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REG - Empire Metals Ltd - Final Results

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RNS Number : 8749R  Empire Metals Limited  11 June 2024

Empire Metals Limited / LON: EEE / Sector: Natural Resources

 

11 June 2024

Empire Metals Limited

("Empire" or "the Company")

 

Final Results for the year ended 31 December 2023

 

Empire Metals Limited (LON: EEE), the AIM-quoted resource exploration and
development company, announces its final results for the year ended 31
December 2023.

 

The annual report and accounts for the year ended 31 December 2023 will be
posted to shareholders today and will be available for download shortly from
the Company's website, www.empiremetals.co.uk (http://www.empiremetals.co.uk)
.

 

Highlights:

 

·     Confirmed discovery of a giant mineral system at the Pitfield
Project ("Pitfield") which has been found to host titanium mineralisation of
globally significant size and grade, associated with a 40km by 8km by 5km deep
magnetics anomaly, and hosted within a sedimentary "soft-rock" basin.

·     Total drilling comprises 101 Reverse Circulation ("RC") holes for a
total of 15,010m as well as seven diamond core holes for a total of 2,025m,
all completed in 2023 and H1 2024 and over a 30km strike length.

·     100% success rate during 2024 RC drilling campaign with every hole,
and every metre of every hole, intersecting titanium mineralisation from
surface, or near surface, until the end of the hole.

·     Consistently positive drill results to support a JORC Code
compliant Exploration Target for the Cosgrove and Thomas mineral prospects
which is expected in Q2 2024.

·     Favourable mineralogy and metallurgy expected to lead to a
relatively simple processing flowsheet and highly concentrated end product.

·     Major new titanium dioxide mineral discovery made in June 2024
which has provided a highly positive new dimension to the Project and is
expected to accelerate timescales and further enhance the economics of
Pitfield.

·     Advancing all associated workstreams in order to commence the
design and construction of a demonstration plant in 2025.

·     Talented exploration and development team established in Western
Australia and further bolstered post period end with the addition of five
additional highly experienced professionals to support the rapid development
of Pitfield.

·     Successful fundraisings in September 2023 and January 2024 raising
a total of £6 million to support exploration and development work throughout
2024.

 

Shaun Bunn, Managing Director, commented: "Empire is on course to deliver a
globally significant titanium project following our initial discovery at
Pitfield just 12 months ago.  The pace of work witnessed throughout 2023 and
into 2024 is a testament to the excitement felt across the technical team and
board, who have driven systematic exploration activities and intensive
drilling campaigns to ensure our ambitious schedule is maintained. Many of the
team have echoed sentiments similar to mine - that Pitfield is a once in a
lifetime discovery.  With that in mind, it has been a privilege to begin to
assemble a highly talented project team to support development and eventual
commercial production at Pitfield.

 

"Our discovery at Pitfield comes at a time of rapidly shifting realignment of
the geopolitical trading blocks that are decoupling the leading titanium mine
producers, including China and Russia, from the leading titanium users, namely
the US and Europe.  With titanium on the critical minerals/metals list of all
the major world economies, this has left certain end users vulnerable and
without secure long-term substitutes. This is where Empire hopes to bridge the
gap; due to its strategic location and scale, Pitfield represents a timely new
secure supply entry into the global titanium industry.

 

"I look forward to reporting on what I believe will be seminal year ahead for
Empire, as we begin to reveal the potential of the Pitfield through an
Exploration Target and move closer to the construction of our demonstration
plant on the path to commercialisation.  Our recent discovery of a major new
titanium dioxide discovery, comprising rutile and anatase, at near surface has
added an exciting new element to Pitfield, and has opened the possibility of a
staged development plan whereby we focus initially on the much higher-grade,
titanium dioxide mineral-rich saprolite deposits whilst continuing to develop
a processing route for the titanite-rich bedrock deposits.  The simple
processing characteristics of rutile and anatase may support an expedited path
to our demonstration plant, so our foot remains on the accelerator as we look
to unlock the full potential of Pitfield over the coming years."

 

Market Abuse Regulation (MAR) Disclosure

 

Certain information contained in this announcement would have been deemed
inside information for the purposes of Article 7 of Regulation (EU) No
596/2014, as incorporated into UK law by the European Union (Withdrawal) Act
2018, until the release of this announcement.

 

**ENDS**

 

For further information please visit www.empiremetals.co.uk
(http://www.empiremetals.co.uk)   or contact:

 Empire Metals Ltd                                                                       Tel: 020 4583 1440

 Shaun Bunn / Greg Kuenzel / Arabella Burwell
 S. P. Angel Corporate Finance LLP (Nomad & Broker)                                      Tel: 020 3470 0470

 Ewan Leggat / Adam Cowl / Kasia Brzozowska
 Shard Capital Partners LLP (Joint Broker)                                               Tel: 020 7186 9950

 Damon Heath
 St Brides Partners Ltd (Financial                                                       Tel: 020 7236 1177
 PR)

 Susie Geliher / Charlotte Page

 

CHAIRMAN'S STATEMENT

 

As we look back in years to come, 2023 will be remembered as a pivotal time
for your company; defined by the discovery of what is proving to be a titanium
asset of potential unrivalled value.  The Pitfield Project in Western
Australia ("Pitfield" or the "Project") combines scale, grade, amenability to
low-cost processing and strategic location, resulting in profound commercial
and operational desirability.

As shareholders will be aware, our work at Pitfield began in 2022 and within
weeks of our first airborne magnetic survey, the Empire exploration team
understood that a major mineralised zone had been identified.  This airborne
magnetic survey was quickly followed with an airborne electro-magnetic survey,
and an evaluation of the historical exploration database, which confirmed the
presence of an exceptionally large magnetic anomaly extending over 40km in
length.

Armed with this information and combined with the results of a Dipole-Dipole
Induced Polarisation survey conducted in late 2022, Empire launched its maiden
drill programme at Pitfield in March 2023, comprising 21 holes for a total of
3,206m.  Titanium rich mineralisation (between 4% and 10% TiO2) was
identified in all-but-one of the holes, starting at or very near surface and
with nearly a quarter of the holes still ending in high TiO(2) values of up to
154 metres depth. It was at this point that the Empire team understood that
they had discovered a geological unique soft-rock titanium deposit.

Subsequent drilling programmes throughout 2023 and into 2024 have brought
total drilling to 101 Reverse Circulation holes for a total of 15,010m as well
as seven diamond core holes for a total of 2,025m, all completed within 13
months and over a 30km strike length.  This speaks to the level of commitment
and enthusiasm we have for advancing our geological understanding of
Pitfield.  The consistently exceptional results delivered from these drilling
campaigns have driven us forward, and the team are yet to encounter any
igneous intrusions or significant cross faults that could disrupt and
complicate the ore geology, providing further evidence of a remarkable
continuity of mineralisation and thus supporting a simple geological model.

Our work during 2023 provided us with the unambiguous view that we had
discovered a titanium asset of remarkable size and grade at Pitfield.
Indeed, we have had a 100% success rate in terms of our recent RC drilling
work, with every hole, and every metre of every hole, intersecting titanium
mineralisation from surface, or near surface, until the end of the hole.
Given the potential scale of the asset, the Empire team determined that
immediate work would be focussed on two high-grade titanium-mineralised zones,
known as the Cosgrove and Thomas prospects, which were selected for resource
evaluation work in areas that show potential to support shallow open pit
mining.  We have a strong basis for delivering a JORC Compliant Exploration
Target for Cosgrove and Thomas, and we are working towards giving this first
tangible insight into the potential scale of the Project.  Given the known
mineralisation at Pitfield remains open in all directions, this initial
Exploration Target will be the tip of the iceberg.

With our confidence in our geological model established, our work post period
end has narrowed in on demonstrating Pitfield's viability for economic
development through mineralogical studies and metallurgical test work.

In March 2024, Empire took a significant leap forward towards achieving this
objective through the demonstration of favourable mineralogy and metallurgy in
high-grade titanium samples drilled at Pitfield; indicating potential for a
relatively simple processing flowsheet and highly concentrated end product.
Importantly titanite, a calcium titanium silicate, was confirmed as the most
abundant titanium-bearing mineral, accounting for approximately 67% of the
total contained TiO(2) and approximately 20% of the potential Pitfield ore by
mass.

This confirmation that the titanium mineralisation is dominated by titanite,
in such quantities as to set Pitfield apart from any previously reported world
class titanium resource, has further reinforced our belief that we are dealing
with an unprecedented discovery, one that could provide a path for Empire to
become a major supplier of rutile equivalent product' or even a significant
TiO(2) pigment producer in our own right.

Titanite is a non-refractory mineral and is amenable to a simple low
temperature acid leaching process to liberate the titanium, unlike igneous
hard rock ilmenite ores which frequently require on-site smelting to produce a
lower value titanium-rich slag product.  The conceptual processing flowsheet
that is being tested consists of beneficiation stages to generate a
titanium-rich heavy mineral concentrate and to remove acid-consuming gangue
minerals, followed by a simple acid leaching stage. It will therefore not
require an energy intensive, on-site smelting process, which will be highly
beneficial from a commercial perspective.  The final product from the
leaching stage is expected to have a very high TiO₂ concentration,
approaching the same content as natural rutile (>95%), which would make it
a highly desirable feedstock for a titanium dioxide pigment producer.

 

Earlier this month, we announced a major new titanium dioxide mineral
discovery which has provided a highly positive new dimension to the Project,
and which is expected to accelerate timescales and further enhance the
economics of Pitfield.  This newly identified, potentially high-value
titanium dioxide deposit, which features naturally occurring rutile and
anatase, is located within the near-surface, strongly weathered saprolite zone
of bedrock which covers the extent of the giant, 40km long, titanium-rich
mineral system at Pitfield.  Rutile and anatase are both highly valuable
titanium dioxide minerals that contain >95% TiO(2) and are both important
feedstocks for the titanium pigment and titanium metal markets.

