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RNS Number : 6379H Unicorn Mineral Resources plc 31 July 2023
The information contained within this announcement is deemed to constitute
inside information as stipulated under the UK version of the Market Abuse
Regulations (EU) No. 596/2014 as it forms part of UK law by virtue of the
European Union (Withdrawal) Act 2018. Upon the publication of this
announcement, this inside information is now considered to be in the public
domain.
31 July 2023
Unicorn Mineral Resources Plc
("Unicorn" or the "Company")
Results for the year ended 31 March 2023
Unicorn Mineral Resources Plc (LSE:UMR), a mineral exploration and
development company based in Ireland and exploring for zinc, lead, copper and
silver, with its main focus at present being the "Limerick Basin" in Ireland,
is pleased to announce its audited annual results for the year ended 31
March 2023.
The Annual Report and Financial Statements for the year ended 31 March 2023
will shortly be available on the Company's website at
www.UnicornMineralResources.com (http://www.unicornmineralresources.com/) . A
copy of the Annual Report and Financial Statements will also be uploaded to
the National Storage Mechanism where it will be available for viewing at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
This announcement contains inside information for the purposes of Article 7 of
Regulation 2014/596/EU which is part of domestic UK law pursuant to the Market
Abuse (Amendment) (EU Exit) regulations (SI 2019/310).
- ENDS -
For further information, please visit www.UnicornMineralResources.com
(http://www.unicornmineralresources.com/) or contact:
Unicorn Mineral Resources Plc
Richard O'Shea, CEO
Tel: +353 87 2560397
Email: ros@umr.ie (mailto:ros@umr.ie)
John O'Connor, CFO
Tel: +353 86 259 5123
Email: John.OConnor@UnicornMineralResources.com
(mailto:John.OConnor@UnicornMineralResources.com)
Novum Securities Limited - Financial Adviser and Broker
David Coffman / George Duxberry
Colin Rowbury
Tel: +44 (0)207 399 9400
About Unicorn Mineral Resources plc:
Unicorn Mineral Resources is an Irish mineral exploration company with a
strategic focus on the exploration for economic deposits of "Irish Type"
carbonate hosted copper / lead / zinc and silver mineral deposits in the Irish
Midlands Orefield. Unicorn have acquired a high-class land package using the
latest geological, structural, and mineralogical models to drive the target
generation programme. Unicorn has in house experience and expertise to run
exploration programmes and explore sole venture licences. Unicorn is dedicated
to creating shareholder value and will assess exploration and / or development
opportunities going forward including potential joint venture partners.
CHAIRMAN'S REPORT
As Chairman of Unicorn Mineral Resources Plc, a company focussing on metals
exploration in Ireland (primarily zinc), I am delighted to have been involved
over the last two years in the transformation of the Company leading to its
listing on the London Stock Exchange on 27 October 2022 and, in the process,
raising c.€1.08m before costs.
The proceeds of these funds are mainly being used for the exploration of
Unicorn's flagship project around Kilmallock in Limerick, Ireland and I am
delighted that the planned, three-month drilling program started in May
2023. Previous drilling on the Kilmallock Property has intersected
significant, high-grade zinc, lead, and silver mineralisation at a number of
zones. With these licences being located just 20km south of Glencore's
Pallasgreen Deposit, which has an inferred resource of 45 million tonnes at
7.2% zinc, we have high hopes for this area.
Unicorn is dedicated to creating shareholder value and your directors will
strive over the next few years to make Unicorn a successful exploration
company. Unicorn is also aware of its corporate responsibilities in an
ever-changing world. At Unicorn, we pride ourselves on being skilled,
responsible operators. We function with the clear mandate of being in full
compliance with corporate standards, applicable environmental laws, regulation
and permit requirements.
I look forward to meeting shareholders, new and old, at this year's Annual
General Meeting in September, where we hope to be able to update shareholders
positively on Unicorn's Kilmallock drilling program.
Paddy Doherty
Chairman
CHIEF EXECUTIVE'S REPORT
I am pleased to deliver the first CEO's statement since the Company's listing
on the London Stock Exchange in October 2022.
Highlights
· Listed on the London Stock Exchange in October 2022, raising
c.€1.08m gross (c.€0.84m net of costs)
· Drilling permissions granted in April 2023
· Drilling programme at Kilmallock commenced in May 2023
· Assay results of the core samples from the drill programme expected
in September 2023
· Loss for the year of c.€0.4m (2022: c.€0.5m)
· Year end cash balance of c.€0.5m, with net assets of c.€0.4m
Overview
The year to 31 March 2023 has been an exciting period that saw the fulfilment
of the Company's ambition to achieve a listing on the London Stock Exchange.
The Board recognised that a successful exploration of the Company's prospects
required additional funding and that a listing on the London market, with its
base of sophisticated investors interested in mineral exploration, would be
the best path to securing the necessary finances.
