REG - Wishbone Gold PLC - Final Results for the year ended 31 December 2022
29/06/2023 10:15
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RNS Number : 3809E Wishbone Gold PLC 29 June 2023
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of MAR
29 June 2023
Wishbone Gold Plc
("Wishbone" or the "Company")
Wishbone Gold Plc / Index: AIM: WSBN / Sector: Natural Resources / AQSE: WSBN
Final Results for the Year ended 31 December 2022
Wishbone Gold Plc (AIM: WSBN, AQSE: WSBN), the dedicated gold and precious
metals exploration company with assets in Australia, is pleased to announce
its final results covering the 12 months to 31(st) December 2022. The
Chairman's Statement and Financial Statement are set out below and the full
Report and Accounts is available on the Company's website
www.wishbonegold.com.
Wishbone has three major exploration properties in Australia and three minor
prospects. Two of these are located in the Pilbara region of Western Australia
("WA") and the third is in the Mingela-Charters Towers region in Queensland.
The Company's flagship project is Red Setter, as previously announced this has
been judged by Expert Geophysics to be analogous to Newcrest's Telfer mine
13km away.
Cottlesloe, 35km south-east of Red Setter, has deposits visible at surface of
silver and lead: metals which are essential for battery and electric car
production. In Queensland, the Wishbone II project has almost doubled in size
recently with the addition of Wishbone VI which could host deposits similar to
the Ravenswood mine located to the south-east.
Highlights
· 2022 has been a year of progress for the Company with positive
developments at our assets in Western Australia and Queensland
· The 2022 exploration season started in March with obtaining
additional Heritage Clearance surveys on Red Setter and Cottesloe
· The drill program on Red Setter produced exciting results with every
hole drilled returning grades of copper or gold with significant intercepts
· During Q4 2022 and since the start of this year we have deployed a
number of new exploration techniques for further analysis which has enabled
much improved targeting across the properties in WA
· Wishbone acquired the Anketell project and completed magnetic
modelling over the large anomaly in the centre of the tenement which could
prove to be notable
· The RC drill program at Wishbone II and IV proceeded smoothly with
copper and gold mineralisation found throughout multiple holes drilled
Richard Poulden, Chairman of Wishbone Gold, said: "We saw some very promising
results from our extensive drill programmes and continue to believe that we
hold land that has significant potential which underpins the inherent value in
the group. Our confidence was highlighted by the acquisition of acreage at
Cottesloe East at the start of this year which also has good prospectivity and
is strategically located."
For more information on Wishbone, please visit the Company's website:
www.wishbonegold.com (http://www.wishbonegold.com) .
END
For further information, please contact:
Wishbone Gold PLC
Richard Poulden, Chairman
Tel: +971 4 584 6284
Beaumont Cornish Limited
(Nominated Adviser and AQUIS Exchange Corporate Adviser)
Roland Cornish/Rosalind Hill Abrahams
Tel: +44 20 7628 3396
SP Angel Corporate Finance LLP
(Broker)
Ewan Leggat / Kasia Brzozowska
Tel: +44 20 3470 0470
J&H Communications Ltd
(Financial PR)
George Hudson
Tel: +44 (0)7803 603130 / george@j-hcommunications.com
(mailto:george@j-hcommunications.com)
Chairman's Statement
Dear Shareholders,
2022 has been a year of progress for the Company with positive developments at
our assets in Western Australia and Queensland. The drill program at Red
Setter has produced exciting results as has the RC drill program at Wishbone
II and IV. After the period end, we were delighted to acquire the acreage at
Cottesloe East given its prospectivity and strategic location. We continue to
believe, given the results of survey work completed to date and those planned
for the year ahead, that we hold land that has significant potential and which
underpins the inherent value in the Group.
The 2022 exploration season started in March with obtaining additional
Heritage Clearance surveys on Red Setter and Cottesloe. We are focused on
ensuring we have excellent relations with the indigenous Martu community and
we have the utmost respect for their teams who do the surveys.
Western Australia exploration
The major event in our exploration calendar in 2022 was the drill program on
Red Setter. We have announced the results of this program with every hole
drilled returning grades of copper or gold with significant intercepts. During
the end of last year and during 2023, we have deployed a number of techniques
for further analysis including:
· Mobile MagnetoTellurics ("Mobile MT") which is the most advanced
generation of airborne "AFMAG" technology. Utilising naturally occurring
electromagnetic fields in the frequency range of 25 Hz - 21,000 Hz,
MobileMT systems combine the latest advances in electronics, airborne system
design, and sophisticated signal processing techniques.
· Ambient Noise Tomography ("ANT"), a geophysical method that uses
faint ground vibrations produced by surface Rayleigh waves, recorded by
seismic stations to image the subsurface. The method consists of doing
cross-correlations of ambient seismic noise to reconstruct Green's functions
between pairs of stations.
· Gravity surveys, which measure minute variations in gravity.
Gravity at every point on the surface of the earth varies slightly depending
on: distance from the equator, or density of the underlying rocks. This
enables the ability for rock density to be detected using gravity variations.
As announced via RNS, this has enabled much improved targeting across the
properties with the knowledge gained from the drill programs plus the
additional analysis. This year, we will target the source of the
mineralisation with exploration focused on the ground studies we have done
during the off season.
In particular, I would draw your attention to the RNS of 4(th) April 2023
where, following the Mobile MT survey, Expert Geophysics, an airborne
geophysical survey specialist, stated that it saw Red Setter as an analogue of
Newcrest's Telfer mine located only a few kilometres away. The significance of
this is that Telfer is a major deposit with low (but viable) grades across a
large area which contrasts with Greatland's Havieron project which is a
high-grade deposit within a much smaller area than Telfer or Red Setter. Both
types of deposit are equally viable as has been shown with the long-term
success of the 20m oz plus of gold mined from Telfer.
Figure 1: Drilling at Red Setter
During the year, Wishbone acquired the Anketell project and completed magnetic
modelling over the large anomaly in the centre of the tenement. This anomaly
could prove to be something quite significant with further exploration.
In December 2022 we acquired Cottesloe East which is contiguous to the
existing Cottesloe project. This added 62 km(2) bringing the total acreage to
165 km(2). Further analysis was announced in April and May 2023 which
indicates major areas of interest across the centre of the two tenements.
Finally, also in May, we announced we had been successful in obtaining a grant
of A$220,000 from the Western Australian government for a co-funded drilling
program on Cottesloe. We anticipate starting this work in the third quarter
this year and look forward to the findings.
Queensland
The Queensland drill program which took place between June and July in 2022
went off without a hitch with copper and gold mineralisation found throughout
multiple holes during the 2,500 metre RC program. (Figure 2)
The drilling was conducted across four different areas of Wishbone II and IV
with assays from the drill results returning the makings of a large copper and
gold Hyperthermal system as reported in December.
We look forward to exploring Queensland further in the future but with
shareholder interest focused on Western Australia, this remains our priority.