 

Our analysis shows that the strongest weathering, found within the top 10m
from surface, has resulted in the disintegration of the parent bedrock and has
completely altered the titanite (the principal titanium ore mineral in the
unweathered bedrock) to titanium dioxide minerals, rutile and/or anatase.
Simply put, Mother Nature has assisted us with altering this bedrock, through
simple weathering, to form high-value titanium dioxide minerals which is
highly positive development in isolation, but importantly, provides strong
support for the Company's view that TiO(2) products can be derived from the
titanite bedrock ore source.

 

Preliminary mineralogical assessment of the strongly weathered mineralised
sandstones indicates an abundance of these natural titanium dioxide minerals,
comprising around half of all titanium minerals present by mass, and ongoing
studies will provide a more comprehensive understanding of the mineral
assemblage, including the relative proportions of rutile and anatase.

 

This discovery reinforces the potential for Empire to develop a fully
integrated, single site, mine to high quality TiO(2) product project and it
opens up the possibility of a new, staged development plan whereby the Company
can look to develop the much higher-grade, high-value, more easily accessible
titanium dioxide mineral-rich surface deposits whilst it continues to develop
a processing route for the titanite-rich bedrock deposits.

 

Corporate

Empire is clearly gearing up for delivering a commercial project in as short
time as practicable at Pitfield, and to support this, we have significantly
bolstered our technical team.

 

Post period end, Empire announced the appointment of Narelle Marriott as the
Company's Process Development Manager and shortly after, secured the services
of two senior titanium industry consultants, Dr. Trevor Nicholson and Eugene
Dardengo, who together have over 72 years of experience in the titanium
processing and extraction industry.   The Company also appointed Carrie
Pritchard as Environmental Manager and David Parker as Commercial Manager;
both highly experienced professionals in the mining industry who will provide
invaluable support to Empire as it advances Pitfield.

 

The Company will continue to seek out experienced and talented professionals
to join our small and motivated development team as we move closer towards
commercialisation of Pitfield.

 

Financial Results

As an exploration and development group which has no revenue we are reporting
a loss for the 12 months ended 31 December 2023 of £2,796,461 (31 December
2022: loss of £1,162,720).

The Group's cash position as at 7 June 2024 was £3.43 million.

 

Outlook

Empire has set an impressive pace in its objective to confirm commercial
viability at Pitfield; progressing from initial discovery hole to mineralogy
and metallurgical test work within 12 months.  The Board are dedicated to
continuing this momentum and the Company has committed to working towards
commencing the design and construction of a demonstration plant in 2025.  In
parallel with this work, all wider aspects of the Project development plan
will continue to be advanced, which will include a number of key milestones
throughout the remainder of the year.

These workflows will combine all technical outputs, including definitive
mineralogical characterisation studies, definitive metallurgical
characterisation studies and subsequent finalisation of a process flowsheet
and demonstration plant design that will establish, confirm and provide
valuation metrics for an economic process and resultant high-value saleable
product.  Alongside this work, a maiden Exploration Target and maiden
JORC-compliant Mineral Resource Estimate will be delivered, laying the
foundation for a mining option study and eventual ore reserves.

The remaining months of 2024, and into 2025, are set to be a period of rapid
development for Empire and we look forward to updating shareholders regularly
on our achievements and plans.  I would like to take this opportunity to
thank our shareholders and wider stakeholders once again for their support, as
we look to the future with considerable optimism and excitement for what
Empire will deliver.

 

 

Neil O'Brien

Non-Executive Chairman

10 June 2024

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 December 2023

 

                                                          Group
 Registered number: 1570939                         Note  2023                2022

                                                          £                   £
 Non-Current Assets
 Property, plant and equipment                      8     7,377               1,328
 Right of use Asset                                 8     21,067              -
 Held for sale asset                                11    1,744,584           -
 Intangible assets                                  9     2,869,667           3,337,598
 Total Non-current assets                                 4,642,695           3,338,926
 Current Assets
 Trade and other receivables                        10    311,126             69,695
 Cash and cash equivalents                          12    2,752,187           1,467,769
 Total current assets                                     3,063,313           1,537,464
 Total Assets                                             7,706,008           4,876,390
 Current Liabilities
 Trade and other payables                           13    730,292             110,304
 Finance lease liabilities                          14    21,382              -
 Total Current Liabilities                                751,674             110,304
 Total Liabilities                                        751,674             110,304
 Net Assets                                               6,954,334           4,766,086
 Equity attributable to owners of the Parent
 Share capital                                      15    -                   -
 Share premium                                      15    49,892,259          45,523,695
 Reverse acquisition reserve                              (18,845,147)        (18,845,147)
 Other reserves                                     16    811,616             448,309
 Accumulated losses                                       (24,904,394)        (22,360,771)
 Total equity attributable to owners of the Parent        6,954,334           4,766,086
 Total Equity                                             6,954,334           4,766,086

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Year ended 31 December 2023

 

                                                                                     Group
                                                                               Note  Year ended 31 December 2023                   Year ended 31 December 2022

                                                                                                          £                                             £

 Continuing Operations
 Revenue                                                                             -                                             -
 Cost of sales                                                                       -                                             -
 Gross profit                                                                        -                                             -
 Administration expenses                                                       6     (2,267,694)                                   (1,046,638)
 Other losses                                                                  18    (527,245)                                     (114,587)
 Operating loss before taxation                                                      (2,794,939)                                   (1,161,225)
 Income tax                                                                    7     (1,522)                                       (1,495)
 Loss for the year                                                                   (2,796,461)                                   (1,162,720)

 Loss attributable to:
 -     owners of the Parent                                                          (2,796,461)                                   (1,162,720)
                                                                                     (2,796,461)                                   (1,162,720)

 Other Comprehensive Income:
 Items that may be subsequently reclassified to profit or loss
 Exchange differences on translating foreign operations                              (185,049)                                     58,301
 Total Comprehensive Income                                                          (2,981,510)                                   (1,104,419)
 Attributable to:
 -  owners of the Parent                                                             (2,981,510)                                   (1,104,419)
 Total Comprehensive Income                                                          (2,981,510)                                   (1,104,419)
 -     Total comprehensive income attributable to discontinued operations            -                                             -

 -     Total comprehensive income attributable to continuing operations

                                                                                     (2,981,510)                                   (1,104,419)

 Earnings per share (pence) from continuing operations attributable to owners  21    (0.560)                                       (0.292)
 of the Parent - Basic & Diluted

 

 

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

For the year ended 31 December 2023

 

                                                         Share premium  Reverse acquisition reserve     Other reserves  Retained losses     Total equity

                                                         £              £                               £               £                   £
 As at 1 January 2022                                    43,836,855     (18,845,147)                    520,293         (21,386,556)        4,125,445
 Loss for the year                                       -              -                               -               (1,162,720)         (1,162,720)
 Other comprehensive income
 Exchange differences on translating foreign operations  -              -                               58,301           -                  58,301
 Total comprehensive income for the year                 -              -                               58,301          (1,162,720)         (1,104,419)
 Transactions with owners
 Issue of ordinary shares                                1,775,760      -                               -               -                   1,775,760
 Cost of capital                                         (88,920)       -                               -               -                   (88,920)
 Share option charge                                     -              -                               58,220          -                   58,220
 Expiry of Share Options                                 -              -                               (188,505)       188,505             -
 Total transactions with owners                          1,686,840      -                               (130,285)       188,505             1,745,060
 As at 31 December 2022                                  45,523,695     (18,845,147)                    448,309         (22,360,771)        4,766,086
 As at 1 January 2023                                    45,523,695     (18,845,147)                    448,309         (22,360,771)        4,766,086
 Loss for the year                                       -              -                               -               (2,796,461)         (2,796,461)
 Other comprehensive income
 Exchange differences on translating foreign operations  -              -                               (185,049)       -                   (185,049)
 Total comprehensive income for the year                 -              -                               (185,049)       (2,796,461)         (2,981,510)
 Transactions with owners
 Issue of ordinary shares                                4,571,468      -                               -               -                   4,571,468
 Cost of capital                                         (202,904)      -                               -               -                   (202,904)
 Share option charge                                     -              -                               801,194         -                   801,194
 Exercise and expiry of Share Options                    -              -                               (252,838)       252,838             -
 Total transactions with owners                          4,368,564      -                               548,356         252,838             5,169,758
 As at 31 December 2023                                  49,892,259     (18,845,147)                    811,616         (24,904,394)        6,954,334

 

 

CONSOLIDATED CASH FLOW STATEMENT

For the year ended 31 December 2023

 

                                                                              Group
                                     Note                                     2023         2022

                                                                              £            £
 Cash flows from operating activities
 Loss after taxation including discontinued operations                        (2,796,461)  (1,162,720)
 Adjustments for:
 Services satisfied by issue of shares                                        -            27,500
 Share based payment                                                          801,194      58,220
 Net finance income                                                           (16,795)     (2,795)
 Impairment of intangible assets                                              527,245      114,587
 Tax expense                                                                  1,522        1,495
 Depreciation and amortisation                                                23,349       300
 (Increase)/ decrease in trade and other receivables                          (155,398)    17,506
 Increase/(Decrease) in trade and other payables                              616,528      (26,490)
 Net cash used in operating activities                                        (998,816)    (972,397)
 Cash flows from investing activities
 Purchase of property, plant and equipment                                    (50,528)     (1,628)
 Additions to exploration and evaluation intangible asset                     (1,884,290)  (1,339,952)
 Net cash used in investing activities                                        (1,934,818)  (1,341,580)
 Cash flows from financing activities
 Proceeds from issue of shares, less shares issued in lieu of fees            4,382,779    1,657,500
 Cost of share issue                                                          (202,904)    (88,920)
 Interest received                                                            16,795       2,795
 Finance lease liabilities                                                    42,134       -
 Repayment of finance lease liabilities                                       (20,752)     -
 Net cash generated from financing activities                                 4,218,052    1,571,375
 Net increase/ (decrease) in cash and cash equivalents                        1,284,418    (742,602)
 Cash and cash equivalents at beginning of year                               1,467,769    2,210,371
 Cash and cash equivalents at end of year                                12   2,752,187    1,467,769
 Non-cash investing and financing
 activities

 Acquisition of exploration license - share based payment(1)             9    75,760       78,227
 Share options and warrants issued in respect of services(2)             17   801,194      58,220

 

(1) Comprised of 5,611,863 shares at 1.35p in respect of consideration payable
to acquire the Walton Project License.