Following the listing in October 2022, which raised €836,272 net of fees and
expenses, it took a further six months to gain the necessary licences and
permissions, with the Geoscience Regulation Office (GSRO) of the Department of
Environment, Climate and Communications, confirming in April 2023 that
drilling may proceed on Unicorn's Kilmallock licence area in the Limerick
Basin. Groundwork carried out following the listing in 2022, led to a
detailed target review which revised the drilling plan to a three stage, six
hole drilling programme, comprising c.1,250m of drilling using a single rig.
This commenced in May 2023, with the drilling results expected to be assayed
in August / September 2023.
Update on Drilling Programme
The drilling programme at Kilmallock was designed to follow up on historic
high-grade zinc, lead, copper and silver mineralisation previously discovered
at Kilmallock by Boliden. It was proposed to drill six exploration drill
holes to test for Waulsortian Reef hosted zinc, lead, copper and silver
massive sulphide mineralisation. The original plan had been for 7 holes to
an aggregate depth of 2,150m; but this plan was refined through a detailed
target review following groundwork carried out following the listing in
October 2022. The drilling plan was revised to a three stage, six hole
drilling programme, comprising c.1,250m of drilling using a single rig, as
announced in May 2023. The proposed drilling was located in a region where
historic exploration has discovered, but left undefined and undelineated, two
high grade mineralised bodies at Ballycullane and Bulgaden. The Ballycullane
mineralisation is dominated by shallow, sub-outcropping oxides, probably
related to a weathered massive sulphide body. The Bulgaden zone is located
1.2km to the southeast and consists of primary, massive sulphide
mineralisation, rich in zinc and lead, with a significant silver endowment.
The drilling programme was designed to test the base of the Waulsortian Reef
target zone for extensions to the currently defined zinc and lead rich
mineralising system and to refine and define the understanding of the
geological / structural setting of the mineralising system. Priority
Drilling Ltd. Are the diamond drilling contractor and the rig, an Atlas Copco
CS14, mobilised to site on 15 May 2023. Visual analysis of the drill results
indicate a major fault zone that is striking roughly north-south and dipping
steeply to the east, which is interpreted to control the historic
mineralisation. The Company has amended its drill programme to confirm the
revised structural / geological model and test the more prospective
hanging-wall side of the fault.
The drilling programme is now expected to be completed by mid-August 2023, the
core samples will then be despatched for analysis with the results due back in
4-6 weeks thereafter.
Financials
The main event of the year was the IPO, which raised €1,075,562 before
expenses. This was on top of the €292,500, also before expenses, raised in
the pre-IPO round in the previous financial year, primarily to meet the fees
of the listing. Against this injection of cash aggregating to
c.€1,368,062, the Company incurred total professional fees and commissions
of €419,076, giving a total cash injection over 2022 and 2023 of
€948,986. Administrative expenses for the year to 31 March 2023 fell
slightly to €424,579 (2022: €515,712), despite the inclusion of Director's
remuneration of €142,976 for the period from the IPO (2022: €0), due to
the write-off in 2022 of €291,619 on the surrendering of the Waterford
licences. Exploration expenses of €£72,367 (2022: €3,753) were
capitalised.
Outlook
The next key step for the Company is completing the drilling programme on its
flagship Kilmallock property in the Limerick Basin in Ireland. The property
has had some positive results from previous drilling and is located 20km south
of the Pallas Green project owned by Glencore. In addition, drilling by
another operator on the Ballywire prospect 10km to the east of Kilmallock has
recently produced some good results which is encouraging for the Limerick
Basin in general. I look forward to updating shareholders over the next few
months as the assay results come to hand.
