REG - Unicorn Mineral Res. - Results for the year ended 31 March 2024
30/07/2024 07:15
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RNS Number : 2817Y Unicorn Mineral Resources plc 30 July 2024
30 July 2024
Unicorn Mineral Resources
("Unicorn" or "the company")
Results for the year ended 31 March 2024
Unicorn Mineral Resources Plc (LSE: UMR), a mineral exploration and
development company based in Ireland and exploring for zinc, lead, copper and
silver, is pleased to announce its audited annual results for the year ended
31 March 2024.
The Annual Report and Financial Statements for the year ended 31 March 2024
will shortly be available on the Company's website
at www.UnicornMineralResources.com (http://www.unicornmineralresources.com/)
and will also available on the National Storage Mechanism website
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
The Directors of Unicorn are responsible for the contents of this
announcement.
This announcement contains information which, prior to its disclosure, was
inside information as stipulated under Regulation 11 of the Market Abuse
(Amendment) (EU Exit) Regulations 2019/310 (as amended).
For further information, please visit www.UnicornMineralResources.com
(http://www.UnicornMineralResources.com) or contact:
Unicorn Mineral Resources Plc Novum Securities Limited - Financial Adviser and Broker
John O'Connor, CFO David Coffman / George Duxberry
Tel: +353 86 259 5123 Colin Rowbury
Email: John.OConnor@UnicornMineralResources.com Tel: +44 (0)207 399 9400
Gathoni Muchai Investments
Faith Kinyanjui Mumbi
info@gathonimuchaiinvestments.com
CHAIRMAN'S REPORT
This year marked the first full year of the Company being listed on the London
Stock Exchange.
It was also a year of major transition for us as we looked to accelerate both
exploration activities at our lead, zinc and silver projects here in Ireland
and also identify other advanced and complimentary base metals projects in
Africa following a strengthening of the Board and an expansion to our
exploration and mine development strategy during the year.
Our progress in Ireland has been positive with encouraging drilling results
obtained during the financial year from our maiden drilling program at the
Kilmallock Project, which is located just 20km south of Glencore PLC's Pallas
Green Lead and Zinc Project. In addition, work undertaken on neighbouring
adjoining licenses by TSX-V listed Group Eleven Resources Corporation has
further confirmed the prospectivity and high-grade nature of the region, with
reports of major mineralisation over extended strike length and some of the
highest reported silver grade intercepts ever attained in Ireland.
Whilst the Board recognises the high value opportunity that it has in Ireland
across its portfolio of projects and exploration licenses, and remains
committed to delivering on that, I was pleased to be able to welcome Jason
Brewer as an Executive Director to the Board of Directors. With his
appointment has come an opportunity to expand our focus to East and Southern
Africa and to potentially secure some very high-grade and near-term production
and new mine development projects, and it has been pleasing to see the
progress being made in this review and negotiation of new project
opportunities.
During the year we strengthened the Company's balance sheet and completed a
capital raising at a premium to the then prevailing share price, raising an
aggregate £620,000 through a mix of equity and convertible loan notes. In
addition to my own commitment to support the Company, it was particularly
pleasing to see my fellow directors support this capital raising during the.
As we have moved into the 2025 financial year, we have continued to make
progress in our review of a number of opportunities in Africa and I hope we
will be able to finalise a number of these in the coming months. At the same
time, we have continued to make progress with our projects here in Ireland and
at Kilmallock, and I look forward to being able to see the progress we make
with our exploration activities here in the coming year.
I would like to thank my fellow directors and all shareholders for their
support over the past year and with Kilmallock in Ireland and the potential
for a number of new and exciting projects in East and Southern Africa, I am
confident in the future for Unicorn Minerals Resources.
Paddy Doherty
Chairman
EXECUTIVE DIRECTORS' REPORT
Highlights
· exploration for minerals and precious metals in Ireland continued
throughout the year
· maiden diamond drilling program of over 1,500m completed at the
Killmallock Project
· drilling results confirmed the presence of Lisheen / Pallas Green
style, Waulsortian Reef hosted zinc-lead-silver mineralisation
· Board strengthen with the appointment of Jason Brewer as executive
director
· expansion of the Company's strategy to also include advanced and
near-term production zinc, lead, copper and silver projects located in East
and Southern Africa
· balance sheet strengthen during the year with €738,612 of new funds
raised to support the Company's exploration activities
· year-end cash balance of €642,778 supports the Company's expanded
strategy into Africa
Operating Highlights at the Kilmallock Project
· a total of 1,537.2m of diamond drilling was carried out in Summer
2023 with the results confirming the presence of Waulsortian Reef hosted,
Pallas Green style, Black Matrix (BMB) / Polymictic (PMB) breccias that are
mineralised with low to medium grade zinc lead sulphides and oxides.