(2) Share options and warrants over a total of 39,080,208 ordinary shares of
no par value were granted to Directors and management in the period.

 

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 December 2023

 

ACCOUNTING POLICIES

 

1.    General Information

 

The principal activity of Empire Metals Limited ("the Company") and its
subsidiaries (together "the Group") is to implement its mineral exploration
strategy to advance projects towards defining a sufficient in-situ mineral
resource to support a detailed feasibility study towards mine development and
production.

 

The Company's shares are traded on AIM, a market operated by the London Stock
Exchange. The Company is incorporated in the British Virgin Islands and
domiciled in the United Kingdom. The Company changed its name to Empire Metals
Limited on 10 February 2020.

 

The address of its registered office is Craigmuir Chambers, PO Box 71, Road
Town, Tortola, BVI.

 

2.    Summary of Significant Accounting Policies

 

The principal accounting policies applied in the preparation of these
Financial Statements are set out below. These policies have been consistently
applied to all the periods presented, unless otherwise stated.

 

2.1  Basis of Preparation of Financial Statements

The Group Financial Statements have been prepared in accordance with
International Financial Reporting Standards (IFRS) and IFRS Interpretations
Committee (IFRS IC) interpretations as adopted by the European Union. The
Group Financial Statements have been prepared under the historical cost
convention, unless stated otherwise.

 

The Financial Statements are presented in UK Pounds Sterling rounded to the
nearest pound.

 

The preparation of Financial Statements in conformity with IFRSs requires the
use of certain critical accounting estimates.  It also requires management to
exercise its judgement in the process of applying the Group's Accounting
Policies. The areas involving a higher degree of judgement or complexity, or
areas where assumptions and estimates are significant to the Financial
Statements, are disclosed in Note 4.

 

2.2  Changes in accounting policy and disclosures

(a) New and amended standards mandatory for the first time for the financial
periods beginning on or after 1 January 2023

 

The International Accounting Standards Board (IASB) issued various amendments
and revisions to International Financial Reporting Standards and IFRIC
interpretations. The amendments and revisions were applicable for the period
ended 31 December 2023 but did not result in any material changes to the
Financial Statements of the Group.

 

b) New standards, amendments and interpretations in issue but not yet
effective or not yet endorsed and not early adopted

 

Standards, amendments and interpretations that are not yet effective and have
not been early adopted are as follows:

 

 Standard              Impact on initial application                            Effective date
 IAS 1 (Amendments)    Classification of Liabilities as Current or Non-Current   1 January 2024

 

 

The Group is evaluating the impact of the new and amended standards
above which are not expected to have a material impact on future Group
Financial Statements.

 

2.3  Basis of Consolidation

The Group Financial Statements consolidate the Financial Statements of Empire
Metals Limited and the Financial Statements of all of its subsidiary
undertakings made up to 31 December 2023.

 

Subsidiaries are entities over which the Group has control. The Group controls
an entity when the Group is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those
returns through its power over the entity. Where an entity does not have
returns, the Group's power over the investee is assessed as to whether control
is held. Subsidiaries are fully consolidated from the date on which control is
transferred to the Group. They are deconsolidated from the date that control
ceases.

 

Below is a summary of subsidiaries of the Group:

 

 Name of subsidiary                Place of business       Parent company                 Registered capital         Share capital held  Principal activities
 Kibe Investments No.2 Limited     British Virgin Islands  Empire Metals Ltd              Ordinary shares US$12      100%                Dormant
 Noricum Gold AT GmbH              Austria                 Kibe Investments No.2 Limited  Ordinary shares €35,000    100%                Exploration
 GMC Investments Limited           British Virgin Islands  Empire Metals Ltd              Ordinary shares US$1       100%                Dormant
 European Mining Services Limited  United Kingdom          Empire Metals Ltd              Ordinary shares            100%                Mining Services

                                                                                          £1
 Eclipse Exploration Pty Ltd       Australia               Empire Metals Ltd              Ordinary Shares            100%                Exploration

                                                                                          AUD$1

 

Inter-company transactions, balances, income and expenses on transactions
between group companies are eliminated. Profits and losses resulting from
intercompany transactions that are recognised in assets are also eliminated.

 

Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the Group.

 

2.4  Going Concern

The Group's business activities, together with the factors likely to affect
its future development, performance and position, are set out in the
Chairman's Report from page 3. In addition, Note 3 to the Financial Statements
includes the Group's objectives, policies and processes for managing its
capital; its financial risk management objectives; and details of its exposure
to credit and liquidity risk.

 

The Financial Statements have been prepared on a going concern basis. Although
the Group's assets are not generating steady revenue streams, an operating
loss has been reported and an operating loss is expected in the 12 months to
31 December 2024, the Directors believe that the Group will have sufficient
funds to meet its immediate working capital requirements and to meet all
committed exploration costs over the next 12 months from the date of approval
of these Financial Statements. As at the balance sheet date, the Group has
cash and cash equivalents of £2,752,187 and a further £3 million was raised
via the issue of new ordinary shares in January 2024. These amounts combined
are expected to adequately cover forecast working capital requirements.

 

The Directors have, in the light of all the above circumstances, a reasonable
expectation that the Group has adequate resources to continue in operational
existence for the foreseeable future. Thus, they continue to adopt the going
concern basis of accounting in preparing the Group Financial Statements.

 

2.5  Segment Reporting

Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision-maker. The chief operating
decision-maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the Board of
Directors that makes strategic decisions.

 

Segment results, include items directly attributable to a segment as well as
those that can be allocated on a reasonable basis.

 

2.6  Foreign Currencies

(a) Functional and presentation currency

 

Items included in the Financial Statements of the Group's entities are
measured using the currency of the primary economic environment in which the
entity operates (the 'functional currency'). The functional currency of the
Company is Sterling, the functional currency of the BVI subsidiaries is US
Dollars, the functional currency of the Austrian subsidiary is Euros and the
functional currency of the Australian subsidiary is AUD Dollars. The Financial
Statements are presented in Pounds Sterling, rounded to the nearest pound.

 

(b) Transactions and balances

 

Foreign currency transactions are translated into the functional currency
using the exchange rates prevailing at the dates of the transactions or
valuation where such items are re-measured. Foreign exchange gains and losses
resulting from the settlement of such transactions and from the translation at
year-end exchange rates of monetary assets and liabilities denominated in
foreign currencies are recognised in the Income Statement.

 

(c) Group companies

 

The results and financial position of all the Group's entities (none of which
has the currency of a hyperinflationary economy) that have a functional
currency different from the presentation currency are translated into the
presentation currency as follows:

 

·    assets and liabilities for each statement of financial position
presented are translated at the closing rate at the date of that statement of
financial position;

 

·    income and expenses for each statement of comprehensive income
presented are translated at average exchange rates (unless this average is not
a reasonable approximation of the cumulative effect of the rates prevailing on
the transaction dates, in which case income and expenses are translated at the
dates of the transactions); and

 

·    all resulting exchange differences are recognised in other
comprehensive income where material.

 

On consolidation, exchange differences arising from the translation of the net
investment in foreign entities, and of monetary items receivable from foreign
subsidiaries for which settlement is neither planned nor likely to occur in
the foreseeable future, are taken to other comprehensive income. When a
foreign operation is sold, such exchange differences are recognised in the
income statement as part of the gain or loss on sale.

 

2.7  Intangible Assets

Exploration and evaluation assets

 

The Group recognises expenditure as exploration and evaluation assets when it
determines that those assets will be successful in finding specific mineral
resources. Expenditure included in the initial measurement of exploration and
evaluation assets and which are classified as intangible assets, relate to the
acquisition of rights to explore, topographical, geological, geochemical and
geophysical studies, exploratory drilling, trenching, sampling and activities
to evaluate the technical feasibility and commercial viability of extracting a
mineral resource. Capitalisation of pre-production expenditure ceases when the
mining property is capable of commercial production.

 

Exploration and evaluation assets are recorded and held at cost.

 

Exploration and evaluation assets are assessed for impairment annually or when
facts and circumstances suggest that the carrying amount of an asset may
exceed its recoverable amount. The assessment is carried out by allocating
exploration and evaluation assets to cash generating units, which are based on
specific projects or geographical areas. IFRS 6 permits impairments of
exploration and evaluation expenditure to be reversed should the conditions
which led to the impairment improve. The Group continually monitors the
position of the projects capitalised and impaired.

 

Whenever the exploration for and evaluation of mineral resources in cash
generating units does not lead to the discovery of commercially viable
quantities of mineral resources and the Group has decided to discontinue such
activities of that unit, the associated expenditures are written off to the
Income Statement.

2.8  Property, Plant and Equipment

Property, plant and equipment is stated at historical cost less accumulated
depreciation and any accumulated impairment losses. Depreciation is provided
on all property, plant and equipment to write off the cost less estimated
residual value of each asset over its expected useful economic life on a
straight-line basis at the following annual rates:

 

Computer equipment - 20 to 50% straight line

Field equipment - 20 to 50% straight line

 

All assets are subject to annual impairment reviews. An asset's carrying
amount is written down immediately to its recoverable amount if the asset's
carrying amount is greater than its estimated recoverable amount.

 

Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group and the cost
of the item can be measured reliably. The carrying amount of the replacement
part is derecognised. All other repairs and maintenance are charged to the
Income Statement during the financial period in which they are incurred.

 

The asset's residual value and useful economic lives are reviewed, and
adjusted if appropriate, at the end of each reporting period.

 

Gains and losses on disposal are determined by comparing the proceeds with the
carrying amount and are recognised within 'Other gains / (losses)' in the
income statement.

 

2.9  Impairment of non-financial assets

Assets that have an indefinite useful life, for example, intangible assets not
ready to use, are not subject to amortisation and are tested annually for
impairment.  An impairment loss is recognised for the amount by which the
asset's carrying amount exceeds its recoverable amount. The recoverable amount
is the higher of an asset's fair value less costs to sell and value in use.
For the purposes of assessing impairment, assets are grouped at the lowest
levels for which there are separately identifiable cash flows (cash generating
units).

