Vast Resources plc / Ticker: VAST / Index: AIM / Sector: Mining
29 October 2020
Vast Resources plc
(‘Vast’ or the ‘Company’)
Final Results
Vast Resources plc, the AIM-listed mining company, is pleased to announce its audited final results for the 12 month period ended 30 April 2020.
A copy of the annual report will be available on the Company’s website at www.vastplc.com.
For further information, visit www.vastplc.com, follow the Company on Twitter @vast_resources and LinkedIn, or please contact:
Vast Resources plc Andrew Prelea (Chief Executive Officer) Andrew Hall | www.vastplc.com +44 (0) 20 7846 0974 |
Beaumont Cornish - Financial & Nominated Adviser Roland Cornish James Biddle | www.beaumontcornish.com +44 (0) 020 7628 3396 |
SP Angel Corporate Finance LLP – Joint Broker Richard Morrison Caroline Rowe | www.spangel.co.uk +44 (0) 20 3470 0470 |
Axis Capital Markets Limited – Joint Broker Richard Hutchison | www.axcap247.com +44 (0) 20 3206 0320 |
St Brides Partners Limited Susie Geliher Charlotte Page | www.stbridespartners.co.uk +44 (0) 20 7236 1177 |
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 (“MAR”).
ANNUAL REPORT
OVERVIEW OF THE YEAR ENDED 30th APRIL 2020
Vast Resources plc (‘Vast’ or the ‘Group’ or the ‘Company’) is focused on two key mining opportunities in
The Group has arranged financing which it has prioritised for BPPM in
Discussions continue regarding the conclusion of the Company’s diamond joint venture with its
Financial
- Comparatives have been drawn up for the thirteen-month period to 30th April 2019 following a change of accounting reference date as announced on 8th April 2019.
- 5.4% decrease in other administrative and overhead expenses for the twelve-month period ended 30 April 2020 (
$4.1 million ) compared to the thirteen-month period ended 30 April 2019 ($4.3 million ). - Foreign exchange losses of
$2.0 million for the period compared to$2.8 million for the thirteen-month period ended 30 April 2019. Included within the$2.0 million of foreign exchange losses is$0.640 million in respect of the Company’s operations inZimbabwe . - 16.4% decrease in losses after taxation from continuing operations in the period (
$8.3 million ) compared to the thirteen-month period ended 30 April 2019 ($10.0 million ). - Cash balances at the end of the period
$0.478 million compared to$0.569 million as at 30 April 2019.
Post reporting date:
In September, the Group received an indicative asset backed debt financing proposal from an international banking institution with the purpose of refinancing Tranche 1 of the Convertible Bonds issued to Atlas Special Opportunities LLC (“Atlas”). The proposal has passed through the bank’s initial credit committee approval process following preliminary due diligence covering technical evaluation, environmental & social impact assessment and KYC analysis. The Group has entered into a formal agreement with the banking institution to complete due diligence and finalise terms with a view to receiving final credit committee approval.
Operational Development
- Concluded a joint venture with Chiadzwa Mining Resources (Pvt) Ltd, a company designated to represent Chiadzwa Community interests in the Chiadzwa Community Diamond Concession in the Marange Diamond Fields (the “Concession”).
- Continued discussions to finalise the joint venture agreement with Zimbabwe Consolidated Diamond Company (Pvt) Ltd (“ZCDC”) which will enable the Concession to procure a special grant for the mining of diamonds. Discussions are in line with expectations, save on timing.
- Transitioned resources from MPM to BPPM in order to continue the upgrade and development of BPPM.
- Cold commissioning of BPPM and commencement of drilling programme to establish a 2012 JORC compliant resource estimate.
- Revised an existing agreement with Botswana Diamonds PLC (“BOD”) resulting in BOD acquiring a 2.5% interest in the cashflows generated from Vast’s share in the Concession. In consideration for this interest BOD will provide know-how for all aspects of exploration, mining, processing and marketing in relation to the Concession.
Post reporting date:
- In June, the Company was granted the Manaila Carlibaba Extension Exploitation License which will allow the Company to re-examine the exploitation of the mineral resources within the larger Manaila Carlibaba license area. The enlarged exploitation license is 138.6 hectares in size, an increase of 410% in surface area from the existing exploitation license at Manaila (27.2 hectares). In October, the Company has also received a time extension of five years on the entire licence area in accordance with Romanian Mining Legislation.
- In October, the Company commenced the production of concentrate at BPPM.
- At the end of October 2020, the Company will publish a JORC 2012 compliant Measured and Indicated Mineral Resource for BPPM which covers the first four years of production. Further drilling will be conducted with the objective of publishing an expanded JORC 2012 Mineral Resource.
Funding
Equity:
Fundraising share issues during the year (gross proceeds before cost of issue):
£ | $ | Shares Issued | Issued to | ||
3,960,185 | 4,909,761 | 2,666,066,453 | Placing with investors | ||
97,600 | 125,355 | 54,000,000 | Subscription by institutional investor | ||
1,407 | 1,846 | 281,687 | Exercise of open offer warrants | ||
23,857 | 29,591 | 13,703,171 | Settle interest costs | ||
4,083,049 | 5,066,553 | 2,734,051,311 |
Post reporting date:
£ | $ | Shares Issued | Issued to | ||
5,777,517 | 7,348,384 | 3,613,499,994 | Placing with investors | ||
45,000 | 56,653 | 30,000,000 | Subscription by management | ||
109,800 | 136,807 | 61,000,000 | Subscription by investors | ||
4,287 | 5,410 | 857,546 | Exercise of open offer warrants | ||
117,006 | 147,958 | 69,989,038 | Settle interest costs | ||
6,053,610 | 7,695,211 | 3,775,346,578 |
Debt
- First tranche (
$7.1 million ) of Atlas Capital Markets$15 million bond facility drawn on 31 January 2020 - Debt to Sub-Sahara Goldia Investments fully repaid.
$1 million of prepayment advance repaid to Mercuria Energy Trading.
Post reporting date:
·Repayment of
Management
·Appointment of Paul Fletcher as Finance Director on 6 November 2019.
Post reporting date:
- Resignation of Eric Diack as Non-executive Director on 4 May 2020.
- Resignation of Mark Mabhudhu as Executive Director of the Company’s Diamond Division on 22 September 2020 following his appointment as Chief Executive Officer of Government owned Zimbabwe Consolidated Diamond Company (Pvt) Ltd.
Political and Covid-19
- Covid-19 restrictions caused some inevitable delays to the BPPM start-up, mostly due to implementing health and safety protocols which reduced productivity and travel restrictions which prevented key managers being on site at certain times. Despite these headwinds, BPPM produced its first concentrate in October 2020 which is to be sold in early November 2020.
- Continuation of the Covid-19 lock-down in
Zimbabwe has significantly slowed business activity in the country.
CHAIRMAN’S REPORT
We live in unprecedented times. The Covid-19 pandemic has left no community untouched and created economic, political, and social stresses that we have not witnessed in peacetime. Despite these challenges, the Group has been able to reach some notable milestones at the Baita Plai Polymetallic Mine (“BPPM”) and is well on track to realise the potential of this asset.
The end of January 2020 saw the Company draw down on the first tranche of the Atlas facility. While the Covid-19 pandemic brought inevitable restrictions to our operations, the Group was able to successfully work with our key stakeholders to safely minimise disruption to the start-up plan. We took delivery of our last significant pre-production capital items after the reporting period end in July 2020 and commenced concentrate production in October of this year, with BPPM scheduled to make the first deliveries of concentrate to our off-taker Mercuria in early November. We also completed the first part of a drilling program to both fine-tune the mining plan and to properly articulate the potential of the asset through a JORC 2012 compliant resource estimate which we will publish at the end of October. As stated in the Strategic Report, the drilling results have been extremely encouraging and are in line with the Company’s expectations. We intend to continue the drilling campaign with a view to extending the resource. We look forward to reporting on the continued development of BPPM and the positive impact on operating results for the current financial year.
While progress at BPPM is on track, there has been a delay in finalisation of the joint venture agreement with Government owned Zimbabwe Consolidated Diamond Company (Pvt) Ltd (“ZCDC”), which, amongst other matters, will enable the Group and our other Zimbabwean stakeholders to procure a Special Grant for the exploration, development, and mining of the Concession. As stated in the Strategic Report, we remain confident that we will conclude an agreement and our expectation is that this will occur once Covid-19 lock-down measures are lifted in
Directors and management
Executives
Paul Fletcher was appointed to the Board as Finance Director on 6 November 2019. Paul joined the Company on 8 February 2019 as Chief Financial Officer.
On 22 September 2020 Mark Mabhudhu, Executive Director of the Company’s Diamond Division left Vast to take up the role of CEO at the ZCDC. We were obviously saddened by Mark’s leaving but we are also excited by the prospect of continuing to work with him as he carries out his new remit to implement Joint Ventures between ZCDC and investors in the diamond sector. The Board would like to thank Mark for all his efforts and wish him all the best in his new role.
Non-Executives
On 4 May 2020 Eric Diack resigned from his position as a Non-Executive Director of the Company as a consequence of taking on a new role which requires his full-time attention. The Board would like to thank Eric for his contribution over the years and wishes him well in his new role.
Funding
In October 2019 we finalised documentation with Atlas Capital Markets (“Atlas”) for the funding of both the commissioning of BPPM and in due course the commencement of diamond mining at the Chiadzwa Community Diamond Concession. As mentioned above, we have drawn down on the first tranche of the Atlas facility in order to bring BPPM into production. We have also entered a period of due diligence with a banking institution to refinance the first tranche of the Atlas facility. This will allow us to strengthen our balance sheet and realise greater long-term returns for shareholders.
Corporate Governance
As stated in the Strategic Report, last year the Company adopted the Quoted Company Alliance (‘QCA’) code on Corporate Governance. The Board strives to promote a corporate culture based on sound ethical values and behaviours. The Company maintains a strict anti-corruption and whistle blowing policy and the Directors are not aware of any event in any jurisdiction in which it operates that might be considered to be a breach of this policy. Subsequent to the reporting period the Company has formally adopted Code of Conduct, Health and Safety, Environmental, and Human Rights policies which clearly articulate the Board’s expectations and strengthen the control environment of the organisation. The Company continues to operate a code for Directors’ and employees’ dealings in securities which is appropriate for a company whose securities are traded on AIM and is in accordance with the requirements of the Market Abuse Regulation which came into effect in 2016. The Company is also committed to maintaining open dialogue with shareholders, employees and other stakeholders.
Appreciation
The continued support and resolve of shareholders and other stakeholders through times that have been challenging is much appreciated. With the funding of BPPM, the Company has passed a significant milestone, and, with the successful start of production, the Company expects to become cash flow positive in a short period of time. To fellow directors, thank you for your advice and support, and to management and staff both in
Brian Moritz
Chairman
STRATEGIC REPORT
Principal activities, review of business and future developments
Vision
The vision of the Group continues to become a mid-tier mining group, one of the largest polymetallic (copper, zinc, silver, and gold) producers in
Principal activities
In
In
In both jurisdictions the Group holds further mining claims or other interests which are under appraisal.
Review of business
General
Following the draw-down of the first tranche of the Atlas Capital Markets (“Atlas”) facility on 31 January 2020, the Company produced its first copper concentrate in October 2020 which is to be delivered to Mercuria in early November 2020. This marks a turning point for the Company and we are delighted that despite the Covid-19 challenges we were able to reach this milestone. We also implemented and accelerated a drilling plan at BPPM as a precursor to the preparation of a JORC 2012 compliant resource estimate which we will publish at the end of October 2020. This JORC 2012 compliant resource will cover the first four years of production and will be expanded by further drilling. The results of the drilling programme were very encouraging and clearly articulate the value of the asset. As part of a strategy to focus on BPPM, we continue to hold MPM on care and maintenance with a view to attracting investors at a later stage once a new mine plan has been adopted. The merits of this strategy were confirmed in June 2020 with the grant of the extension of the Manaila Carlibaba Exploitation licence and the extension in October 2020 for a further 5 years which will allow the Company to re-examine the exploitation of the mineral resources within the larger Manaila Carlibaba license area.
BPPM (80% interest, 10% Directors)
During the period the Company continued rehabilitating the mine in preparation for production and invested in new capital equipment and an accelerated drilling program. Specific accomplishments during and after the reporting period include the following:
- Delivery and working installation of locomotives
- Delivery of underground railway cutting and bending equipment.
- Delivery and installation of railway tracks.
- Delivery of underground wagons, modification as necessary and installation.
- Delivery of underground rock loaders and mining jackhammers.
- Delivery of underground pneumatic loaders.
- Delivery and installation of ceramic filters and hydrocyclones.
- Delivery and installation of slurry pumps.
- Continued refurbishment of existing plant equipment.
- Rehabilitation of underground mining infrastructure.
- Completion of tailings pipe.
- Metallurgical test work on initial underground working areas to determine formulas for processing.
- Drilling and assay work as part of preparing a JORC 2012 compliant resource estimate and further defining the mine plan.
- Repair to a railway bridge access point using an alternative steel structure.
Metalurgical tests have met the Company’s internal expectations, confirming high recoveries and high grade copper and zinc concentrates.
JORC 2012 compliant resource estimates will be published by the end of October 2020.
MPM (100% interest)
The Manaila Carlibaba exploitation perimeter contains a JORC 2012 compliant Measured and Indicated Mineral Resource of 3.6Mt grading 0.93% copper, 0.29% lead, 0.63% zinc, 0.23g/t gold and 24.9g/t silver with Inferred Mineral Resources of 1.0Mt grading 1.10% copper, 0.40% lead, 0.84% zinc, 0.24g/t gold and 29.2g/t silver.
In June 2020, the Company was granted the Manaila Carlibaba Exploitation License which will allow the Company to re-examine the exploitation of the mineral resources within the larger Manaila Carlibaba license area. The enlarged exploitation license is 138.6 hectares in size, an increase of 410% in surface area from the existing exploitation license at Manaila (27.2 hectares).This could allow for a larger mining and processing facility to be developed on site and would eliminate the need for costly road transport of mined ore to the current processing facility located at Iacobeni, approximately 30 kilometres away. The transportation element increased the operational cost of the Manaila mine, currently on care and maintenance, by approximately 25-30%.
Preliminary studies by the Company indicate the potential for a new open pit mine to exploit mineral resources to a depth of approximately 125 meters below surface, and to simultaneously develop a smaller higher-grade underground mine below the open pit mineral resources. Immediate access for the underground section can be provided from the existing open pit at Manaila by developing adits (horizontal mine entrances) from the high wall of the open pit.
Blueberry Polymetallic Gold Project (`Blueberry’) (29.41% effective interest).
The Group has an effective 29.41% economic interest in Blueberry through EMA Resources Ltd (‘EMA’) in a brown field perimeter located at Baia de Aries in the ‘Golden Quadrilateral’ of
During the year Vast Resources PLC acquired a short-term investment in the Convertible Loan Notes of EMA of principal value
Other Romanian prospects
Work continues to be in progress to extend our footprint in
The Group continues to believe that exploration of the many mining opportunities that have become dormant over the last two decades will be an attractive prospect for global mining players seeking to capitalize on the projected increase in demand globally for copper occasioned by the global transition to clean energy and electric vehicles.
The Group’s ‘first mover position’ in
Chiadzwa Community Diamond Concession – Marange Diamond Fields
The Group has now focused its
Discussions with the various
Corporate
On 31 January the Company drew down on the first tranche of the Atlas facility totalling
Strategy
The Group’s strategy is to:
- Attract appropriate funding for the Group – including from institutional investment
- Attract appropriate joint venture partners and public institutions to invest in the Group and projects of mutual interest
- Grow into a mid-tier mining company both organically and through acquisitions financed principally by third parties
- Optimise operations to produce positive cashflows
- Add value to operations by increasing resources and reserves
- If expedient, hold significant minority stakes in new ventures operationally managed by the Group
- Finance growth, where possible in a non-dilutive manner
- Maintain exposure to
Zimbabwe andRomania where the Group has acquired in-depth country knowledge - Continue to work with Government and local communities in
Zimbabwe in the diamond sector, and to develop the diamond business in a transparent way for the benefit of all stake holders
Key performance indicators
In executing its strategy, the Board considers the Group’s key performance indicators to be, or will be after recommencement of mining:
- Cash cost per tonne milled
- Cash cost per tonne is derived from aggregate cash costs divided by tonnes milled and measures productivity.
- There has been no production at MPM this year given the mine has been on care and maintenance. For the thirteen months ended 30 April 2019, the cash cost for the period of production was
US$ 70 /tonne.
- Cash costs per tonne sold of concentrate
- Cash cost per tonne sold is calculated by dividing aggregate cash cost by concentrate tonnes produced and measures productivity.
- There has been no production at MPM this year given the mine has been on care and maintenance. For the thirteen months ended 30 April 2019, the cash cost was
US$ 2,208 /tonne.
- Plant production volumes as a measure of asset utilisation
- There has been no production at MPM this year. For the thirteen months ended 30 April 2019, MPM processed mill feed of 62,391 tonnes.
- Total resources and reserves
- These indicators measure our ability to discover and develop new ore bodies, including through acquisition of new mines, and to replace and extend the life of our operating mines. At the end of October 2020, we will be publishing a JORC 2012 compliant resource estimate for BPPM. Other than this, there have been no other changes over the previous year. The alluvial diamond interest in
Zimbabwe where there is an expectation of a right to mine is considered very prospective, but by its nature is not susceptible to the estimation of a JORC resource.