· the drilling also confirmed that the region is structurally complex
and that oxidation of the basal Waulsortian Reef and the breccia hosted
sulphide mineralisation is developing from the north and is more extensive
than previously thought.
· in July 2024, following end of the financial year, work was carried
out to both extend and enhance
Expansion to Exploration Strategy
· Board approved expansion to the Company's focus to include advanced
and near-term production zinc, lead, copper and silver projects located in
East and Southern Africa
· complimentary to the Company's continuing exploration plans and
activities at its wholly owned Kilmallock and Lisheen Projects in the Irish
Midlands Orefield
· initial technical and legal due diligence review work undertaken
during the year on a select number of what it considers to be high-value base
metal exploration and development projects located in East and Southern
Africa.
· the Board believes that targeted investments in these, or similar,
due did, could be capable of significant enhancements to shareholder value.
Financial Highlights
· the loss for the year to 31 March 2024 was to €504,887 (2023:
€424,579);
· exploration costs during the year were €214,750 (2023: €72,367)
· funds raised during the year amounted to €738,612 (2023:
€972,008)
· €642,778 in cash and cash equivalents at 31 March 2024 (31 March
2023: €532,734)
· €382,628 carrying value of intangible assets at 31 March 2024 (31
March 2023: €167,879)
· loss per share for the year was €0.02 (2023: €0.02)
Principal Activities and Review of Business
· the principal activity of the Company during the period was the
exploration for minerals and precious metals in Ireland
· the Company's activities are carried out in the Republic of Ireland
and in East and Southern Africa.
Results and Dividends
· exploration expenses, which are capitalised, increased to €214,750
(2023: €72,367), with the loss for the financial year amounting to
€504,887 (2023: €424,579).
· at the end of the financial year, the Company had assets of
€1,098,265 (2023: €766,028) and liabilities of €485,679 (2023:
€340,332).
· the net assets of the Company had increased to €612,585 (2023:
€425,393).
Financing
· during the year Share Options were exercised totalling €83,564 for
1,441,846 ordinary shares at a price of £0.05 per share.
· on 14 December 2023 the Company raised €394,269 before costs
(€383,889 after costs) through the issue of 5,657,477 ordinary shares at a
price of £0.06 per share, and €271,159 through the issue of Convertible
Loan Notes
Outlook
· continued progress at the Company's Kilmallock and Lisheen Projects
in Ireland in 2025
· potential new project acquisition in East and Southern Africa with
due diligence to be completed on advanced new mine development and production
opportunities
Jason Brewer
Executive Director
STATEMENT OF PROFIT OR LOSS
Year to Year to
31 March 2024 31 March 2023
Note € €
Administrative Expenses 7 (504,887) (424,579)
Loss from Operations (504,887) (424,579)
Tax Expense - -
Loss before Tax (504,887) (424,579)
Loss for the Year (504,887) (424,579)
Earnings per share attributable to ordinary equity holders of the company
cents cents
Profit/(Loss) per share - Basic 12 (0.02) (0.02)
Profit/(Loss) per share -Diluted 12 (0.01) (0.01)
STATEMENT OF OTHER COMPREHENSIVE INCOME
Year to Year to
31 March 2024 31 March 2023
Note € €
Loss for the year (504,887) (424,579)
Fair Value measurement of options and warrants 18 316,154 (418,253)
Total Comprehensive Loss for the year (188,733) (842,832)
STATEMENT OF FINANCIAL POSITION
As at As at
31 March 2024 31 March 2023
Note € €
Assets
Non-current assets
Intangible assets 13 382,628 167,879
382,628 167,879
Current assets
Trade and other receivables 14 72,858 65,415
Cash and cash equivalents 19 642,778 532,734
715,636 598,149
Total assets 1,098,265 766,028
Current Liabilities
Warrants & Options 18 44,756 269,079
Trade and other liabilities 15 169,764 71,253
Convertible Loan Notes 16 271,159 -
485,680 340,332
Total liabilities 485,680 340,332
Net assets 612,585 425,696
Issued capital and reserves
Share capital 16 348,550 277,557
Share premium reserve 16 2,442,071 2,045,611
Share based payments reserve 18 57,343 149,174
Other Reserves 18 (102,099) (418,253)
Retained earnings (2,133,280) (1,628,393)
Total Equity 612,585 425,696
STATEMENT OF CHANGES IN EQUITY
Share capital Share premium Share based payment reserve Other Reserves Retained earnings Total equity
€ € € € € €
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 1 April 2023 277,557 2,045,611 149,174 (418,253) (1,628,393) 425,696