 

Non-financial assets that suffered impairment (except goodwill) are reviewed
for possible reversal of the impairment at each reporting date.

 

2.10 Assets classified as held for sale

Assets are classified as held for sale if their carrying amount will be
recovered principally through a sale transaction rather than through
continuing use and a sale is considered highly probable. They are measured at
the lower of their carrying value and fair value less costs to sell. An
impairment loss is recognised for any subsequent write-down of the asset to
fair value less costs to sell.

 

2.11 Financial Assets

 

(a) Classification

The Group classifies its financial assets in the following categories: at
amortised cost including trade receivables and other financial assets at
amortised cost, at fair value through other comprehensive income and at fair
value through profit or loss, loans and receivables, and available-for-sale.
The classification depends on the purpose for which the financial assets were
acquired.  Management determines the classification of its financial assets
at initial recognition.

 

(b) Recognition and measurement

Amortised cost

Trade and other receivables are recognised initially at the amount of
consideration that is unconditional, unless they contain significant financing
components, in which case they are recognised at fair value. The group holds
the trade and other receivables with the objective of collecting the
contractual cash flows, and so it measures them subsequently at amortised cost
using the effective interest method.

 

The group classifies its financial assets as at amortised cost only if both of
the following criteria are met:

 

·      the asset is held within a business model whose objective is to
collect the contractual cash flows; and

·      the contractual terms give rise to cash flows that are solely
payments of principle and interest.

 

(c)  Impairment of financial assets

The Group recognises an allowance for expected credit losses (ECLs) for all
debt instruments not held at fair value through profit or loss. ECLs are based
on the difference between the contractual cash flows due in accordance with
the contract and all the cash flows that the Group expects to receive,
discounted at an approximation of the original EIR. The expected cash flows
will include cash flows from the sale of collateral held or other credit
enhancements that are integral to the contractual terms.

 

ECLs are recognised in two stages. For credit exposures for which there has
not been a significant increase in credit risk since initial recognition, ECLs
are provided for credit losses that result from default events that are
possible within the next 12-months (a 12-month ECL). For those credit
exposures for which there has been a significant increase in credit risk since
initial recognition, a loss allowance is required for credit losses expected
over the remaining life of the exposure, irrespective of the timing of the
default (a lifetime ECL).

 

For trade receivables (not subject to provisional pricing) and other
receivables due in less than 12 months, the Group applies the simplified
approach in calculating ECLs, as permitted by IFRS 9. Therefore, the Group
does not track changes in credit risk, but instead, recognises a loss
allowance based on the financial asset's lifetime ECL at each reporting date.

 

The Group considers a financial asset in default when contractual payments are
90 days past due. However, in certain cases, the Group may also consider a
financial asset to be in default when internal or external information
indicates that the Group is unlikely to receive the outstanding contractual
amounts in full before taking into account any credit enhancements held by the
Group. A financial asset is written off when there is no reasonable
expectation of recovering the contractual cash flows and usually occurs when
past due for more than one year and not subject to enforcement activity.

 

At each reporting date, the Group assesses whether financial assets carried at
amortised cost are credit impaired. A financial asset is credit-impaired when
one or more events that have a detrimental impact on the estimated future cash
flows of the financial asset have occurred.

 

(d)           Derecognition

The Group derecognises a financial asset only when the contractual rights to
the cash flows from the asset expire, or when it transfers the financial asset
and substantially all the risks and rewards of ownership of the asset to
another entity.

 

On derecognition of a financial asset measured at amortised cost, the
difference between the asset's carrying amount and the sum of the
consideration received and receivable is recognised in profit or loss. This is
the same treatment for a financial asset measured at FVTPL.

 

2.12 Financial Liabilities

 

Financial liabilities are classified, at initial recognition, as financial
liabilities at fair value through profit or loss, loans and borrowings,
payables, or as derivatives designated as hedging instruments in an effective
hedge, as appropriate. All financial liabilities are recognised initially at
fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs. The Group's financial liabilities
include trade and other payables.

 

Subsequent measurement

 

The measurement of financial liabilities depends on their classification, as
described below:

 

Trade and other payables

 

After initial recognition, trade and other payables are subsequently measured
at amortised cost using the EIR method. Gains and losses are recognised in the
statement of profit or loss and other comprehensive income when the
liabilities are derecognised, as well as through the EIR amortisation process.

 

Amortised cost is calculated by considering any discount or premium on
acquisition and fees or costs that are an integral part of the EIR. The EIR
amortisation is included as finance costs in the statement of profit or loss
and other comprehensive income.

 

Derecognition

 

A financial liability is derecognised when the associated obligation is
discharged or cancelled or expires.

 

When an existing financial liability is replaced by another from the same
lender on substantially different terms, or the terms of an existing liability
are substantially modified, such an exchange or modification is treated as the
derecognition of the original liability and the recognition of a new
liability. The difference in the respective carrying amounts is recognised in
profit or loss and other comprehensive income.

 

Fair value

 

All assets and liabilities for which fair value is measured or disclosed in
the consolidated Financial Statements are categorised within the fair value
hierarchy. The fair value hierarchy prioritises the inputs to valuation
techniques used to measure fair value. The Group uses the following hierarchy
for determining and disclosing the fair value of financial instruments and
other assets and liabilities for which the fair value was used:

 

-       level 1: quoted prices in active markets for identical assets or
liabilities;

-       level 2: inputs other than quoted prices included in level 1
that are observable for the asset or liability, either directly (as prices) or
indirectly (derived from prices); and

-       level 3: inputs for the asset or liability that are not based on
observable market data (unobservable inputs).

 

2.13 Cash and Cash Equivalents

Cash and cash equivalents comprise cash at bank and in hand.

 

2.14 Taxation

Tax for the period comprises current and deferred tax.  Tax is recognised in
the income statement, except to the extent that it relates to items recognised
directly in equity.  In this case the tax is also recognised directly in
other comprehensive income or directly in equity, respectively.

 

The current income tax charge is calculated on the basis of the tax laws
enacted or substantively enacted at the end of the reporting period in the
countries where the Company's subsidiaries and associates operate and generate
taxable income.  Management periodically evaluates positions taken in tax
returns with respect to situations in which applicable tax regulation is
subject to interpretation.  It establishes provisions where appropriate on
the basis of amounts expected to be paid to the tax authorities.

 

Deferred income tax is recognised, using the liability method, on temporary
differences arising between the tax bases of assets and liabilities and their
carrying amounts in the consolidated Financial Statements. However, the
deferred tax is not accounted for if it arises from initial recognition of an
asset or liability in a transaction other than a business combination that, at
the time of the transaction, affects neither accounting nor taxable profit or
loss.  Deferred income tax is determined using tax rates (and laws) that have
been enacted, or substantially enacted, by the end of the reporting period and
are expected to apply when the related deferred income tax asset is realised,
or the deferred income tax liability is settled.

 

Deferred income tax assets are recognised only to the extent that it is
probable that future taxable profit will be available against which the
temporary differences can be utilised.

 

Deferred income tax liabilities are provided on taxable temporary differences
arising from investments in subsidiaries, associates and joint arrangements,
except for deferred income tax liability where the timing of the reversal of
the temporary difference is controlled by the group and it is probable that
the temporary difference will not reverse in the foreseeable future. Generally
the group is unable to control the reversal of the temporary difference for
associates. Only where there is an agreement in place that gives the group the
ability to control the reversal of the temporary difference not recognised.

 

Deferred income tax assets are recognised on deductible temporary differences
arising from investments in subsidiaries, associates and joint arrangements
only to the extent that it is probable the temporary difference will reverse
in the future and there is sufficient taxable profit available against which
the temporary difference can be utilised.

 

Deferred income tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets against current tax
liabilities, and when the deferred income tax assets and liabilities relate to
income taxes levied by the same taxation authority on either the taxable
entity or different taxable entities where there is an intention to settle the
balances on a net basis.

 

2.15 Share Capital, share premium and other reserves

 

Ordinary shares are classified as equity. Incremental costs directly
attributable to the issue of new shares or options are shown in equity, as a
deduction, net of tax, from the proceeds provided there is sufficient premium
available. Should sufficient premium not be available placing costs are
recognised in the Income Statement.

 

Other reserves consist of the share option reserve and the foreign exchange
translation reserve. See Notes 16 and 17 for further detail.

 

2.16 Reverse acquisition reserve

The reverse acquisition reserve arose on the acquisition of Kibe Investments
No. 2 Limited in 2010. There has been no movement in the reserve since that
date.

 

2.17 Share Based Payments

The Group operates a number of equity-settled share-based schemes, under which
the entity receives services from employees or third-party suppliers as
consideration for equity instruments (shares, options and warrants) of the
Group.  The Group may also issue warrants to share subscribers as part of a
share placing. The fair value of the equity-settled share based payments is
recognised as an expense in the income statement or charged to equity
depending on the nature of the service provided or instrument issued.  The
total amount to be expensed or charged in the case of options is determined by
reference to the fair value of the options or warrants granted:

 

·      including any market performance conditions;

·      excluding the impact of any service and non-market performance
vesting conditions (for example, profitability or sales growth targets, or
remaining an employee of the entity over a specified time period); and

·      including the impact of any non-vesting conditions (for example,
the requirement for employees to save).

 

In the case of shares and warrants the amount charged to the share premium
account is determined by reference to the fair value of the services received
if available. If the fair value of the services received is not determinable
the shares are valued by reference to the market price and the warrants are
valued by reference to the fair value of the warrants granted as described
previously.

 

Non-market vesting conditions are included in assumptions about the number of
options or warrants that are expected to vest. The total expense or charge is
recognised over the vesting period, which is the period over which all of the
specified vesting conditions are to be satisfied.  At the end of each
reporting period, the entity revises its estimates of the number of options
that are expected to vest based on the non-market vesting conditions. It
recognises the impact of the revision to original estimates, if any, in the
income statement or equity as appropriate, with a corresponding adjustment to
another reserve in equity.