Figure 2: Drill Rig in Queensland
Figure 3: Exploration Properties Location Map in WA
Change of Advisers
In May 2023, we announced the appointment of S.P. Angel Corporate Finance LLP
as the Company's broker to replace Peterhouse. We have also appointed Graeme
Dixon's G-Force Capital as advisers. Together, these substantially strengthen
our financial and analyst advisory team.
We are also adding J&H Communications as our corporate and financial
communications advisers to enhance our overall communications with the market
and to extend the reach of our coverage.
Financial Review and Financing
At the end of the period under review, the accounts show that Wishbone held
cash balances totalling £1,457,902 (2021: £3,002,547). Administrative costs,
excluding interest during the year, were £1,116,947 (2021: £1,194,053).
The Company continues its strategy of exploration on its properties in
Australia.
In conclusion, I would like to thank you all: staff, shareholders and advisers
for your hard work and support. We will continue to announce news as soon as
we are allowed by regulations to do so.
___________________________
R O'D Poulden
Chairman
27 June 2023
Consolidated Income Statement
for the year ended 31 December 2022
Notes 2022 2021
£ £
Discontinued Operations
Interest income - 17,605
Administration expenses 5 (37,512) (9,901)
(Loss)/income from discontinued operations (37,512) 7,704
Continuing Operations
Interest income - 16,340
Administration expenses 5 (1,079,435) (1,184,152)
Operating loss (1,079,435) (1,167,812)
Foreign exchange loss (23,263) (80,049)
Loss from continuing operations - before taxation (1,102,698) (1,247,861)
Tax on loss - -
Loss from continuing operations (1,102,698) (1,247,861)
Loss for the financial year (1,140,210) (1,240,157)
(0.629) (0.746)
Loss per share:
Basic and diluted (pence)
There are no recognised gains or losses other than disclosed above and there
have been no discontinued activities during the year.
The notes on pages 31 to 50 form part of these financial statements.
Consolidated Statement of Financial Position
as at 31 December 2022
Notes 2022 2021
£ £
Current assets
Trade and other receivables 8 200,458 33,135
Cash and cash equivalents 1,457,902 3,002,547
1,658,360 3,035,682
Non-current assets
Intangible assets 10 4,900,173 1,460,055
4,900,173 1,460,055
Total assets 6,558,533 4,495,737
Current liabilities 12 632,674 135,752
Equity
Share capital 13 3,016,333 2,991,216
Share premium 13 14,368,967 11,698,892
Share payment reserve 15 72,987 72,987
Translation adjustment (411,419) (411,419)
Foreign exchange reserve (201,366) (212,258)
Accumulated losses (10,919,643) (9,779,433)
5,925,859 4,359,985
Total equity and liabilities 6,558,533 4,495,737
The financial statements were approved by the board and authorised for issue
on 27 June 2023 and signed on its behalf by:
A.D. Gravett
R O'D Poulden
Director
Director
The notes on pages 31 to 50 form part of these financial statements.
Company Statement of Financial Position
as at 31 December 2022
Notes 2022 2021
£ £
Current assets
Trade and other receivables 8 42,772 7,584
Loans 14 5,273,575 2,398,756
Cash and cash equivalents 1,234,703 2,430,728
6,551,050 4,837,068
Non-current assets
Investments 11 104,105 104,105
104,105 104,105
Total assets 6,655,155 4,941,173
Current liabilities 12 122,050 92,607
Equity
Share capital 13 3,016,333 2,991,216
Share premium 13 14,368,967 11,698,892
Share payment reserve 15 72,987 72,987
Translation adjustment (411,419) (411,419)
Accumulated losses (10,513,763) (9,503,110)
6,533,105 4,848,566
Total equity and liabilities 6,655,155 4,941,173
The financial statements were approved by the board and authorised for issue
on 27 June 2023 and signed on its behalf by:
A.D. Gravett
R O'D Poulden
Director
Director
The notes on pages 31 to 50 form part of these financial statements.
Consolidated Statement of Cash Flows
for the year ended 31 December 2022
Note 2022 2021
£ £
Cash flows from operating activities
Loss before tax (1,140,210) (1,240,157)
Reconciliation to cash generated from operations:
Write-off of receivable 34,505 -
Foreign exchange loss 23,263 80,049
Administrative expenses under share option scheme - 72,987
Operating cash flow before changes in working capital (1,082,442) (1,087,121)
(Increase)/decrease in receivables (201,828) 325,420
Increase/(decrease) in payables 496,922 (164,720)
Net cash flows used in operations (787,348) (926,421)
Cash flows from investing activities
Acquisition of intangible assets (3,119,926) (217,125)
Net cash flows used in investing activities (3,119,926) (217,125)
Cash flows from financing activities
Issue of shares for cash 13 2,375,000 2,556,885
Net cash flows from financing activities 2,375,000 2,556,885
Effects of exchange rates on cash and cash equivalents, including effects of (12,371) (12,891)
foreign exchange reserve
Net increase in cash and cash equivalents (1,544,645) 1,400,448
Cash and cash equivalents at 1 January 3,002,547 1,602,099
Cash and cash equivalents at 31 December 1,457,902 3,002,547
The notes on pages 31 to 50 form part of these financial statements.
Company Statement of Cash Flows
for the year ended 31 December 2022
Notes 2022 2021
£ £
Cash flows from operating activities
Loss before tax (1,010,653) (1,063,781)
Reconciliation to cash generated from operations:
Foreign exchange loss 23,263 80,049
Write-off of receivables (10,623) -
Administrative expenses under share option scheme - 72,987
Operating cash flow before changes in working capital (998,013) (910,745)
(Increase)/decrease in receivables (2,579,192) 897,381
Increase/(decrease) in payables 29,433 (119,997)
Net cash flows used in operations (3,547,762) (133,361)
Cash flows from financing activities
Issue of shares for cash 13 2,375,000 2,556,885
Net cash flow from financing activities 2,375,000 2,556,885
Effects of exchange rates on cash and cash equivalents (23,263) 7,204
Net (decrease)/increase in cash and cash equivalents (1,196,025) 2,430,728
Cash and cash equivalents at 1 January 2,430,728 -
Cash and cash equivalents at 31 December 1,234,703 2,430,728
The notes on pages 31 to 50 form part of these financial statements.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
1. General Information
The consolidated financial statements of Wishbone Gold Plc (the "Company") and
its subsidiaries (the "Group") for the year ended 31 December 2022 were
authorised for issue in accordance with a resolution of the Company's
directors on 27 June 2023.
The Company was incorporated in Gibraltar under the name of Wishbone Gold Plc
as a public company under the Gibraltar Companies Act 2014. The authorised
share capital of the Company is £8,000,000 divided into 8,000,000,000 shares
of £0.001 each. The registered office is located at Suite 16, Watergardens 5,
Waterport Wharf GX11 1AA, Gibraltar.
In November 2022, the Group completed the acquisition of the Anketell
Gold-Copper Project as per the agreement announced on 23 August 2022. The
Anketell Gold- Copper Project is located ~85km north of the Company's Red
Setter Gold-Copper Project in the Patersons Range area in Western Australia.