Comprehensive income for the year
Loss for the year - - - - (504,887) (504,887)
Fair Value of Warrants and Options - - - 316,154 - 316,154
Total comprehensive income for the year - - - 316,154 (504,887) (188,733)
Contributions by and distributions to owners
Issue of share capital 70,993 406,840 - - - 477,833
Share issue expenses - (10,380) - - - (10,380)
Share based payments - - (91,831) - - (91,831)
Total contributions by and distributions to owners 70,993 396,460 (91,831) 316,154 (504,887) 186,889
At 31 March 2024 348,550 2,442,071 57,343 (102,099) (2,133,280) 612,585
STATEMENT OF CASH FLOWS
Year to Year to
31 March 2024 31 March 2023
Note € €
Cash flows from operating activities
Loss for the year (504,887) (424,579)
Adjustments for
Impairment losses on intangible assets - -
(504,887) (424,579)
Movements in working capital
(Increase)/decrease in trade and other receivables (7,443) (46,911)
Increase/(decrease) in trade and other payables 98,512 (48,294)
Cash generated from operating activities (413,318) (519,784)
Net cash used in operating activities (413,318) (519,784)
Cash flows from investing activities
Purchase of intangibles (214,750) (72,367)
Net cash used in investing activities (214,750) (72,367)
Cash flows from financing activities
Issue of ordinary shares 467,453 972,008
Issue of Convertible Loan Notes 271,159 -
Net cash from financing activities 738,612 972,008
Net cash increase in cash and cash equivalents 110,044 379,857
Cash and cash equivalents at the start of the year 532,734 152,877
Cash and cash equivalents at the end of the year 19 642,778 532,734
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 2025, 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 (IFRS) as adopted by the International
Accounting Standards Board (IASB).
The IASB has issued two new standards, IFRS S1 (General Requirements for
Sustainability-Related Disclosures) and IFRS S2 (Climate-Related Disclosures)
effective from 1(st) January 2024.
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 certain financial instruments that have been measured at fair
value.
3.2. Changes in accounting policies
International Financial Accounting Standards
New and amended standards mandatory for the first time for the financial
periods beginning on or after 1 January 2023
The International Accounting Standards Board (IASB) issued various amendments
and revisions to International Financial Accounting Standards and IFRIC
interpretations. The amendments and revisions were applicable for the period
ended 31 March 2024 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:
EU Endorsement status Mandatory effective date (period beginning)
New standard or interpretation
IFRS 17 Insurance Contracts Endorsed 1 January 2024
IAS 1 Presentation of Financial Statements (amendments) Endorsed 1 January 2024
IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors Endorsed 1 January 2024
(amendments)
Upcoming Implementation of IFRS S1 and IFRS S2: The International Accounting
Standards Board (IASB) has issued IFRS S1 (General Requirements for
Sustainability-Related Disclosures) and IFRS S2 (Climate-Related Disclosures).
These standards outline the requirements for sustainability-related and
climate-related financial disclosures, respectively.
IFRS S1 - General Requirements for Sustainability-Related Disclosures:
· IFRS S1 establishes general requirements for the disclosure of
sustainability-related financial information. It aims to provide comprehensive
information about the entity's governance, strategy, risk management, and
metrics and targets related to sustainability.
· The standard is effective for periods beginning on or after 1(st)
January 2024, the company will adopt this standard in the financial statements
for the year ended 31 March 2025.
IFRS S2 - Climate-Related Disclosures:
· IFRS S2 requires entities to disclose information about their
exposure to climate-related risks and opportunities, and the impact of these
factors on the financial position and performance.
· This standard is effective for periods beginning on or after 1(st)
January 2024. The company will adopt this standard in the financial statements
for the year ended 31 March 2025.
Impact of Non-Implementation in the Current Period: The Company acknowledges
the significance of IFRS S1 and IFRS S2 and is in the process of evaluating
the systems and processes needed to comply with these standards. The
implementation of these standards is expected to enhance the transparency and
comprehensiveness of the company's sustainability and climate-related
disclosures in future reporting periods.