- These indicators measure our ability to discover and develop new ore bodies, including through acquisition of new mines, and to replace and extend the life of our operating mines. At the end of October 2020, we will be publishing a JORC 2012 compliant resource estimate for BPPM. Other than this, there have been no other changes over the previous year. The alluvial diamond interest in
- The rate of utilization of the Group’s cash resources. This is discussed further below.
Cash resources
The Group’s year end position was
During the year cash used in operations were
Cash outflows from investing activities were
Cash inflows from funding activities were
The Directors monitor the cash position of the Group closely to plan sufficient funds within the business to allow the Group to meet is commitments and continue the development of assets. As part of this process, the Directors closely monitor capital expenditure and the regulatory requirements of the licences to ensure they continue in good standing.
Principal risks and uncertainties
Risk – Going concern
In conjunction with equity raises after the reporting period end, the Company has obtained sufficient funding to place BPPM into underground and concentrate production in October 2020 and the Company will begin to generate cash inflows from the sale of concentrate starting in early November 2020. The continued ramp up of production and associated revenues are expected to be net cashflow generative in a short period of time, allowing the Company to service its creditors without causing undue financial stress. Additionally, the Company is in the process of refinancing the balance of the first tranche of the Atlas facility that will provide increased working capital flexibility and liquidity.
However, despite a start to production, the anticipated production volumes and resulting revenue could be delayed or less than expected due to technical and market risk factors. These risk factors include cost overruns, unforeseen operational mining issues, and adverse commodity price movements. In the event these risk factors adversely and materially impact forecasted cashflows arising from production, the Company would be required to seek alternative funding to continue as a going concern.
Mitigation/Comments
The Company is currently undergoing due diligence for a debt facility from an international banking institution that will refinance the balance of Tranche 1 of the Atlas facility and provide additional liquidity. The Board will also continue to engage with providers of commodity trade finance, potential joint venture and other investors in order for them to understand the fundamental strength of the Group’s business and attract additional funding when required. The Board also will, whenever possible, retain sufficient cash margin to offset contingencies. The Group’s diamond investments will not be subject to remittance restrictions as the Group is advised that foreign currency regulations will allow export proceeds not required to meet costs in
Risk – Mining
Mining of natural resources involves significant risk. Drilling and operating risks include geological, geotechnical, seismic factors, industrial and mechanical incidents, technical failures, labour disputes and environmental hazards.
Mitigation/Comments
Use of strong technical management together with modern technology and electronic tools assist in reducing risk in this area. Good employee relations are also key in reducing the exposure to labour disputes. The Group is committed to following sound environmental guidelines and is keenly aware of the issues surrounding each individual project.
Risk - Commodity prices
Commodity prices are subject to fluctuation in world markets and are dependent on such factors as mineral output and demand, global economic trends and geo-political stability.
Mitigation/Comments
The Group’s management constantly monitors mineral grades mined, cost of production, and commodity diversity to ensure that mining output becomes or remains economic. The anticipated marginal contributions at both BPPM and the Chiadzwa Community Diamond Concession are high versus fixed costs which provides a degree of liquidity protection in the event prices decline significantly.
Risk – Management and Retention of Key Personnel
The successful achievement of the Group's strategies, business plans and objectives depend upon its ability to attract and retain certain key personnel.
Mitigation/Comments
The Group’s policy is to foster a management culture where management is empowered and where innovation and creativity in the workplace are encouraged. The Group has in place a “Share Appreciation Rights Scheme” for Directors and senior executives to provide incentives based on the success of the business and continues to consult third party benchmarks for remuneration. It has also introduced more specific incentive arrangements for the Group’s diamond business in
Risk - Country and Political
The Group’s operations are based in
Mitigation/Comments
The Group’s management team is experienced in its areas of operation and skilled at operating within the framework of the local culture in
Risk - Social, Safety and Environmental
The Group's success may depend upon its social, safety and environmental performance, as failures can lead to delays or suspension of its mining activities. The risk of Covid-19 infection may cause the mine to be shut-down temporarily.
Mitigation/Comments
The Group takes its responsibilities in these areas seriously and monitors its performance across these areas on a regular basis. The Group has adopted and obtained ISO 9001:2015 for Quality, ISO 45001: 2018 for Safety, and ISO 140001: 2015 for Environment. The Group adheres to all Covid-19 rules, regulations, and guidelines in preventing transmission of the infection through the workforce.
Corporate Governance
The Company has adopted the QCA (Quoted Company Alliance) Code on corporate governance. Details of how the Company complies with this are set out on the Company’s website. Principles which are required to be dealt with under the Code in the Company’s Annual Report are set out below.
Business model and strategy
This is described above under Strategy and elsewhere in this Report.
Risk Management
In addition to its other roles and responsibilities, the Audit and Compliance Committee is responsible to the Board for ensuring that procedures are in place and are being implemented effectively to identify, evaluate and manage the significant risks faced by the Company.
The Directors have established procedures, as represented by this statement, for the purpose of providing a system of internal control. An internal audit function is not considered necessary or practical due to the size of the Company and the close day to day control exercised by the Executive Directors. The Board works closely with and has regular ongoing dialogue with the Company Financial Director and other Executive Directors and has established appropriate reporting and control mechanisms to ensure the effectiveness of its control systems.
The risks facing the Company are detailed above. The Board seeks to mitigate such risks so far as it is able to, as explained above, but certain important risks cannot be controlled. The CEO is primarily responsible to the Board for risk management.
In particular, the products the Company mines and is seeking to identify are traded globally at prices reflecting supply and demand rather than the cost of production. In
Maintenance of a well-functioning Board of Directors led by the Chairman
Current membership of the Board is as follows:
Name Role Appointed
Brian Moritz Non-executive Chairman 3 October 2016
Andrew Prelea Chief Executive Officer 1 March 2018
Roy Tucker Business Director 5 April 2005
Paul Fletcher Finance Director 6 November 2019
Craig Harvey Chief Operating Officer 1 March 2018
Nick Hatch Non-executive director 9 May 2018
Eric Diack who was appointed on 30 May 2014 as a non-executive director, resigned on 4 May 2020.
All the Non-executive Directors are considered to be independent.
All the Directors are subject to re-election at intervals of no more than three years.
The table illustrates the success of the Board in refreshing its membership.
The Board is well balanced both in its skill sets and in the domicile of its members. Of the Executive Directors, Andrew Prelea is resident in
All of the current Non-executive Directors are considered to be independent. None of them have been a Director for a sufficient length of time to prejudice such independence.
Non-executive Directors are committed to devote 3 days per month to the Company. Executive Directors devote substantially the whole of their time to the Company.
Where possible Directors are physically present at board meetings, but, due to the wide divergence of locations, Directors may be present by telephone. The position is also impacted currently by the Covid-19 situation.
During the year ended 30 April 2020 there were 11 board meetings of the Company plus a further 8 of a formal nature. There were also 2 General Meetings in addition to the Annual General Meeting. Of the Directors holding office during the period Brian Moritz, Nick Hatch, Andrew Prelea and Roy Tucker attended all the 11 board meetings, Craig Harvey and Eric Diack 9 board meetings and Paul Fletcher attended all of such meetings which took place in the period since his appointment.
Appropriate skills and experience of the Directors
The CVs of the Directors - four executives and two Non executives - as disclosed on the website, are set out below. In addition, the Company has employed the outsourced services of Ben Harber of Shakespeare Martineau as company secretary.
Andrew Prelea – Chief Executive Officer
Andrew has been involved in the mining sector for 8 years and with Vast since 2013. He has spearheaded the development of the Company’s Romanian portfolio. Beginning his career in the early 1990s as a bulk iron ore and steel trader in
Brian Moritz - Chairman
Brian is a Chartered Accountant and former Senior Partner of Grant Thornton
Roy Tucker – Business Director
Roy is a Chartered Accountant with 43 years of high level and broad spectrum professional and business experience. He has been the founder of a
Paul Fletcher – Finance Director
Paul is a Chartered Accountant and Fellow of the Association of Corporate Treasurers with 27 years’ experience working in the commodity and financial services industries. He has held a variety of senior international finance and operational roles in trading, processing, and financial businesses in the US,
Craig Harvey – Chief Operating Officer
Craig began his career with Gold Fields of SA in 1988 as a bursary student in Economic Geology where he worked on various gold, platinum, coal and exploration projects. At Harmony Gold he managed the mineral resources on various operations and was involved in due diligence on acquisitions. He joined Simmer and Jack with a focus on shallow hydro-thermal gold deposits in the Eastern Transvaal and later moved into a corporate role managing and auditing the mineral resource process across all gold and uranium operations. Craig spent 3 years in a Principal Consultant role for Ravensgate based in
Nick Hatch – Non-Executive Director
Nick has 35 years’ experience in mining investment banking, primarily as a mining analyst and in managing mining & metals research and equities teams. He was most recently Director of Mining Equity Research at Canaccord Genuity in
The Company believes that the current balance of skills on the Board, as a whole, reflects the broad range of commercial and professional skills that the Company requires. Among the Executive Directors, Andrew Prelea is experienced in general management, including identifying and negotiating new business opportunities; Roy Tucker is a Chartered Accountant with many years’ experience in general executive management; Paul Fletcher is a Chartered Accountant and Fellow of the Association of Corporate Treasurers with broad international and financial management experience in the commodity sector, and Craig Harvey is a qualified geologist experienced in constructing and operating mines.
Among the Non-executives Brian Moritz is a Chartered Accountant with senior experience. In addition to his financial skills he has former experience as a Registered Nominated Adviser. Nick Hatch is a qualified geologist with experience in evaluating mining companies and natural resource projects.
Importantly, three Directors without geological qualifications have significant experience with junior companies in the natural resources sector.
Evaluation of Board Performance
The Group is in the process of fast evolution and at this stage in the Company’s development it is not deemed necessary to adopt formal procedures for evaluation of the Board or of the individual Directors. There is frequent informal communication between members of the Board and peer appraisal takes place on an ongoing basis in the normal course of events. However, the Board will keep this under review and may consider formalised independent evaluation reviews at a later stage in the Company’s development.
Given the size of the Company, the whole Board is involved in the identification and appointment of new Directors and as a result, a Nominations Committee is not considered necessary at this stage. The importance of refreshing membership of the Board is recognised and has been implemented. In 2018 Andrew Prelea was appointed to replace Roy Pitchford as CEO, and Nick Hatch replaced Brian Basham as a Non-executive Director.
In November 2019, Paul Fletcher was appointed to the Board as Finance Director. The Directors believe that the Board operates efficiently and cost effectively for the benefit of all stakeholders. Nevertheless, it is envisaged that the Board will be strengthened in due course as and when new projects are operated by the Company. The Company is currently seeking a technical Non-Executive Director as a replacement for Eric Diack who resigned on 5 May 2020.
Maintenance of Governance Structures and Processes
The corporate governance structures which the Company is able to operate are limited by the size of the Board, which is itself dictated by the current size and geographical spread of the Company’s operations, with Directors resident in the
The Chairman, Brian Moritz:
- leads the Board and is primarily responsible for the effective working of the Board;
- in consultation with the Board ensures good corporate governance and sets clear expectations with regards to Company culture, values and behaviour;
- sets the Board’s agenda and ensures that all Directors are encouraged to participate fully in the activities and decision-making process of the Board.
The CEO, Andrew Prelea:
- is primarily responsible for developing Vast’s strategy in consultation with the Board, for its implementation and for the operational management of the business;
- is primarily responsible for new projects and expansion;
- in conjunction with the CFO and CCO is responsible for attracting finance and equity for the Company;
- runs the Company on a day-to-day basis;
- implements the decisions of the Board;
- monitors, reviews and manages key risks;
- is the Company’s primary spokesperson, communicating with external audiences, such as investors, analysts and the media.
The Chief Operating Officer, Craig Harvey:
- is responsible for operational improvements and efficiency of mining operations in
Romania ; - is responsible for expansion and exploration of projects at the mine level;
- is responsible for the re-opening of the Baita Plai mine;
- assists and advises on the operation and expansion of other operations and projects;
- provides technical input on new projects.
The Business Director (formerly the Finance Director), Roy Tucker
- deals with executive matters as they arise;
- is the main point of contact with the Company’s lawyers and Nomad, and the London Stock Exchange;
- is responsible for legal and compliance matters;
- works with Finance Director on finance matters through a period of transition.
The Finance Director, Paul Fletcher:
- is responsible for the administration of all aspects of the Group;
- oversees the accounting and treasury function of all Group companies;
- in conjunction with the CEO, is responsible for the financial risk management of the Company;
- is responsible for financial modelling to support fund raising initiatives and structuring trade related funding;
- is responsible for financial planning and analysis;
- deals with all matters relating to the independent audit.
The Remuneration Committee is currently chaired by Nick Hatch and comprises Nick Hatch and Brian Moritz, following the resignation of Eric Diack. The Remuneration Committee is responsible for establishing a formal and transparent procedure for developing policy on executive remuneration and to set the remuneration packages of individual Directors. The Committee’s policy is to provide a remuneration package which will attract and retain Directors and management with the ability and experience required to manage the Company and to provide superior long-term performance.
The Audit and Compliance Committee is currently chaired by Brain Moritz following the resignation of Eric Diack and comprises Brian Moritz and Nick Hatch. It normally meets twice per annum to inter alia, consider the interim and final results. In the latter case the auditors are present and the meeting considers and takes action on any matters raised by the auditors arising from their audit.
Matters reserved for the Board include:
- Vision and strategy
- Production and trading results
- Financial statements and reporting
- Financing strategy, including debt and other external financing sources
- Budgets, acquisitions and expansion projects, divestments and capital expenditure and business plans
- Corporate governance and compliance
- Risk management and internal controls
- Appointments and succession plans
- Directors’ remuneration
Shareholder Communication
The Board is committed to maintaining effective communication and having constructive dialogue with its shareholders. The Company has close ongoing relationships with its private shareholders as explained above under Principle Two. The Company is desirous of obtaining an institutional shareholder base, and institutional shareholders and analysts will have the opportunity to discuss issues and provide feedback at meetings with the Company.
The Investors section of the Company’s website provides all required regulatory information as well as additional information shareholders may find helpful including: information on Board members, advisors and significant shareholdings, a historical list of the Company’s Announcements, its corporate governance information, the Company’s publications including historic annual reports and notices of annual general meetings, together with share price information.
The results of shareholder meetings will be publicly announced through the regulatory system and displayed on the Company’s website with suitable explanations of any actions undertaken as a result of any significant votes against resolutions.
Section 172 (1) Statement
The Directors of the Company must act in accordance with a set of general duties. These duties are detailed in section 172 of the
Each Director must act in a way that they consider, in good faith, would be most likely to promote the Company’s success for the benefit of its members as a whole, and in doing so have regard (among other matters) to:
S172(1) (a) “The likely consequences of any decision in the long term”
Last year the Board refocused its resources on two key mining opportunities in
S172(1) (b) “The interests of the Company’s employees”
The successful achievement of the Group's strategies, business plans and objectives depend upon its ability to attract, motivate, and protect the safety of its employees. Health and Safety, and Human Rights policies clearly articulate the Board’s expectations and safeguard the interests of the Company’s employees. The Group’s policy is to foster a management culture where management is empowered and where innovation and creativity in the workplace are encouraged and rewarded. This is reflected in the performance programs that the Company has implemented.
S172(1) (c) “The need to foster the company’s business relationships with suppliers, customers and others”
The Company has ongoing dialogue with its customers and suppliers and ensures that a strong relationship is maintained at the level of senior management. This ensures alignment with the Company’s business objectives and promotes strong collaboration. As mentioned under Shareholder Communication, the Board maintains effective communication with its shareholders and provides updates and information through public announcements on the regulatory system and on the Company website.
S172(1) (d) “The impact of the company’s operations on the community and the environment”
As mentioned under Risk – Social, Safety and Environmental, the Group monitors its performance across these areas on a regular basis. The Group has adopted and obtained ISO 9001:2015 for Quality, ISO 45001: 2018 for Safety, and ISO 140001: 2015 for Environment. The Group adheres to all Covid-19 rules, regulations, and guidelines in preventing transmission of the infection through the workforce. As mentioned in the Chairman’s Report, the Company has also implemented formal policies on these areas.
S172(1) (e) “The desirability of the company maintaining a reputation for high standards of business conduct”
As more fully explained in the Chairman’s Report and under the Corporate Governance section the Board strives to promote a culture based on high business conduct standards.
S172(1) (f) “The need to act fairly as between members of the company”
Having assessed all necessary factors, and as supported by the processes described above, the Directors consider the best approach to delivering on the Company’s strategy. This is done after assessing the impact on all stakeholders and is performed in such a manner so as to act fairly as between the Company’s members.
Outlook
While these are unprecedented times and the year has been challenging for all, we have successfully brought BPPM into production. The first phase of our drilling campaign has been successfully concluded and we will be publishing a JORC 2012 compliant resource by the end of October 2020. We believe that the Covid-19 pandemic will have very limited impact on the short-term performance of the mine. BPPM net cashflow generation is protected by a low cost base and therefore is resilient to significant decreases in commodity prices. We remain confident that we will be able to conclude our joint venture agreement once Covid-19 lock-down measures are finally lifted in
The forecast global growth in electric vehicles remains likely to create, over the next decade, a shortage of copper. Whereas global supply and demand for copper is currently broadly balanced, worldwide there is a decline in ore grades, while community resistance and water supply issues are holding back discovery and exploitation such that management continues to believe that current supply will be overtaken by demand in a few years placing upward pressure on copper prices and spurring investment in new copper mining capacity. Management also believes that the business environment in
Many thanks to fellow Board members and management for the commitment and hard work that has been put into the Group. I also thank all our stakeholders for their support through these challenging times.