 

When the warrants or options are exercised, the Company issues new shares.
The proceeds received, net of any directly attributable transaction costs, are
credited to share capital (nominal value) and share premium when the warrants
or options are exercised.

 

2.18 Leases

The Group leases certain property.

 

The lease liability is initially measured at the present value of the lease
payments that are not paid. Lease payments generally include fixed payments
less any lease incentives receivable. The lease liability is discounted using
the interest rate implicit in the lease or, if that rate cannot be readily
determined, the Group's incremental borrowing rate. The Group estimates the
incremental borrowing rate based on the lease term, collateral assumptions,
and the economic environment in which the lease is denominated. The lease
liability is subsequently measured at amortised cost using the effective
interest method. The lease liability is remeasured when the expected lease
payments change as a result of new assessments of contractual options and
residual value guarantees.

 

The right-of-use asset is recognised at the present value of the liability at
the commencement date of the lease less any incentives received from the
lessor. Added to the right-of-use asset are initial direct costs, payments
made before the commencement date, and estimated restoration costs. The
right-of-use asset is subsequently depreciated on a straight-line basis from
the commencement date to the earlier of the end of the useful life of the
right-of-use asset or the end of the lease term. The right-of-use asset is
periodically reduced by impairment losses, if any, and adjusted for certain
remeasurements of the lease liability.

 

Each lease payment is allocated between the liability and finance charges. The
corresponding rental obligations, net of finance charges, are included in
lease liabilities, split between current and non-current depending on when the
liabilities are due. The interest element of the finance cost is charged to
the Statement of Profit and Loss over the lease period so as to produce a
constant periodic rate of interest on the remaining balance of the liability
for each period. Assets obtained under finance leases are depreciated over
their useful lives. The lease liabilities are shown in Note 14.

 

Exemptions are applied for short life leases and low value assets, with
payment made under operating leases charged to the Consolidated Statement of
Comprehensive Income on a straight-line basis of the period of the lease.

 

2.19 Revenue Recognition

Revenue is recognised in respect of amounts recharged to project strategic
partners in accordance with their contractual terms. Revenue is also generated
from management and consulting services to third parties.

 

The Group derives revenue from the transfer of services overtime and at a
point in time in the service lines detailed below. Revenues from external
customers come from consulting services.

 

The Group provides management services to subsidiary undertakings and joint
venture entities for a fixed monthly fee. Revenue from providing services is
recognised in the accounting period in which the services are rendered.
Efforts to satisfy the performance obligation are expended evenly throughout
the performance period and so the performance obligation is considered to be
satisfied evenly over time.

 

2.20 Finance Income

Finance income consists of bank interest on cash and cash equivalents which is
recognised using the effective interest rate method.

 

2.21 Discontinued Operations

A discontinued operation is a component of the Group's business, the
operations and cash flows of which can be clearly distinguished from the rest
of the Group and which:

 

•      represents a separate major line of business or geographic area
of operations;

 

•      is part of a single co-ordinated plan to dispose of a separate
major line of business or geographic area of operations; or

 

•      is a subsidiary acquired exclusively with a view to resale.
Classification as a discontinued operation occurs at the earlier of disposal
or when the operation meets the criteria to be classified as held-for-sale.

 

When an operation is classified as a discontinued operation, the comparative
statement of profit or loss and OCI is represented as if the operation had
been discontinued from the start of the comparative year.

 

3.    Financial Risk Management

 

3.1  Financial Risk Factors

The Group's activities expose it to a variety of financial risks being market
risk (including, interest rate risk, currency risk and price risk), credit
risk and liquidity risk. The Group's overall risk management programme focuses
on the unpredictability of financial markets and seeks to minimise potential
adverse effects on the Group's financial performance.

 

Market Risk

(a)   Foreign currency risks

 

The Group operates internationally and is exposed to foreign exchange risk
arising from various currency exposures, primarily with respect to the USD and
Euros against the UK pound. Foreign exchange risk arises from future
commercial transactions, recognised assets and liabilities and net investments
in foreign operations. The Group negotiates all material contracts for
activities in relation to its subsidiary in USD and Euros. The Directors will
continue to assess the effect of movements in exchange rates on the Group's
financial operations and initiate suitable risk management measures where
necessary.

 

(b) Price risk

 

The Group is not exposed to commodity price risk as a result of its
operations, which are still in the exploration phase. Other than insignificant
consulting revenue, there is no revenue. The Directors will revisit the
appropriateness of this policy should the Group's operations change in size or
nature.

 

The Group has no exposure to equity securities price risk, as it has no listed
equity investments.

 

(c) Interest rate risk

 

As the Group has no borrowings, it is not exposed to interest rate risk on
financial liabilities. The Group's interest rate risk arises from its cash
held on short-term deposit, which is not significant.

 

Credit Risk

Credit risk arises from cash and cash equivalents as well as outstanding
receivables. Management does not expect any losses from non-performance of
these receivables.

 

The amount of exposure to any individual counter party is subject to a limit,
which is assessed by the Board. No credit limits were exceeded during the
reporting period, and management does not expect any losses from
non-performance by these counterparties.

 

The Group considers the credit ratings of banks in which it holds funds in
order to reduce exposure to credit risk.

 

Liquidity Risk

In keeping with similar sized mineral exploration groups, the Group's
continued future operations depend on the ability to raise sufficient working
capital through the issue of equity share capital. The Directors are confident
that adequate funding will be forthcoming with which to finance operations.
Controls over expenditure are carefully managed. In January 2024, the Company
raised net proceeds of £3m. See note 2.4 for further details on going concern
and liquidity.

 

3.2  Capital Risk Management

The Group's objectives when managing capital are to safeguard the Group's
ability to continue as a going concern, in order to provide returns for
shareholders and to enable the Group to continue its exploration and
evaluation activities.  The Group has no debt at 31 December 2023 and defines
capital based on the total equity of the Company being £6.9m. The Group
monitors its level of cash resources available against future planned
exploration and evaluation activities and may issue new shares in order to
raise further funds from time to time.

 

4.    Critical Accounting Estimates and Judgements

 

The preparation of the Group Financial Statements in conformity with IFRSs
requires Management to make 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 amount of
expenses during the year. Actual results may vary from the estimates used to
produce these Financial Statements.

 

Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.

 

Significant items subject to such estimates and assumptions include, but are
not limited to:

 

Impairment of exploration and evaluation costs

Exploration and evaluation costs have a carrying value at 31 December 2023 of
£2,869,667 (2022: £3,337,598): refer to Note 9 for more information. The
Group has a right to renew exploration permits and the asset is only
depreciated once extraction of the resource commences. Management tests
annually whether exploration projects have future economic value in accordance
with the accounting policy stated in Note 2.7. Each exploration project is
subject to an annual review by either a consultant or senior company geologist
to determine if the exploration results returned during the year warrant
further exploration expenditure and have the potential to result in an
economic discovery.  This review takes into consideration the expected costs
of extraction, long term metal prices, anticipated resource volumes and supply
and demand outlook.  In the event that a project does not represent an
economic exploration target and results indicate there is no additional
upside, a decision will be made to discontinue exploration.

 

On 24 February 2024, the Company announced that management had undertaken an
assessment of the Company's non-core assets and as a consequence decided not
to extend the Gindalbie Tribute Agreement which was due to expire on 24
February 2024. As a result, the previously capitalised exploration costs
related to Gindalbie totalling £527,245 have been fully impaired as at 31
December 2023.

 

Held for sale assets

The Company is working on a potential divestment of the Eclipse project and
are actively engaged with a number of Australian companies operating in the
gold mining sector to find a buyer. Management are committed to the sale of
the Eclipse licence and given the recent increase in the gold price this asset
has become significantly more attractive. The expectation is that this sale
will be completed in the next 6 months.

 

 As a result, this asset has been reclassified as held for sale. The carrying
value of the Eclipse Project is £1.744 million. This represents the
acquisition cost plus the carried forward exploration expenditure. An initial
assessment study resulted in an anticipated operating profit from the Eclipse
shaft gold target of A$3.8 million (approx. £2 million). This represents only
one target within the licence area with multiple targets offering further
high-grade gold discovery potential. As a result, management believe the fair
value less costs to sell is in excess of the carrying value and as a result,
continue to value the asset at the existing carrying value.

 

Share based payment transactions

The Group has made awards of options and warrants over its unissued share
capital to certain Directors and employees as part of their remuneration
package. Certain warrants have also been issued to shareholders as part of
their subscription for shares and to suppliers for various services received.

 

The valuation of these options and warrants involves making a number of
critical estimates relating to price volatility, future dividend yields,
expected life of the options and forfeiture rates.  These assumptions have
been described in more detail in Note 17.

 

5.    Segmental Information

 

As at 31 December 2023, the Group operates in three geographical areas, the
UK, Austria and Australia. The Company operates in one geographical area, the
UK. Activities in the UK are mainly administrative in nature whilst activities
in Austria and Australia relate to exploration and evaluation work. The
reports used by the chief operating decision maker are based on these
geographical segments.

 

The Group generated no revenue during the year ended 31 December 2023: £nil
(2022: £nil).

 

 2023                                                             Australia  Austria   UK           Total

                                                                  £          £         £            £

 Revenue                                                          -          -         -            -
 Administrative expenses                                          (298,616)  (15,706)  (1,953,372)  (2,267,694)
 Other losses                                                     (527,245)  -         -            (527,245)
 Operating loss from continued operations per reportable segment  (825,861)  (15,706)  (1,948,372)  (2,794,939)
 Additions to non-current assets                                  1,998,961  3,223     8,394        2,010,578
 Reportable segment assets                                        4,975,259  72,741    2,658,008    7,706,008
 Reportable segment liabilities                                   667,694    8,614     75,366       751,674

 

 

Segment assets and liabilities are allocated based on geographical location.