Future Adoption: The Company will adopt IFRS S1 and IFRS S2 in its financial
statements in the next year, so far as is practical for business of the
Company's size. Preparations are underway to ensure compliance with the new
disclosure requirements, including the enhancement of data collection,
analysis, and reporting processes.
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)
2024 2023 2024 2023
€ € € €
Ireland - - (504,887) (424,579)
- - (504,887) (424,579)
Fair value losses - -
Loss before tax (continuing operations) (504,887) (424,579)
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 2024 2023
€ €
Ireland 1,098,265 766,028
Total segment assets 1,098,265 766,028
Total assets 1,098,265 766,028
Segment liabilities
Ireland 485,680 340,332
Total segment liabilities 485,680 340,332
Total liabilities 485,680 340,332
Other segment information
Depreciation and amortisation Additions to non-current assets
2024 2023 2024 2023
€ € € €
Ireland - - 214,750 72,367
- - 214,750 72,367
Geographical information
The Company operates in one geographical area - Republic of Ireland.
7. Expenses by nature
2024 2023
€ €
Professional fees 125,514 217,040
Foreign exchange (gain)/ loss 1,324 (968)
Director's remuneration 279,304 142,967
Other administrative expenses 98,745 65,540
504,887 424,579
8. Auditors' remuneration
During the year, the Company obtained the following services from the
Company's auditors:
2024 2023
€ €
Fees payable to the Company's auditors for the audit of the Company's 22,250 20,000
financial statements
9. Employee benefit expenses
2024 2023
Employee benefit expenses (including directors) comprise: € €
Wages and salaries 260,673 134,284
National Insurance 18,631 8,683
279,304 142,967
The monthly average number of persons, including the directors, employed by
the Company during the year was as follows:
2024 2023
No. No.
Management 5 5
5 5
10. Director's remuneration
2024 2023
€ €
Directors' emoluments - Executive 194,342 116,042
Directors' emoluments - Non-Executive 84,962 26,925
279,304 142,967
Key Management Compensation and Directors' Remuneration
The remuneration of the directors, who are considered to be the key management
personnel, is set out below.
2024 2023(3)
Fees: Services as director Fees: Other services Share Options Total Fees: Services as director Fees: Other services Share Options Total
€ € € € € € € €
Jason Brewer(1) 7,029 - - 7,029 - - - -
David Blaney 64,446 - - 64,446 31,734 - - 31,734
Patrick Doherty 45,142 - - 45,142 14,359 - - 14,359
Antony Legge 39,820 - - 39,820 12,566 - - 12,566
John O'Connor 78,907 - - 78,907 41,254 - - 41,254
Richard O'Shea(2) 43,960 - - 43,960 43,054 - - 43,054
279,304 - - 279,304 142,967 - - 142,967
The Directors have also been issued with Options over 1,600,000 Ordinary
shares (2023: 3,600,000), as set out in Note 18 to the Financial Statements.
11. Related party and other transactions
The Company engaged Gathoni Muchai Investments Ltd for PR, website and social
media services in December 2023. During the year ended 31 March 2024 it
incurred costs of €10,553 (exclusive of VAT). Jason Brewer who is a
director of the Company, is also a director of Gathoni Muchai Investments Ltd,
and with his wife, own 100% of Gathoni Muchai Investments Ltd.
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.
2024 2023
€ €
Loss attributable to the ordinary equity holders of the Company used in (504,887) (424,579)
calculating earnings per share:
Weighted average number of shares 29,941,005 22,404,979
Potential diluted weighted average number of shares 44,840,746 37,105,979
Basic EPS (0.02) (0.02)
Diluted EPS (0.01) (0.01)
13. Intangible assets
Exploration & Evaluation Assets
Cost €
At 1 April 2022 755,325
Additions external 72,367
At 31 March 2023 827,692
Additions external 214,750
At 31 March 2024 1,042,441
Development expenditure
Accumulated amortisation and impairment €
At 1 April 2022 659,813
Charge for the year owned -
At 31 March 2023 659,813
Charge for the year owned -
At 31 March 2024 659,813
Net book value €
At 1 April 2022 95,512
At 31 March 2023 167,879
At 31 March 2024 382,628
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 €214,750 (2023: €72,367). The six
licences were still held by the Company at the end of the year.