In May 2023, the Group's application for a co-founded drill program has been
accepted by the Government of Western Australia. Wishbone has been granted a
contribution of A$220,000 for its highly prospective Cottesloe project.
The Anketell Project consists of a single exploration licence application E45/
6198 covering an area of ~10km2.This took the Group's portfolio of properties
to a total of 169.19 sqkm in Western Australia and a total of 174 sqkm in the
Wishbone project group near Ravenswood in Queensland with a further 37.2 sqkm
at White Mountains further north.
Further share allotments have been made as disclosed in note 15.
2. Accounting Policies
Basis of preparation
The financial statements of the Group have been prepared in accordance with
International Financial Reporting Standards ("IFRS") as adopted by the United
Kingdom applied in accordance with the provisions of the Gibraltar Companies
Act 2014 ("the Act"). The Company and the Group changed the basis of financial
reporting from preparing the financial statements under IFRS as adopted by the
European Union to United Kingdom adopted IFRS. The change in standards has no
significant impact to the Company and the Group's existing accounting policies
and figures in the previous year's financial reports.
In accordance with the Gibraltar Companies Act 2014, the individual statement
of financial position of the Company has been presented as part of these
financial statements. The individual statement of comprehensive income has not
been presented as part of these financial statements as permitted by Section
288 of the Act. The individual statement of comprehensive income of the
Company shows a loss for the year of £1,010,653 (2021: £1,063,781).
IFRS is subject to amendment and interpretation by the International
Accounting Standards Board ("IASB") and the International Financial Reporting
Interpretations Committee ("IFRIC"). The accounts have been prepared on the
basis of the recognition and measurement principles of IFRS that are
applicable for the year commencing 1 January 2022.
The consolidated financial statements have been prepared under the historical
cost convention. The principal accounting policies set out in the succeeding
pages have been consistently applied to all years presented other than changes
from the new and amended standards and interpretations effective from 1
January 2022.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Going concern
The Group has incurred losses during the financial years ended 31 December
2022 and 31 December 2021.
In June 2020, the Group fundamentally changed its strategy and re-focused on
exploration in Australia. Initially, this was on the existing properties in
Queensland but during the latter part of 2020, early 2021, and also late 2022,
the Group took options over and acquired additional properties in Western
Australia.
The presentation of this new strategy was received extremely well by the
markets with the Company's market capitalization rising from £1.25m in June
2020 to over £30m by June 2021. This has enabled the Company to raise
£2.375m in 2022 (2021: £2.57m).
The Directors have reviewed the financial condition of the Group since 31
December 2022 and have considered the Group's cash projections and funding
plan for the 12 months from the date of approval of these financial
statements. The Group's current cash situation without any additional
funding can sustain the Company for at least the next twelve months. This can
of course be adjusted in accordance with the results. All exploration is
inherently unpredictable as to the final outcome.
The Company has also demonstrated that it has the ability to raise capital for
its new strategy that it may require to accelerate the exploration program if
it desires.
The Board of Directors is confident that the Group has access to sufficient
funds to enable the Group to meet its liabilities as and when they fall due
for at least the next twelve months and also to continue full operations in
exploration.
Basis of consolidation
The Group's consolidated financial statements incorporate the financial
statements of the Company and its subsidiaries prepared at 31 December each
year. Control is achieved where the company has power to govern the financial
and operating policies of an investee entity so as to obtain benefits from its
activities.
The results of subsidiaries acquired or disposed of during the year are
included in the consolidated income statement from the effective date of
acquisition or up to the effective date of disposal, as appropriate.
Where necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used into line with those used
by the Group.
All intra-group transactions and balances and any unrealised gains and losses
arising from intra-group transactions are eliminated in preparing the
consolidated accounts.
In the parent company financial statements, the investment in the subsidiaries
is accounted for at cost.
Functional and presentational currencies
The individual financial information of the entity is measured and presented
in the currency of the primary economic environment in which the entity
operates (its functional currency).
As at 1 January 2021, the functional currency of the Company is the Pounds
Sterling ("£"). The Board of Directors considered that the Group's source
of funding is predominantly £ denominated. As a result, the Directors have
determined that £ is the currency which best reflects the underlying
transactions, events and conditions relevant to the Group with effect from 1
January 2021 ("the effective date of the change").
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Functional and presentational currencies - continued
In accordance with IAS 21 'The Effect of Changes in Foreign Exchange Rates',
the effect of a change in functional currency is accounted for prospectively.
All items were translated at the exchange rate on the effective date of the
change, being US$ 0.7321 to £1. The resulting translated amounts for
non-monetary items are treated as their historical cost. Share capital and
premium were translated at the historic rates prevailing at the dates of the
underlying transactions.
The effects of translating the Company's financial results and financial
position into £ were recognized in the foreign currency translation reserve.
The financial statements are presented in £ including the comparative
figures. All amounts are recorded in the nearest £, except when otherwise
indicated.
Business combinations and goodwill
On acquisition, the assets and liabilities, and contingent liabilities of
subsidiaries are measured at their fair values at the date of acquisition. Any
excess of cost of acquisition over the fair value of identifiable net assets
acquired is recognised as goodwill. Any deficiency of the cost of acquisition
below the fair value of identifiable net assets acquired (i.e., discount on
acquisition) is credited to the income statement in the period of acquisition.
Goodwill arising on consolidation is recognised as an asset and reviewed for
impairment at least annually. Any impairment is recognised immediately in the
income statement and is not subsequently reversed.
Exploration and evaluation assets
Exploration and evaluation expenditure in relation to separate areas of
interest for which rights of tenure are current is carried forward as an asset
in the statement of financial position where it is expected that the
expenditure will be recovered through the successful development and
exploitation of an area of interest, or by its sale; or exploration activities
are continuing in an area and activities have not reached a stage which
permits a reasonable estimate of the existence or otherwise of economically
recoverable reserves. Where a project or an area of interest has been
abandoned, the expenditure incurred thereon is written off in the year in
which the decision is made. Exploration and expenditure ceases after technical
feasibility and commercial viability of extracting a mineral resource are
demonstrable.
Property, plant and equipment
Property, plant and equipment is stated at cost less accumulated depreciation.
Cost is depreciated on a straight-line basis over their expected useful lives
as follows:
Machinery 15% per annum
Investments
Investments in group undertakings
Investments in group undertakings are measured at cost less any impairments
arising should the fair value after disposal costs be lower than cost.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Impairment of non-financial assets
At each year end date, the Group reviews the carrying amounts of its
non-financial assets, which comprise of investments, tangible and intangible
assets, to determine whether there is any indication that those assets have
suffered an impairment loss. If any such indication exists, the recoverable
amount of the assets is estimated in order to determine the extent of the
impairment loss (if any). Where the asset does not generate cash flows that
are independent from other assets, the Group estimates the recoverable amount
of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less cost to sell, and value in
use. In assessing value in use, the estimated future cash flows are discounted
to their present value using pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the
asset, for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash generating unit) is estimated
to be less than its carrying amount, the carrying amount of the asset (cash
generating unit) is reduced to its recoverable amount. An impairment loss is
recognised as an expense immediately, unless the relevant asset is carried at
revalued amount, in which case the impairment loss is treated as a revaluation
decrease.
