of the year 67,882,138 0.13 70,154,090 0.24
Granted during the year 8,000,000 0.08 6,000,000 0.18
Exercised during the year (965,027) 0.35 (3,815,050) 0.04
Expired during the year (12,395,005) 0.254 (1,156,902) 0.305
Lapsed during the year (2,000,000) 0.16 (3,300,000) 0.18
Outstanding at the end of the year
60,522,106 0.11 67,882,138 0.13
The warrants and options outstanding at 30 June 2023 had an exercise price in
the range of $0.04 to $0.305 (2022: range of $0.04 to $0.305) and a
weighted-average contractual life of 6.55 years (2022: 5.81 years). The
warrants exercised during the year were at an exercise price of $0.03 - $0.04
(2.84 pence - 3.55 pence) - see note 18 for further breakdown.
The share price at the time of exercise of the warrants and options was an
average of $0.076 (£0.061) (2022: $0.25, £0.196), ranging from
$0.0794-$0.106 (£0.0635-£0.085).
Measurement of fair values on Equity-settled share-based payment arrangements
The fair value of the employee share options has been calculated using the
Black-Scholes formula. Service and non-market performance conditions attached
to the arrangements were not considered in measuring fair value.
The inputs used in the measurement of the fair values at grant date of the
equity-settled share-based payments were as
follows:
Award Award Award Award Award Award
09 09 2020 29 09 2020 04 12 2020 (1) 04 12 2020 (2) 04 12 2020 (3) 04 12 2020 (4)
Fair value at grant date 0.025 0.028 0.013 0.03 0.025 0.024
Share price at grant date 0.038 0.038 0.037 -0.038 0.038 0.038 0.038
Exercise price 0.035 0.035 0.045-0.3 0.038 0.04,0.05 0.04 & 0.11
Expected volatility 76% 76% 76% 76% 76% 76%
Expected life years 3 4 4 5 1.5 1
Expected dividend yield - - - - - -
Risk-free interest rate 0.32% 0.32% 0.32% 0.32% 0.32% 0.32%
Award Award Award Award Award Award
08 12 2020 24 01 2020 15 04 2021 21 06 2021 16 02 2022 23 02 2023
Fair value at grant date 0.03 0 0.245 0.253 0.56 .54
Share price at grant date 0.038 0 0.161 0.257 0.1085 .54
Exercise price 0.11 & 0.038 0.038 0.188 & 0.112 0.296 & 0.134 0.1747 .0756
Expected volatility 76% 87.70% 76% 76% 55% 77%
Expected life years 5 3 2 10 9 9
Expected dividend yield - - - - - -
Risk-free interest rate 0.32% 0.32% 0.32% 0.32% 1.53% 3.57%
The risk-free rate of return is based on zero yield government bonds for a
term consistent with the option life. Expected volatility was determined by
reviewing benchmark value from comparator companies.
The Company has issued the following warrants and options, which are still in
force at the balance sheet date:
Grant date Number of warrants and options Expiry date Exercise price $ per share
9 September 2020 1,000,000 9 September 2023 0.035
29 September 2020 9,000,000 30 September 2024 0.035
4 December 2020 22,046,950 3 December 2025 0.0344
4 December 2020 1,275,156 15 September 2023 to 20 October 2024 0.043-0.286
21 June 2021 3,000,000 20 June 2031 0.1271
21 June 2021 15,200,000 20 June 2031 0.279
16 February 2022 1,000,000 15 February 2032 0.165
23 February 2023 8,000,000 23 February 2033 .0794
60,522,106
There are 60,522,106 (2022: 67,882,138) options/warrants exercisable at year
end. An amount of $808,760 (2022: $3,327,911) was charged against the share
option reserve.
19. Other reserves
Merger reserve 30 June 30 June
2023 2022
$ $
Opening balance (349,710) (349,710)
Reversal on deregistration 349,710 -
As at 30 June - (349,710)
The merger reserve arose on the acquisition of CJT Ventures Limited. This
entity was deregistered during the course of the year and as such, this
reserve has been eliminated.