Richard O'Shea
Chief Executive
STATEMENT OF PROFIT AND LOSS Year to Year to
31 March 2023 31 March 2022
Note € €
Administrative Expenses 7 (424,579) (515,712)
Loss from Operations (424,579) (515,708)
Tax Expenses - -
Loss before Tax (424,579) (515,712)
Loss for the Year (424,579) (515,712)
Earnings per share attributable to ordinary equity holders of the company
cents cents
Profit/(Loss) per share - Basic & Diluted 12 (0.02) (0.03)
STATEMENT OF OTHER COMPREHENSIVE INCOME Year to Year to
31 March 2023 31 March 2022
Note € €
Loss for the year (424,579) (515,712)
Fair Value measurement of options and warrants 18 (418,253) -
Total Comprehensive Loss for the year (842,832) (515,712)
STATEMENT OF FINANCIAL POSITION As at As at
31 March 2023 31 March 2022
Note € €
Assets
Non-current assets
Intangible assets 13 167,879 95,512
167,879 95,512
Current assets
Trade and other receivables 14 65,415 18,504
Cash and cash equivalents 19 532,734 152,877
598,149 171,381
Total assets 766,028 266,893
Current Liabilities
Warrants & Options 18 269,079 -
Trade and other liabilities 15 71,253 119,547
340,332 119,547
Total liabilities 340,332 119,547
Net assets 425,696 147,346
Issued capital and reserves 17
Share capital 16 277,557 184,557
Share premium reserve 16 2,045,611 1,166,603
Share based payments reserve 18 149,174 -
Other Reserves 18 (418,253) -
Retained earnings (1,628,393) (1,203,814)
Total Equity 425,696 147,346
The Financial Statements were approved and authorised for issue by the board
of directors and were signed on its behalf by:
Richard O'Shea John O'Connor
Director Director
STATEMENT OF CHANGES IN EQUITY
Share capital Share premium Share based payment reserve Other Reserves Retained earnings Total equity
€ € € € € €
At 1 April 2021 128,557 919,000 - - (688,102) 359,455
Comprehensive income for the year
Loss for the year - - - - (515,712) (515,712)
Total comprehensive income for the year - - - - (515,712) (515,712)
Contributions by and distributions to owners
Issue of share capital 56,000 247,603 - - - 303,603
Total contributions by and distributions to owners 56,000 247,603 - - - 303,603
At 1 April 2022 184,557 1,166,603 - - (1,203,814) 147,346
Comprehensive income for the year
Loss for the year - - - - (424,579) (424,579)
Fair Value of Warrants and Options - - - (418,253) - (418,253)
Total comprehensive income for the year - - - (418,253) (424,579) (842,832)
Contributions by and distributions to owners
Issue of share capital 93,000 982,562 - - - 1,075,562
Share issue expenses - (103,554) - - - (103,554)
Share based payments - - 149,174 - - 149,174
Total contributions by and distributions to owners 93,000 879,009 149,174 (418,253) (424,579) 278,350
At 31 March 2023 277,557 2,045,611 149,174 (418,253) (1,628,393) 425,696
STATEMENT OF CASH FLOWS Year to Year to
31 March 2023 31 March 2022
Note € €
Cash flows from operating activities
Loss for the year (424,579) (515,712)
Adjustments for
Impairment losses on intangible assets 13 - 291,619
(424,579) (224,093)
Movements in working capital
(Increase)/decrease in trade and other receivables 14 (46,911) 12,770
Increase/(decrease) in trade and other payables 15 (48,294) 55,508
Cash generated from operating activities (519,784) (155,815)
Net cash used in operating activities (519,784) (155,815)
Cash flows from investing activities
Purchase of intangibles 13 (72,367) (3,753)
Net cash used in investing activities (72,367) (3,753)
Cash flows from financing activities
Issue of ordinary shares 16 972,008 303,603
Net cash from financing activities 972,008 303,603
Net cash increase in cash and cash equivalents 379,857 144,034
Cash and cash equivalents at the start of the year 152,877 8,842
Cash and cash equivalents at the end of the year 19 532,734 152,877
NOTES TO THE FINANCIAL STATEMENTS
1. Accounting Policies
The accounting policies set out below have been applied consistently to all
periods presented in these Financial Statements.
1.1. Going concern
The preparation of financial statements requires an assessment on the validity
of the going concern assumption. The validity of the going concern concept is
dependent on the Company having available adequate financial resources to
continue operations in 2024, and thereafter finance being available for the
continuing working capital requirements of the Company and finance for the
development of the Company's projects becoming available. Based on the
assumptions that the Company has adequate financial resources to continue
operation and confidence that finance will become available, the Directors
believe that the going concern basis is appropriate for these accounts. Should
the going concern basis not be appropriate, adjustments would have to be made
to reduce the value of the company's assets, in particular the intangible
assets, to their realisable values. Further information concerning going
concern is outlined in Note 21.
1.2. Taxation
Income tax expense represents the sum of the tax currently payable and
deferred tax.
Current tax payable is based on the taxable profit for the year. Taxable
profit differs from the loss as reported in the statement of comprehensive
income because it excludes items of income or expense that are taxable or
deductible in other years and it further excludes items that are never taxable
or deductible. The Company's liability for current tax is calculated using tax
rates that have been enacted or substantively enacted by the statement of
financial position date.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit and is accounted for using the statement of financial position
liability method. Deferred tax liabilities are generally recognised for all
taxable temporary differences and deferred tax assets are recognised for all
deductible temporary differences, carry forward of unused tax assets and
unused tax losses to the extent that it is probable that taxable profits will
be available against which deductible temporary differences and the carry
forward of unused tax credits and unused tax losses can be utilised. Such
assets and liabilities are not recognised if the temporary difference arises
from the initial recognition of goodwill or from the initial recognition
(other than in a business combination) of other assets and liabilities in a
transaction that affects neither the taxable profit nor the accounting profit.
Unrecognised deferred tax assets are reassessed at each statement of financial
position date and are recognised to the extent that it has become probable
that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised, based on tax
rates (and tax laws) that have been enacted or substantively enacted at the
statement of financial position date. Deferred tax is charged or credited in
the statement of comprehensive income, except when it relates to items charged
or credited directly to equity, in which case the deferred tax is also dealt
with in equity.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to set off current tax assets against current tax
liabilities and when they relate to income taxes levied by the same taxation
authority and the Company intends to settle its current tax assets and
liabilities on a net basis.