Where an impairment loss subsequently reverses, the carrying amount of the
asset (cash generating unit) is increased to the revised estimate of its
recoverable amount, but so that the increased carrying amount does not exceed
the carrying amount that would have been determined had no impairment loss
been recognised for the asset (cash generating unit) in prior periods. A
reversal of impairment loss is recognised in the income statement immediately.
In 2022, the Company did not recognise additional impairment of its related
party loans (2021: £Nil).
Foreign currencies
The consolidated financial statements are presented in Gibraltar Pounds
Sterling ("£"), the presentation and functional currency of the Company. All
values are rounded to the nearest £. Transactions denominated in a foreign
currency are translated into £ at the rate of exchange at the date of the
transaction or using the average rate for the financial year. At the year-end
date, monetary assets and liabilities denominated in foreign currency are
translated at the rate ruling at that date. All exchange differences are dealt
with in the income statement.
On consolidation, the assets and liabilities of foreign operations which have
a functional currency other than £ are translated into £ at foreign exchange
rates ruling at the year-end date. The revenues and expenses of these
subsidiary undertakings are translated at average rates applicable in the
period. All resulting exchange differences are recognised as a separate
component of equity. Foreign exchange gains or losses arising from a monetary
item receivable from or payable to a foreign operation are recognised in the
consolidated statement of comprehensive income and disclosed as a separate
component of equity, such foreign exchange gains or losses are reclassified
from equity to the income statement on disposal of the net foreign operation.
The same foreign exchange gains or losses are recognised in the stand-alone
income statements of either the parent or the foreign operation.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Foreign currencies - continued
In the statement of cash flows, cash flows denominated in foreign currencies
are translated into the presentation currency of the Group at the average
exchange rate for the year or the prevailing rate at the time of the
transaction where more appropriate.
The closing exchange rate applied at the year-end date was AUD 1.7758 per £1
(2021: AUD 1.8624). The average exchange rate applied at the year-end date was
AUD 1.7767 per £1 (2021: AUD 1.8315).
The closing exchange rate applied at the year-end date was AED 4.4439 per £1
(2021: AED 4.9710). The average exchange rate applied at the year-end date was
AED 4.5128 per £1 (2021: AED 5.0493).
Segment reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision-maker as required by IFRS 8
"Operating Segments". The chief operating decision-maker, who is responsible
for allocating resources and assessing performance of the operating segments,
has been identified as the Board of Directors.
The accounting policies of the reportable segments are consistent with the
accounting policies of the Group as a whole. Segment loss represents the loss
incurred by each segment without allocation of foreign exchange gains or
losses, investment income, interest payable and tax. This is the measure of
loss that is reported to the Board of Directors for the purpose of the
resource allocation and the assessment of the segment performance.
When assessing segment performance and considering the allocation of
resources, the Board of Directors review information about segment assets and
liabilities. For this purpose, all assets and liabilities are allocated to
reportable segments (note 4).
Revenue recognition
The Group earns its revenues only from gold trading, which is recognised at a
point in time. Revenue is recognised when control of a good or service
transfers to a customer. A new five-step approach is applied before revenue
can be recognised:
identify contracts with customers;
identify the separate performance obligation;
determine the transaction price of the contract;
allocate the transaction price to each of the separate performance
obligations; and
recognise the revenue as each performance obligation is satisfied.
The revenue recognition under IFRS 15 is similar to how the Company has
previously accounted for its revenues under the old revenue accounting
standards.
Trade and other receivables
Trade and other receivables are recognised initially at fair value and
subsequently measured at amortised cost less provision for impairment.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Impairment of financial assets
The Group has adopted the expected credit loss model ("ECL") in IFRS 9. The
ECL is to be measured through a loss allowance at an amount equal to:
• the 12-month expected credit losses (ECL that result from those
default events on the financial instrument that are possible within 12 months
after the reporting date); or
• full lifetime expected credit losses (ECL that result from all
possible default events over the life of the financial instrument).
The Group only holds cash and trade and other receivables with no financing
component and therefore has adopted an approach similar to the simplified
approach to ECLs.
Provision for impairment (or the ECL) is established based from full lifetime
ECL and when there is objective evidence that the Group will not be able to
collect all amounts due according to the original terms of the receivable. The
amount of the impairment is the difference between the asset's carrying amount
and the present value of the estimated future cash flows, discounted at
effective interest rate.
Cash and cash equivalents
Cash and cash equivalents comprise on demand deposits held with banks.
Trade and other payables
Trade payables are initially measured at fair value, and subsequently measured
at amortised cost, using the effective interest rate method.
Taxation
Current tax is provided at amounts expected to be paid (or recovered) using
the tax rates and laws that have been enacted or substantively enacted by the
year end date. Deferred taxation is provided in full, using the liability
method, on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the consolidated financial
statements. However, if the deferred tax arises from the initial recognition
of an asset or liability in a transaction other than a business combination
that at the time of the transaction affects neither accounting, nor taxable
profit or loss, it is not accounted for. Deferred tax is determined using tax
rates and laws that have been enacted (or substantively enacted) by the year
end date and are expected to apply when the related deferred tax asset is
realised or the deferred tax liability is settled.
Deferred tax assets are recognised to the extent that it is probable that
future taxable profit will be available against which the temporary
differences can be utilised.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the
assets of the entity after deducting all of its liabilities. Equity
instruments issued by a group entity are recorded at the proceeds received,
net of any direct issue costs.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Share based payments
The Company has historically issued warrants and share options in
consideration for services. The fair value of the warrants have been treated
as part of the cost of the service received and is charged to share premium
with a corresponding increase in the share based payment reserve. All
subscriber warrants issued in the prior years had already lapsed, thus the
share based payment reserve was transferred to retained earnings. In 2021 and
2020, the Group issued warrants (see note 15) as part of the total
consideration for the acquisition of exploration licenses (see note 10), for
which the value attributable to the warrants is £Nil.
Standards, amendments and interpretations to existing standards that are
effective in 2022
The following new standards, amendments and interpretations to existing
standards have been adopted by the Group during the year but have had no
significant impact on the financial statements of the Group:
IFRS 3 (Amendments), 'Business Combination - Reference to the Conceptual
Framework' (effective from 1 January 2022). The amendments update an outdated
reference to the Conceptual Framework in PFRS 3 without significantly changing
the requirements in the standard.
IAS 16 (Amendments), 'Property, Plant and Equipment - Proceeds Before Intended
Use' (effective from 1 January 2022). The amendments prohibit deducting from
the cost of an item of property, plant and equipment any proceeds from selling
items produced while bringing that asset to the location and condition
necessary for it to be capable of operating in the manner intended by
management. Instead, an entity recognizes the proceeds from selling such
items, and the cost of producing those items, in profit or loss.