Foreign currency reserve 30 June 30 June 2022
2023 $
$
Opening balance (911,337) (36,282)
Movement 661,215 (875,055)
As at 30 June (250,122) (911,337)
Share option reserve 2023 2022
$ $
Opening balance 3,848,395 987,876
Share based payments 808,760 3,327,911
Warrants expired (146,480) (467,392)
Warrants exercised (18,071) -
As at 30 June 4,492,604 3,848,395
Total Other Reserves 4,242,482 2,587,348
20. Financial Instruments
Capital risk management
The Group's objective when managing capital is to safeguard the entity's
ability to continue as a going concern and develop its mineral exploration and
development and other activities to provide returns for shareholders and
benefits for other stakeholders.
The Group's capital structure comprises all the components of equity (all
share capital, share premium, retained earnings when earned and other
reserves). When considering the future capital requirements of the Group and
the potential to fund specific project development via debt, the Directors
consider the risk characteristics of the underlying assets in assessing the
optimal capital structure.
The Group's activities expose it to a variety of financial risks: market risk
(including foreign currency risk and price risk), credit risk and liquidity
risk. The Group's overall risk management programme focuses on the
unpredictability of financial markets and seeks to minimise potential adverse
effects on the Group's financial performance.
Fair value of financial instruments
The fair values of the Company's financial instruments on 30 June 2023 and 30
June 2022 did not differ materially from their carrying values.
The Group measures fair values using the following fair value hierarchy that
reflects the significance of the inputs used in making the measurements:
· Level 1 fair value measurements are those derived from inputs other
than quoted prices that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
· Level 2 fair value measurements are those derived from valuation
techniques that include inputs for the asset or liability that are not based
on observable market data (unobservable inputs).
· Level 3 assets are assets whose fair value cannot be determined by
using observable inputs or measures, such as market prices or models. Level 3
assets are typically very illiquid, and fair values can only be calculated
using estimates or risk-adjusted value ranges.
Market risk
Market risk arises from the Group's use of interest bearing and foreign
currency financial instruments. It is the risk that future cash flows of a
financial instrument will fluctuate because of changes in interest rates
(interest rate risk), and foreign exchange rates (currency risk). No such
instruments are held by the Group and therefore no risk has been identified.
Price risk
Price risk arises from the exposure to equity securities arising from
investments held by the Group. No such investments are held by the Group and
therefore no risk has been identified.
Foreign exchange risk
The Group operates internationally and is exposed to foreign exchange risk
arising from various currency exposures, primarily with respect to the Pound
sterling, US Dollar and Tanzanian Shilling. Foreign exchange risk arises from
recognised monetary assets and liabilities, where they may be denominated in a
currency that is not the Group's functional currency. While the Tanzanian
Shilling has depreciated since 1 July 2022 (from 1 TZS = 0.000430 USD to 1 TZS
= 0.000397 USD) the Tanzanian Shilling risk is mitigated by the fact that
Helium One would only have one month's cash requirement on hand at any one
time and this is usually held in US Dollars. Another significant risk in
Tanzania is a US Dollar risk as the loans to Tanzanian subsidiaries are
denominated in US Dollars. The Directors consider that, for the time being, no
hedging or other arrangements are necessary to mitigate this risk.
On the assumption that all other variables were held constant, and in respect
of the Group and the Company's expenses the potential impact of a 20%
increase/decrease in the USD: Tanzanian Shilling foreign exchange rate on the
Group's loss for the year and on equity is as follows:
30 June 2023 30 June 2022
Increase/(decrease) in USD/ TzSh
20% 195,621 87,085
-20% (195,621) (87,085)
Credit risk
Credit risk is the risk that the Group will suffer a financial loss as a
result of another party failing to discharge an obligation and arises from
cash and other liquid investments deposited with banks and financial
institutions. The Group considers the credit ratings of banks in which it
holds funds to reduce exposure to credit risk. The Group will only keep its
holdings of cash and cash equivalents with institutions which have a minimum
credit rating of 'BBB'.
Whilst the cash holdings are deposited with institutions in terms of the
policy, the Group considers that it is not exposed to any significant
increases in credit risk and no Expected Credit Loss has been recognised.