1.3. Intangible Assets
Exploration and evaluation assets
Exploration expenditure relates to the initial search for mineral deposits
with economic potential in Ireland.
Evaluation expenditure arises from a detailed assessment of deposits that have
been identified as having economic potential.
The costs of exploration properties and cost of licences to explore for or use
minerals, which include the cost of acquiring prospective properties and
exploration rights and costs incurred in exploration and evaluation
activities, are capitalised as intangible assets as part of exploration and
evaluation assets.
Exploration costs are capitalised as an intangible asset until technical
feasibility and commercial viability of extraction of reserves are
demonstrable, when the capitalised exploration costs are reclassed to
property, plant and equipment. Exploration costs include an allocation of
administration and salary costs (including share-based payments) as determined
by management.
Prior to reclassification to property, plant and equipment, exploration and
evaluation assets are assessed for impairment and any impairment loss
recognised immediately in the statement of comprehensive income.
Intangible assets with finite useful lives that are acquired separately are
carried at cost less accumulated amortisation and accumulated impairment
losses. Amortisation is recognised on a straight-line basis over their
estimated useful lives. The estimated useful life and amortisation method are
reviewed at the end of each reporting period, with the effect of any changes
in estimate being accounted for on a prospective basis. Intangible assets with
indefinite useful lives that are acquired separately are carried at cost less
accumulated impairment losses.
Impairment of intangible assets other than goodwill
Exploration and evaluation assets are assessed for impairment on a
licence-by-licence basis when facts and circumstances suggest that the
carrying amount may exceed its recoverable amount. The company reviews for
impairment on an ongoing basis and specifically if any of the following
occurs:
(a) the period for which the Company has a right to explore under the
specific licences has expired or is expected to expire;
b) further expenditure on exploration and evaluation in the specific
area is neither budgeted or planned;
c) the exploration and evaluation has not led to the discovery of
economic reserves;
d) sufficient data exists to indicate that although a development in
the specific area is likely to proceed, the carrying amount of the exploration
and evaluation asset is unlikely to be recovered in full from successful
development or by sale.
1.4. Financial Instruments
Financial assets and financial liabilities are recognised in the Company's
statement of financial position when the Company becomes a party to the
contractual provisions of the instrument. Financial assets and financial
liabilities are initially measured at transaction price. Transaction costs
that are directly attributable to the acquisition or issue of financial assets
and financial liabilities (other than financial assets and financial
liabilities at fair value) are added to or deducted from the fair value of the
financial assets or financial liabilities, as appropriate, on initial
recognition. Transaction costs directly attributable to the acquisition of
financial assets or financial liabilities are recognised immediately at fair
value through other comprehensive income ("FVOCI").
The Company includes in this category cash and other receivables. Due to the
nature of the financial assets being short-term in nature, the carrying value
approximates fair value.
Impairment of financial assets
The Company only holds receivables at amortised cost, with no significant
financing component and which have maturities of less than 12 months and as
such, has implemented the simplified approach for expected credit losses (ECL)
model under IFRS 9 to account for all receivables.
Therefore, the Company does not track changes in credit risk, but instead,
recognizes a loss allowance based on lifetime ECLs at each reporting date.
A financial asset is derecognised only when the contractual rights to cash
flows from the financial asset expires, or when it transfers the financial
asset and substantially all the associated risks and rewards of ownership to
another entity. Gains and losses on derecognition are generally recognised in
the profit or loss.
Financial liabilities measured subsequently at amortised cost
Financial liabilities that are not:
(i) contingent consideration of an acquirer in a business combination,
(ii) held for trading, or
(iii) designated as at FVOCI,
are measured subsequently at amortised cost using the effective interest
method. The Company includes in this category trade and other payables.
The effective interest method is a method of calculating the amortised cost of
a financial liability and of allocating interest expense over the relevant
period. The effective interest rate is the rate that exactly discounts
estimated future cash payments (including all fees and points paid or received
that form an integral part of the effective interest rate, transaction costs
and other premiums or discounts) through the expected life of the financial
liability, or (where appropriate) a shorter period, to the amortised cost of a
financial liability.
Equity instruments
Equity instruments issued by the Company are recorded at the proceeds
received, net of direct issue costs.
Warrants and Options
Warrants and options issued are classified separately as equity or as a
liability at FVOCI in accordance with the substance of the contractual
arrangement. Warrants or options classified as liabilities at FVOCI are stated
at fair value, with any gains and losses arising on remeasurement recognised
in the statement of other comprehensive income.
2. Reporting entity
Unicorn Mineral Resources PLC (the 'Company') is a limited company
incorporated and registered in Ireland. The Company's registered office is at
39 Castleyard, 20/21 St Patrick's Road, Dalkey, Co. Dublin. The Company's
principal activity is set out in the Director's Report.