IAS 37 (Amendments), 'Provisions, Contingent Liabilities and Contingent
Assets: Onerous Contracts - Cost of Fulfilling a Contract' (effective from 1
January 2022). The amendments specify that the 'cost of fulfilling' a contract
comprises the 'costs that relate directly to the contract'. Costs that relate
directly to a contract can either be incremental costs of fulfilling that
contract (examples would be direct labor, materials) or an allocation of other
costs that relate directly to fulfilling contracts (an example would be the
allocation of the depreciation charge for an item of property, plant and
equipment used in fulfilling the contract).
Annual Improvements to IFRS 2018-2020 Cycle. Among the improvements, the only
amendments, which are effective from 1 January 2022, relevant to the Group are
IFRS 9 (Amendments), 'Financial Instruments - Fees in the '10 per cent' Test
for Derecognition of Liability'. The improvements clarify the fees that an
entity includes when assessing whether the terms of a new or modified
financial liability are substantially different from the terms of the original
financial liability
New standards, amendments and interpretations to existing standards that are
not yet effective or have not been early adopted by the Group
At the date of authorisation of these consolidated financial statements, the
following standards and interpretations were in issue but not yet mandatorily
effective and have not been applied in these financial statements:
IAS 1 (Amendments), 'Presentation of Financial Statements - Classification of
Liabilities at Current or Non-current' (effective from 1 January 2023). The
amendments aim to promote consistency in applying the requirements by helping
companies determine whether, in the statement of financial position, debt and
other liabilities with an uncertain settlement date should be classified as
current (due or potentially due to be settled within one year) or non-current.
Amendments to IAS 1, 'Presentation of Financial Statements' (effective from 01
January 2023). The amendment provides guidelines on disclosures of accounting
policies and material judgements in the financial statements.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
New standards, amendments and interpretations to existing standards that are
not yet effective or have not been early adopted by the Group - continued
Amendments to IAS 8, 'Accounting Policies, Changes in Accounting Estimates and
Errors (effective from 01 January 2023). The amendment provides additional
guidance on the definition of accounting estimates, application of changes in
estimates and distinction of errors between estimates.
Amendments to IFRS 16, 'Lease Liability in a Sale and Leaseback' (effective
from 1 January 2024). The amendments. The amendments require seller-lessee to
apply the subsequent measurement requirements for lease liabilities unrelated
to a sale and leaseback transaction to lease liabilities arising from a
leaseback in a way that it recognises no amount of the gain or loss related to
the right of use that it retains. The amendments will require seller-lessee to
reassess and potentially restate sale and leaseback transactions entered since
2019.
The Company assessed that there is no significant impact of the adoption of
the new or amended Accounting Standards and Interpretations on the Company's
financial statements. The Company has not early adopted any other standard,
interpretation or amendment that has been issued but is not yet effective.
3. Critical accounting estimates and judgements
The critical accounting estimates and judgements made by the Group regarding
the future or other key sources of estimation, uncertainty and judgement that
may have a significant risk of giving rise to a material adjustment to the
carrying values of assets and liabilities within the next financial year are:
Critical judgements in applying the group's accounting policies
Going concern
The preparation of the financial statements is based on the going concern
assumption as disclosed in note 2. The Board of Directors, after taking into
consideration the additional funding received, believe the going concern
assumption is appropriate.
Determining capitalizable exploration and evaluation expenditures
The application of the Group's accounting policy for exploration and
evaluation expenditure requires judgement to determine whether future economic
benefits are likely from either future exploration or sale, or whether
activities has not reached a stage that permits a reasonable assessment of the
existence of reserves.
In addition to applying judgement to determine whether future economic
benefits are likely to arise from the Group's exploration and evaluation
assets, or whether activities have not reached a stage that permits a
reasonable assessment of the existence of reserves, the Group has to apply a
number of estimates and assumptions. The determination of Joint Ore Reserves
Committee (JORC) resource is itself an estimation process that involves
varying degree of uncertainty depending on how the resources are classified.
The estimation directly impacts when the Group defers exploration and
evaluation expenditure. The deferral policy requirements management to make
certain estimates and assumptions about future events and circumstances,
particularly, whether an economically viable extraction operation can be
established.
Any such estimates and assumptions may change as new information becomes
available. If, after expenditure is capitalised, information becomes available
suggesting that the recovery of expenditure is unlikely, the relevant
capitalised amount is written off to the statement of profit or loss and other
comprehensive income in the period when the new information becomes available.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
3. Critical accounting estimates and judgements - continued
Impairment of exploration and evaluation assets
Impairment of exploration and evaluation expenditure is subject to significant
estimation, due to the complexity of the accounting requirements and the
significant judgement required in determining the assumptions to be used to
estimate the recoverable amount. As at 31 December 2022, the Board of
Directors are satisfied that no impairment exists as outlined in note 10.
If, after expenditure is capitalised, information becomes available suggesting
that the recovery of expenditure is unlikely, the amount capitalised is
written off in profit and loss in the period when the new information becomes
available. As at 31 December 2022, no such information is available to
suggest that the expenditure is not recoverable.
Determination of functional currency
As at 1 January 2021, the functional currency of the Company is the Pounds
Sterling ("£"). The Board of Directors considered that the Group's source of
funding is predominantly £ denominated. As a result, the Directors have
determined that £ is the currency which best reflects the underlying
transactions, events and conditions relevant to the Group with effect from 1
January 2021 ("the effective date of the change").
Parent company statement of financial position - impairment of the investment
in a subsidiary and related party receivables
The Company's investments in its subsidiaries are carried at cost less
provision for impairment. The values of the investments are inherently linked
to the assets held by and or the performance of the subsidiaries and an
impairment review is undertaken by management annually to assess whether any
permanent diminution in value has occurred.
At the reporting date, the Australian subsidiaries had net liability of
£507,407 (AUD 901,266) (2021: £406,094 (AUD 756,323)). As noted above, the
Board of Directors do not consider that the exploration and evaluation assets
are impaired. No facts or circumstances were noted that the projects are not
viable. Accordingly, no impairment of the investment in and loan to the
Australian subsidiaries of £104,105 (2021: 104,105) and £5,273,575 (2021:
£2,398,756), respectively, were recognised.
At the reporting date, the UAE subsidiary had net liabilities of £548,806
(AED 2,281,600) (2021: £458,607
(AED 2,438,400)). The Company provided full allowance for impairment on the
loan to the UAE subsidiary, with gross balance of US$375,263.
Valuation of warrants
As described in note 15, the fair value of any warrants granted was calculated
using the Binomial Option Pricing model which requires the input of highly
subjective assumptions, including volatility of the share price. Changes in
subjective input assumptions may materially affect the fair value estimate.
