Vast Resources plc / Ticker: VAST / Index: AIM / Sector: Mining
31 October 2024
Vast Resources plc
(‘Vast’ or the ‘Company’)
Final Results
Vast Resources plc, the AIM-listed mining company, is pleased to announce its audited final results for the 12-month period ended 30 April 2024.
A copy of the annual report will be available on the Company’s website at www.vastplc.com and printed copies are being posted to shareholders.
**ENDS**
For further information, visit www.vastplc.com or please contact:
| Vast Resources plc Andrew Prelea (CEO) | www.vastplc.com +44 (0) 20 7846 0974 |
| Beaumont Cornish – Financial & Nominated Advisor Roland Cornish James Biddle | www.beaumontcornish.com +44 (0) 20 7628 3396 |
| Shore Capital Stockbrokers Limited – Joint Broker Toby Gibbs / James Thomas (Corporate Advisory) | www.shorecapmarkets.co.uk +44 (0) 20 7408 4050 |
| Axis Capital Markets Limited – Joint Broker Richard Hutchinson | www.axcap247.com +44 (0) 20 3206 0320 |
| St Brides Partners Limited Susie Geliher / Charlotte Page | www.stbridespartners.co.uk +44 (0) 20 7236 1177 |
OVERVIEW OF THE YEAR ENDED 30 APRIL 2024
Vast Resources plc (‘Vast’ or the ‘Group’ or the ‘Company’) is focused on key mining opportunities in
Financial
- Revenues for the year ended 30 April 2024 were
US$2.0 million compared toUS$3.7 million for the year ended 30 April 2023. The decrease is due to a reduction in revenues from the Company’sTajikistan interest and slower concentrate sales inRomania in the second half of the year. - 7.1% increase in other administrative and overhead expenses for the year ended 30 April 2024 (
US$4.2 million ) compared to the year ended 30 April 2023 (US$3.9 million ). - Foreign exchange losses of
US$1.3 million for the year ended 30 April 2024 compared to gains ofUS$1.4 million for the year ended 30 April 2023. These losses arise from the Company’s USD denominated funding of its Romanian Lei functional currency subsidiaries and are partly compensated by foreign exchange translation gains ofUS$1.1 million . The Company funds its Romanian businesses in USD given this funding will ultimately be repaid from USD denominated sales. - An increase in losses after taxation in the year ended 30 April 2024 (
US$14.7 million ) compared to the year ended 30 April 2023 (US$10.5 million ). Eliminating the effects of foreign exchange gains and losses, the loss for the period has increased fromUS$11.9 million for the year ended 30 April 2023 toUS$13.3 million for the year ended 30 April 2024. - Cash balances at the end of the period were
US$0.025 million compared toUS$0.530 million at 30 April 2023.
Operational Development
- BPPM milled production increased from 60,750 metric tonnes for the year ended 30 April 2023 to 86,171 metric tonnes for the year ended 30 April 2024. However, sales were slower this year, particularly in the second half of the year, due to logistical and product grade consistency considerations that require that production is blended over time to achieve optimal grades for marketing. With the anticipated ramp-up of future production, these factors would be eliminated.
- First shipment of the lead and zinc at the Takob processing plant in
Tajikistan in October 2023. Despite a lull in production during the year due to weather related factors and internal matters at Takob unrelated to the direct functioning of the plant, production restarted after the year end. - Entitlement to an effective 4.9% interest in Aprelevka, a
Tajikistan gold mine, in consideration for the provision of management and mine development services. Aprelevka holds four active operational mining licences located along the Tien Shan Belt that extends throughCentral Asia , currently producing approximately 11,600oz of gold and 116,000 oz of silver per annum. - Execution of a three-year marketing agreement with a Swiss investment company for the exclusive distribution of potentially high grade PGM concentrates produced within the EU. Vast will receive a 2.5% commission based on the sales value of the concentrates distributed under this agreement. No transactions were executed during the year due to the variable nature of grade tests which will require more work on sorting and blending the product to maximise payables. Given priorities during the year, work in this area has been delayed.
- Execution of a new exclusive offtake agreement with Trafigura Group Pte (‘Trafigura’) for all copper concentrate produced at BPPM, Trafigura is one of the world’s leading independent commodity trading and logistics companies and is also the offtaker for the Takob mine in
Tajikistan . - On 14 July 2023, an employee was fatally injured in a mine transportation incident. The Directors and Management of Vast express their sincere condolences to the family and colleagues of the deceased.
Post reporting date:
- In June 2024, the Company decided to enter Vast Baita Plai SA (“VBPSA”), the operator of BPPM, into a period of voluntary reorganisation to be effected by a Court judged process under the Insolvency Act in
Romania . This was executed in response to operational pressures caused by the Unions and certain BPPM employee demands and practices which were adversely impacting mine performance. The reorganisation does not affect the ownership or control of the mine and has been executed in the best interests of the Company and its shareholders. - In August 2024, the Company’s 100% subsidiary Vast Baita Plia SA (“VBPSA”) successfully extended the Head Licence held by Baita SA and under which VBPSA has the rights to mine polymetallics at BPPM for a further five years by way of Government Decision 6/2024 on 9 August 2024. In obtaining this approval, drilling results from the Company’s drill campaign commenced in 2023 were submitted.