3. Basis of preparation
The Financial Statements have been prepared in accordance with International
Financial Reporting Standards, International Accounting Standards and
Interpretations as adopted by the EU (collectively IFRSs). They were
authorised for issue by the Company's board of directors on 28 July 2023.
Details of the Company's accounting policies, including changes during the
year, are included in Note 1.
In preparing these Financial Statements, management has made judgments,
estimates and assumptions that affect the application of the Company
accounting policies and the reported amounts of assets, liabilities, income,
and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to estimates are recognised prospectively.
The areas where judgments and estimates have been made in preparing the
financial statements and their effects are disclosed in Note 5.
3.1. Basis of measurement
The financial statements have been prepared on the historical cost basis
except for the following items, which are measured on an alternative basis on
each reporting date.
3.2. Changes in accounting policies
International Financial Reporting Standards
New and amended standards mandatory for the first time for the financial
periods beginning on or after 1 January 2022
The International Accounting Standards Board (IASB) issued various amendments
and revisions to International Financial Reporting Standards and IFRIC
interpretations. The amendments and revisions were applicable for the period
ended 31 December 2022 but did not result in any material changes to the
financial statements of the Company.
New standards, amendments and interpretations in issue but not yet effective
or not yet endorsed and not early adopted
The following standards and interpretations to published standards are not yet
effective:
New standard or interpretation EU Endorsement status Mandatory effective date (period beginning)
IAS 8 Accounting Estimates 1 January 2023
IAS 1 Presentation of financial statements 1 January 2023
There was no material impact to the financial statements in the current period
from these standards, amendments and interpretations.
4. Functional and Presentation Currency
These Financial Statements are presented in Euros, which is the Company's
functional currency. All amounts have been rounded to the nearest Euro, unless
otherwise indicated.
5. Critical accounting judgements and key sources of
estimation uncertainty
In the process of applying the Company's accounting policies above, management
has made the following judgements that have the most significant effect on the
amounts recognised in the financial statements.
Exploration and evaluation assets
The assessment of whether general administration costs and salary costs are
capitalised or expensed involves judgement. Management considers the nature of
each cost incurred and whether it is deemed appropriate to capitalise it
within intangible assets.
Costs which can be demonstrated as project related are included within
exploration and evaluation assets. Exploration and evaluation assets relate to
prospecting, exploration and related expenditure in Ireland.
The Company's exploration activities are subject to a number of significant
and potential risks including:
• uncertainties over development and operational risks;
• compliance with licence obligations;
• ability to raise finance to develop assets;
• liquidity risks; and
• going concern risks.
The recoverability of intangible assets is dependent on the discovery and
successful development of economic reserves which is subject to a number of
uncertainties, including the ability to raise finance to develop future
projects. Should this prove unsuccessful, the value included in the statement
of financial position would be written off to the statement of comprehensive
income. The recoverability of investments in subsidiaries and intercompany
receivables is dependent on the recoverability of intangible assets.
Key sources of estimation uncertainty
The preparation of financial statements requires management to make estimates
and assumptions that affect the amounts reported for assets and liabilities as
at the statement of financial position date and the amounts reported for
revenues and expenses during the year. The nature of estimation means that
actual outcomes could differ from those estimates. The key sources of
estimation uncertainty that may have a significant risk of causing material
adjustment to the carrying amounts of assets and liabilities within the next
financial year are discussed below. The Company undertakes periodic reviews to
assess the risk factors and have concluded that there is little or no risk
that will cause material adjustments to be made in the next financial year.
Impairment Intangible Assets
The assessment of intangible assets for any indications of impairment involves
a degree of estimation. If an indication of impairment exists, a formal
estimate of recoverable amount is performed and an impairment loss recognised
to the extent that carrying amount exceeds recoverable amount Recoverable
amount is determined as the higher of fair value less costs to sell and value
in use. The assessment requires judgements as to the likely future
commerciality of the assets and when such commerciality should be determined;
future revenues, capital and operating costs and the discount rate to be
applied to such revenues and costs.
Valuation of Warrants and Options
The issued warrants and options are classified as liabilities at FVOCI and are
stated at fair value, with any gains and losses arising on re-measurement
recognised in the Statement of Comprehensive Income.
The fair value of the warrants and options is measured using an appropriate
option pricing model, taking into account the terms and conditions upon which
the warrants and options were issued. The model used by the Company is the
Black Scholes model. The Company has made estimates as to the volatility of
its own shares based on the historic volatility for the same period of time as
equals the life of the warrant or option.
6. Segment information
The Company is engaged in one business segment only: exploration of mineral
resource projects. Therefore, only an analysis by geographical segment has
been presented.
6.1. Segment revenues and results
The following is an analysis of the Company's revenue and results from
continuing operations by reportable segment:
Segment revenue Segment profit/(loss)
2023 2022 2023 2022
€ € € €
Ireland - - (424,579) (515,712)
- - (424,579) (515,712)
Fair value losses - -
Loss before tax (continuing operations) (424,579) (515,712)
The accounting policies of the reportable segments are the same as the
Company's accounting policies described in Note 1. Segment profit represents
the profit before tax earned by each segment without allocation of central
administration costs and directors' salaries, share of profit of associates,
share of profit of a joint venture, gain recognised on disposal of interest in
former associate, investment income, other gains, and losses, as well as
finance costs. This is the measure reported to the chief operating decision
maker for the purposes of resource allocation and assessment of segment
performance.