4. Segmental analysis
Management has determined the operating segments by considering the business
from both a geographic and product perspective. For management purposes, the
Group is currently organised into a single operating division, resource
evaluation (Australia). The division is the business segment for which the
Group reports its segment information internally to the Board of Directors.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
5. Administrative expenses
2022 2021
£ £
Fees payable to the Company's auditor for the audit of the Group consolidated 38,700 36,500
financial statements
Other administrative costs 778,247 902,987
Remuneration of directors of the Group 300,000 254,566
1,116,947 1,194,053
Remuneration to the directors of the Group may be settled via the issue of
equity in the Company and cash, as disclosed in note 20.
6. Taxation
The Company is subject to corporation tax in Gibraltar on any profits, which
are accrued in or derived from Gibraltar or any passive income which is
taxable. The corporation tax rate in Gibraltar for the year ended 31 December
2022 is 12.5%. There was an increase in the corporate tax in Gibraltar to
12.5% effective from 1 August 2021; the rate prior to the effectivity of the
new rate was 10%. The Company has no operations in Gibraltar which are
taxable.
The Company has taxable losses to carry forward, consequently no provision for
corporate tax has been made in these financial statements.
The Group's subsidiary, Wishbone Gold Pty Ltd, is subject to corporate income
tax in Australia. The corporate income tax rate in Australia for the year
ended 31 December 2022 is 25% (2021: 30%).
This subsidiary has taxable losses to carry forward, consequently no provision
for corporate tax has been made in these financial statements.
Note that there are no group taxation provisions under the tax laws of
Gibraltar.
As at 31 December 2022 and as at 31 December 2021, the Company has no deferred
tax assets and no deferred tax liabilities.
7. Loss per share
2022 2021
£ £
Loss for the purpose of basic loss per share being net loss attributable to (1,140,210) (1,240,157)
equity owners of parent
Loss for the purpose of diluted earnings per share (1,140,210) (1,240,157)
Number of shares:
Weighted average number of new ordinary shares
Issued ordinary shares at the beginning of the year 173,795,213 149,969,321
Effect of share issues after reorganisation 7,548,438 16,369,536
Weighted average number of new ordinary shares at 31 December 181,343,651 166,338,857
Basic loss per share (pence) (0.629) (0. 746)
Due to the Company and the Group being loss making, the share warrants (note
15) are antidilutive.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
8. Trade and other receivables
2022 2021
Group £ £
Debtors 122,278 19
Prepayments 31,452 503
Deposits 46,728 1,074
Loans to directors - 31,539
200,458 33,135
2022 2021
Company £ £
Debtors 12 12
Prepayments 31,452 -
Other receivable (see note 20) 11,308 7,572
42,772 7,584
9. Property, plant and equipment
2022 2021
Group £ £
Cost
As at 1 January and 31 December 184,164 184,164
Accumulated Depreciation and Impairment
As at 1 January (184,164) (184,164)
As at 31 December (184,164) (184,164)
Net Book Value
As at 31 December - -
The plant in Honduras is currently not in production. Given the status of the
Honduran operations, Management deemed that the value of the property, plant
and equipment has been fully depreciated as at 31 December 2022.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
10. Intangible assets
Exploration & evaluation assets
Group £
Cost
At 1 January 2021 1,020,930
Additions 488,364
Foreign exchange revaluation (49,239)
At 31 December 2021 1,460,055
At 1 January 2022 1,460,055
Additions 3,377,051
Foreign exchange revaluation 63,067
At 31 December 2022 4,900,173
The Group holds Exploration Permits for Mining ("EPMs") to four tenements in
Queensland, Australia and four exploration licenses in Western Australia. The
renewal of the EPMs is for a maximum further period of 5 years. Permits are
not automatically renewed but require an application to the Queensland
Department of Natural Resources and Mines.
In 2021, the Group settled, through issuance of shares, certain tenements in
Western Australia for total consideration of £222,000. The purchase was
made in two share issuances consisting of 600,000 new ordinary shares of 0.1
pence each at a deemed issued price of 16 pence per share and 900,000 new
ordinary shares of 0.1 pence each at a deemed issued price of 14 pence per
share.
In 2022, Group acquired additional exploration license in Western Australia
for a total deemed consideration of £370,192 (2021: £161,000) which consists
of cash amounting to £50,000 (2021: £35,000), shares of stocks with deemed
value of £320,193 (2021: £126,000) and share warrants valued at nil (see
notes 13 and 15).
The total additions in 2022 is composed of the following:
£
Western Australia Anketell acquisition 370,192
Western Australia Cottesloe East acquisition 25,516
Western Australia exploration costs 2,552,849
Queensland exploration costs 428,494
Total additions 3,377,051
11. Investments
Shares in subsidiary undertakings
2022 2021
Company £ £
Cost
As at 1 January and 31 December 697,329 697,329
Accumulated Impairment
As at 1 January (593,224) (593,224)
As at 31 December (593,224) (593,224)
Net Book Value
As at 31 December 104,105 104,105
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
11. Investments - continued
Company Class of shares held % held Country of registration or incorporation Cost of Investment
£
Wishbone Gold Pty Ltd 110,000,000 ordinary shares of GBP 0.001 each 100% Australia 104,105
Precious Metals International Ltd. 100 common shares of USD 1 each 100% British Virgin Islands 182,326
Wishbone Gold Honduras Ltd. 2,000 ordinary shares of GBP 1 each 100% Gibraltar 410,898
Wishbone Gold FZ-LLC 10 ordinary shares of AED 1,000 each 100% United Arab Emirates -
Wishbone Gold WA Pty Ltd 100 ordinary shares of AUD 1 each 100% Australia -
Wishbone Gold Pty Ltd is an exploration company. The Company is incorporated
in Australia and the registered office address is c/o RSM, Level 6, 340
Adelaide St, Brisbane City 4000, Australia.
Precious Metals International Ltd. is a holding company that controls Black
Sand FZE in the UAE. Precious Metals International Ltd. is incorporated in the
British Virgin Islands and the registered office address is Nerine Chambers,
P.O. Box 905, Road Town, Tortola, British Virgin Islands.
Wishbone Gold Honduras Ltd. is a company incorporated in Gibraltar and the
registered office address is at Suite 16, Watergardens 5, Waterport Wharf,
Gibraltar. In the current and previous years, the company has not been
consolidated into the financial statements since there were no material
balances and transactions in the company at a group level.
Wishbone Gold FZ-LLC is a company incorporated in the UAE and the registered
office address is at Al Jazirah Al Hamra, RAKEZ Business Zone-FZ, Ras Al
Khaimah, UAE. The company has not been consolidated into the financial
statements since there were no material balances and transactions in the
company at a group level.
Wishbone Gold WA Pty Ltd is also an exploration company. The company is
incorporated in Australia and the registered office address is c/o RSM, Level
6, 340 Adelaide St, Brisbane City 4000, Australia.
The cost of the investments in Wishbone Gold FZ-LLC and Wishbone Gold WA Pty
Ltd is negligible and has not been recognised.
12. Current liabilities
2022 2021
£ £
Group
Trade payables 571,308 63,763
Accruals and deferred income 61,366 71,989
632,674 135,752
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
12. Current liabilities - continued
2022 2021
Company £ £
Trade payables 85,553 27,533
Accruals and deferred income 36,497 51,500
Amount due to related party undertaking - 13,574
122,050 92,607
Trade payables include amounts due to directors of £62,424 (2021: £13,841)
as disclosed in Note 20.