On behalf of the Board,
Andrew Prelea
Group Chief Executive Officer
REPORT OF THE DIRECTORS
for the year ended 30 April 2020
The Directors present their report together with the audited financial statements for the twelve-month period ended 30 April 2020.
Results and dividends
The Group statement of comprehensive income is set out below and shows the profit for the period.
The Directors do not recommend the payment of a dividend (2019: nil).
Financial instruments
Details of the use of financial instruments by the Company and its subsidiary undertakings are contained in note 20 of the financial statements.
Directors
The Directors who served during the period and up to the date hereof were as follows: -
Date of Appointment
Roy Tucker 5 April 2005
Eric Diack 30 May 2014 (resigned 4 May 2020)
Brian Moritz 3 October 2016
Andrew Prelea 1 March 2018
Craig Harvey 1 March 2018
Nick Hatch 9 May 2018
Paul Fletcher 6 November 2019
Directors’ interests
The interests in the shares of the Company of the Directors who served during the period were as follows:
30 April 2020 | 30 April 2019 | |||
Ordinary Shares | Share Options | Ordinary Shares | Share Options | |
Eric Diack | - | - | - | - |
Paul Fletcher | 17,381,437 | - | - | - |
Craig Harvey | 5,650,000 | - | 5,650,000 | - |
Nick Hatch | - | - | - | - |
Brian Moritz | 10,000,000 | - | 10,000,000 | - |
Andrew Prelea | 43,179,476 | - | 39,179,476 | - |
Roy Tucker | 69,569,992 | - | 69,569,992 | - |
Total | 145,780,905 | - | 124,399,468 | - |
Subsequent to the period end, Andrew Prelea and Paul Fletcher acquired 38,333,333 and 16,666,667 shares, respectively.
Cash-settled share rights
The following rights are held by Directors in a cash-settled share rights performance programme:
Subscription price | Outstanding at 30 April 2019 | Exercised during last 13 months | Granted during last 12 months | Outstanding at 30 April 2020 | ||
Exercise date | ||||||
Roy Tucker | 8.75p | 1,500,000 | - | - | 1,500,000 | 50% Jul 2010 |
50% Jul 2011 | ||||||
9.00p | 750,000 | - | - | 750,000 | 50% Aug 2011 | |
50% Aug 2012 | ||||||
6.00p | 2,750,000 | - | - | 2,750,000 | 50% Aug 2012 | |
50% Aug 2013 | ||||||
Total | 5,000,000 | - | - | 5,000,000 |
See note 22 for further details of this programme.
Share Appreciation Rights Scheme
The following Directors have been granted rights under the Company’s Share Appreciation Rights Scheme:
In issue at 30 April 2019 | Grant date | Awarded during period | Exercised / lapsed during period | In issue at 30 April 2020 | Vesting | period | |
Start | Finish | ||||||
Eric Diack | 5,000,000 | 1 Mar 2018 | 5,000,000 | 31 Mar 2019 | 31 Mar 2022 | ||
5,000,000 | 1 Mar 2018 | 5,000,000 | 31 Mar 2020 | 31 Mar 2023 | |||
Paul Fletcher | 5,000,000 | 5,000,000 | 4 Nov 2019 | 3 Nov 2022 | |||
5,000,000 | 5,000,000 | 4 Nov 2019 | 31 Mar 2023 | ||||
Craig Harvey | 1,250,000 | 1 Jun 2015 | (1,250,000) | - | 31 Mar 2017 | 31 Mar 2020 | |
9,000,000 | 1 Mar 2018 | 9,000,000 | 31 Mar 2019 | 31 Mar 2022 | |||
9,000,000 | 1 Mar 2018 | 9,000,000 | 31 Mar 2020 | 31 Mar 2023 | |||
9,000,000 | 9,000,000 | 4 Nov 2019 | 3 Nov 2022 | ||||
9,000,000 | 9,000,000 | 4 Nov 2019 | 31 Mar 2023 | ||||
Andrew Prelea | 18,000,000 | 1 Jun 2015 | (18,000,000) | - | 31 Mar 2017 | 31 Mar 2020 | |
18,000,000 | 1 Mar 2018 | 18,000,000 | 31 Mar 2019 | 31 Mar 2022 | |||
18,000,000 | 1 Mar 2018 | 18,000,000 | 31 Mar 2020 | 31 Mar 2023 | |||
18,000,000 | 18,000,000 | 4 Nov 2019 | 3 Nov 2022 | ||||
18,000,000 | 18,000,000 | 4 Nov 2019 | 31 Mar 2023 | ||||
Roy Tucker | 8,000,000 | 1 Jun 2015 | (8,000,000) | - | 31 Mar 2017 | 31 Mar 2020 | |
9,000,000 | 1 Mar 2018 | 9,000,000 | 31 Mar 2019 | 31 Mar 2022 | |||
9,000,000 | 1 Mar 2018 | 9,000,000 | 31 Mar 2020 | 31 Mar 2023 | |||
9,000,000 | 9,000,000 | 4 Nov 2019 | 3 Nov 2022 | ||||
9,000,000 | 9,000,000 | 4 Nov 2019 | 31 Mar 2023 | ||||
109,250,000 | 82,000,000 | (27,250,000) | 164,000,000 |
See note 22 for further details of the SARS.
Directors’ remuneration
2020 (12 months) | 2019 (13 months) | ||||||||||||
Salary/Fees | Other | Total | Salary/Fees | Other | Total | ||||||||
$’000 | $’000 | $’000 | |||||||||||
Eric Diack | 30 | - | 30 | 33 | - | 33 | |||||||
Paul Fletcher | 64 | 2 | 66 | - | - | - | |||||||
Craig Harvey | 180 | - | 80 | 196 | - | 196 | |||||||
Nick Hatch | 28 | - | 28 | 28 | - | 28 | |||||||
Brian Moritz | 32 | - | 32 | 33 | - | 33 | |||||||
Andrew Prelea | 226 | - | 226 | 244 | - | 244 | |||||||
Roy Tucker | 150 | - | 150 | 163 | - | 163 | |||||||
710 | 2 | 712 | 697 | - | 697 | ||||||||
The Company has developed a practice of deferring payment of varying proportions of sums earned by Directors until the Company liquidity position improves.
The Company has qualifying third party indemnity provisions for the benefit of the Directors.
Future developments
The Company’s plans for future developments are more fully set down in the Strategic Report.
Research and development
During the period, the Company began a drilling campaign with the objective of completing a JORC 2012 compliant resource estimate at Baita Plai Polymetallic Mine (“BPPM”). The JORC will be published by the end of October 2020 and will cover four years of production.
During the period, the Company began a program of metallurgical testing with Grinding Solutions Ltd in order to optimise the concentrate production process at BPPM upon start-up. The testing was concluded after the period end and met the Company’s internal expectations, confirming high recoveries and high-grade copper and zinc concentrates.
Disabled employees
The Group gives full consideration to applications for employment from disabled persons where the candidate’s particular aptitudes and abilities are consistent with adequately meeting the requirements of the job. Opportunities are available to disabled employees for training, career development and promotion.
Where existing employees become disabled, it is the Company’s policy to provide continuing employment wherever practicable in the same or an alternative position and to provide appropriate training to achieve this aim.
Auditors
All of the current Directors have taken all the steps that they ought to have taken to make themselves aware of any information needed by the Group's auditors for the purposes of their audit and to establish that the auditors are aware of that information. The Directors are not aware of any relevant audit information of which the auditors are unaware. Vast’s auditor, Crowe
Events after the reporting date
These are more fully disclosed in Note 26.
By order of the Board
Ben Harber
Secretary
28 October 2020
Statement of Directors' responsibilities
The Directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU and applicable law.
Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the Directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgments and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
They are further responsible for ensuring that the Strategic Report and the Report of the Directors and other information included in the Annual Report and Financial Statements is prepared in accordance with applicable law in the
The maintenance and integrity of the Group’s website is the responsibility of the Directors.
Legislation in the
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF VAST RESOURCES PLC
Opinion
We have audited the financial statements of Vast Resources plc (the “Parent Company”) and its subsidiaries (the “Group”) for the year ended 30 April 2020, which comprise:
- the Group statement of comprehensive income for the year ended 30 April 2020;
- the Group and Parent Company statements of financial position as at 30 April 2020;
- the Group and Parent Company statements of cash flows for the year then ended;
- the Group and Parent Company statements of changes in equity for the year then ended; and
- the notes to the financial statements, including a summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the financial statements is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union, and as regards the Parent Company, as applied in accordance with the provisions of the Companies Act 2006.
In our opinion:
- the financial statements give a true and fair view of the state of the Group’s and of the Parent Company's affairs as at 30 April 2020 and of the Group’s loss for the period then ended;
- the Group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union;
- the Parent Company financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union as applied in accordance with the provisions of the Companies Act 2006; and
- the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which ISA’s (
- the directors’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
- the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Group’s and the Parent Company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
Overview of our audit approach
Materiality
In planning and performing our audit we applied the concept of materiality. An item is considered material if it could reasonably be expected to change the economic decisions of a user of the financial statements. We used the concept of materiality to both focus our testing and to evaluate the impact of misstatements identified.
Based on our professional judgement, we determined overall materiality for the Group financial statements as a whole to be
We use a different level of materiality (‘performance materiality’) to determine the extent of our testing for the audit of the financial statements. Performance materiality is set based on the audit materiality as adjusted for the judgements made as to the entity risk and our evaluation of the specific risk of each audit area having regard to the internal control environment.
Where considered appropriate performance materiality may be reduced to a lower level, such as, for related party transactions and directors’ remuneration.
We agreed with the Audit Committee to report to it all identified errors in excess of
Overview of the scope of our audit
Of the Group’s reporting components, in addition to the Parent Company, we identified two entities comprising one component requiring audit procedures to be performed for group reporting purposes, the component is located in
We issued instructions to the component auditors which included details of the significant areas to be covered, including the key audit matters detailed below, and the information required to be reported back. We reviewed the audit work performed by the component auditors, communicated our findings therefrom and any further work required by us was then performed by the component auditor.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We have determined the following key audit matters. This is not a complete list of all risks identified by our audit.
Key audit matter | How the scope of our audit addressed the key audit matter |
Carrying value of property, plant and equipment At 30 April 2020 the group had property, plant and equipment of | We agreed a sample of additions during the year to underlying supporting documentation considering whether they have been appropriately capitalised. We reviewed management’s assessment as to whether there is any indication of impairment to the assets in line with IAS 36 – Impairment of assets. That assessment concluded that there was no indication of impairment and that the absence of revenue generated was due to the assets either being under care and maintenance until resources are available to put them into production or the assets being under development in the period. In particular, we had regard to:
We considered management’s plans for the development of the assets in the current year and also for commercialisation of the assets in future periods. We also assessed the adequacy of disclosures made in the financial statements in relation to the property plant and equipment. |
Our audit procedures in relation to these matters were designed in the context of our audit opinion as a whole. They were not designed to enable us to express an opinion on these matters individually and we express no such opinion.
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion based on the work undertaken in the course of our audit
- the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.
Responsibilities of the directors for the financial statements
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and parent company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Stephen Bullock (Senior Statutory Auditor)
for and on behalf of
Crowe
Statutory Auditor
28 October 2020
Group statement of comprehensive income
for the year ended 30 April 2020
30 Apr 2020 | 30 Apr 2019 | ||
12 Months | 13 Months | ||
Group | Group | ||
Note | $’000 | $’000 | |
Revenue | - | 3,432 | |
Cost of sales | - | (4,344) | |
Gross loss | - | (912) | |
Overhead expenses | (7,243) | (8,195) | |
Depreciation of property, plant and equipment | 2 | (913) | (1,206) |
Profit / (loss) on sale of property, plant and equipment | - | 84 | |
Share option and warrant expense | 22 | (440) | (264) |
Sundry income | 175 | 311 | |
Exchange loss | (1,977) | (2,798) | |
Other administrative and overhead expenses | (4,088) | (4,322) | |
Loss from operations | (7,243) | (9,107) | |
Finance income | 4 | 30 | 1 |
Finance expense | 4 | (1,099) | (845) |
Loss before taxation from continuing operations | (8,312) | (9,951) | |
Taxation charge | 5 | - | - |
Total loss after taxation from continuing operations | (8,312) | (9,951) | |
Profit after taxation from discontinued operations | 12 | - | 17,047 |
Total profit (loss) after taxation for the period | (8,312) | 7,096 | |
Other comprehensive income | |||
Items that may be subsequently reclassified to either profit or loss | |||
(Loss) / gain on available for sale financial assets | - | (3) | |
Exchange gain on translation of foreign operations | 1,045 | 1,941 | |
Total comprehensive profit / (loss) for the period | (7,267) | 9,034 | |
Total profit / (loss) attributable to: | |||
- the equity holders of the parent company | (8,000) | 243 | |
- non-controlling interests | (312) | 6,853 | |
(8,312) | 7,096 | ||
Total comprehensive profit / (loss) attributable to: | |||
- the equity holders of the parent company | (6,955) | 2,181 | |
- non-controlling interests | (312) | 6,853 | |
(7,267) | 9,034 | ||
Loss per share – basic and diluted | 8 | (0.08) | (0.00) |
Loss per share continuing operations – basic and diluted | 8 | (0.08) | (0.16) |
The accompanying accounting policies and notes below form an integral part of these financial statements.
Group statement of changes in equity
for the year ended 30 April 2020
Share capital | Share premium | Share option reserve | Foreign currency translation reserve | Available for sale reserve | EBT reserve | Retained deficit | Total | Non-controlling interests | Total | |
$’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | |
At 31 March 2018 | 20,040 | 77,237 | 1,580 | (2,663) | 3 | (3,942) | (97,688) | (5,433) | 23,047 | 17,614 |
Total comprehensive loss for the period | - | - | - | 1,941 | (3) | - | 243 | 2,181 | 6,853 | 9,034 |
Share option and warrant charges | 264 | 264 | 264 | |||||||
Share options and warrants lapsed | - | - | (229) | - | - | - | 229 | - | - | - |
Derecognised on discontinued operations: | ||||||||||
- Dallaglio Investments (Private) Limited | - | - | - | - | - | - | - | - | (29,941) | (29,941) |
Derecognition of EBT reserve | - | - | - | - | - | 3,942 | (3,721) | 221 | - | 221 |
Shares issued for cash: | 3,662 | 4,448 | - | - | - | - | - | 8,110 | - | 8,110 |
- to settle liabilities | - | - | - | |||||||
At 30 April 2019 | 23,702 | 81,685 | 1,615 | (722) | - | - | (100,937) | 5,343 | (41) | 5,302 |
Total comprehensive loss for the period | - | - | - | 1,045 | - | - | (8,000) | (6,955) | (312) | (7,267) |
Share option and warrant charges | - | - | 440 | - | - | - | - | 440 | - | 440 |
Share options and warrants lapsed | - | - | (382) | - | - | - | 382 | - | - | - |
Share warrants issued to debt provider | - | - | 1,310 | - | - | - | - | 1,310 | - | 1,310 |
Derecognised on discontinued operations | ||||||||||
- Millwall International Investments Limited | - | - | - | (1,178) | - | - | 1,178 | - | - | - |
Shares issued for cash | ||||||||||
- for cash consideration | 3,373 | 1,303 | - | - | - | - | - | 4,676 | 4 | 4,680 |
- to settle liabilities | 21 | 9 | - | - | - | - | - | 30 | - | 30 |
At 30 April 2020 | 27,096 | 82,997 | 2,983 | (855) | - | - | (107,377) | 4,844 | (349) | 4,495 |
The accompanying accounting policies and notes below form an integral part of these financial statements.
Company statement of changes in equity
for the year ended 30 April 2020
Share capital | Share premium | Share option reserve | Foreign currency translation reserve | Available for sale reserve | EBT reserve | Retained deficit | Total | |
$’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | |
At 31 March 2018 | 20,040 | 77,237 | 1,580 | (4,954) | (2) | (3,942) | (63,213) | 26,746 |
Total comprehensive loss for the year | - | - | - | - | 2 | - | (3,237) | (3,235) |
Share option and warrant charges | - | - | 264 | - | - | - | - | 264 |
Share options and warrants lapsed | - | - | (229) | - | - | - | 229 | - |
Derecognition of EBT reserve | - | - | - | - | - | 3,942 | (3,718) | 224 |
Shares issued for cash | 3,662 | 4,448 | - | - | - | - | - | 8,110 |
- to settle liabilities | - | - | - | - | - | - | - | - |
(including Directors) | ||||||||
At 30 April 2019 | 23,702 | 81,685 | 1,615 | (4,954) | - | - | (69,939) | 32,109 |
Total comprehensive profit for the period | - | - | - | - | - | - | (13,937) | (13,937) |
Share option and warrant charges | - | - | 440 | - | - | - | - | 440 |
Share options and warrants lapsed | - | - | (382) | - | - | - | 382 | - |
Share warrants issued to debt provider | - | - | 1,310 | - | - | - | - | 1,310 |
Shares issued: | ||||||||
- for cash consideration | 3,373 | 1,303 | - | - | - | - | - | 4,676 |
- to settle liabilities | 21 | 9 | - | - | - | - | - | 30 |
At 30 April 2020 | 27,096 | 82,997 | 2,983 | (4,954) | - | - | (83,494) | 24,628 |
The accompanying accounting policies and notes below form an integral part of these financial statements.