 

 

 2022                                                             Australia  Austria   UK         Total

                                                                  £          £         £          £

 Revenue                                                          -          -         -          -
 Administrative expenses                                          (143,454)  (13,151)  (890,033)  (1,046,638)
 Other gains/(losses)                                             (114,587)  -         -          (114,587)
 Operating loss from continued operations per reportable segment  (258,041)  (13,151)  (890,033)  (1,161,225)
 Additions to non-current assets                                  1,410,026  6,778     1,375      1,418,179
 Reportable segment assets                                        3,416,905  76,126    1,383,359  4,876,390
 Reportable segment liabilities                                   34,196     3,239     72,869     110,304

 

6. Expenses by Nature

                                                                                 2023       2022

                                                                                 £          £

 Directors' fees (note 20)                                                       496,333    342,095
 Employee Expenses                                                               150,369    40,882
 Fees payable to the Company's auditors for the audit of the Parent Company and  50,000     39,000
 group financial statements
 Professional, legal and consulting fees                                         186,588    142,507
 Accounting related services                                                     40,153     36,226
 Insurance                                                                       27,640     32,270
 Office and administrative expenses                                              66,575     71,585
 Depreciation                                                                    23,349     300
 Travel and subsistence                                                          140,370    84,556
 AIM related costs including investor relations                                  222,902    188,703
 Share option expense                                                            801,194    58,220
 Other expenses                                                                  62,221     10,294
 Total administrative expenses                                                   2,267,694  1,046,638

 

 

7.    Taxation

 

The tax on the Group's loss differs from the theoretical amount that would
arise using the weighted average tax rate applicable to the losses of the
consolidated entities as follows:

                                                                             Group
                                                                             2023         2022

                                                                             £            £
 Loss before tax from continued operations                                   (2,794,939)  (1,162,720)
 Tax at the weighted average rate of 24% (2022: 23%)                         (670,785)    (267,082)
 Expenditure not deductible for tax purposes                                 330,998      45,863
 Effect of differing tax rates across jurisdictions                          (3,400)      78,186
 Net tax effect of losses carried forward on which no deferred tax asset is  344,709      144,528
 recognised
 Income tax expense for the year                                             1,522        1,495

 

No charge to taxation arises due to the losses incurred.

 

The weighted average applicable tax rate of 24% (2022: 23%) used is a
combination of the 25% standard rate of corporation tax in the UK (2022: 19%),
24% Austrian corporation tax (2022: 25%) and 25% Australian corporation tax.

 

 

The Group has accumulated tax losses of approximately £7,440,998 (2022:
£7,110,000) available to carry forward against future taxable profits. A
deferred tax asset has not been recognised because of uncertainty over future
taxable profits against which the losses may be utilised.

8.    Property, Plant and Equipment

                                            Field       Computer equipment  Right of use asset  Total

                                            equipment   £                   £                   £

                                            £
 Cost
 As at 31 December 2022                     10,229      27,173              -                   37,402
 As at 1 January 2023                       10,229      27,173              -                   37,402
 Additions                                  -           8,394               42,134              50,528
 Exchange differences                       -           (12)                -                   (12)
 As at 31 December 2023                     10,229      35,555              42,134              87,918

 Depreciation
 As at 31 December 2022                     10,229      25,845              -                   36,074
 Charge for the year                        -           2,345               21,004              23,349
 Exchange differences                       -           (12)                63                  51
 As at 31 December 2023                     10,229      28,178              21,067              59,474
 Net book value as at 31 December 2022      -           1,328               -                   1,328
 Net book value as at 31 December 2023      -           7,377               21,067              28,444

 

The right of use asset shown above is an asset in use by the Group's
subsidiary undertaking and represents leasehold premises. Please refer to Note
14.

 

9.    Intangible Assets

 

 Exploration & Evaluation Assets at Cost and Net Book Value      2023         2022

                                                                 £            £
 Balance as at 1 January                                         3,337,598    1,952,419
 Additions                                                       1,960,050    1,418,179
 Transfer to asset held for sale                                 (1,744,584)  -
 Impairments                                                     (527,245)    (114,587)
 Foreign exchange differences                                    (156,152)    81,587
 As at 31 December                                               2,869,667    3,337,598

 

The Exploration & Evaluation additions in the current period primarily
relates to work performed at the Company's Pitfield project. An initial drill
programme consisting of 21 RC drill holes were completed in April of this
year, following on from extensive geophysics and geochemistry programmes., The
Company has since commenced a second phase of diamond drilling at Pitfield
with this to be followed by a third phase of RC drilling later this year. A
total of 20,000 combined diamond and RC drilling has now been completed as of
the date of this report. The Company is now advancing detailed mineralogical
and metallurgical studies with a view to undertaking resource drilling towards
the end of the year along with pilot plant and process flow sheet design.

 

Eclipse-Gindalbie Project

 

In 2020 the Group acquired an option to purchase 75% of the Eclipse Gold
license. The option was exercised in February 2021 for a consideration of
AUD$1,000,000 (approximately £550,000) in cash and AUD$500,000 (£277,750)
settled via the issue of 7,095,510 new ordinary shares of no-par value at a
price of 3.91p.

 

In January 2022, the Group entered into a Tribute Agreement for the Gindalbie
license. The cost to enter into the Tribute Agreement was AUD$250,000 for an
initial 6-month exploration term. An additional A$250,000 was paid in August
2022 to extend the exploration period by a further 18 months.

 

In February 2022, 1,676m of Reverse Circulation ("RC") drilling was completed,
focused mainly on the Homeward Bound, Laurel-Bulletin, South Gippsland #3,
Golden Puzzle and Bud's Find areas. Of the four RC holes drilled at the
Homeward Bound target, three reported very high-grade intercepts.

 

Following from this, a further six Diamond Drill ("DD") holes for a total of
999m were completed at Eclipse during the year to test for continuity between
Eclipse and Jack's Dream and to the north-west of Jack's Dream. Five of the
six DD holes intercepted the mineralised shear reporting significant gold
intercepts.

 

Following on from successful drilling campaigns in February 2022 and June
2022, the Company decided to carry out a small RC campaign consisting of nine
RC drill holes for 770m. The Company found evidence of kaolinite-rich clays
within the intensely leached upper part of the weathering profile.

 

On 24 February 2024, the Company announced that management had undertaken an
assessment of the Company's non-core assets and as a consequence decided not
to extend the Gindalbie Tribute Agreement which was due to expire on 24
February 2024. As a result, the previously capitalised exploration costs
related to Gindalbie totalling £528,838 have been fully impaired as at 31
December 2023.

 

The Eclipse project has also been reclassified as an Asset Held for Sale as
the Company works on a potential divestment of this asset. Please refer to
Note 11.

 

Pitfield Project

 

The Company acquired a 70% interest in the Pitfield project from Century
Minerals Pty Ltd ('Century') on 13 April 2022. The consideration for the
acquisition was satisfied by the issue of 5,611,863, new ordinary shares to
Century.

 

In accordance with IFRS 6, the Directors undertook an assessment of the
following areas and circumstances which could indicate the existence of
impairment:

 

•    The Group's right to explore in an area has expired or will expire in
the near future without renewal.

•    No further exploration or evaluation is planned or budgeted for.

•    A decision has been taken by the Board to discontinue exploration and
evaluation in an area due to the absence of a commercial level of reserves.

•    Sufficient data exists to indicate that the book value may not be
fully recovered from future development and production

 

Based on the above assessment, management does not consider there to be any
indicators present over the Pitfield project, in accordance with the criterion
of IFRS 6. As such, the Board do not believe that any impairment is necessary.

 

Walton Project

 

The Company acquired a 70% interest in the Walton project from Century on 24
April 2023. The consideration for the acquisition was satisfied by the issue
of 5,611,863, new ordinary shares to Century.

 

In accordance with IFRS 6, the Directors undertook an assessment of the
following areas and circumstances which could indicate the existence of
impairment:

 

•    The Group's right to explore in an area has expired or will expire in
the near future without renewal.

•    No further exploration or evaluation is planned or budgeted for.

•    A decision has been taken by the Board to discontinue exploration and
evaluation in an area due to the absence of a commercial level of reserves.

•    Sufficient data exists to indicate that the book value may not be
fully recovered from future development and production.

 

Based on the above assessment, management does not consider there to be any
indicators present over the Pitfield project, in accordance with the criterion
of IFRS 6. As such, the Board do not believe that any impairment is necessary.

 

 

10.  Trade and Other Receivables

 

                    2023     2022

                    £        £
 VAT receivable     93,807   15,796
 Prepayments        30,144   18,230
 Cash in transit    100,000  -
 Other receivables  87,175   35,669
                    311,126  69,695

 

Other receivables are all due within one year. The fair value of all
receivables is the same as their carrying values stated above. These assets,
excluding prepayments, are the only form of financial asset within the Group,
together with cash and cash equivalents.

 

Cash in transit relates to funds sent from Empire Metals Limited to Eclipse
Exploration Pty Ltd at the year end.

 

The carrying amounts of the Group's other receivables are denominated in the
following currencies:

                     2023     2022

                     £        £

 UK Pounds           115,617  58,308
 Euros               757      626
 Australian Dollars  194,752  10,761
                     311,126  69,695

 

The maximum exposure to credit risk at the reporting date is the carrying
value of each class of receivable mentioned above. The Group does not hold any
collateral as security. All trade and other receivables are considered fully
recoverable and performing.

 

11.  Held For Sale Asset

 

                                                     2023       2022

                                                     £          £
 Balance as at 1 January                             -          -
 Additions                                           -          -
 Impairment                                          -          -
 Transferred from Exploration and Evaluation assets  1,744,584  -
 As at 31 December                                   1,744,584  -

 

The Company is working on a potential divestment of the Eclipse project and
are actively engaged with a number of Australian companies operating in the
gold mining sector to find a buyer. Management are committed to the sale of
the Eclipse licence and given the recent increase in the gold price this asset
has become significantly more attractive. The expectation is that this sale
will be completed in the next 6 months.

 

 As a result this asset has been reclassified as held for sale. The carrying
value of the Eclipse Project is £1.744 million. This represents the
acquisition cost plus the carried forward exploration expenditure. An initial
assessment study resulted in an operating profit from the Eclipse shaft gold
target of A$3.8 million (approx. £2 million). This represents only one target
within the licence area with multiple targets offering further high-grade gold
discovery potential. As a result, management believe the fair value less costs
to sell is in excess of the carrying value and as a result, continue to value
the asset at the existing carrying value.