6.2. Segment assets and liabilities
Segment assets 2023 2022
€ €
Ireland 766,028 266,893
Total segment assets 766,028 266,893
Total assets 766,028 266,893
Segment liabilities
Ireland 340,332 119,547
Total segment liabilities 340,332 119,547
Total liabilities 340,332 119,547
Other segment information
Depreciation and amortisation Additions to non-current assets
2023 2022 2023 2022
€ € € €
Ireland - 291,619 72,367 3,753
- 291,619 72,367 3,753
Geographical information
The Company operates in one geographical area - Republic of Ireland.
7. Expenses by nature
2023 2022
€ €
Professional fees 217,040 202,756
Foreign exchange (gain)/ loss (968) 1,064
Director's remuneration 142,967 -
Other administrative expenses 65,540 20,273
Amortisation - intangible assets - 291,619
424,579 515,712
In addition to the above professional fees, the Company incurred costs of
€103,554 in relation to commission paid for the listing on the London Stock
Exchange. In accordance with IAS 32 these costs have been deducted from
Share Premium (Note 16).
8. Auditors' remuneration
During the year, the Company obtained the following services from the
Company's auditors:
2023 2022
€ €
Fees payable to the Company's auditors for the audit of the Company's 20,000 10,000
financial statements
9. Employee benefit expenses
2023 2022
Employee benefit expenses (including directors) comprise: € €
Wages and salaries 134,284 -
National Insurance 8,683 -
142,967 -
The monthly average number of persons, including the directors, employed by
the Company during the year was as follows:
2023 2022
No. No.
Management 5 -
5 -
10. Director's remuneration
2023 2022
€ €
Directors' emoluments - Executive 116,042 -
Directors' emoluments - Non-Executive 26,925 -
142,967 -
11. Related party and other transactions
Key Management Compensation and Directors' Remuneration
The remuneration of the directors, who are considered to be the key management
personnel, is set out below.
2023 2022
Fees: Services as director Fees: Other services Share Options Total Fees: Services as director Fees: Other services Share Options Total
€ € € € € € € €
David Blaney 31,734 - - 31,734 - - - -
Patrick Doherty 14,359 - - 14,359 - - - -
Antony Legge 12,566 - - 12,566 - - - -
John O'Connor 41,254 - - 41,254 - - - -
Richard O'Shea 43,054 - - 43,054 - - - -
142,967 - - 142,967 - - - -
The Directors have also been issued with Options over 3,600,000 Ordinary
shares, as set out in Note 18 to the Financial Statements.
12. Earnings per share
The calculation of earnings per share is (EPS) based on the loss attributable
to equity holders divided by the weighted average number of shares in issue
during the year. The diluted EPS is calculated by adjusting the number of
shares for the effects of dilutive options and other dilutive potential
ordinary shares.
2023 2022
€ €
Loss attributable to the ordinary equity holders of the Company used in (424,579) (515,712)
calculating earnings per share:
Weighted average number of shares 22,430,459 14,968,541
Potential diluted weighted average number of shares 23,899,363 16,379,911
Basic EPS (0.02) (0.03)
Diluted EPS (0.02) (0.03)
13. Intangible assets
Exploration & Evaluation Assets
Cost €
At 1 April 2021 751,572
Additions external 3,753
At 31 March 2022 755,325
Additions external 72,367
At 31 March 2023 827,692
Development expenditure
Accumulated amortisation and impairment €
At 1 April 2021 368,194
Charge for the year owned 291,619
At 31 March 2022 659,813
Charge for the year owned -
At 31 March 2023 659,813
Net book value €
At 1 April 2021 383,378
At 31 March 2022 95,512
At 31 March 2023 167,879
At the beginning of the year the Company held six licences which cover areas
in Co. Limerick, Co. Tipperary and Co. Laois. Additional expenditure on these
licences during the year amounted to €72,367 (2022:€3,753). The six
licences were still held by the Company at the end of the year.
14. Trade and other receivables
2023 2022
€ €
Other receivables 65,415 18,504
Total trade and other receivables 65,415 18,504
15. Trade and other payables
2023 2022
€ €
Trade payables 40,167 103,847
Other payables - 700
Accruals 20,452 15,000
Other payables tax and social security payments 10,634 -
Total trade and other payables 71,253 119,547
It is the Company's normal practice to agree terms of transactions, including
payment terms, with suppliers and provided suppliers perform in accordance
with the agreed terms, it is the Company's policy that payment is made between
30 - 45 days.