Group and Company statements of financial position
As at 30 April 2020
30 Apr 2020 | 30 Apr 2019 | 30 Apr 2020 | 30 Apr 2019 | ||
Group | Group | Company | Company | ||
$’000 | $’000 | $’000 | $’000 | ||
Assets | Note | ||||
Non-current assets | |||||
Property, plant and equipment | 10 | 12,735 | 11,261 | 2 | - |
Investment in subsidiaries | 11 | - | - | 1,297 | 1,674 |
Loans to group companies | - | - | 27,258 | 30,933 | |
12,735 | 11,261 | 28,557 | 32,607 | ||
Current assets | |||||
Inventory | 14 | 476 | 413 | - | - |
Receivables | 15 | 2,461 | 2,537 | 298 | 361 |
Available for sale investments | 16 | 920 | - | 920 | - |
Cash and cash equivalents | 478 | 569 | 390 | 218 | |
Total current assets | 4,335 | 3,519 | 1,608 | 579 | |
Total Assets | 17,070 | 14,780 | 30,165 | 33,186 | |
Equity and Liabilities | |||||
Capital and reserves attributable to equity holders of the Parent | |||||
Share capital | 27,096 | 23,702 | 27,096 | 23,702 | |
Share premium | 82,997 | 81,685 | 82,997 | 81,685 | |
Share option reserve | 2,983 | 1,615 | 2,983 | 1,615 | |
Foreign currency translation reserve | (855) | (722) | (4,954) | (4,954) | |
Retained deficit | (107,377) | (100,937) | (83,494) | (69,939) | |
4,844 | 5,343 | 24,628 | 32,109 | ||
Non-controlling interests | (349) | (41) | - | - | |
Total equity | 4,495 | 5,302 | 24,628 | 32,109 | |
Non-current liabilities | |||||
Loans and borrowings | 17 | 8,343 | 4,461 | 4,589 | 310 |
Provisions | 19 | 420 | 489 | - | - |
Deferred tax liability | - | - | - | - | |
8,763 | 4,950 | 4,589 | 310 | ||
Current liabilities | |||||
Loans and borrowings | 17 | 392 | 1,476 | - | - |
Trade and other payables | 18 | 3,420 | 3,052 | 948 | 767 |
Total current liabilities | 3,812 | 4,528 | 948 | 767 | |
Total liabilities | 12,575 | 9,478 | 5,537 | 1,077 | |
Total Equity and Liabilities | 17,070 | 14,780 | 30,165 | 33,186 |
The accompanying accounting policies and notes below form an integral part of these financial statements. The parent Company reported a loss after taxation for the year of
Paul Fletcher Registered number 5414325
Director 28 October 2020
Group and Company statements of cash flow
for the year ended 30 April 2020
30 Apr 2020 | 30 Apr 2019 | 30 Apr 2020 | 30 Apr 2019 | |
Group | Group | Company | Company | |
$’000 | $’000 | $’000 | $’000 | |
CASH FLOW FROM OPERATING ACTIVITIES | ||||
Profit (loss) before taxation for the period | ||||
- from continuing operations | (8,312) | (9,951) | (13,937) | (3,235) |
- from discontinued operations | - | 17,047 | - | - |
Adjustments for: | ||||
Depreciation and impairment charges | 913 | 4,554 | - | - |
Profit on sale of property, plant and equipment | - | (76) | - | (2) |
(Gain) / loss on disposal of discontinued operations | - | (8,649) | 418 | - |
Loss on disposal of available for sale investments | - | 10 | - | - |
Liabilities settled in shares | 30 | - | 30 | - |
Share option expense | 440 | 264 | 440 | 264 |
(6,929) | 3,199 | (13,049) | (2,973) | |
Changes in working capital: | ||||
Decrease (increase) in receivables | 346 | 2,141 | (50) | (268) |
Decrease in inventories | 131 | 1,291 | 84 | - |
Increase (decrease) in payables | 1,220 | (1,277) | 181 | 452 |
1,697 | 2,155 | 215 | 184 | |
Taxation paid | - | - | - | - |
Cash generated by / (used in) operations | (5,232) | 5,354 | (12,834) | (2,789) |
Investing activities: | ||||
Payments to acquire property, plant and equipment | (2,756) | (11,391) | (2) | (1) |
Payments to acquire new subsidiary | - | (4,480) | - | (90) |
Proceeds on disposal of property, plant and equipment | - | 168 | - | - |
Payments to acquire available for sale investments | (891) | - | (891) | 3 |
Net cash inflow on disposal of discontinued operations | - | 1,592 | - | - |
Proceeds of derecognition of EBT reserve | - | 221 | - | 221 |
Payments to acquire additional shares in subsidiary | - | - | (41) | - |
Decrease (increase) in investment in joint venture | - | 559 | - | - |
(Increase) decrease in loans to group companies | - | - | 3,673 | (5,754) |
. | ||||
Total cash used in investing activities | (3,647) | (13,331) | 2,739 | (5,621) |
Financing Activities: | ||||
Proceeds from the issue of ordinary shares | 4,625 | 8,110 | 4,625 | 8,110 |
Proceeds from loans and borrowings granted | 6,519 | 6,165 | 5,788 | 310 |
Repayment of loans and borrowings | (2,356) | (7,029) | (146) | - |
Total proceeds from financing activities | 8,788 | 7,246 | 10,267 | 8,420 |
Increase (decrease) in cash and cash equivalents | (91) | (731) | 172 | 10 |
Cash and cash equivalents at beginning of period | 569 | 1,300 | 218 | 208 |
Cash and cash equivalents at end of period | 478 | 569 | 390 | 218 |
The accompanying notes and accounting policies below form an integral part of these financial statements.
Statement of accounting policies
for the year ended 30 April 2020
General information
Vast Resources plc and its subsidiaries (together “the Group”) are engaged principally in the exploration for and development of mineral projects in Sub-Saharan Africa and
Vast Resources plc was incorporated as a public limited company under
Basis of preparation and going concern assessment
The principal accounting policies adopted in the preparation of the financial information are set out below. The policies have been consistently applied throughout the current year and prior year, unless otherwise stated. These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs and IFRIC interpretations) issued by the International Accounting Standards Board (IASB) as adopted by the European Union and with those parts of the Companies Act 2006 applicable to companies preparing their accounts under IFRS.
During the previous period, the Group changed its year end from 31 March 2019 to 30 April 2019. The consolidated financial statements incorporate the results of Vast Resources plc and its subsidiary undertakings for the twelve-month period ended 30 April 2020 and are therefore not entirely comparable to the previous year’s results for the thirteen-month period ended 30 April 2019.
The financial statements are prepared under the historical cost convention on a going concern basis.
On 23 October 2019, the Company signed a binding conditional Bond Issue Deed (the “Deed”) for a facility of up to
Changes in Accounting Policies
At the date of authorisation of these financial statements, a number of Standards and Interpretations were in issue but were not yet effective. The Directors do not anticipate that the adoption of these standards and interpretations, or any of the amendments made to existing standards as a result of the annual improvements cycle, will have a material effect on the financial statements in the year of initial application.
Areas of estimates and judgement
The preparation of the Group financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current events and actions, actual results may ultimately differ from those estimates. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities in the next financial year are discussed below:
a) Impairment of intangibles and mining assets
The Group reviews, on an annual basis, whether deferred exploration costs, acquired either as intangible assets, as property, plant and equipment, or as mining options or licence acquisition costs, have suffered any impairment. The recoverable amounts are determined based on an assessment of the economically recoverable mineral reserves, the ability of the Group to obtain the necessary financing to complete the development of the reserves and future profitable production or proceeds from the disposition of recoverable reserves. While the Company has reached production at BPPM and will be generating sales subsequent to the end of the reporting period, in the event the Company is unable to continue to self-finance or to refinance,
b) Going concern and Inter-company loan recoverability
The Group's cash flow projections, which have used conservative assumptions indicate that the Group should have sufficient resources to continue as a going concern, although, as stated in the Principal Risks section of the Strategic Report and in the basis of preparation and going concern assessment above, the Group would require additional funding in the event that production forecasts are not met in the near-term. The Group is confident of its capacity to raise any additional funding should these short-term projections not be realised given the quality of the BPPM asset.
The recoverability of inter-Company loans advanced by the Company to subsidiaries depends also on the subsidiaries realising their cash flow projections.
c) Estimates of fair value
The Group may enter into financial instruments, which are required by IFRS to be recorded at fair value within the financial statements. In determining the fair value of such instruments, the Directors are required to apply judgement in selecting the inputs used in valuation models such as the Black Scholes or
The fair value measurement of the Group’s financial and non-financial assets and liabilities utilises market observable inputs and data as far as possible. Inputs used in determining fair value measurements are categorised into different levels based on how observable the inputs used in the valuation technique utilised are (the ‘fair value hierarchy’):
Level 1: Quoted prices in active markets for identical items (unadjusted).
Level 2: Observable direct or indirect inputs other than Level 1 inputs.
Level 3: Unobservable inputs (i.e. not derived from market data).
The classification of an item into the above levels is based on the lowest level of the inputs used that has a significant effect on the fair value measurement of the item.
d) Provisions
The Group is required to estimate the cost of its obligations to realise and rehabilitate its mining properties.
The estimation of the cost of complying with the Group’s obligations at future dates and in economically unpredictable regions, and the application of appropriate discount rates thereto, gives rise to significant estimation uncertainties.
e) VAT recoverable
In countries where the Group has productive mining operations carried out by its subsidiaries those subsidiaries are registered for Value Added Tax (VAT) with their respective local taxation authorities and, as their outputs are predominantly zero-rated for VAT, receive net refunds of VAT in respect of input tax borne on their inputs. This amount is carried as a receivable until refunded by the State
The amount carried as a receivable is determined in accordance with the returns submitted to the taxation authorities.
Basis of consolidation
Where the Company has control over an investee, it is classified as a subsidiary. The Company controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns from the investee, and the ability of the investor to use its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control.
De-facto control exists in situations where the Company has the practical ability to direct the relevant activities of the investee without holding the majority of the voting rights. In determining whether de-facto control exists the Company considers all relevant facts and circumstances, including:
- The size of the Company’s voting rights relative to both the size and dispersion of other parties who also hold voting rights.
- Substantive potential voting rights held by the Company and by other parties.
- Other contractual arrangements.
- Historic patterns in voting attendance.
The consolidated financial statements present the results of the Company and its subsidiaries ("the Group") as if they formed a single entity. Inter-company transactions and balances between Group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date on which control ceases.
Business combinations
The financial information incorporates the results of business combinations using the purchase method. In the statement of changes in equity, the acquirer’s identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Group statement of comprehensive income from the date on which control is obtained. The assets acquired have been valued at their fair value. Any excess of consideration paid over the fair value of the net assets acquired is allocated to goodwill. Any excess fair value over the consideration paid is considered to be negative goodwill and is immediately recorded within the income statement.
Where business combinations are discontinued, whether by closure or disposal to third parties, any resultant gain or loss on the discontinued operation is identified separately and dealt with in the Group’s consolidated income statement as a separate item.
Financial instruments
The Group’s principal financial assets are cash and cash equivalents and receivables. The Group also holds a short-term investment available for sale.
The Group's accounting policy for each category of financial asset is as follows:
Financial assets held at amortised cost
Trade receivables and other receivables are classified as financial assets held at amortised cost as they are held within a business model whose objective is to collect contractual cashflows which are solely payments of principal and interest. They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment.
Impairment provisions are recognised under the expected loss model with changes in the provision being recorded in the statement of comprehensive income. For receivables, which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses in the statement of comprehensive income. On confirmation that the receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.
Financial assets held at fair value
Investments available for sale are measured at fair value through the profit and loss account as their value will be recovered through sale.
Cash and cash equivalents
These amounts comprise cash on hand and balances with banks. Cash equivalents are short term, highly liquid accounts that are readily converted to known amounts of cash. They include short-term bank deposits and short-term investments.
Any cash or bank balances that are subject to any restrictive conditions, such as cash held in escrow pending the conclusion of conditions precedent to completion of a contract, are disclosed separately as “Restricted cash”.
There is no significant difference between the carrying value and fair value of receivables.
Financial liabilities
The Group’s financial liabilities consist of trade and other payables (including short terms loans) and long term secured borrowings. These are initially recognised at fair value and subsequently carried at amortised cost, using the effective interest method. Where any liability carries a right to convertibility into shares in the Group, the fair value of the equity and liability portions of the liability is determined at the date that the convertible instrument is issued, by use of appropriate discount factors.
Foreign currency
The functional currency of the Company and all of its subsidiaries outside
Transactions entered into by the Group entities in a currency other than the currency of the primary economic environment in which it operates (the “functional currency”) are recorded at the rates ruling when the transactions occur. Foreign currency monetary assets and liabilities are translated at the rates ruling at the date of the statement of financial position. Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are similarly recognised immediately in profit or loss, except for foreign currency borrowings qualifying as a hedge of a net investment in a foreign operation.
The exchange rates applied at each reporting date were as follows:
- 30 April 2020
$1 .2604: £1 and $1: RON 4.4541 and $1: ZWL 25.0000 - 30 April 2019
$1 .3036: £1 and $1: RON 4.2440 and $1: ZWL 3.2641 - 31 March 2018
$1 .4012: £1 and $1: RON 3.7779 and $1: ZWL 1.0000
On 22 February 2019 all
Intangible assets - Mining rights
Mineral rights are recorded at cost less amortisation and provision for diminution in value. Amortisation will be over the estimated life of the commercial ore reserves on a unit of production basis.
Licences for the exploration of natural resources will be amortised over the lower of the life of the licence and the estimated life of the commercial ore reserves on a unit of production basis.
Inventories
Inventories are initially recognised at cost, and subsequently at the lower of cost and net realisable value. Cost comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Weighted average cost is used to determine the cost of ordinarily inter-changeable items.
Mining inventory includes run of mine stockpiles, minerals in circuit, finished goods and consumables. Stockpiles, minerals in circuit and finished goods are valued at their cost of production to their point in process using a weighted average cost of production, or net realisable value, whichever is the lower. Low grade stockpiles are only recognised as an asset when there is evidence to support the fact that some economic benefit will flow to the Company on the sale of such inventory. Consumables are valued at their cost of acquisition, or net realisable value, whichever is the lower.
Investment in subsidiaries
The Company’s investment in its subsidiaries is recorded at cost less any impairment.
Non-controlling interests
For business combinations completed on or after 1 January 2010 the Group has the choice, on a transaction by transaction basis, to initially recognise any non-controlling interest in the acquiree which is a present ownership interest and entitles its holders to a proportionate share of the entity's net assets in the event of liquidation at either acquisition date fair value or, at the present ownership instruments' proportionate share in the recognised amounts of the acquiree's identifiable net assets. Other components of non-controlling interest such as outstanding share options are generally measured at fair value.
The total comprehensive income of non-wholly owned subsidiaries is attributed to owners of the parent and to the non-controlling interests in proportion to their relative ownership interests.
Revenue
Revenue from the sales of goods is recognised when the Group has transferred the significant risks and rewards of ownership to the buyer and it is probable that the Group will receive the previously agreed upon payment. These criteria are considered to be met when the goods are delivered to the buyer. Where the buyer has a right of return, the Group defers recognition of revenue until the right to return has lapsed. However, where high volumes of sales are made to established wholesale customers, revenue is recognised in the period where the goods are delivered less an appropriate provision for returns based on past experience. Delivery of metal concentrates is the Group’s single performance obligation under its contracts with its customers. The same policy applies to warranties.
Under IFRS 15, the freight service on export commodity contracts with CIF/CFR terms represents a separate performance obligation, and a portion of the revenue earned under these contracts, representing the obligation to perform the freight service, is deferred and recognised over time as this obligation is fulfilled, along with the associated costs for which the point of recognition is dependent on the contract sales terms. The Group’s agreed terms with Mercuria, currently its sole buyer of concentrates, require that the seller must contract for and pay the costs and freight necessary to bring the goods to the named port of loading.
Provided the amount of revenue can be measured reliably and it is probable that the Group will receive any consideration, revenue for services is recognised in the period in which they are rendered.
Pension costs
Contributions to defined contribution pension schemes are charged to profit or loss in the year to which they relate.
Production expenses
Production expenses include all direct costs of production but exclude depreciation of property plant and equipment involved in the mining process, and mine and Company overhead.
Property, plant and equipment
Land is not depreciated. Items of property, plant and equipment are initially recognised at cost and are subsequently carried at depreciated cost. As well as the purchase price, cost includes directly attributable costs and the estimated present value of any future costs of dismantling and removing items. The corresponding liability is recognised within provisions.
Depreciation is provided on all other items of property and equipment so as to write off the carrying value of items over their expected useful economic lives. It is applied at the following rates:
Buildings – 2.5% per annum, straight line
Plant and machinery – 15% per annum, reducing balance
Fixtures, fittings & equipment – 20% per annum, reducing balance
Computer assets – 33.33% per annum, straight line
Motor vehicles – 15% per annum, reducing balance
Development costs associated with the development of the Zimbabwean diamond project have been expensed as the Concession has yet to receive a Special Grant.
Capital works in progress: Property, plant and equipment under construction are carried at its accumulated cost of construction and not depreciated until such time as construction is completed or the asset put into use, whichever is the earlier.
Proved mining properties
Depletion and amortisation of the full-cost pools is computed using the units-of-production method based on proved reserves as determined annually by management.
Provision for rehabilitation of mining assets
Provision for the rehabilitation of a mining property on the cessation of mining is recognised from the commencement of mining activities. This provision accounts for the full cost to rehabilitate the mine according to good practice guidelines in the country where the mine is located, which may involve more than the stipulated minimum legal commitment.
When accounting for the provision the Company recognises a provision for the full cost to rehabilitate the mine and a matching asset accounted for within the non-current mining asset. The rehabilitation provision is discounted using a risk-free rate, which is linked to the currency in which the costs are expected to be incurred, and the applicable inflation rate applied to the cash flows. The unwinding of the discounting effect is recognised within finance expenses in the income statement.