 

12.   Cash and Cash Equivalents

                           2023       2022

                           £          £
 Cash at bank and in hand  2,752,187  1,467,769

 

The Group's cash is held with facilities with AA and A credit ratings.

 

The carrying amounts of the Group and Company's cash and cash equivalents are
denominated in the following currencies:

 

                           2023       2022

                           £          £

 UK Pounds                 2,396,719  1,200,351
 Euros                     6,073      11,469
 US Dollars                138,287    185,458
 Australian Dollars        211,108    70,491
 Cash at bank and in hand  2,752,187  1,467,769

 

13.  Trade and Other Payables

                   2023     2022

                   £        £
 Trade payables    319,356  67,298
 Other payables    22,177   6,422
 Accrued expenses  388,759  36,584
                   730,292  110,304

 

The carrying amounts of the Group's trade and other payables are denominated
in the following currencies:

 

                     2023     2022

                     £        £

 UK Pounds           75,366   72,869
 Euros               8,614    3,239
 Australian Dollars  646,312  34,196
                     730,292  110,304

 

 

14.   Lease Liabilities

 

                                     Group
                          31 December 2023      31 December

                                                2022
                          £                     £
 Non-current liabilities
 Lease liabilities        -                     -
                          -                     -
 Current liabilities
 Lease liabilities        21,382                -
                          21,382                -

 

Lease Liabilities

 

Lease liabilities are effectively secured, as the rights to the leased asset
revert to the lessor in the event of default.

 

Please refer to Note 8 for further details on the right of use asset.

                                                     Group
                                                     31 December 2023  31 December 2022
 Right of Use liabilities - minimum lease payments   £                 £
 Not later than one year                             21,382            -
 Later than one year and no later than five years    -                 -
 Later than five years                               -                 -
                                                     21,382            -
 Future finance charges on right of use liabilities  348               -
 Minimum lease payments                              21,730            -

 

For the year ended 31 December 2023, the total finance charges were £977
(2022: £nil).

 

The contracted and planned lease commitments were discounted using a weighted
average incremental borrowing rate of 6%.

 

The present value of right of use liabilities is as follows:

 

                                                   Group
                                                   31 December 2023  31 December 2022
                                                   £                 £
 Not later than one year                           22,665            -
 Later than one year and no later than five years  -                 -
 Later than five years                             -                 -
 Present value of right of use liabilities         22,665            -

 

 

15.   Share Capital and Share Premium

 

On 15 December 2010 the shareholders approved the removal of the Company's
authorised share capital and so there is no limit on the number of shares the
Company is authorised to issue. On that date the shareholders also approved
the removal of the nominal value of the shares, as permitted under local
company legislation. As such all amounts raised are considered to be share
premium.

 

Issued share capital

 

 Group                                         Number of shares  Share premium  Total

                                                                 £              £
 At 1 December 2021                            336,711,755       43,836,855     43,836,855
 Issue of Ordinary Shares - 13 April 2022      5,611,863         75,760         75,760

 Issue of Ordinary Shares - 28 April 2022      85,000,000        1,700,000      1,700,000

 Cost of Capital - 28 April 2022               -                 (88,920)       (88,920)
 At 31 December 2022                           427,323,618       45,523,695     45,523,695
 Issue of Ordinary Shares - 13 March 2023      55,555,554        1,250,000      1,250,000

 Issue of Ordinary Shares - 26 April 2023      5,611,863         75,760         75,760

 Exercise of Warrants - 27 April 2023          1,500,000         19,500         19,500
 Exercise of Warrants - 15 August 2023         1,600,000         48,000         48,000
 Exercise of Warrants - 15 August 2023         773,333           26,100         26,100
 Issue of Ordinary Shares - 25 September 2023  75,000,000        3,000,000      3,000,000
 Exercise of Warrants - 29 November 2023       1,876,553         24,395         24,395
 Exercise of Options - 8 December 2023         500,000           20,000         20,000
 Exercise of Options - 8 December 2023         500,000           27,500         27,500
 Exercise of Warrants - 26 December 2023       1,336,875         80,213         80,213
 Cost of Capital                               -                 (202,904)      (202,904)
 At 31 December 2023                           571,577,796       49,892,259     49,892,259

 

On 22 February 2021, the Company issued and allotted 7,095,510 new Ordinary
Shares at a price of 3.9 pence per share as consideration for the purchase of
75% of the equity of Eclipse Exploration Pty. The Company issued and allotted
a further 7,095,510 new Ordinary Shares at the same price as payment of a
finder's fee in respect of the Eclipse transaction.

 

On 20 May 2021, the Company issued and allotted 1,921,068 new Ordinary Shares
at a price of 2.85 pence per share as consideration for the purchase of 75% of
the equity of Central Menzies. The Company issued and allotted a further
1,921,068 new Ordinary Shares at the same price as payment of a finder's fee
in respect of the Central Menzies transaction.

 

On 10 June 2021, pursuant to the advisory agreement, a fee of US$150,000
settled via the issue of 3,995,238 new ordinary shares in the Company at a
price of 2.65p were allotted to the Company's Georgian advisor.

 

On 13 April 2022, following completion on Pitfield Copper Project, the Company
issued 5,611,863 consideration shares to Century Minerals Pty Ltd.

 

On 28 April 2022, the Company announced a placing of 85,000,000 new ordinary
shares of no par value, at a price of 2p.

 

On 13 March 2023 the Company completed a placing to raise £1.25 million
before expenses by way of a placing of 55,555,554 new ordinary shares of no
par value in the capital at a price of 4p.

 

On 26 April 2023, following completion on the Walton Copper-Gold-Lithium
Project, the Company issued 5,611,863 consideration shares.

 

On 27 April 2023 the Company received notification from a warrant holder to
exercise warrants over 1,500,000 new ordinary shares of no par value in the
share capital of the Company at a price of 1.3p per share.

 

On 15 August 2023, the Company received notification from a warrant holder to
exercise warrants over 773,333 new ordinary shares of no par value in the
share capital of the Company at a price of 3.375p per share and 1,600,000 new
ordinary shares of no par value in the share capital of the Company at a price
of 3p per share. The Company issued new ordinary shares to the warrant holders
for an aggregate cash value of £74,099.99.

 

On 25 September 2023, the Company issued 75,000,000 new ordinary shares at a
price of 4p per share for gross proceeds of £3,000,000.

 

On 29 November 2023, the Company received notification from a warrant holder
to exercise warrants over 1,876,553 new ordinary shares of no par value in the
share capital of the Company at a price of 1.3p per share. The Company issued
new ordinary shares to the warrant holders for an aggregate cash value of
£24,395.

 

On 8 December 2023, the Company received notification from an option holder to
exercise options over 500,000 new ordinary shares of no par value in the share
capital of the Company at a price of 4p per share and 500,000 new ordinary
shares of no par value in the share capital of the Company at a price of 5.5p
per share. The Company issued new ordinary shares to the option holders for an
aggregate cash value of £47,500.

 

On 26 December 2023 the Company received notification from a warrant holder
to exercise warrants over 1,336,875 new ordinary shares of no par value in the
share capital of the Company at a price of 6p per share.

 

16.  Other reserves

                                       2023       2022

                                       £          £
 Foreign currency translation reserve  (365,824)  (180,776)
 Share option reserve                  1,177,440  629,085
                                       811,616    448,309

 

Foreign currency translation reserve - the foreign currency translation
reserve represents the effect of changes in exchange rates arising from
translating the Financial Statements of subsidiary undertakings into the
Company's presentation currency.

 

Share option reserve - the share option reserve represents the fair value of
share options and warrants in issue. The amounts included are recycled to
share premium on exercise or recycled to retained earnings on expiry. Note 17
outlines the share based payments made in the year.

 

17.  Share Based Payments

 

Warrants and options outstanding at 31 December 2023 have the following expiry
dates and exercise prices, and were valued using the Black Scholes model using
the assumptions below:

                                                                         Number
 Grant date         Expiry date        Exercise price in £ per share     2023        2022
 30 July 2018       26 July 2023       0.1400                            -           1,000,000
 30 July 2018       26 July 2023       0.2000                            -           1,000,000
 1 July 2019        30 June 2024       0.0130                            -           3,376,553
 1 February 2021    31 January 2025    0.0400                            10,000,000  10,500,000
 1 February 2021    31 January 2025    0.0550                            10,000,000  10,500,000
 18 February 2021   22 February 2023   0.0470                            -           14,191,020
 20 April 2022      20 April 2026      0.0250                            2,500,000   2,500,000
 20 April 2022      20 April 2026      0.0350                            2,500,000   2,500,000
 20 April 2022      20 April 2026      0.0500                            2,500,000   2,500,000
 28 July 2022       29 July 2024       0.0300                            -           1,600,000
 22 March 2023      22 March 2028      0.0250                            14,250,000  -
 22 March 2023      22 March 2028      0.0300                            14,250,000  -
 25 September 2023  24 September 2025  0.0600                            70,000      -
 29 November 2023   28 November 2028   0.0860                            8,400,000   -
                                                                         64,470,000  49,667,573

 

 

 

                            2019 Warrants
 Granted on:                1/7/2019
 Life (years)               5 years
 Share price on grant date  1.05p
 Risk free rate             0.42%
 Expected volatility        40.97%
 Expected dividend yield    -
 Exercise price             1.3p
 Marketability discount     20%
 Total fair value (£)       8,292

 

                            2021 Options  2021 Options  2021 Warrants
 Granted on:                01/02/2021    01/02/2021    18/02/2021
 Life (years)               4 years       4 years       2 years
 Share price on grant date  3.45p         3.45p         3.7p
 Risk free rate             1.75%         1.75%         1.75%
 Expected volatility        98,49%        98,49%        92.17%
 Expected dividend yield    -             -             -
 Exercise price             4p            5.5p          4.7p
 Marketability discount     20%           20%           20%
 Total fair value (£)       192,016       176,292       181,818

 