16. Share capital
Authorised
2023 2023 2022 2022
Number € Number €
Shares treated as equity 200,000,000 2,000,000 200,000,000 2,000,000
Issued and fully paid
Ordinary Shares of £0.01 each Number Share Capital Share Premium
As at 1 April 2021 12,855,664 128,557 919,000
Shares issued during the year 5,600,000 56,000 247,603
As at 31 March 2022 18,455,664 184,557 1,166,603
Shares issued during the year 9,300,000 93,000 982,562
Share issue expenses - (103,554)
As at 31 March 2023 27,255,664 277,557 2,045,611
Movements in Share Capital
On 27 October 2022, the Company raised €1,075,562 through the issue of
9,300,000 ordinary shares of £0.01 each, at a price of £0.10, to provide
working capital and fund development costs.
17. Reserves
Share premium
The share premium reserve comprises of a premium arising on the issue of
shares. Share issue expenses are deducted against the share premium reserve
when incurred.
Called up share capital
The called up ordinary share capital reserve comprises of the nominal value of
the issued share capital of the company.
Retained earnings
Retained deficit comprises of accumulated profits and losses incurred in the
current and prior years.
Share based payment reserve
The share payment reserve arises on the grant of share options as outlined in
Note 18.
Other Reserve
The other reserve arises on the fair value valuation of the warrants and
options, using the Black Scholes model as outlined in Note 18. The initial
recognition of the fair value of the warrants and options has been recognised
in the Statement of Comprehensive Income.
18. Warrants and Options
Warrants
Year to 31 March 2023 Year to 31 March 2022
Number of Warrants Weighted average exercise price in pence Number of Warrants Weighted average exercise price in pence
Outstanding at beginning of year 10,000,000 £0.10 10,000,000 £0.10
Granted during the year 1,001,000 £0.10 - -
Expired during the year - - - -
Exercised during the year - - - -
Outstanding and exercisable at the end of the year 11,001,000 £0.10 10,000,000 £0.10
At 1 April 2022 there were Warrants unexercised for a total of 10,000,000
Ordinary shares at a strike price of £0.10. During the year, the Company
issued Warrants for a further 1,001,000 Ordinary shares at a strike price of
£0.10. At the balance sheet date of 31 March 2023 there were Warrants
unexercised for a total of 11,001,000 Ordinary shares, which expire between 19
October 2026 and 27 October 2027.
Options
Year to 31 March 2023 Year to 31 March 2023
Number of Options Weighted average exercise price in pence Number of Options Weighted average exercise price in pence
Outstanding at beginning of year 3,600,000 £0.05 3,600,000 £0.05
Granted during the year 100,000 £0.065 - -
Expired during the year - - - -
Exercised during the year - - - -
Outstanding at the end of the year 3,600,000 £0.0504 3,600,000 £0.05
Exercisable at the end of the year 3,600,000 £0.0504 3,600,000 £0.05
At 1 April 2022 there were Options unexercised over a total of 3,600,000
Ordinary shares at a strike price of £0.05. During the year, the Company
issued Options for a further 100,000 Ordinary shares at a strike price of
£0.065. At the balance sheet date of 31 March 2023 there were Options
unexercised over a total of 3,700,000 Ordinary shares, which expire between 27
October 2028 and 31 March 2030.
Share based payments
The Company plan provides for a grant price equal to the average quoted market
price of the ordinary shares on the date of grant. Equity-settled
share-based payments are measured at fair value at the date of grant.
3,600,000 of the Options have been issued to directors, as set out below.
Director Options Exercise Price Date of Grant Expiry Date
Patrick Doherty 900,000 £0.05 28 Oct 2021 27 Oct 2028
Richard O'Shea(1) 1,100,000 £0.05 28 Oct 2021 27 Oct 2028
John O'Connor 600,000 £0.05 28 Oct 2021 27 Oct 2028
David Blaney(2) 900,000 £0.05 28 Oct 2021 27 Oct 2028
Antony Legge 100,000 £0.065 29 Mar 2023 28 Mar 2030
Using the Black Scholes valuation, the fair value of the share-based payments
as at 31(st) March 2023 was €149,174.
Valuation of Options and Warrants
The fair value of Warrants and Options is measured by use of the Black-Scholes
valuation. In the financial statements for the year ended 31 March 2022,
prior to the Company's listing on the London Stock Exchange, there was no
provision made for the provision for the fair value of the Warrants and
Options.
Using the Black Scholes valuation, the fair value of the Warrants as at 31
March 2023 was €264,937 and the fair value of the Options was £153,516, of
which €149,174 relates to the Options issued to the Directors and €4,142
for the non-director Options.
The €149,174 fair value of the Director Options and the fair value of the
Options and non-directors' options of €269,079 has been recognised in the
Statement of Other Comprehensive Income.
The Directors have not restated the prior year financial statements as it has
been considered that this amount is not a material adjustment and does not
impact the true and fair view of the financial statements.