Share based payments
Equity-settled share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether the market vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, the fair value of goods and services received is charged to profit or loss, except where it is in respect to costs associated with the issue of shares, in which case, it is charged to the share premium account.
Cash-settled share-based payments
The Company also has cash-settled share-based payments arising in respect of a performance programme (see Note 22). A liability is recognised in respect of the fair-value of the benefit received under the programme and charged to profit or loss over the vesting period. The fair-value is re-measured at each reporting date with any changes taken to profit or loss.
Remuneration shares
Where remuneration shares are issued to settle liabilities to employees and consultants, any difference between the fair value of the shares on the date of issue and the carrying amount of the liability is charged to profit or loss.
Stripping costs
Costs incurred in stripping the overburden to gain access to mineral ore deposits are accounted for as follows:
Stripping costs incurred during the development phase of the mine (before production begins) are capitalised as part of the depreciable cost of building, developing and constructing the mine. Capitalised costs are amortised using the units of production method, once production begins.
Stripping costs incurred during the production phase of the mine which give rise to the production of usable inventory are accounted for in accordance with the principles contained in the Group’s policy on Inventories. Stripping costs incurred in the production phase of the mine which result in improved access to ore are capitalized and recognized as additions to non-current assets provided that it is probable that the future economic benefit from improved access to the ore body associated with the stripping activity will flow to the Company, that it is possible to identify the component of the ore body to which access has been improved and that the costs relating to the stripping activity associated with that component of the ore body can be measured reliably.
Tax
The major components of income tax on the profit or loss include current and deferred tax.
Current tax
Current tax is based on the profit or loss adjusted for items that are non-assessable or disallowed and is calculated using tax rates that have been enacted or substantively enacted by the reporting date.
Tax is charged or credited to the statement of comprehensive income, except when the tax relates to items credited or charged directly to equity, in which case the tax is also dealt with in equity.
Deferred tax
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the statement of financial position differs to its tax base, except for differences arising on:
- The initial recognition of goodwill;
- The initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects neither accounting or taxable profit; and
- Investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the reversal of the difference and it is probable that the differences will not reverse in the foreseeable future.
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be available against which the difference can be utilised.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting date and are expected to apply when deferred tax liabilities/(assets) are settled/(recovered). Deferred tax balances are not discounted.
New IFRS accounting standards
There are no new IFRS accounting standards having application to the current reporting period.
Notes to financial statements
for the year ended 30 April 2020
1 Segmental analysis
The Group operates in one business segment, the development and mining of mineral assets. The Group has interests in two geographical segments being
The Group’s operations are reviewed by the Board (which is considered to be the Chief Operating Decision Maker (‘CODM’)) and split between mining exploration and development and administration and corporate costs.
Exploration and development is reported to the CODM only on the basis of those costs incurred directly on projects. All costs incurred on the projects are capitalised in accordance with IFRS 6, including depreciation charges in respect of tangible assets used on the projects.
Administration and corporate costs are further reviewed on the basis of spend across the Group.
Decisions are made about where to allocate cash resources based on the status of each project and according to the Group’s strategy to develop the projects. Each project, if taken into commercial development, has the potential to be a separate operating segment. Operating segments are disclosed below on the basis of the split between exploration and development and administration and corporate.
Continuing operations | Discontinued operations | ||||||||
Mining, exploration and development | Admin and corporate | Total | Mining, exploration and development | Admin and corporate | Total | ||||
Europe | Africa | Europe | Africa | ||||||
$’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | ||
Twelve months to 30 April 2020 | |||||||||
Revenue | - | - | - | - | - | - | - | - | |
Production costs | - | - | - | - | - | - | - | - | |
Gross profit (loss) | - | - | - | - | - | - | - | - | |
Impairment of intangible assets | - | - | - | - | - | - | - | ||
Depreciation | (911) | - | (2) | (913) | - | - | - | - | |
Profit (loss) on sale of property, plant and equipment | - | - | - | - | - | - | - | - | |
Share option and warrant expense | - | - | (440) | (440) | - | - | - | - | |
Sundry income | 175 | - | - | 175 | - | - | - | - | |
Exchange (loss) gain | (1,170) | - | (807) | (1,977) | - | - | - | - | |
Other administrative and overhead expenses | (1,549) | - | (2,539) | (4,088) | - | - | - | - | |
Finance income | - | - | 30 | 30 | - | - | - | - | |
Finance expense | (508) | - | (591) | (1,099) | - | - | - | - | |
Profit on disposal of discontinued operations | - | - | - | - | - | - | - | - | |
Taxation (charge) | - | - | - | - | - | - | - | - | |
Profit (loss) for the year from continuing operations | (3,963) | - | (4,349) | (8,312) | - | - | - | - | |
Loss for the year from discontinued operations | - | - | - | - | |||||
30 April 2020 | |||||||||
Total assets | 14,831 | - | 2,239 | 17,070 | - | - | - | - | |
Total non-current assets | 12,627 | - | 108 | 12,735 | - | - | - | - | |
Additions to non-current assets | 2,693 | - | 63 | 2,756 | - | - | - | - | |
Total current assets | 2,716 | - | 1,619 | 4,335 | - | - | - | - | |
Total liabilities | 7,584 | - | 4,991 | 12,575 | - | - | - | - |
Continuing operations | Discontinued operations | ||||||||
Mining, exploration and development | Admin and corporate | Total | Mining, exploration and development | Admin and corporate | Total | ||||
Europe | Africa | Europe | Africa | ||||||
$’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | ||
Thirteen months to 30 April 2019 | |||||||||
Revenue | 3,328 | - | 104 | 3,432 | - | 31,243 | - | 31,243 | |
Production costs | (4,344) | - | - | (4,344) | - | (18,527) | - | (18,527) | |
Gross profit (loss) | (1,016) | - | 104 | (912) | - | 12,716 | - | 12,716 | |
Depreciation | (1,200) | - | (6) | (1,206) | - | (3,348) | - | (3,348) | |
Profit (loss) on sale of property, plant and equipment | 86 | - | (2) | 84 | - | (8) | - | (8) | |
Share option and warrant expense | - | - | (264) | (264) | - | - | - | - | |
Sundry income | 311 | - | - | 311 | - | 670 | - | 670 | |
Exchange (loss) gain | (2,283) | - | (515) | (2,798) | - | 6,494 | (779) | 5,715 | |
Other administrative and overhead expenses | (1,516) | - | (2,806) | (4,322) | - | (4,894) | (22) | (4,916) | |
Finance income | - | - | 1 | 1 | - | 2 | - | 2 | |
Finance expense | (413) | - | (432) | (845) | - | (1,014) | - | (1,014) | |
Profit on disposal of discontinued operations | - | - | - | - | - | 8,649 | - | 8,649 | |
Taxation (charge) | - | - | - | - | - | (1,408) | (11) | (1,419) | |
Profit (loss) for the year from continuing operations | (6,031) | - | (3,920) | (9,951) | - | 17,859 | (812) | 17,047 |
30 April 2019 | - | - | - | - | - | |||||||||
Total assets | 13,611 | - | 1,169 | 14,780 | - | - | - | - | ||||||
Total non-current assets | 11,220 | - | 41 | 11,261 | - | - | - | - | ||||||
Additions to non-current assets | 1,684 | - | 53 | 1,737 | - | 14,371 | - | 14,371 | ||||||
Total current assets | 2,441 | - | 1,078 | 3,519 | - | - | ||||||||
Total liabilities | 8,434 | - | 1,044 | 9,478 | - | - | - | - | ||||||
| ||||||||||||||
$’000 | $’000 | $’000 | $’000 | |||||||||||
Gold bullion | - | 31,243 | - | 27,590 | ||||||||||
Mineral concentrates Other | 3,328 104 | - - | 3,098 - | - - | ||||||||||
3,432 | 31,243 | 3,098 | 27,590 |
There were no sales made during the year.
In 2019 100% of gold bullion and mineral concentrate sales in both
Romanian revenues form part of continuing operations. All Zimbabwean revenues reported for the thirteen month period ended 30 April 2019 form part of discontinued operations.
2 Group loss from operations
2020 | 2019 | |
Group | Group | |
$’000 | $’000 | |
Operating loss is stated after charging/ (crediting): | ||
Auditors' remuneration (note 3) | 101 | 105 |
Depreciation | 913 | 1,206 |
Employee pension costs | 63 | 43 |
Share option expense | 440 | 264 |
Foreign exchange (gain) | 1,977 | 2,798 |
Loss (gain) on disposal of property, plant and equipment | - | (84) |
3 Auditor’s remuneration
2020 | 2019 | |
Group | Group | |
$’000 | $’000 | |
Fees payable to the Company's auditor for the audit of the Company's annual accounts | 77 | 59 |
Fees payable to the Company's auditor for other services: | ||
- Audit of the accounts of subsidiaries | 24 | 46 |
- Other services | - | - |
101 | 105 | |
Auditor’s remuneration from discontinued operations | - | 33 |
4 Finance income and expense
Finance income | 2020 | 2019 |
Group | Group | |
$’000 | $’000 | |
Interest received on bank deposits | 3 | 1 |
Other interest received | 27 | - |
30 | 1 |
Finance expense | 2020 | 2019 |
Group | Group | |
$’000 | $’000 | |
Finance expense on secured borrowings | 1,079 | 770 |
Finance expense on unsecured borrowings | 20 | 75 |
1,099 | 845 | |
Finance expense from discontinued operations | - | 1,014 |
5 Taxation
2020 | 2019 | |
Group | Group | |
$’000 | $’000 | |
Income tax on profits | - | - |
Deferred tax charge | - | - |
Tax charge (credit) | - | - |
Income tax on profits | - | 485 |
Deferred tax charge | - | 934 |
Tax charge from discontinued operations | - | 1,419 |
2020 | 2019 | |
Group | Group | |
$’000 | $’000 | |
The tax assessed for the year is lower than the standard rate of corporation tax in the | ||
Profit / (loss) before taxation | (8,312) | 8,515 |
Profit / (loss) before taxation at the standard rate of corporation tax in the | (1,579) | 1,618 |
Difference in tax rates in foreign jurisdictions | (137) | 2,007 |
Income not chargeable to tax | - | (4,629) |
Expenses not allowed for tax | 110 | 1,308 |
Short term timing differences | (305) | (1,056) |
Loss carried forward | (1,911) | (1,237) |
Income tax charge on profits | - | 485 |
There was no taxation charge for continuing operations during the year (2019: US$ nil).
Deferred tax assets are only recognised in the Group where the company concerned has a reasonable expectation of future profits against which the deferred tax asset may be recovered.
Tax losses | 2020 | 2019 | 2020 | 2019 |
Group | Group | Company | Company | |
$’000 | $’000 | $’000 | $’000 | |
Accumulated tax losses | 54,658 | 47,460 | 31,541 | 29,407 |
However, these losses will only be recoverable against future profits, the timing of which is uncertain, and a deferred tax asset has not been recognised in respect of these losses. A deferred tax asset has not been recognised in respect of accumulated tax losses for the Company.
6 Employees
2020 | 2019 | 2019 | ||||||||
Group | Group | Continuing | Discontinued | |||||||
$’000 | $’000 | $’000 | $’000 | |||||||
Staff costs (including directors) consist of: | ||||||||||
Wages and salaries – management | 723 | 1,383 | 753 | 630 | ||||||
Wages and salaries – other | 1,891 | 6,057 | 2,444 | 3,613 | ||||||
2,614 | 7,440 | 3,197 | 4,243 | |||||||
Consultancy fees | 508 | 1,057 | 754 | 303 | ||||||
Social Security costs | 31 | 257 | 165 | 92 | ||||||
Healthcare costs | 1 | - | - | - | ||||||
Pension costs | 63 | 201 | 43 | 158 | ||||||
3,217 | 8,955 | 4,159 | 4,796 | |||||||
The average number of employees (including directors) during the year was as follows: | ||||||||||
Management | 11 | 19 | 11 | 8 | ||||||
Other operations | 168 | 590 | 208 | 382 | ||||||
179 | 609 | 219 | 390 |
The comparative figures for 2019 include employees from discontinued operations.
7 Directors’ remuneration
2020 | 2019 | |
Group | Group | |
$’000 | $’000 | |
Directors’ emoluments | 710 | 697 |
Company contributions to pension schemes | 2 | - |
Healthcare costs | - | - |
Directors and key management remuneration | 712 | 697 |
Gain on share options exercised by directors (not charged to profit or loss as explained below) | - | - |
The Directors are considered to be the key management of the Group and Company.
Five of the Directors at the end of the period have share options receivable under long term incentive schemes. The highest paid Director received an amount of
Included within the above remuneration are amounts accrued at 30 April 2020.
8 Earnings per share
30 Apr 2020 | 30 Apr 2019 | |
Group | Group | |
Profit and loss per ordinary share has been calculated using the weighted average number of ordinary shares in issue during the relevant financial year. | ||
The weighted average number of ordinary shares in issue for the period is: | 9,597,112,214 | 5,887,042,985 |
Profit / (loss) for the period: ($’000) | (8,000) | 243 |
Profit / (Loss) per share basic and diluted (cents) | (0.08) | 0.00 |
Profit / (loss) for the period from continuing operations: ($’000) | (8,000) | (9,649) |
Profit / (loss) per share for the period from continuing operations - basic and diluted | (0.08) | (0.16) |
Profit / (loss) for the period from discontinued operations: ($’000) | - | 9,892 |
Profit / (loss) per share for the period from discontinued operations - basic and diluted | - | 0.17 |
The effect of all potentially dilutive share options is anti-dilutive. |
9 Loss for the financial year
The Company has adopted the exemption allowed under Section 408(1b) of the Companies Act 2006 and has not presented its own income statement in these financial statements.
10 Property, plant and equipment
Group | Plant and machinery | Fixtures, fittings and equipment | Computer assets | Motor vehicles | Buildings and Improvements | Mining assets | Capital Work in progress | Total |
$’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | |
Cost at 1 April 2018 | 19,247 | 170 | 291 | 699 | 3,740 | 27,431 | 2,243 | 53,821 |
Additions during the period | 1,392 | 103 | 118 | 313 | 176 | 5,428 | 3,861 | 11,391 |
Acquired through business combination | 2,812 | 21 | 102 | 2 | 1,790 | - | - | 4,727 |
Reclassification | 246 | - | - | - | 134 | - | (380) | - |
Disposals during the period | (14) | - | - | - | (82) | - | - | (96) |
Discontinued operations | (20,142) | (243) | (382) | (707) | (2,240) | (26,188) | (2,830) | (52,732) |
Impairment | ||||||||
Foreign exchange movements | (338) | (5) | (11) | (62) | (306) | (497) | (110) | (1,329) |
Cost at 30 April 2019 | 3,203 | 46 | 118 | 245 | 3,212 | 6,174 | 2,784 | 15,782 |
Additions during the year | 2 | 3 | 36 | 37 | - | 143 | 2,535 | 2,756 |
Foreign exchange movements | (141) | (1) | (4) | (17) | (119) | (190) | (113) | (585) |
Cost at 30 April 2020 | 3,064 | 48 | 150 | 265 | 3,093 | 6,127 | 5,206 | 17,953 |
Depreciation at 1 April 2018 | 4,798 | 83 | 140 | 405 | 538 | 1,719 | 604 | 8,287 |
Charge for the year | 2,816 | 44 | 162 | 100 | 210 | 1,222 | - | 4,554 |
Acquired through business combination | 52 | - | 9 | - | - | - | - | 61 |
Disposals during the year | (4) | - | - | - | - | - | - | (4) |
Discontinued operations | (5,402) | (84) | (238) | (319) | (68) | (1,828) | - | (7,939) |
Foreign exchange movements | (201) | (8) | (7) | (54) | (95) | (73) | - | (438) |
Depreciation at 30 April 2019 | 2,059 | 35 | 66 | 132 | 585 | 1,040 | 604 | 4,521 |
Charge for the year | 455 | 12 | 14 | 26 | 342 | 64 | - | 913 |
Foreign exchange movements | (117) | - | (2) | (7) | (52) | (38) | - | (216) |
Depreciation at 30 April 2020 | 2,397 | 47 | 78 | 151 | 875 | 1,066 | 604 | 5,218 |
Net book value at 31 March 2018 | 14,449 | 87 | 151 | 294 | 3,202 | 25,712 | 1,639 | 45,534 |
Net book value at 30 April 2019 | 1,144 | 11 | 52 | 113 | 2,627 | 5,134 | 2,180 | 11,261 |
Net book value at 30 April 2020 | 667 | 1 | 72 | 114 | 2,218 | 5,061 | 4,602 | 12,735 |
Company | Plant and machinery | Fixtures, fittings and equipment | Computer assets | Motor vehicles | Buildings and Improvements | Total |
$’000 | $’000 | $’000 | $’000 | $’000 | $’000 | |
Cost at 31 March 2018 | 30 | 5 | 23 | - | - | 58 |
Additions during the period | - | - | - | - | - | - |
Disposals during the period | - | - | - | - | - | - |
Cost at 30 April 2019 | 30 | 5 | 23 | - | - | 58 |
Additions during the year | - | - | 2 | - | - | 2 |
Disposals during the year | - | - | - | - | - | - |
Cost at 30 April 2020 | 30 | 5 | 25 | - | - | 60 |
Depreciation at 31 March 2018 | 30 | 5 | 23 | - | - | 58 |
Charge for the period | - | - | - | - | - | - |
Disposals during the period | - | - | - | - | - | - |
Depreciation at 30 April 2019 | 30 | 5 | 23 | - | - | 58 |
Charge for the year | - | - | - | - | - | - |
Disposals during the year | - | - | - | - | - | - |
Depreciation at 30 April 2020 | 30 | 5 | 23 | - | - | 58 |
Net book value at 30 April 2019 | - | - | - | - | - | - |
Net book value at 30 April 2020 | - | - | 2 | - | - | 2 |
11 Investments in subsidiaries
2020 | 2019 | |
Company | Company | |
$’000 | $’000 | |
Cost at the beginning of the year | 1,674 | 1,584 |
Additions during the year | - | 90 |
Derecognise Millwall Ltd - cessation of activities | (377) | - |
Cost at the end of the year | 1,297 | 1,674 |
The principal subsidiaries of Vast Resources plc, all of which are included in these consolidated Annual Financial Statements, are as follows:
Company | Country of registration | Class | Proportion held by group | Nature of business | |
2020 | 2019 | ||||
Vast Baita Plai SA (formerly African Consolidated Resources SRL) | Ordinary | 80% | 80% | Mining exploration and development | |
Sinarom Mining Group SRL | Ordinary | 100% | 100% | Mining exploration and development | |
Vast Resources Romania Ltd | Ordinary | 100% | 100% | Holding company | |
Vast Resources Zimbabwe (Private) Limited | Ordinary | 100% | 100% | Mining exploration and development |
The table above shows the principal subsidiaries of the Company. A full list of all group subsidiaries is given in Note 27, at the end of this report.