14. Trade and other receivables
2024 2023
€ €
Other receivables 72,858 65,415
Total trade and other receivables 72,858 65,415
15. Trade and other payables
2024 2023
€ €
Trade payables 24,465 40,167
Accruals 29,699 20,452
Other payables tax and social security payments 115,500 10,634
Total trade and other payables 169,764 71,253
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
2024 2024 2023 2023
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 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 27,755,664 277,557 2,045,611
Shares issued during the year 7,099,323 70,993 406,840
Share issue expenses (10,380)
As at 31 March 2024 34,854,987 348,550 2,442,071
Movements in Share Capital
On 27 October 2023 Richard O'Shea (ex-Director) exercised options over 541,846
Ordinary Shares of €0.01 each at a price of £0.05.
On 14 December 2023 Patrick Doherty (Chairman) exercised options over 900,000
Ordinary Shares of €0.01 each at a price of £0.05.
On 14 December 2023, the Company raised €394,269 through the issue of
5,657,477 ordinary shares of €0.01 each, at a price of £0.06, to provide
working capital and fund development costs.
On 14 December 2023, the Company issued €271,159 Non-Interest Bearing
Unsecured Convertible Loan Notes 2024, convertible to 2,334,560 ordinary
shares of €0.01 each, at a price of £0.10, on or before 31 December 2024.
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 2024 Year to 31 March 2023
Number of Warrants Weighted average exercise price in pence Number of Warrants Weighted average exercise price in pence
Outstanding at beginning of year 11,001,000 £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 11,001,000 £0.10
At 1 April 2023 there were Warrants unexercised for a total of 11,001,000
Ordinary shares at a strike price of £0.10. During the year, the Company
did not issue any new Warrants. At the balance sheet date of 31 March 2024
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 2024 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 3,700,000 £0.0504 3,600,000 £0.05
Granted during the year - - 100,000 £0.065
Expired during the year - - - -
Exercised during the year 1,441,846 £0.05 - -
Outstanding at the end of the year 2,258,154 £0.0507 3,700,000 £0.0504
Exercisable at the end of the year 2,258,154 £0.0507 3,700,000 £0.0504
At 1 April 2023 there were unexercised Options for 3,700,000 Ordinary shares
at an average strike price of £0.0504. During the year, Options for
1,441,846 Ordinary shares were exercised at a strike price of £0.05.
At the balance sheet date of 31 March 2024 there were unexercised Options for
2,258,154 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.
1,600,000 of the Options have been issued to directors, as set out below.
Director Options Exercise Price Date of Grant Expiry Date
Patrick Doherty - - - -
Jason Brewer - - - -
John O'Connor 600,000 £0.05 28 Oct 2021 27 Oct 2028
David Blaney 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 2024 was €57,343.
Valuation of Options and Warrants
The fair value of Warrants and Options is measured by use of the Black-Scholes
valuation. The Company has been making a provision for the fair value of
Warrants and Option since the Company's listing on the London Stock Exchange
on 27 October 2023.
Using the Black Scholes valuation, the fair value of the Warrants as at 31
March 2024 was €20,721 (2023: €264,937) and the fair value of the Options
was €81,378 (2023:€153,315), of which €57,343 (2023:€149,174) relates
to the Options issued to the Directors and €24,035 (2023:€4,142) for the
non-director Options.
The €57,343 (2023:€149,174) fair value of the Director Options and the
fair value of the Options and non-directors options of €44,756
(2023:€269,079) has been recognised in the Statement of Other Comprehensive
Income.
19. Notes supporting statement of cash flows
2024 2023
€ €
Cash at bank available on demand 642,788 532,734
Cash and cash equivalents in the statement of financial position 642,788 532,734
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 2024 and 2023, 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 2024 and 31 March 2023, 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 2024 and 31 March 2023 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 2024 and 31
March 2023.
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
2024 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 €504,887 (2023: loss
€424,579) and the Company had net current assets of €229,956 (2023: net
current assets €257,817) 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 €642,778 (2023: €532,734) at the
Statement of Financial Position date.
The directors have prepared cashflow projections and forecasts for a period of
not less than 12 months from the date of this report which indicate that the
company will require additional funding for working capital requirements and
developing existing projects. As the company is not revenue or cash generating
it relies on raising capital from the public market
As in previous years the Directors have given careful consideration to the
appropriateness of the going concern basis in the preparation of the financial
statements and believe the going concern basis is appropriate for these
financial statements. The financial statements do not include any adjustments
that would result if the Company was unable to continue as a going concern
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 29 July
2024.
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