19. Notes supporting statement of cash flows
2023 2022
€ €
Cash at bank available on demand 532,734 152,877
Cash and cash equivalents in the statement of financial position 532,734 152,877
20. Financial Instruments and Financial Risk Management
The Company's principal financial instruments comprise cash and cash
equivalents. The main purpose of these financial instruments is to provide
finance for the Company's operations. The Company has various other financial
assets and liabilities such as receivables and trade payables, which arise
directly from its operations.
It is, and has been throughout 2023 and 2022, the Company's policy that no
trading on derivatives be undertaken.
The main risks arising from the Company's financial instruments are foreign
currency risk, credit risk, liquidity risk, interest rate risk and capital
risk. The board reviews and agrees policies for managing each of these risks
which are summarised below.
Foreign currency risk
The Company undertakes certain transactions denominated in foreign countries.
Hence, exposures to exchange rate fluctuations arise. Exchange rate exposures
are managed within approved policy parameters utilising forward exchange
contracts where appropriate.
At the year ended 31 March 2023 and 31 March 2022, the Company had no
outstanding forward exchange contracts.
Credit Risk
Credit risk refers to the risk that a counterparty will default on its
contractual obligations resulting in financial loss to the Company. As the
Company does not, as yet, have any sales to third parties, this risk is
limited.
The Company's financial assets comprise receivables and cash and cash
equivalents. The credit risk on cash and cash equivalents is limited because
the counterparties are banks with high credit ratings assigned by
international credit rating agencies. The Company's exposure to credit risk
arise from default of its counterparty, with a maximum exposure equal to the
carrying amount of cash and cash equivalents in its consolidated balance
sheet.
The Company does not have any significant credit risk exposure to any single
counterparty or any group of counterparties having similar characteristics.
The Company defines counterparties as having similar characteristics if they
are connected entities.
Liquidity risk management
Liquidity risk is the risk that the Company will not have sufficient funds to
meet liabilities. Ultimate responsibility for liquidity risk management rests
with the Board of Directors, which has built an appropriate liquidity risk
management framework for the management of the Company's short, medium, and
long-term funding and liquidity management requirements. The Company manages
liquidity by maintaining adequate reserves and by continuously monitoring
forecast and actual cash flows and matching the maturity profiles of financial
assets and liabilities. Cash forecasts are regularly produced to identify the
liquidity requirements of the Company. To date, the Company has relied on
shareholder funding and loan arrangements to finance its operations.
The expected maturity of the Company's financial assets (excluding
prepayments) as at 31 March 2023 and 31 March 2022 was less than one month.
The Company expects to meet its other obligations from operating cash flows
with an appropriate mix of funds and equity investments. The Company further
mitigates liquidity risk by maintaining an insurance programme to minimise
exposure to insurable losses.
The Company had no derivative financial instruments as at 31 March 2023 and 31
March 2022.
Interest rate risk
The Company's exposure to the risk of changes in market interest rates relates
primarily to the Company's holdings of cash and short-term deposits.
It is the Company's policy as part of its disciplined management of the
budgetary process to place surplus funds on short-term deposit in order to
maximise interest earned.
Capital Risk Management
The primary objective of the Company's capital management is to ensure that it
maintains a healthy capital ratio in order to support its business and
maximise shareholder value.
The capital structure of the Company consists of issued share capital, share
premium and reserves. The Company manages its capital structure and makes
adjustments to it, in light of changes in economic conditions. No changes were
made in the objectives, policies or processes during the years ended 31 March
2023 and 31 March 2023. The Company's only capital requirement is its
authorised minimum capital as a plc.
21. Going concern
The Company incurred a loss for the financial year of €424,579 (2022: loss
€515,712) and the Company had net current assets of €257,817 (2022: net
current assets €51,834) at the statement of financial position date leading
to concern about the Company and Company's ability to continue as a going
concern.
The Company had a cash balance of €532,734 (2022: €152,877) at the
Statement of Financial Position date.
The Directors have reviewed the Company's monthly cash flow forecasts and
conclude that the Company has sufficient funds to continue operating into
2024. Thereafter, the Company will need to raise further funds to continue
operations. Additional funds will also be needed for the next phase of the
Company's exploration plans for the Kilmallock and Lisheen properties.
The Directors have concluded that these circumstances give rise to a material
uncertainty relating to going concern, arising from events or conditions that
may cast significant doubt on the entity's ability to continue as a going
concern if a further fund raise was unsuccessful. However, considering the
recent successful listing in October 2022, the Directors are confident that
they can continue to adopt the going concern basis in preparing the Financial
Statements. The Financial Statements do not include any adjustment that may
arise in the event that the Company is unable to raise finance, realise its
assets and discharge its liabilities in the normal course of business. The
assessment as to whether the going concern basis is appropriate has also taken
into account all information available up to the date of authorisation of
these Financial Statements and the Directors are not aware of any other
indicators which would give doubt to the going concern status of the Company.
22. Post balance sheet events
There were no material post balance sheet events affecting these Financial
Statements.
23. Approval of financial statements
The financial statements were approved by the board of directors on 28 July
2023.
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