12 Discontinued operations
There were no operations discontinued during the current year.
In the previous period to 30 April 2019, on 23rd April 2019, the Group disposed of its remaining 25.01% interest in Dallaglio Investments (Private) Limited, the holding company for the Pickstone Peerless and Eureka Gold mines in
Included in the comparative figures for the thirteen months ended 30 April 2019 are amounts in respect of the profit after taxation from discontinued activities, the gain on disposal of operations, and the cash generated by the discontinued operations. The breakdown of these amounts is as follows:
Profit after taxation from discontinued operations
30 Apr 2019 | |
Group | |
$’000 | |
Gain on disposal of operations | 8,649 |
Profit after tax from discontinued operations before | 2,683 |
Profit after tax from discontinued operations - devaluation gains | 5,715 |
Total profit after taxation from discontinued operations | 17,047 |
Gain on disposal of operations | ||||||||
30 Apr 2019 | ||||||||
Group | ||||||||
$’000 | ||||||||
Consideration received | 3,500 | |||||||
Net assets derecognised | (24,792) | |||||||
Non-controlling interest de-recognised | 29,941 | |||||||
Fair value of retained interest | - | |||||||
Cumulative gain/loss on financial assets at FVTOCI reclassified on loss of control of subsidiaries | - | |||||||
Cumulative exchange differences in respect of net assets of the subsidiaries reclassified from equity on loss of control of subsidiaries | - | |||||||
Total gain on disposal of operations | 8,649 | |||||||
Components of profit after tax from discontinued operations | ||||||||
30 Apr 2019 | ||||||||
Group | ||||||||
$’000 | ||||||||
Revenue | 31,243 | |||||||
Cost of sales | (18,527) | |||||||
Gross profit | 12,716 | |||||||
Overhead expenses | (1,887) | |||||||
Depreciation | (3,348) | |||||||
(Loss) profit on disposal of fixed assets | (8) | |||||||
Sundry income | 670 | |||||||
Exchange gains | 5,715 | |||||||
Other administrative expenses | (4,916) | |||||||
Profit from operations | 10,829 | |||||||
Finance income | 2 | |||||||
Finance expense | (1,014) | |||||||
Loss on disposal of interest in subsidiary loans | - | |||||||
Profit before taxation from continuing operations | 9,817 | |||||||
Taxation charge | (1,419) | |||||||
Total profit after taxation for the year | 8,398 | |||||||
Other comprehensive income | (3) | |||||||
Total comprehensive profit for the period | 8,395 | |||||||
Total comprehensive profit attributable to: | ||||||||
The equity holders of the parent company | 1,249 | |||||||
Non-controlling interest | 7,146 | |||||||
8,395 |
Cash generated from continuing and discontinued activities
2019 | ||||||
Continuing operations | Discontinued operations | |||||
Operating activities | (7,872) | 13,226 | ||||
Investing activities | (1,348) | (11,983) | ||||
Financing activities | 5,262 | 1,985 | ||||
13 Loans to group companies
Loans to Group companies are repayable on demand. The treatment of this balance as non-current reflects the Company’s expectation of the timing of receipt.
14 Inventory
Apr 2020 | Apr 2019 | Apr 2020 | Apr 2019 | |
Group | Group | Company | Company | |
$’000 | $’000 | $’000 | $’000 | |
Minerals held for sale | 58 | 61 | - | - |
Production stockpiles | 46 | 48 | - | - |
Consumable stores | 372 | 304 | - | - |
476 | 413 | - | - |
15 Receivables
Apr 2020 | Apr 2019 | Apr 2020 | Apr 2019 | |
Group | Group | Company | Company | |
$’000 | $’000 | $’000 | $’000 | |
Trade receivables | 359 | - | - | - |
Other receivables | 801 | 1,502 | 86 | 137 |
Short term loans | 212 | 174 | 212 | 224 |
Prepayments | 81 | 74 | - | - |
VAT | 1,008 | 787 | - | - |
2,461 | 2,537 | 298 | 361 |
Of which: | Of which: not impaired as at 30 April 2020 and past due in the following periods: | ||||||
Carrying amount before deducting any impairment loss | Related Impairment loss | Net carrying amount | Neither impaired nor past due on 30 April 2020 | Not more than three months | More than three months and not more than six months | More than six months | |
Trade receivables | 1,133 | 774 | 359 | 352 | - | 7 | - |
Other receivables | 1,069 | 268 | 801 | 801 | - | - | - |
2,202 | 1,042 | 1,160 | 1,153 | - | 7 | - |
At the reporting date, included within VAT receivable is an amount in respect of VAT owed to Vast Baita Plai SA (formerly African Consolidated Resources SRL) of
16 Available for sale investments
During the year Vast Resources PLC acquired a short-term investment in the Convertible 15% Loan Notes of EMA of principal value
17 Loans and borrowings
Apr 2020 | Apr 2019 | Apr 2020 | Apr 2019 | |
Group | Group | Company | Company | |
$’000 | $’000 | $’000 | $’000 | |
Non-current | ||||
Secured borrowings | 8,361 | 4,461 | 4,410 | - |
Unsecured borrowings | 179 | - | 179 | 310 |
less amounts payable in less than 12 months | (197) | - | - | |
8,343 | 4,461 | 4,589 | 310 | |
Current | ||||
Secured borrowings | - | 978 | - | |
Unsecured borrowings | 195 | 498 | - | - |
Bank overdrafts | - | - | - | |
Current portion of long term borrowings - secured | 18 | - | - | - |
- unsecured | 179 | - | ||
392 | 1,476 | - | - | |
Total loans and borrowings | 8,735 | 5,937 | 4,589 | 310 |
Non-current secured borrowings consist of:
US$ 4,410,477 (2019: US$ nil) first tranche of$15,000,000 Convertible Bond facility issued to Atlas Special Opportunities LLC. The Bonds are secured by a charge on the assets held by Vast Baita Plai SA (formerly African Consolidated Resources SRL) which is the holder of the rights to the Baita Plai Mine and by a pledge on both Vast Resources PLC and AP Mining Group’s shares in Vast Baita Plai SA. The loan bears interest at 5%, and a 10% redemption premium (calculated on the principal amount). The bonds are repayable in two years from the issue of each tranche. The principal amount of the first tranche due on maturity isUS$ 7,101,947 . The difference between the carrying value ofUS$4,410,477 and the amount due at maturity will be recognised in the statement of comprehensive income using the amortised cost approach over the term of the tranche. This includes the cost of warrants issued to Atlas Special Opportunities LLC at draw down which amounted toUS$ 1.310 million and other facility related costs.US$ 3,925,465 (2019:US$ 4,417,010 ) secured offtake finance from Mercuria Energy Trading SA. The loan is secured by a charge on the assets held by Sinarom Mining Group SRL which is the holder of the rights to the Manaila Mine and by a pledge on the shares of Vast Resources PLC 100% holding. The loan bore interest during the period of 9.5%.US$ 25,738 (2019:US$ 43,449 ) asset financing loans secured on the underlying movable assets belonging to Vast Baita Plai SA.
Current unsecured borrowing consists of:
US$ 194,663 (2019:US$ 189,072 ) loans from the non-controlling interests in Vast Baita Plai SA, the holder of the rights to the Baita Plai Mine. The loans from the non-controlling interests are interest free and have no fixed terms of repayment. There is no expectation that this loan will be called.US$ 179,402 (2019: 309,635) loan from M Semere bearing an interest rate of 6%. There is no expectation that this loan will be called.
Reconciliation of liabilities arising from financing activities
Non-cash changes | ||||||||
2020 Group | 1 May 2019 | Cash -flows | Amortised finance charges | Loans repaid in shares | Issuance of warrants | Exchange adjustments | 30 Apr 2020 | |
$'000s | $'000s | $'000s | $'000s | $'000s | $'000s | $'000s | ||
Long-term borrowings | 4,461 | 4,357 | 865 | (30) | (1,310) | 8,343 | ||
Short-term borrowings | 1,476 | (1,311) | 234 | - | - | (7) | 392 | |
Total liabilities | ||||||||
from financing activities | 5,937 | 3,046 | 1,099 | (30) | (1,310) | (7) | 8,735 |
Non-cash changes | |||||||||||||||
2019 Group | 1 Apr 2018 | Cash -flows | Amortised finance charges | Loans repaid in shares | Disposal of liabilities | Exchange adjustments | 30 Apr 2019 | ||||||||
$'000s | $'000s | $'000s | $'000s | $'000s | $'000s | $'000s | |||||||||
Long-term borrowings | 22,635 | (3,754) | 412 | - | (14,873) | 41 | 4,461 | ||||||||
Short-term borrowings | 4,331 | 7,896 | 1,435 | (900) | (5,743) | (5,543) | 1,476 | ||||||||
Total liabilities | |||||||||||||||
from financing activities | 26,966 | 4,142 | 1,847 | (900) | (20,616) | (5,502) | 5,937 | ||||||||
Non-cash changes | |||||||||||||||
2020 Company | 1 May 2019 | Cash -flows | Amortised finance charges | Loans repaid in shares | Issuance of warrants | Exchange adjustments | 30 Apr 2020 | ||||||||
$'000s | $'000s | $'000s | $'000s | $'000s | $'000s | $'000s | |||||||||
Long-term borrowings | 310 | 5,259 | 367 | (30) | (1,310) | (7) | 4,589 | ||||||||
Short-term borrowings | - | - | - | - | - | - | - | ||||||||
Total liabilities | |||||||||||||||
from financing activities | 310 | 5,259 | 367 | (30) | (1,310) | (7) | 4,589 |
Non-cash changes | |||||||
2019 Company | 1 Apr 2018 | Cash -flows | Amortised finance charges | Loans repaid in shares | Disposal of liabilities | Exchange adjustments | 30 Apr 2019 |
$'000s | $'000s | $'000s | $'000s | $'000s | $'000s | $'000s | |
Long-term borrowings | - | 310 | - | - | - | - | 310 |
Short-term borrowings | - | - | - | - | - | - | - |
Total liabilities | |||||||
from financing activities | - | 310 | - | - | - | - | 310 |
18 Trade and other payables
Apr 2020 | Apr 2019 | Apr 2020 | Apr 2019 | |
Group | Group | Company | Company | |
$’000 | $’000 | $’000 | $’000 | |
Trade payables | 1,645 | 1,193 | 332 | 288 |
Other payables | 864 | 615 | 544 | 470 |
Other taxes and social security taxes | 672 | 1,027 | 2 | 9 |
Accrued expenses | 239 | 217 | 70 | - |
3,420 | 3,052 | 948 | 767 |
Maturity profile for trade and other payables | ||||||
Amount | 30 days | 60 days | 90 days | 120 days | 121 days or more | |
Trade payables | 1,645 | 902 | 45 | 101 | 140 | 457 |
Other payables | 864 | 384 | 0 | 0 | 0 | 480 |
19 Provisions
Apr 2020 | Apr 2019 | Apr 2020 | Apr 2019 | ||||||||
Group | Group | Company | Company | ||||||||
$’000 | $’000 | $’000 | $’000 | ||||||||
Provision for rehabilitation of mining properties | |||||||||||
- Provision brought forward from previous periods | 489 | 1,397 | - | - | |||||||
- Liability recognised during period | - | - | - | - | |||||||
- Adjustment to provision during year | (69) | ||||||||||
- Derecognised on disposal of subsidiary | (908) | - | - | ||||||||
420 | 489 | - | - | ||||||||
As more fully set out in the Statement of Accounting Policies, the Group provides for the cost of the rehabilitation of a mining property on the cessation of mining. Provision for this cost is recognised from the commencement of mining activities.
This provision accounts for the estimated full cost to rehabilitate the mine at Manaila according to good practice guidelines in the country where the mine is located, which may involve more than the stipulated minimum legal commitment.
When accounting for the provision the Group recognises a provision for the full cost to rehabilitate the mine and a matching asset accounted for within the non-current mining asset.
20 Financial instruments – risk management
Significant accounting policies
Details of the significant accounting policies in respect of financial instruments are disclosed earlier in this report. The Group’s financial instruments comprise available for sale investments, cash and items arising directly from its operations such as other receivables, trade payables and loans.
Financial risk management
The Board seeks to minimise its exposure to financial risk by reviewing and agreeing policies for managing each financial risk and monitoring them on a regular basis. No formal policies have been put in place in order to hedge the Group and Company’s activities to the exposure to currency risk or interest risk; however, the Board will consider this periodically. No derivatives or hedges were entered into during the year.
The Group and Company is exposed through its operations to the following financial risks:
- Credit risk
- Market risk (includes cash flow interest rate risk and foreign currency risk)
- Liquidity risk
The policy for each of the above risks is described in more detail below.
The principal financial instruments used by the Group, from which financial instruments risk arises are as follow:
- Receivables
- Cash and cash equivalents
- Trade and other payables (excluding other taxes and social security) and loans
- Available for sale investments
The table below sets out the carrying value of all financial instruments by category and where applicable shows the valuation level used to determine the fair value at each reporting date. The fair value of all financial assets and financial liabilities is not materially different to the book value.
2020 | 2019 | 2020 | 2019 | |
Group | Group | Company | Company | |
$’000 | $’000 | $’000 | $’000 | |
Loans and receivables | ||||
Cash and cash equivalents | 478 | 569 | 390 | 218 |
Receivables | 2,461 | 2,537 | 298 | 361 |
Loans to Group Companies | - | - | 27,258 | 30,933 |
Available for sale financial assets | ||||
Available for sale investments (valuation level 1) | 920 | - | 920 | - |
Other liabilities | ||||
Trade and other payables (excl short term loans) | 3,420 | 3,052 | 948 | 767 |
Loans and borrowings | 8,735 | 5,937 | 4,589 | 310 |
Credit risk
Financial assets, which potentially subject the Group and the Company to concentrations of credit risk, consist principally of cash, short-term deposits, an available for sale investment in 15% loan notes funding the Blueberry project, and other receivables. Cash balances are all held at recognised financial institutions. The 15% loan notes are considered fully recoverable given the project prospects and are currently being marketed. Other receivables are presented net of allowances for doubtful receivables. Other receivables currently form an insignificant part of the Group’s and the Company’s business and therefore the credit risks associated with them are also insignificant to the Group and the Company as a whole.
The Company has a credit risk in respect of inter-company loans to subsidiaries. The recoverability of these balances is dependent on the commercial viability of the exploration activities undertaken by the respective subsidiary companies. The credit risk of these loans is managed as the directors constantly monitor and assess the viability and quality of the respective subsidiary's investments in intangible mining assets.
Maximum exposure to credit risk
The Group’s maximum exposure to credit risk by category of financial instrument is shown in the table below:
2020 | 2020 | 2019 | 2019 | |
Carrying value | Maximum exposure | Carrying value | Maximum exposure | |
$’000 | $’000 | $’000 | $’000 | |
Cash and cash equivalents | 478 | 478 | 569 | 569 |
Receivables | 2,461 | 2,461 | 2,537 | 10,454 |
Available for sale investments | 920 | 920 | - | - |
The Company’s maximum exposure to credit risk by category of financial instrument is shown in the table below:
2020 | 2020 | 2019 | 2019 | |
Carrying value | Maximum exposure | Carrying value | Maximum exposure | |
$’000 | $’000 | $’000 | $’000 | |
Cash and cash equivalents | 390 | 390 | 218 | 218 |
Receivables | 298 | 329 | 361 | 361 |
Available for sale investments | 920 | 920 | - | - |
Loans to Group Companies | 27,258 | 27,258 | 30,933 | 36,237 |
Market risk
Cash flow interest rate risk
The Group has adopted a non-speculative policy on managing interest rate risk. Only approved financial institutions with sound capital bases are used to borrow funds and for the investments of surplus funds.