13. Share capital - Group and Company
2022 2021
Authorised: £ £
8,000,000,000 Ordinary Shares of 8,000,000 8,000,000
£0.001 each
Allotted and called up:
2022 Number of shares 2022 Share capital 2022 Share premium 2021 Number of shares 2021 Share capital 2021 Share premium £
£ £ £
As at 1 January 173,795,213 2,991,216 11,698,892 149,969,321 2,967,390 8,943,833
Placing of shares 25,117,655 25,117 2,670,075 10,000,000 10,000 1,390,000
Settlement of liability through shares - - - 1,500,000 1,500 220,500
(see note 10)
Exercise of warrants issued last year with shares issued this year - - - 12,325,892 12,326 1,144,559
As at 31 December 198,912,868 3,016,333 14,368,967 173,795,213 2,991,216 11,698,892
Share allotments and issuances during the year, including comparative, are
laid out below:
On 12 January 2021, the Company received exercise notices for 8,622,188
warrants, attached to the share placement announced on 10 December 2020,
amounting to £1,034,663. This constituted 98.54% of the warrants linked to
the placing and the balance of 1.46% have lapsed.
Pursuant to the exercise notices as detailed above, the Company issued a total
of 8,622,188 new Ordinary Shares of 0.1 pence each from its block listing
authority of up to 8,750,000 new Ordinary shares, at a price of 12 pence per
share.
On 3 March 2021, the Company issued a total of 600,000 new ordinary shares of
0.1 pence each to Alta Zinc Limited at a deemed issued price of 16 pence per
share which totals to £96,000 for the option to acquire the Cottesloe
Project.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
13. Share capital - Group and Company - continued
On 20 May 2021, the Company issued 10,000,000 new ordinary shares of 0.1 pence
each at a price of 14 pence per share through a private placement made by the
Company to a series of investors to raise a total of £1,400,000 gross.
On 21 July 2021, the Company received, notice to exercise warrants over a
total of 3,703,704 new ordinary shares of 0.1 pence each in the Company, which
will be issued at 3.3 pence per share. The Company received the exercise
consideration of £122,222.
On 18 November 2021, the Company issued 900,000 new ordinary shares of 0.1
pence each at a price of 14 pence per share which equates to £126,000,
following the completion of the Cottesloe Project acquisition. The Company
also issued 600,000 warrants at an exercise price of 14 pence per share.
On 11 March 2022, the Company issued 238,095 warrants at an exercise price of
10.5 pence per share.
On 6 September 2022, the Company issued 22,946,860 new ordinary shares of 0.1
pence each at a price of 10.35 pence per share which equates to £2,375,000,
following the expansion of the Red Setter and Halo projects. The Company has
also issued 13,047,101 warrants at an exercise price of 20 pence per share.
On 18 November 2022, the Company issued 2,170,795 new ordinary shares of 0.1
pence each at a price of 14.75 pence per share which equates to £320,193
following the completion of the Anketell Project acquisition.
Ordinary shares carry a right to receive notice of, attend, or vote at any
Annual General and Extraordinary General Meetings of the company. The holders
are entitled to receive dividends declared and paid by the Company.
14. Loans
As at 31 December 2022, there are no outstanding loans due from third parties.
2022 2021
Company £ £
Current
Amounts owed by subsidiary undertakings (note 20) 5,273,575 2,398,756
5,273,575 2,398,756
15. Share based payments
Details of the warrants and share options in issue during the year ended 31
December are as follows:
Number of Warrants / options 2022 Average exercise price 2022 Number of Warrants / options 2021 Average exercise price 2021
No £ No £
Outstanding at 1 January 8,951,851 0.1040 14,305,555 0.0283
Lapsed/terminated during the year (1,851,851) 0.1400 (127,812) 0.1200
Issued during the year 13,285,196 0.1941 7,100,000 0.1738
Exercised during the year - - (12,325,892) 0.0939
Outstanding at 31 December 20,385,196 0.1871 8,951,851 0.1040
Fair value is measured by use of the Binomial Option Pricing Model with the
assumption of 5% future market volatility and a future interest rate of 1.63%
(2021: 1.3%) per annum based on the current economic climate. The fair value
of share warrants granted in 2022 was £nil (2021: £72,987). The fair value
of share warrants outstanding as at 31 December 2022 is £72,987 (2021:
£72,987).
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
16. Financial
instruments
The Group's financial instruments comprise of cash and cash equivalents,
borrowings and items such as trade payables which arise directly from its
operations. The main purpose of these financial instruments is to provide
finance for the Group's operations.
Classification of financial instruments
All Group's financial assets are classified at amortised cost. All of the
Group's financial liabilities classified as other financial liabilities are
also held at amortised cost. The carrying value of all financial instruments
approximates to their fair value.
Fair values of financial instruments
In the opinion of the directors, the book values of financial assets and
liabilities represent their fair values.
17. Financial risk management
The Group's operations expose it to a variety of financial risks including
credit risk, liquidity risk, interest rate risk and foreign currency exchange
rate risk. The Directors do not believe the Group is exposed to any material
equity price risk. The policies are set by the Board of Directors.
Credit risk
Credit risk is the risk that a counterparty will be unable or unwilling to
meet the commitments that it has entered into with the Group. Credit risk
arises from cash and cash equivalents, and trade and other receivables
(including the Company's receivables from related parties). As for the cash
and cash equivalents, these are deposited at reputable financial institutions,
therefore management do not consider the credit risk to be significant.
The carrying amount of financial assets represents the maximum credit
exposure. The maximum credit exposure to credit risk at the reporting date was
£1,662,200 (2021: £3,035,682).
Based on this information, the directors believe that there is a low credit
risk arising from these financial assets.
Interest rate risk
The Group's interest-bearing assets comprise only cash and cash equivalents
and earn interest at a variable rate. The Group has a policy of maintaining
debt at fixed rates which are agreed at the time of acquiring debt to ensure
certainty of future interest cash flows. The directors will revisit the
appropriateness of the policy should the Group's operations change in size or
nature.
No sensitivity analysis for interest rate risk has been presented as any
changes in the rates of interest applied to cash balances would have no
significant effect on either profit or loss or equity.
The Group has not entered into any derivative transactions during the year
under review.
Liquidity risk
The Group actively maintains cash balances that are designed to ensure that
sufficient funds are available for operations and planned expansions. The
Group monitors its levels of working capital to ensure that it can meet its
debt repayments as they fall due. All of the Group's financial liabilities are
measured at amortised cost. Details of the Group's funding requirements are
set out in note 19.
Non-derivative financial liabilities, comprising loans payable, trade payables
and accruals of £632,674 (2021: £135,752) are repayable within 1-12 months
from the year end, apart from directors' fees. The amounts represent the
contractual undiscounted cash flows, balances due equal their carrying
balances as the impact of discounting is not significant.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
17. Financial risk management - continued
Foreign currency exchange rate risk
The Group undertakes certain transactions in foreign currencies. Hence,
exposure to exchange rate fluctuations arises.