The Group considers that it is not exposed to major concentrations of credit
risk.
The Group holds cash as a liquid resource to fund its obligations. The Group's
cash balances are held primarily in US Dollars. The Group's strategy for
managing cash is to assess opportunity for interest income whilst ensuring
cash is available to match the profile of the Group's expenditure. This is
achieved by regular monitoring of interest rates and monthly review of
expenditure forecasts. Short term interest rates on deposits have for the
fiscal year been very unattractive.
The Group has a policy of not hedging and therefore takes market rates in
respect of foreign exchange risk; however, it does review its currency
exposures on an ad hoc basis. Currency exposures relating to monetary assets
held by foreign operations are included within the foreign exchange reserve in
the Group Balance Sheet.
The currency profile of the Group's cash and cash equivalent is as follows:
30 June 30 June 2022
2023
Cash and cash equivalents $ $
US Dollar 8,743,568 3,709,922
GBP 852,248 1,184,601
Tanzanian Shillings 4,970 11,630
On the assumption that all other variables were held constant, and in respect
of the Group's cash position, the potential impact of a 20% increase in the
GBP: USD foreign exchange rate would not have a material impact on the Group's
cash position and as such is not disclosed.
Liquidity risk
Liquidity risk arises from the possibility that the Group and its subsidiaries
might encounter difficulty in settling its debts or otherwise meeting its
obligations related to financial liabilities. In addition to equity funding,
additional borrowings have been secured in the past to finance operations. The
Company manages this risk by monitoring its financial resources and carefully
plans its expenditure programmes. Financial liabilities of the Group comprise
trade payables which mature in less than six months.
Interest rate risk
The Group has no material exposure to interest rate risk.
21. Categories of financial instruments
In terms of financial instruments, these solely comprise of those measured at
amortised costs and are as follows:
30 June 2023 30 June 2022
$ $
Liabilities at amortised cost 2,857,156 611,273
Cash and cash equivalents at amortised cost 9,600,786 4,906,153
Financial assets at amortised cost 1,303,612 1,373,452
10,904,398 6,279,605
22. List of subsidiaries
At 30 June 2023, the Group consists of the following subsidiaries:
Share capital held by Ultimate Parent Share capital held by Group
Country of incorporation Principal place of business
Name of subsidiary Principal activities
Black Swan Resources Ltd BVI BVI 100% 100% Holding
Helium One (Stahamili) Ltd Tanzania Tanzania Nil 99% Helium Exploration
Helium One (Njozi) Ltd Tanzania Tanzania Nil 99% Helium Exploration
Helium One (Gogota) Ltd Tanzania Tanzania Nil 99% Helium Exploration
Helium One Holdings Ltd Mauritius Mauritius 100% 100% Holding
Helium One Treasury Ltd BVI BVI 100% 100% Holding
Helium One (UK) Limited* UK UK Nil 100% Administration Services
Northcote Energy Ltd* Cayman Cayman Nil 100% Holding
Northcote Energy USA Inc* USA USA Nil 100% Dormant
Attis Oil and Gas Management LLC*
USA USA Nil 100% Dormant
Black Swan Resources Limited holds 99% of Helium One (Stahamili) Ltd, Helium
One (Gogota) Ltd and Helium One (Njozi) Ltd. The remaining 1% is held on trust
for the Company. This is due to Tanzanian law stating that a company must have
a minimum of two shareholders.
* These companies were acquired on 4 December 2020
Helium One Holdings was incorporated in Mauritius on 23 May 2022 and has
acquired 100% of the shares in Black Swan Resources Limited.
CJT Ventures Limited has been wound up and was issued with a Strike Off Notice
on 1 May 2023.
23. Commitments
The Group currently has an interest in 16 licences in Tanzania after
relinquishment of two licences. These are initially granted for a period of
four years with the option to extend on first renewal for further three years
and second renewal of a further two years. Licence areas PL10711/2015 and
PL10728/2015 measuring 585 square kilometres were fully relinquished during
the year. There were 6 other licences areas which were partially relinquished
and measuring 964 square kilometres. All of these relinquishments were fully
impaired to the extent of $8,520,929 in the prior financial year.