The Group and the Company seeks to obtain a favourable interest rate on its cash balances through the use of bank deposits. At the reporting date, the Group had a cash balance of
2020 | 2019 | |
Group | Group | |
$’000 | $’000 | |
Sterling | 385 | 218 |
United States Dollar | 77 | 205 |
Euro | - | - |
Lei ( | 12 | 31 |
Zimbabwe Dollar | 4 | 115 |
478 | 569 |
At the reporting date, the Company had a cash balance of
2020 | 2019 | |
Company | Company | |
$’000 | $’000 | |
Sterling | 385 | 218 |
United States Dollar | 4 | - |
Euro | - | - |
Lei ( | 1 | - |
390 | 218 |
The Group had interest bearing debts at the current year end of
Interest rate | 2020 Group | 2019 Group | 2020 Company | 2019 Company | |
$’000 | $’000 | $’000 | $’000 | ||
Secured long-term loans | 5 -9.5% | 8,361 | 4,461 | - | - |
Secured short-term loans | 12% | - | 978 | ||
Unsecured loans | 6% | 179 | 310 | 179 | 310 |
8,540 | 5,749 | 179 | 310 | ||
These loans are repayable as follows: | |||||
- Within 1 year | 179 | 1,288 | 179 | 310 | |
- Between 1 and 2 years | 8,361 | 4,461 | - | - | |
- In more than 2 years | - | - | - | - |
Borrowings of
Foreign currency risk
Foreign exchange risk is inherent in the Group’s and the Company’s activities and is accepted as such. The majority of the Group’s expenses are denominated in
Sterling | US Dollar | Euro | Other | Total | |
At 30 April 2020 | $’000 | $’000 | $’000 | $’000 | $’000 |
Cash and cash equivalents | 385 | 77 | - | 16 | 478 |
Trade and other receivables | - | 550 | - | 1,911 | 2,461 |
Trade and other payables | (443) | (1,184) | - | (1,793) | (3,420) |
Available for sale investments | - | 920 | - | - | 920 |
At 30 April 2019 | |||||
Cash and cash equivalents | 218 | 205 | - | 146 | 569 |
Trade and other receivables | 162 | 387 | - | 1,988 | 2,537 |
Trade and other payables | (320) | (461) | - | (2,271) | (3,052) |
Available for sale investments | - | - | - | - | - |
The effect of a 10% strengthening of Sterling against the US dollar at the reporting date, all other variables held constant, would have resulted in increasing post tax losses by
At 30 April 2020 and 30 April 2019, the currency exposure of the Company was as follows:
Sterling | US Dollar | Euro | Other | Total | |
At 30 April 2020 | $’000 | $’000 | $’000 | $’000 | $’000 |
Cash and cash equivalents | 385 | 4 | - | 1 | 390 |
Trade and other receivables | - | 298 | - | - | 298 |
Loans to Group companies | 27,258 | - | 27,258 | ||
Trade and other payables | (443) | (505) | - | - | (948) |
Available for sale investments | - | 920 | - | - | 920 |
At 30 April 2019 | |||||
Cash and cash equivalents | 218 | - | - | - | 218 |
Other receivables | 137 | 224 | - | - | 361 |
Loans to Group companies | 30,933 | - | 30,933 | ||
Trade and other payables | (320) | (447) | - | - | (767) |
Available for sale investments | - | - | - | - |
Liquidity risk
Any borrowing facilities are negotiated with approved financial institutions at acceptable interest rates. All assets and liabilities are at fixed and floating interest rate. The Group and the Company seeks to manage its financial risk to ensure that sufficient liquidity is available to meet the foreseeable needs both in the short and long term. See also references to Going Concern disclosures in the Strategic Report.
The Group’s maximum loan and borrowing balances are shown in the table below:
2020 | 2020 | 2019 | 2019 | |
Carrying value | Total Contractual Future Cashflows | Carrying value | Total Contractual Future Cashflows | |
$’000 | $’000 | $’000 | $’000 | |
Loans and borrowings | 8,735 | 12,711 | 5,937 | 6,912 |
The Company’s maximum loan and borrowing balances are shown in the table below:
2020 | 2020 | 2019 | 2019 | |
Carrying value | Total Contractual Future Cashflows | Carrying value | Total Contractual Future Cashflows | |
$’000 | $’000 | $’000 | $’000 | |
Loans and borrowings | 4,589 | 7,912 | 310 | 329 |
Estimated future interest charges for the Group are
Estimated future interest charges for the Company are
As set out in Note 18 of the consolidated trade and other payables balance of
Capital
The objective of the Directors is to maximise shareholder returns and minimise risks by keeping a reasonable balance between debt and equity. In previous years the Company and Group has minimised risk by being purely equity financed. In the current year, the Group has assumed debt risk but has kept the net debt amount as low as possible.
The Group’s debt to equity ratio is 183.7% (2019: 101.2%), calculated as follows: | Apr 2020 | Apr 2019 |
$000’s | $'000 | |
Loans and borrowings | 8,735 | 5,937 |
Less: cash and cash equivalents | (478) | (569) |
Net debt | 8,257 | 5,368 |
Total equity | 4,495 | 5,302 |
Debt to capital ratio (%) | 183.7% | 101.2% |
21 Share capital
Ordinary 0.1p | Deferred 0.9p | Share premium | |||
No of shares | Nominal value | No of shares | Nominal value | ||
As at 31 March 2018 | 5,125,286,982 | 7,190 | 863,562,664 | 12,850 | 77,237 |
Issued during the period * | 2,819,884,329 | 3,662 | - | - | 4,448 |
As at 30 April 2019 | 7,945,171,311 | 10,852 | 863,562,664 | 12,850 | 81,685 |
Issued during the year * | 2,734,051,311 | 3,394 | - | - | 1,312 |
As at 30 April 2020 | 10,679,222,622 | 14,246 | 863,562,664 | 12,850 | 82,997 |
* Details of the shares issued during the year are as shown in the table below and in the Statement of Changes of Equity.
There were no shares reserved for issue under share options at 30 April 2020 (2019: nil).
The deferred shares carry no rights to dividends or to participate in any way in the income or profits of the Company. They may receive a return of capital equal to the amount paid up on each deferred share after the ordinary shares have received a return of capital equal to the amount paid up on each ordinary share plus £10,000,000 on each ordinary share, but no further right to participate in the assets of the Company. The Company may, subject to the Statutes, acquire all or any of the deferred shares at any time for no consideration. The deferred shares carry no votes.
The ordinary shares carry all the rights normally attributed to ordinary shares in a company subject to the rights of the deferred shares.
See also Note 26 for details of share issues after the reporting date.
Date of issue | No of shares | Issue price (p) | Purpose of issue |
2020 | ||||
4 Jun 2019 | 775,862,068 | 0.116 | Placing | |
27 Jun 2019 | 1,221 | 0.5 | Exercise of open offer warrants | |
8 Aug 2019 | 244 | 0.5 | Exercise of open offer warrants | |
23 Aug 2019 | 595,454,545 | 0.11 | Placing | |
7 Oct 2019 | 902,592,977 | 0.2 | Placing | |
31 Oct 2019 | 17,000,000 | 0.13 | Subscription | |
31 Oct 2019 | 17,000,000 | 0.15 | Subscription | |
13 Nov 2019 | 20,000,000 | 0.25 | Subscription | |
2 Jan 2020 | 18,318 | 0.5 | Exercise of open offer warrants | |
7 Jan 2020 | 72,629 | 0.5 | Exercise of open offer warrants | |
7 Jan 2020 | 188,000 | 0.5 | Exercise of open offer warrants | |
8 Jan 2020 | 1,275 | 0.5 | Exercise of open offer warrants | |
03 Apr 2020 | 13,703,171 | 0.174 | To settle liabilities | |
22 Apr 2020 | 98,047,386 | 0.153 | Subscription | |
30 Apr 2020 | 294,109,477 | 0.153 | Placing | |
2,734,051,311 |
Date of issue | No of shares | Issue price (p) | Purpose of issue |
2019 | ||||||
5 Apr 2018 | 8,200,000 | 0.5 | Exercise of open offer warrants | |||
10 May 2018 | 244,240 | 0.5 | Exercise of open offer warrants | |||
15 May 2018 | 513,456 | 0.5 | Exercise of open offer warrants | |||
23 May 2018 | 300,000 | 0.5 | Exercise of open offer warrants | |||
31 May 2018 | 539,280 | 0.5 | Exercise of open offer warrants | |||
22 Jun 2018 | 78,701 | 0.5 | Exercise of open offer warrants | |||
27 Jun 2018 | 238,095,238 | 0.525 | Placing | |||
24 Jul 2018 | 2,426,640 | 0.5 | Exercise of open offer warrants | |||
2 Aug 2018 | 400,000 | 0.5 | Exercise of open offer warrants | |||
7 Aug 2018 | 1,384,087 | 0.5 | Exercise of open offer warrants | |||
28 Aug 2018 | 3,000,000 | 0.5 | Exercise of open offer warrants | |||
29 Aug 2018 | 14,043 | 0.5 | Exercise of open offer warrants | |||
29 Aug 2018 | 133,914,127 | 0.645 | Subscription | |||
29 Sep 2018 | 354,006 | 0.5 | Exercise of open offer warrants | |||
12 Oct 2018 | 13,920 | 0.5 | Exercise of open offer warrants | |||
16 Oct 2018 | 57,331 | 0.5 | Exercise of open offer warrants | |||
18 Oct 2018 | 70,847,785 | 0.6 | Placing | |||
18 Oct 2018 | 16,666,666 | 0.6 | Exercise of open offer warrants | |||
2 Nov 2018 | 188,679,245 | 0.53 | Placing | |||
5 Dec 2018 | 153,810 | 0.5 | Exercise of open offer warrants | |||
7 Dec 2018 | 576,835 | 0.5 | Exercise of open offer warrants | |||
18 Dec 2018 | 68,000,000 | 0.1 | Subscription (Bergen convertible security) | |||
4 Jan 2019 | 13,754 | 0.5 | Exercise of open offer warrants | |||
18 Jan 2019 | 164,469,356 | 0.24 | Exercise of conversion rights (Bergen convertible security) | |||
4 Feb 2019 | 255,604,120 | 0.12 | Exercise of conversion rights (Bergen convertible security) | |||
13 Feb 2019 | 550,000,000 | 0.135 | Placing | |||
13 Feb 2019 | 74,074,074 | 0.135 | Subscription | |||
13 Feb 2019 | 29,629,629 | 0.135 | Subscription | |||
13 Feb 2019 | 10,000,000 | 0.135 | Subscription | |||
4 Mar 2019 | 550,000,000 | 0.153 | Placing | |||
4 Mar 2019 | 7,189,542 | 0.153 | Subscription | |||
12 Apr 2019 | 407,407,407 | 0.135 | Placing | |||
12 Apr 2019 | 7,407,407 | 0.135 | Subscription | |||
12 Apr 2019 | 29,629,630 | 0.135 | Subscription | |||
2,819,884,329 |
Directors and Management financing agreement
As previously reported, on 6 January 2016 the Directors of the Company, together with certain senior managers, subscribed an aggregate amount of £0.5 million for new ordinary shares of 0.1p each in the Company, together with one warrant for each share issued; these warrants carry an entitlement either to one share at a price of 130 per cent of the issue price of the shares to which the warrant related or to a number of shares to be determined by a calculation based on a Black Scholes valuation of the shares at the time of exercise. 62,500,000 new Ordinary Shares were issued by the Company together with 62,500,000 warrants.
As at 30 April 2019, the Directors and senior managers held 5,208,313 unexercised warrants. None of these have been exercised in the current year and all remain unexercised at 30 April 2020. The last date for exercise is 3 January 2021.
Existing shareholders financing agreement
As reported in the report for the year to 31 March 2016, on 4 March 2016 the Company entered into an agreement with a number of existing shareholders (the “Investors“) for their subscription for up to £0.8 million, on similar terms as those agreed with the Directors and Management, detailed above. A total of 190,211,632 shares were subscribed for; in addition, 190,211,632 warrants were issued.
At 30 April 2019 there remained 6,613,756 warrants unexercised by these investors. None of these have been exercised in the current year and all remain unexercised at 30 April 2020. The last date for exercise is 3 March 2021.
22 Share based payments
Equity – settled share-based payments
The Company has granted share options and warrants to Directors, staff and consultants.
In June 2015, the Company also established a Share Appreciation Scheme to incentivise Directors and senior executives. The basis of the Scheme is to grant a fixed number of 'share appreciation rights' (SARs) to participants. Each SAR is credited rights to receive at the discretion of the Company ordinary shares in the Company or cash to a value of the difference in the value of a share at the date of exercise of rights and the value at date of grant. The SARS are subject to various performance conditions.
The tables below reconcile the opening and closing number of SAR’s in issue at each reporting date:
Exercise price | In issue at 30 April 2019 | Issued during year | Lapsed during year | Exercised during year | In issue at 30 April 2020 | Final exercise date |
Options | ||||||
0.3p | 20,000,000 | - | - | 20,000,000 | March 2022 | |
0.25p | - | 72,000,000 | (20,000,000) | 52,000,000 | Nov 2022 | |
0.25p | - | 62,000,000 | 62,000,000 | Mar 2023 | ||
0.45p | 5,000,000 | - | - | - | 5,000,000 | June 2020 |
0.5p | 48,000,000 | - | (1,000,000) | - | 47,000,000 | March 2022 |
0.5p | 48,000,000 | - | (1,000,000) | - | 47,000,000 | March 2023 |
0.7p | 28,500,000 | (28,500,000) | - | - | ||
149,500,000 | 134,000,000 | (30,500,000) | (20,000,000) | 233,000,000 | ||
Exercise price | In issue at 31 March 2018 | Issued during year | Lapsed during year | Exercised during year | In issue at 30 April 2019 | Final exercise date |
Options | ||||||
0.3p | - | 20,000,000 | - | - | 20,000,000 | March 2022 |
0.45p | 5,000,000 | - | - | - | 5,000,000 | June 2020 |
0.5p | 50,500,000 | - | (2,500,000) | - | 48,000,000 | March 2022 |
0.5p | 50,500,000 | - | (2,500,000) | - | 48,000,000 | March 2023 |
0.7p | 24,500,000 | - | (24,500,000) | - | - | March 2019 |
0.7p | 28,500,000 | - | - | - | 28,500,000 | March 2020 |
159,000,000 | 20,000,000 | (29,500,000) | - | 149,500,000 |
The tables below reconcile the opening and closing number of share options and warrants in issue at each reporting date:
Exercise price | In issue at 30 April 2019 | Issued during year | Lapsed during year | Exercised during year | In issue at 30 April 2020 | Final exercise date |
0.13p | - | 17,000,000 | - | (17,000,000) | - | |
0.15p | - | 17,000,000 | - | - | 17,000,000 | Aug 2022 |
0.26p | - | 517,604,804 | - | 517,604,804 | 31 Jan 2023 | |
0.4p | 5,425,000 | - | (5,425,000) | - | - | |
0.5p | 529,004,140 | - | (7,807,017) | (281,687) | 520,915,436 | Dec 2020 * |
variable | 14,583,250 | - | - | - | 14,583,250 | Jan 2021 |
variable | 6,613,756 | - | - | - | 6,613,756 | Mar 2021 |
555,626,146 | 551,604,804 | (13,232,017)) | (17,281,687) | 1,076,717,246 | ||
variable | 565,000,000 | 1,750,000,000 | - | - | 2,315,000,000 | See Note |
1,120,626,146 | 2,301,604,804 | (13,232,017) | (17,281,687) | 3,391,717,246 |
Exercise price | In issue at 31 March 2018 | Issued during year | Lapsed during year | Exercised during year | In issue at 30 April 2019 | Final exercise date |
0.4p | 5,425,000 | - | - | - | 5,425,000 | Oct 2019 |
0.5p | 547,274,243 | - | - | (18,270,103) | 529,004,140 | Dec 2019 |
variable | 14,583,250 | - | - | - | 14,583,250 | Jan 2021 |
variable | 6,613,756 | - | - | - | 6,613,756 | Mar 2021 |
573,896,249 | - | - | (18,270,103) | 555,626,146 | ||
variable | 565,000,000 | - | - | - | 565,000,000 | See Note |
1,138,986,249 | - | - | (18,270,103) | 1,120,626,146 |
* Extended from June 2019
Note: These warrants are only exercisable in the event of a default in repayment of the Mercuria Tranche A pre‑payment off-take facility of
2020 | 2019 | |||||||
Weighted average exercise price (pence) | Number | Weighted average exercise price (pence) | Number | |||||
Outstanding at the beginning of the year | 0.44 | 705,126,146 | 0.44 | 732,896,249 | ||||
Granted during the year | 0.25 | 685,604,804 | 0.30 | 20,000,000 | ||||
Lapsed during the year | 0.62 | (43,732,017) | 0.44 | (29,500,000) | ||||
Exercised during the year | 0.20 | (37,281,687) | 0.50 | (18,270,103) | ||||
Outstanding at the end of the year | 0.34 | 1,309,717,246 | 0.44 | 705,126,146 | ||||
Exercisable at the end of the year | 0.34 | 1,309,717,246 | 0.43 | 657,126,146 |
The weighted average remaining lives of the SARs, share options or warrants outstanding at the end of the period is 21 months (2019: 34 months). Of the 1,309,717,246 SARs, options and warrants outstanding at 30 April 2020 (2019: 705,126,146), 1,039,717,246 (2019: 657,126,146) are fully vested in the holders and are exercisable at that date.