                            2022 Options   2022 Options      2022 Options
 Granted on:                20/04/2022     20/04/2022        20/04/2022
 Life (years)               4 years        4 years           4 years
 Share price on grant date  1.7p           1.7p              1.7p
 Risk free rate             1.75%          1.75%             1.75%
 Expected volatility        94.08%         94.08%            94.08%
 Expected dividend yield    -              -                 -
 Exercise price             2.5p           3.5p              5p
 Marketability discount     20%            20%               20%
 Total fair value (£)       20,289         18,149            15,829

                            2022 Warrants  2023 Warrants     2023 Options
 Granted on:                28/07/2022     13/03/2023        22/03/2023
 Life (years)               2 years        2 years           5 years
 Share price on grant date  1.125p         2.5p              2.1p
 Risk free rate             1.75%          3.27%             3.37%
 Expected volatility        95.86%         100.34%           102.16%
 Expected dividend yield    -              -                 -
 Exercise price             3p             3.4               2.5p
 Marketability discount     20%            20%               20%
 Total fair value (£)       3,953          7,200             178,566

 

                              2023 Options  2023 Warrants  2023 Options
 Granted on:                  22/03/2023    25/09/2023     29/11/2023
 Life (years)                 5 years       2 years        5 years
 Share price on grant date    2.1p          4.2p           8.6p
 Risk free rate               3.37%         3.27%          3.37%
 Expected volatility          102.16%       106.22%        93.06%
 Expected dividend yield      -             -              -
 Exercise price               3p            6p             8.6p
 Marketability discount       20%           20%            20%
 Total fair value (£)         172,888       22,721         419,819

 

The risk free rate of return is based on zero yield government bonds for a
term consistent with the warrant and option life.  Volatility is calculated
using an average of the Company's share price 6 months prior to the granted
date.

 

 

The movement of options and warrants for the year to 31 December 2023 is shown
below:

 

                                2023                                                    2022
                                Number        Weighted average exercise price (£)       Number        Weighted average exercise price (£)
 As at 1 January                49,667,573    0.05                                      55,155,481    0.06
 Granted                        39,080,208    0.04                                      9,100,000     0.04
 Exercised                      (8,086,761)   (0.004)                                   -             -
 Expired                        (16,191,020)  (0.02)                                    (14,587,908)  (0.02)
 Outstanding as at 31 December  64,470,000    0.04                                      49,667,573    0.05
 Exercisable at 31 December     64,470,000    0.04                                      49,667,573    0.05

 

                                2023                                                                                                                                                            2022
 Range of exercise prices (£)   Weighted average exercise price (£)   Number of shares  Weighted average remaining life  expected (years)   Weighted average remaining life contracted (years)  Weighted average exercise price (£)   Number of shares  Weighted average remaining life  expected (years)   Weighted average remaining life contracted (years)
                                0.04                                  64,470,000        3                                                   3                                                   0.05                                  49,667,573        3                                                   3

 0.013 - 0.2

 

The total fair value charged to the statement of comprehensive income for the
year ended 31 December 2023 and included in administrative expenses was
£801,194 (2022: £58,220).

 

18.  Other losses

                                           Group
                                           2023       2022

                                           £          £
 Impairment of intangible assets (Note 9)  (527,245)  (114,587)
                                           (527,245)  (114,587)

 

 

19.  Employees

 

                     Group
                     2023     2022

                     £        £
 Salaries and wages  106,011  27,030
 Pensions            11,425   2,737
                     117,436  29,767

 

The average monthly number of employees during the year was 3 (2022: 2).

 

 

20.  Directors' Remuneration

 

                                      For the year ended 31 December 2023
                          Short term benefits     Post-Employment benefits  Share based payment  Total

                          £                       £                         £                    £
 Executive Directors
 Shaun Bunn               215,000                 -                         263,257              478,257
 Gregory Kuenzel          170,333                 5,110                     202,603              378,046
 Non-executive Directors
 Neil O'Brien             58,500                  -                         142,124              200,624
 Peter Damouni            52,500                  -                         126,294              178,794
                          496,333                 5,110                     734,278              1,235,721

 

 

 

 

                                      For the year ended 31 December 2022
                          Short term benefits     Post-Employment benefits  Share based payment  Total

                          £                       £                         £                    £
 Executive Directors
 Shaun Bunn               156,250                 -                         54,267               210,517
 Michael Struthers*       57,625                  -                         -                    57,625
 Gregory Kuenzel          74,000                  2,220                     -                    76,220
 Non-executive Directors
 Neil O'Brien             30,000                  -                         -                    30,000
 Peter Damouni            22,000                  -                         -                    22,000
                          339,875                 2,220                     54,267               396,362

*Resigned 8 June 2022

 

21.  Earnings per Share

 

Continuing operations

The calculation of the total basic losses per share of 0.560 pence (2022: loss
0.292 pence) is based on the losses attributable to equity owners of the group
of £2,796,461 (2022: £1,162,720) and on the weighted average number of
ordinary shares of 498,087,397 (2022: 398,508,796) in issue during the period.

 

In accordance with IAS 33, basic and diluted earnings per share are identical
in 2023 as the effect of the exercise of share options or warrants would be to
decrease the loss per share as the entity is loss making, these instruments
are anti-dilutive.

 

22.  Commitments

 

(a) Work programme commitment

 

The Eclipse Mining Licence has an annual minimum expenditure commitment of
AUD$30,300.

 

The Pitfield/Walton Projects have an annual minimum expenditure commitment of
AUD$435,500 across all licences.

 

(b) Royalty agreements

 

As part of the contractual arrangement with Kibe No.1 Investments Limited the
Group has agreed to pay a royalty on revenue from gold sales arising from gold
mines developed by Noricum Gold AT GmbH and covered by licenses acquired by
Kibe No.1 Investments Limited. Under the terms of the Royalty Agreement
between Kibe No.1 Investments Limited and Noricum Gold AT GmbH, the Group
shall pay royalties, based on total ounces of gold sold, equal to US$1 for
every US$250 of the sale price per ounce.

 

(c) Lease agreements

 

During the period Eclipse Exploration Pty Ltd, a wholly owned subsidiary of
Empire Metals Limited, entered into a two year office lease of AUD$40,575 per
annum. At the year end the commitment amounted to AUD$39,923. Please refer to
Note 14.

 

23.  Financial instruments

 

Financial instruments measured at fair value

The fair value hierarchy of financial instruments measured at fair value is
provided below. The different levels have been defined as follows:

 

-      Quoted prices (unadjusted) in active markets for identical assets
or liabilities (level 1),

-      Inputs other than quoted prices included within level 1 that are
observable for the asset or liability, either directly or indirectly (level
2),

-      Inputs for the asset or liability that are not based on observable
market data (that is, unobservable inputs) (level 3).

 

Cost may be an appropriate estimation of fair value at the measurement date
only in limited circumstances, such as for a pre-revenue entity when there is
no catalyst for change in fair value, or the transaction date is relatively
close to the measurement date. The financial asset relates to costs incurred
with the acquisition of an option to invest in a 75% holding of Eclipse
Exploration PTY. Further detail can be found in note 9.

 

Group

At the year end, the Company had no assets held at fair value with the
exception of the asset held for sale. Refer to Note 11 for further detail.
There were no assets held at fair value as at 31 December 2022.

 

                                                      31 December 2023              31 December 2022
                                                      At amortised cost  Total      At amortised cost  Total

 Assets per Statement of Financial Position
 Trade and other receivables (excluding prepayments)  280,982            280,982    51,465             51,465
 Cash and cash equivalents                            2,752,187          2,752,187  1,467,769           1,467,769
 Total                                                3,033,169          3,033,169  1,519,234          1,519,234
 Liabilities per Statement of Financial Position
 Trade and other payables (excluding accruals)        341,533            341,533    73,720             73,720
 Total                                                341,533            341,533    73,720             73,720

 

 

24.  Related Party Transactions

 

Loans provided by Parent Company

As at 31 December 2023 there were amounts receivable of £12,803 (2022:
£10,933) from Kibe No.2 Investments Limited. No interest was charged on the
loans.

 

As at 31 December 2023 there were amounts receivable of £696,226 (2022:
£696,186) from European Mining Services Limited.

 

As at 31 December 2023 there were amounts receivable of £6,472,444 (2022:
£4,376,213) from Eclipse Exploration Pty Ltd.

 

As at 31 December 2023 there were amounts receivable of £155,325 (2022:
£145,325) from Noricum AT GmbH.

 

As at 31 December 2023 there were amounts receivable of £53,202 (2022:
£51,602) from GMC Investments Limited.

 

Loans provided by Kibe No.2 Investments Limited

 

As at 31 December 2023 there were amounts receivable of £754,517 (2022:
£754,517) from Noricum AT GmbH.

 

All intra-group transactions are eliminated on consolidation.

 

Other Transactions

 

Westend Corporate LLP, an entity in which Gregory Kuenzel is a partner, was
paid a fee of £73,858 (2022: £84,040) for accounting and corporate services
to the Group. At the year end there was nothing outstanding (2022: £7,124).

 

MOAR Consulting Inc, an entity in which Neil O'Brien is a beneficiary provided
geological consulting services to Eclipse Exploration Pty Ltd. Total charges
for the year ended 31 December 2023 were CAD$84,717 (2022: £0)

 

Silvergate Capital Partners Ltd an entity in which Peter Damouni is a
beneficiary, was paid a fee of £15,000 (2022: £0) for business development
services to the Group.

 

During the period invoices totalling AUD$38,439 were paid to Century Minerals
Pty Ltd (2022: AUD$119,918).

 

25.  Ultimate Controlling Party

 

The Directors believe there to be no ultimate controlling party.

 

26.  Events after the Reporting Date

 

On 22 January 2024 the Company completed a placing to raise £3 million before
expenses by way of a placing of 27,272,728 new ordinary shares of no par value
in the capital.

 

On 29 February 2024 the Company agreed to issue options over a total of
8,500,00 ordinary shares of no-par value to employees of the Group.

 

On 26 April 2024, it was announced management had undertaken an assessment of
the Company's non-core assets and as a consequence decided not to extend the
completion date for the acquisition of the Stavely Project, located in
Victoria, which expired on 6 April 2024, and as a consequence the acquisition
has been terminated.

 

 

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