The Group incurs foreign currency risk on transactions denominated in
currencies other than its functional currency. The principal currency that
gives rise to this risk at Group level is the Australian Dollar. At the year
end, the Group's exposure to the currency is minimal; accordingly, any
increase or decrease in the exchange rates relative to the functional currency
would not have a significant effect on the financial statements.
18. Capital management
The Group's objectives when managing capital are to safeguard the Group's
ability to continue as a going concern, to provide returns for shareholders
and to maintain an optimal capital structure to reduce the cost of capital.
The Group defines capital as being share capital plus reserves. The Board of
Directors monitor the level of capital as compared to the Group's commitments
and adjusts the level of capital as is determined to be necessary, by issuing
new shares. The Group is not subject to any externally imposed capital
requirements. There were no changes in the Group's approach to capital
management during the year.
19. Commitments
Annual expenditure commitments
In order to maintain current rights of tenure to exploration tenements, the
Group is required to perform minimum exploration work to meet the minimum
expenditure requirements specified by various authorities.
These obligations are subject to periodic renegotiations and authorities allow
overspend from previous years to be applied. The Group's planned spend through
its exploration contractors are as follows:
2022 2021
£ £
Within one year 460,297 400,191
After one year but not more than five years 754,394 1,047,947
1,214,691 1,448,138
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
20. Related parties
The Company wholly owns Wishbone Gold Pty Ltd, an Australian entity that is
engaged in the exploration of gold in Australia. The Company's investment in
Wishbone Pty Ltd was £104,500 as at 31 December 2022 and 2021. The financial
and operating results of this subsidiary have been consolidated in these
financial statements.
Wishbone Gold Pty Ltd, as at 31 December 2022, has a loan outstanding from
Wishbone Gold Plc of the following amounts:
2022 2021
£ £
Outstanding at 1 January 1,541,554 734,905
Additions during the year 2,479,627 806,649
Outstanding at 31 December 4,021,181 1,541,554
Wishbone Gold WA Pty Ltd, as at 31 December 2022, has a loan outstanding from
Wishbone Gold Plc of the following amounts:
2022 2021
£ £
Outstanding at 1 January 857,202 600,202
Additions during the year 395,192 257,000
Outstanding at 31 December 1,252,394 857,202
The intercompany loans are repayable on demand and do not attract any
interest.
Asian Commerce and Commodities Trading Co. Ltd. (ACCT), a company registered
in Thailand, is 49% owned by the Company. The fair value of the net assets of
this affiliate have been assessed as having no value, thus, not recognised in
both the Group and the Company's accounts. Management had the option to
increase its shareholdings to 95% in order to gain control but did not
exercise that option. Management believes that it has no control over this
entity and therefore, not consolidated in the group level.
The Company wholly owns Wishbone Gold FZ-LLC, a company registered in the
United Arab Emirates. The purpose of this company is solely to hold bank
accounts in the U.A.E., as it simplifies payments that need to be made in that
country. The company does not trade and its sole asset is its bank account.
The cash in bank amounting to
£11,308 (2021: £7,572) of Wishbone Gold FZ-LLC (see note 8) which is a
wholly owned subsidiary of Wishbone Gold Plc has been recognised as other
receivable in the books of the Parent and other payable in the books of the
subsidiary. The intercompany balances have been eliminated upon consolidation
and the cash held forms part of the cash in bank account at Group level.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
20. Related parties - continued
The following summarises the fees incurred in respect of directors' and
officers' services for the year ended 31 December 2022 and 2021, and the
amounts settled by the Company by way of share issues and cash.
31 December 2022 Balance as at 1 January 2022 Charge Settled in shares Settled in cash Balance as at 31 December 2022
for the year
£ £ £ £ £
Richard Poulden 13,235 200,000 - (196,568) 16,667
Jonathan Harrison - 25,000 - (22,917) 2,083
Alan Gravett - 25,000 - (22,917) 2,083
Professor Michael Mainelli - 25,000 - (22,917) 2,083
David Hutchins - 25,000 - (22,917) 2,083
Total 13,235 300,000 - (288,236) 24,999
31 December 2021 Balance as at 1 January 2021 Charge Settled in shares Settled in cash Balance as at 31 December 2021
for the year
£ £ £ £ £
Richard Poulden - 168,108 - (154,873) 13,235
Jonathan Harrison - 21,875 - (21,875) -
Alan Gravett - 21,875 - (21,875) -
Professor Michael Mainelli - 21,875 - (21,875) -
David Hutchins - 20,833 - (20,833) -
Total - 254,566 - (241,331) 13,235
In 2022, the directors claimed expenses they paid on behalf of the Company
totaling £38,716 of which £37,425 (2021: £607) remained outstanding at
year-end.
Consultancy fees paid to Richard Poulden include fees paid to Black Swan Plc
of which he is also the Chairman. In addition, Jonathan Harrison's services
are billed by Easy Business Consulting Limited, in which Jonathan Harrison, a
director of the Company, has an interest, for consultancy services. Professor
Michael Mainelli's services are billed by Z/Yen Group Limited, in which
Professor Michael Mainelli, a director of the Company, has an interest, for
consulting services.
On 26 October 2021, the Group provided a short-term loan to Valereum
Blockchain Plc, a related party under common management, amounting to
£500,000. The related loan, including accrued interest, presented as part of
interest income in the consolidated statement of income, amounting to £5,000,
was subsequently collected on 08 November 2021.
21. Ultimate controlling party
The directors believe that there is no single ultimate controlling party.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
22. Events after the reporting date
The following events took place after the year end:
On 16 March 2023, the Company provided an update on the data analysis of the
Red Setter Project
On 27 April 2023, the Company reprocessed the drill results from the Cottesloe
project (including Cottesloe East) following the digitisation and combining of
all previous data sets.
On 23 May 2023, the Company appointed SP Angel Corporate Finance LLP as their
Company Broker.
On 26 May 2023, the Company identified 8 priority targets from MobileMT
following the reprocessed historic drill and exploration data at Cottesloe as
announced on 27 April 2023.
On 31 May 2023, the Company's application for a co-founded drill program has
been accepted by the Government of Western Australia.
23. Availability of accounts
The full report and accounts are being posted on the Company's website,
www.wishbonegold.com.
24. Contingent liability
There is some risk that native title, as established by the High Court of
Australia's decision in the Mabo case, exists over some of the land over which
Wishbone Gold Pty and Wishbone Gold WA hold tenements or over land required
for access purposes. Wishbone has historically had good relationships with
Indigenous Australians and the board will do their utmost to continue this.
Nonetheless we have to state that the Group is unable to determine the
prospects for success or otherwise of the future claims and, in any event,
whether or not and to what extent the future claims may significantly affect
Wishbone Gold or its projects.
There are no contingent liabilities outstanding at 31 December 2022 and 31
December 2021.
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