These licences include commitments to pay licence fees and minimum spending
requirements. There is no legal obligation to pay these licence fees, but it
is a condition of retaining the licences. As at 30 June 2023 these are as
follows:
30 June 2023 30 June 2023 30 June 2023
Licence fees $ Minimum spend $ Total $
Not later than one year 592,438 296,219 888,657
Later than one year but less than 5 years 212,052 106,026 318,078
More than 5 years - - -
Total 804,490 402,245 1,206,735
30 June 2022 30 June 2022 30 June 2022
Licence fees $ Minimum spend $ Total $
Not later than one year 866,947 451,123 1,318,070
Later than one year but less than 5 years 804,490 402,245 1,206,735
More than 5 years - - -
1,671,437 853,368 2,524,805
24. Operating leases
The Group had no operating leases in either year.
25. Related parties
A. Parent and ultimate controlling party
There is no ultimate controlling party.
B. Transactions with key management personnel and transactions
Key management personnel compensation and transactions are disclosed in note
7.
C. Other related party transactions
Other related party transactions were in respect of transactions with other
group companies and have been eliminated on consolidation.
Other transactions
Promaco Limited, a limited company of which Ian Stalker is a director, was
paid a fee of $72,226 (2022: $80,296) for director services to the Company.
The balance outstanding at year end was $24,900 (2022: $Nil).
All related party transactions took place at arm's length.
26. Reconciliation of movement in debt position
Non cash changes
At 30 June 2022 Cash flows Foreign exchange movements Interest charged Bonds converted to equity At 30 June 2023
$ $ $ $ $ $
Cash and Cash equivalents
Cash 4,906,153 4,830,512 (135,879) - - 9,600,786
TOTAL 4,906,153 4,830,512 (135,879) 9,600,786
Non cash changes
At 30 June 2021 Cash flows Foreign exchange movements Interest charged Bonds converted to equity At 30 June 2022
$ $ $ $ $ $
Cash and Cash equivalents
Cash 15,802,111 (10,581,374) (314,584) - - 4,906,153
TOTAL 15,802,111 (10,581,374) (314,584) - - 4,906,153
27. Post balance sheet events
On 10 July 2023, the Company announced the acquisition of the Epiroc Predator
220 drilling rig.
On 11 July 2023, the company issued 587,457 Ordinary Shares in the Company to
a service provider in lieu of cash payment.
On 18 July 2023, the company issued 450,000 Ordinary Shares pursuant to the
exercise of warrants.
On 7 August 2023, the company issued 6,000,000 Ordinary Shares pursuant to the
exercise of options and issued 56,638 Ordinary Shares to a service provider in
lieu of cash.
On 7 September 2023, the Company announced that it had raised gross proceeds
of £6.3 million before expenses (approximately $7.875 million) in a placing
and subscription through the issue of an aggregate of 105,000,000 new ordinary
shares at a price of 6 pence per new ordinary share. Additionally, the
Company raised £500,000 (approximately $625,000) through a Retail Offer via
PrimaryBid through the issue of 8,333,333 new ordinary shares at 6p per new
ordinary share. The Company also issued 750,000 Ordinary Shares at 6p per new
ordinary share in in lieu of certain advisory fees.
On 12 September 2023, the Company announced the issue of 1 million new
ordinary shares pursuant to the exercise of options.
On 25 September 2023, the Company announced that drilling had commenced at the
Tai 3 well at the Rukwa project in Tanzania.
Since 12 September 2023, the Company has issued a further 11,275,000 new
ordinary shares pursuant to the exercise of options.
28. Foreign Currency Reserve Adjustment
During the year ended 30 June 2022, the Group changed the functional currency
of Helium One UK Limited from Pound Sterling to US Dollars in order to align
this entity with the Group. As a consequence, the inter-company loan accounts
were revalued and aligned. This decision was made after the Group audit had
been completed. In order to reflect this in the consolidated Financial
Statements, an amount of $721,237 has been recorded in the current year within
retained earnings and the foreign currency reserve in order to correct the
brought forward position. The prior year Financial Statements have not been
retrospectively restated on the basis that this is not considered material.
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