Fair value of share options
The fair values of share options and warrants granted have been calculated using the Black Scholes pricing model which takes into account factors specific-to-share incentive plans such as the vesting periods of the plan, the expected dividend yield of the Company’s shares and the estimated volatility of those shares. Based on the above assumptions, the fair values of the options granted are estimated to be:
Grant date | Share Option or Warrant Value | Vesting periods | Share price at date of grant | Volatility | Life (years) | Dividend yield | Risk free interest rate | Fair value |
Apr 16 | variable | Mar-21 | 0.240p | 135% | 5.00 | nil | 1.5% | 0.21p |
Jul 16 | variable | Mar-21 | 0.360p | 135% | 5.00 | nil | 1.5% | 0.31p |
Jul 16 | 0.5p | Jun-19 | 0.315p | 76% | 4.11 | nil | 0.63% | 0.57p |
Aug 16 | 0.5p | Jun-19 | 0.265p | 76% | 4.01 | nil | 0.34% | 0.05p |
Aug 16 | 0.5p | Jun-19 | 0.290p | 76% | 3.97 | nil | 0.34% | 0.06p |
Oct 16 | variable | Mar-21 | 0.280p | 135% | 5.00 | nil | 1.5% | 0.24p |
Oct 16 | 0.4p | Oct-19 | 0.320p | 76% | 3.97 | nil | 0.18% | 0.10p |
Oct 19 | 0.13p | Oct-19 | 0.120p | 90% | 2.79 | nil | 0.75% | 0.07p |
Oct 19 | 0.15p | Oct-19 | 0.120p | 90% | 2.79 | nil | 0.75% | 0.06p |
Nov 19 | 0.25p | Nov 19 | 0.290p | 90% | 3.00 | nil | 0.71% | 0.17p |
Nov 19 | 0.25p | Mar 20 | 0.290p | 90% | 4.00 | nil | 0.71% | 0.19p |
Jan 20 | 0.26p | Jan 20 | 0.325p | 93% | 3.00 | nil | 0.71% | 0.20p |
Volatility has been based on historical share price information. A higher rate of volatility is used when determining the fair value of certain options in order to reflect the special conditions attached thereto.
Based on the above fair values the expense arising from equity-settled share options and warrants made was
Cash-settled share-based payments
The Directors of the Company had set up an Employee Benefit Trust (EBT) in which a number of employees and directors were participants (the ‘Participants’). The EBT held shares on behalf of Participants until such time as those Participants exercised their right to require the EBT to sell the shares. On the sale of the shares the Participants would have received the appreciation of the value in the shares above the market price on the date that the shares were purchased by the EBT, subject to the first 5% in growth in the share price, on an annual compound basis, being retained by the EBT. The Participants were to pay 0.01p per share to acquire their rights.
In view of the large reduction in the Company’s share price since the EBT was set up, the value of the rights of the Participants under the EBT has become negligible, and accordingly the EBT has been terminated by the sale of the shares and the application of the sale proceeds in repayment of the loan by The Company to the EBT.
In the event of an increase in the Company’s share price to a figure substantially in excess of 6p, the Company would have a liability to Participants equal to the rights that the Participants would have had under the EBT.
The EBT rights of Participants are set out in the table below.
Exercise price | Outstanding at 30 April 2019 | Exercised during last 12 months | Lapsed during Last 12 months | Granted during last 12 months | Outstanding at 30 April 2020 | Date exercisable from | |||||||
8.75p | 6,000,000 | - | - | - | 6,000,000 | July 2010 | |||||||
8.75p | 6,000,000 | - | - | - | 6,000,000 | July 2011 | |||||||
9.00p | 2,500,000 | - | - | - | 2,500,000 | August 2011 | |||||||
9.00p | 2,500,000 | - | - | - | 2,500,000 | August 2012 | |||||||
6.00p | 7,750,000 | - | - | - | 7,750,000 | August 2012 | |||||||
6.00p | 7,750,000 | - | - | - | 7,750,000 | August 2013 | |||||||
32,500,000 | - | - | - | 32,500,000 | |||||||||
As at 30 April 2020 a total of 32,500,000 of the EBT participation rights were exercisable. |
Exercise price | Outstanding at 31 March 2018 | Exercised during last 13 months | Lapsed during Last 13 months | Granted during last 13 months | Outstanding at 30 April 2019 | Date exercisable from | |||||||
8.75p | 6,000,000 | - | - | - | 6,000,000 | July 2010 | |||||||
8.75p | 6,000,000 | - | - | - | 6,000,000 | July 2011 | |||||||
9.00p | 2,500,000 | - | - | - | 2,500,000 | August 2011 | |||||||
9.00p | 2,500,000 | - | - | - | 2,500,000 | August 2012 | |||||||
6.00p | 7,750,000 | - | - | - | 7,750,000 | August 2012 | |||||||
6.00p | 7,750,000 | - | - | - | 7,750,000 | August 2013 | |||||||
32,500,000 | - | - | - | 32,500,000 | |||||||||
As at 30 April 2019 a total of 32,500,000 of the EBT participation rights were exercisable. |
Fair value of Participants’ rights
The fair values of the rights granted to participants under the EBT have been calculated using a Black Scholes valuation model. Based on the assumptions set out in the table below, as well as the limitation on the growth in share price attributable to the participants (as set out in the table above) the fair-values are estimated to be:
Rights exercisable from: | Jul 2010 | Jul 2011 | Aug 2011 | Aug 2012 | Aug 2012 | Aug 2013 |
Grant date | Aug 2009 | Aug 2009 | Oct 2010 | Oct 2010 | Sep 2011 | Sep 2011 |
Validity of grant | 10 years | 10 years | 10 years | 10 years | 10 years | 10 years |
Vesting periods | Aug 2009 - Jul 2010 | Aug 2009 - Jul 2011 | Oct 2010 - Aug 2011 | Oct 2010 - Aug 2012 | Sep 2011- Aug 2012 | Sep 2011- Aug 2013 |
Share price at date of grant | 8.75p | 8.75p | 9.00p | 9.00p | 6.00p | 6.00p |
Volatility | 51% | 51% | 51% | 51% | 51% | 51% |
Dividend yield | Nil | Nil | Nil | Nil | Nil | Nil |
Risk free investment rate | 0.65% | 0.65% | 0.65% | 0.65% | 0.65% | 0.65% |
Fair value | Nil | Nil | Nil | Nil | Nil | Nil |
Fair value is determined by using the Black Scholes model using the assumptions noted in the above table. Volatility has been calculated by reference to historical share price information.
The Group has no recorded liabilities in respect of the Participants’ rights (2019: $nil).
The Group has no recorded expenses in respect of these rights. (2019: $nil)
The total intrinsic value at both 30 April 2020 and 20 April 2019 was zero.
Warrant and Share option expense
2020 Group $’000 | 2019 Group $’000 | |
Warrant and share option expense: | ||
- In respect of remuneration contracts | 440 | 264 |
- In respect of financing arrangements | - | - |
Total expense / (credit) | 440 | 264 |
23 Reserves
Details of the nature and purpose of each reserve within owners’ equity are provided below:
- Share capital represents the nominal value at 0.1p each of the shares in issue.
- Share premium represents the balance of consideration received net of fund-raising costs in excess of the par value of the shares.
- The share options reserve represents the accumulated balance of share benefit charges recognised in respect of share options granted by the Company, less transfers to retained losses in respect of options exercised or lapsed.
- The foreign currency translation reserve represents amounts arising on the translation of the Group and Company financial statements from Sterling to United States Dollars, as set out in the Statement of Accounting Policies, prior to the change in functional currency to United States Dollars, together with cumulative foreign exchange differences arising from the translation of the Financial Statements of foreign subsidiaries; this reserve is not distributable by way of dividends.
- The retained deficit reserve represents the cumulative net gains and losses recognised in the Group statement of comprehensive income.
24 Non-controlling Interests
Vast Baita Plai SA (formerly African Consolidated Resources SRL) is an 80% owned subsidiary of the Company which also has an NCI. This follows the merger of this company with Mineral Mining in February 2016.
The non-controlling interests (NCI) in Dallaglio Investments (Private) Limited and its subsidiaries, together with the NCI in Ronquil Enterprises (Private) Limited, were de-recognised on the disposal of the Group’s interests in both Companies in the year to 30 April 2019, as previously reported.
Summarised financial information for these three entities is presented below together with amounts attributable to NCI:
Vast Baita Plai SA | Total NCI | ||||
For the year ended 30 April 2020 | $000’s | $000’s | |||
Revenue | (77) | (77) | |||
Cost of sales | - | - | |||
Gross Profit (loss) | (77) | (77) | |||
Overhead expenses | (1,548) | (1,548) | |||
Operating profit (loss) | (1,625) | (1,625) | |||
Finance expense | (2) | (2) | |||
Loss before tax | (1,627) | (1,627) | |||
Tax expense / credit | - | - | |||
Profit (loss) after tax | (1,627) | (1,627) | |||
Total comprehensive profit (loss) allocated to NCI | (313) | (313) | |||
Cash flows from operating activities | (1,889) | ||||
Cash flows from investing activities | (1,655) | ||||
Cash flows from financing activities | 3,570 | ||||
Net cash inflows/(outflows) | 16 | - | |||
As at 30 April 2020 | $000’s | $000’s | |||
Assets: | |||||
Intangible assets | - | - | |||
Property plant and equipment | 8,696 | 8,696 | |||
Inventory | 99 | 99 | |||
Receivables | 1,568 | 1,568 | |||
Cash and cash equivalents | 28 | 28 | |||
Liabilities: | |||||
Loans and other borrowings | 768 | 768 | |||
Trade and other payables | 1,425 | 1,425 | |||
Accumulated non-controlling interests | (349) | (349) |
Dallaglio Investments & subsidiaries | Vast Baita Plai SA | Ronquil Enterprises (Private) Limited | Total NCI | |
For the period ended 30 April 2019 | $000’s | $000’s | $000’s | $000’s |
Revenue | 31,243 | 418 | - | 31,661 |
Cost of sales | (18,527) | (219) | - | (18,746) |
Gross Profit (loss) | 12,716 | 199 | - | 12,915 |
Overhead expenses | (750) | (1,764) | (17) | (2,531) |
Operating profit (loss) | 11,966 | (1,565) | (17) | 10,384 |
Finance expense | (1,012) | (3) | - | (1,015) |
Loss before tax | 10,954 | (1,568) | (17) | 9,369 |
Tax expense / credit | (1,408) | - | - | (1,408) |
Profit (loss) after tax | 9,546 | (1,568) | (17) | 7,961 |
Total comprehensive profit (loss) allocated to NCI | 7,155 | (293) | (9) | 6,853 |
Cash flows from operating activities | 13,226 | (574) | - | 12,652 |
Cash flows from investing activities | (13,575) | (1,690) | - | (15,265) |
Cash flows from financing activities | 1,985 | 2,264 | - | 4,249 |
Net cash inflows/(outflows) | 1,636 | - | - | 1,636 |
As at 30 April 2019 | $000’s | $000’s | $000’s | $000’s |
Assets: | ||||
Property plant and equipment | - | 7,125 | - | 7,125 |
Inventory | - | 8 | - | 8 |
Receivables | - | 830 | - | 830 |
Liabilities: | - | - | ||
Loans and other borrowings | - | 700 | - | 700 |
Trade and other payables | - | 1,479 | - | 1,479 |
Accumulated non-controlling interests | - | (41) | - | (41) |
25 Related party transactions
Company and group
Directors and key management emoluments are disclosed in notes 6 and 7.
Group
The non-controlling interest in Vast Baita Plai SA (formerly African Consolidated Resources SRL), where 20% of the shareholding of the subsidiary is held by third parties (the “AP Group”), consisting as to a majority of a director and senior executives of the group, namely:
Roy Tucker | (Director) | 2% |
Andrew Prelea | (Director) | 8% |
Senior Romanian management | 2% | |
Non-related party | 8% |
At the reporting date, there was an amount owing by Vast Baita Plai SA (formerly African Consolidated Resources SRL) to the AP Group of $NIL (2019:
At the reporting date, there was an amount owing by Vast Baita Plai SA (formerly African Consolidated Resources SRL) to Ozone Homes SRL (Ozone) of
During the year, the company had a service contract with Roy Tucker to provide office premises and associated services totalling
26 Events after the reporting date
Shares issued and warrants exercised
£ | $ | Shares Issued | Issued to | ||
5,777,517 | 7,348,384 | 3,613,499,994 | Placing with investors | ||
45,000 | 56,653 | 30,000,000 | Subscription by management | ||
109,800 | 136,807 | 61,000,000 | Subscription by investors | ||
4,287 | 5,410 | 857,546 | Exercise of open offer warrants | ||
117,006 | 147,957 | 69,989,038 | To Settle liabilities | ||
6,053,610 | 7,695,211 | 3,775,346,578 |
Subsequent to the period end, Andrew Prelea and Paul Fletcher acquired 38,333,333 and 16,666,667 shares, respectively.
Debt
Repayment of
Management
Eric Diack resigned as a Director on 4 May 2020.
Mark Mabhudhu resigned as Executive Director of Vast’s Diamond Division on 22 September 2020.
27 Group subsidiaries
A full list of all subsidiary companies and their registered offices is given below:
Company | Country of registration | Reg. office | Group Interest | Nature of business | |
note | 2020 | 2019 | |||
Cadex Investments (Private) Limited | 4 | 100% | 100% | Claim holding | |
Conneire Mining (Private) Limited | 5 | 100% | 100% | Claim holding | |
Dashaloo Investments (Private) Limited | 5 | 100% | 100% | Claim holding | |
Exchequer Mining Services (Private) Limited | 5 | 100% | 100% | Claim holding | |
Heavystuff Investment Company (Private) Limited | 5 | 100% | 100% | Claim holding | |
Lafton Investments (Private) Limited | 4 | 100% | 100% | Claim holding | |
Lomite Investments (Private) Limited | 4 | 100% | 100% | Claim holding | |
Mystical Mining (Private) Limited | 5 | 100% | 100% | Claim holding | |
Naxten Investments (Private) Limited | 5 | 100% | 100% | Asset holding | |
Olebile Investments (Private) Limited | 5 | 100% | 100% | Claim holding | |
Perkinson Investments (Private) Limited | 5 | 100% | 100% | Claim holding | |
Possession Investment Services (Private) Limited | 5 | 100% | 100% | Claim holding | |
Sackler Investments (Private) Limited | 5 | 100% | 100% | Claim holding | |
Schont Mining Services (Private) Limited | 5 | 100% | 100% | Claim holding | |
Sinarom Mining Group SRL | 2 | 100% | 100% | Mining production | |
Vast Baita Plai SA (formerly AFCR SRL) | 1 | 80% | 80% | Mining development | |
Vast Resources Enterprises Limited | 3 | 100% | nil | Mining investment | |
Vast Resources Nominees Limited * | 3 | 100% | 100% | Nominee company | |
Vast Resources Romania Limited | 3 | 100% | 100% | Mining investment | |
Vast Resources Zimbabwe (Private) Limited | 5 | 100% | 100% | Mining investment | |
Accufin Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Aeromags (Private) Limited | 5 | 100% | 100% | Dormant | |
Campstar Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Chaperon Manufacturing (Private) Limited | 5 | 100% | 100% | Dormant | |
Charmed Technical Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Chianty Mining Services (Private) Limited | 5 | 100% | 100% | Dormant | |
Corampian Technical Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Deep Burg Mining Services (Private) Limited | 5 | 100% | 100% | Dormant | |
Deft Mining Services (Private) Limited | 5 | 100% | 100% | Dormant | |
Febrim Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Hemihelp Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Isiyala Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Katanga Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Kengen Trading (Private) Limited | 5 | 100% | 100% | Dormant | |
Kielty Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Lucciola Investment Services (Private) Limited | 5 | 100% | 100% | Dormant | |
Malaghan Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Methven Investment Company (Private) Limited | 5 | 100% | 100% | Dormant | |
Mimic Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Monteiro Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Nedziwe Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Notebridge Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Pickstone-Peerless Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Prudent Mining (Private) Limited | 5 | 100% | 100% | Dormant | |
Rania Haulage (Private) Limited | 5 | 100% | 100% | Dormant | |
Regsite Mining Services (Private) Limited | 5 | 100% | 100% | Dormant | |
Riberio Mining Services (Private) Limited | 5 | 100% | 100% | Dormant | |
Swadini Miners (Private) Limited | 5 | 100% | 100% | Dormant | |
Tamahine Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
The Salon Investments (Private) Limited | 5 | 100% | 100% | Dormant | |
Vono Trading (Private) Limited | 5 | 100% | 100% | Dormant | |
Wynton Investment Company (Private) Limited | 5 | 100% | 100% | Dormant | |
Zimchew Investments (Private) Limited | 5 | 100% | 100% | Dormant |
* Formerly ACR Nominees Ltd
Notes - Addresses of Registered offices:
1 Sat Iacobeni,Str.Minelor Nr.20, Jud. Suceava,
2 Str.9 Mai, Nr.20, Baia Mare, Jud.Maramures, 430274 Romania
3 Nettlestead Place, Nettlestead,
4 121 Borrowdale Road, Gun Hill,
5 6, John Plagis Avenue, Alexandra Park,
Company information
Directors | Brian Moritz Andrew Prelea Roy Tucker Paul Fletcher Craig Harvey Nicholas Hatch | Non-Executive Chairman Chief Executive Officer Business Director Finance Director Chief Operations Officer Non-Executive Director |
Secretary and registered office | Ben Harber 60 Gracechurch Street, EC3V 0HR | |
Country of incorporation | ||
Legal form | Public Limited Company | |
Website | www.vastplc.com | |
Auditors | Crowe 55 Ludgate Hill EC4M ZJW | |
Nominated & Financial Adviser | Beaumont Cornish Limited Building 3 566 Chiswick High Road W4 5YA | |
Joint Corporate Brokers | SP Angel Corporate Finance LLP Price Frederick House 35-39 Maddox Street Axis Capital Markets Ltd Princes Court 7, Princes Street EC2R 8AQ | |
Registrars | Link Asset Services The Registry 34 Beckenham Road Beckenham Kent BR3 4TU | |
Registered number | 5414325 |
**ENDS**