- In September 2024, the Company executed agreements with an ecological project to process and market products from clean-up operations at the former Hanes Gold Mine located in the Alba region of
Romania . - Significant progress has been made by the parties relating to the historic claim. The Attorney General’s office has approved the terms of the settlement agreement relating to the historic claim and has recommended this to government for signature. The fully executed settlement is currently awaited to enable the Company to complete the process of recovery, and the Company remains confident of a successful conclusion. No amount has been recognised in the financial statements (see note 27).
Funding
Equity:
Fundraising share issues during the year (gross proceeds before cost of issue):
| £ | $ | Shares issued | Issued to | |||
| 4,775,975 | 5,988,191 | 440,666,667 | Placing with investors | |||
| 4,775,975 | 5,988,191 | 440,666,667 |
Post reporting date:
| £ | $ | Shares issued | Issued to | |||
| 1,966,000 | 2,535,362 | 1,630,000,000 | Placing with investors | |||
| 1,966,000 | 2,535,362 | 1,630,000,000 |
On 29 February 2024 the Company approved a capital reorganisation under which the number of existing ordinary shares in issue were reduced by a factor of six. The shares issued during the year ended 30 April 2024 have been adjusted to reflect the reduction.
Debt:
Earlier during the year, the Company made total payments of
Management
The Company and the Board of Directors were very saddened by the passing of Andrew Hall, Commercial Director of Vast Resources. Andrew joined the Vast team in 2018 and has been a very valued member of the team. He will be greatly missed and fondly remembered.
Political and environmental
The rising tensions in the
CHAIRMAN’S REPORT
While this has been a highly challenging year for the Company, much work has been done and continues to be done by the management team and the Board to stabilise the business and originate new commercial opportunities. Diversifying revenue streams is key to reducing the Company’s current dependence on a single operating asset and we acted on this during the year by increasing our
While production at Baita has increased over last year, sales have been slow and we have been disappointed by our progress. After the year end the Company decided to enter Vast Baita Plai SA, the operator of the Baita Plai Polymetallic Mine (“BPPM”), into a period of voluntary reorganisation to be effected by a Court judged process under the Insolvency Act in
After the year end, we entered into an important royalty agreement with a mine greening company. Vast has the inhouse expertise and assets to assist with further processing and commercialisation of product at a number of clean-up sites. This provides an exciting growth opportunity, diversification, low capital intensity, and offers near-term liquidity.
The Company continues to maintain the Manaila Polymetallic Mine (“MPM”) on care and maintenance while it seeks funding at the project level to restart the operation. The Company is in fact in dialogue with multiple investors regarding both MPM and BPPM who recognise the potential of these assets and have commenced due diligence.
Very sadly, on 14 July 2023, a mine employee at BPPM was fatally injured in a mine transportation incident. On behalf of the Directors and Management of Vast, I express sincere condolences to the family and colleagues. As always. the Company remains totally committed to safeguarding the safety of our employees and the communities in which we operate.
In January 2024, we took an interest in a
The Company has spent several years aiming to reach a satisfactory conclusion regarding the return of the historic claim. Very significant progress has recently been made. The Attorney General’s office has approved the terms of the settlement agreement relating to the historic claim and has recommended this to the relevant government body for signature. The fully executed settlement is currently awaited to enable the Company to complete the process of recovery and the Company remains confident of a successful conclusion.
Directors and management
The Company and the Board of Directors were extremely saddened by the passing of Andrew Hall on 27 November 2023. Andrew joined the Company in 2018 and held the Commercial Director role for Vast Resources. Andrew has been a highly valued member of the team he will be greatly missed and fondly remembered.
Funding
Whilst the Company is in default of the repayment terms to Alpha and Mercuria, ,the Company continues to discuss arrangements with both Alpha and Mercuria. Both lenders are and have been supportive. The Company has commenced alternative measures for settling the outstanding debts and also to address the short-term working capital needs of the group.
Corporate Governance
As stated in the Strategic Report, the Company has adopted the Quoted Company Alliance (‘QCA’) code on Corporate Governance. The Board strives to promote a corporate culture based on sound ethical values and behaviours. The Company maintains a strict anti-corruption and whistle blowing policy and the Directors are not aware of any event in any jurisdiction in which it operates that might be considered to be a breach of this policy. The Company has formally adopted Code of Conduct, Health and Safety, Environmental, and Human Rights policies which clearly articulate the Board’s expectations and strengthen the control environment of the organisation. The Company continues to operate a code for Directors’ and employees’ dealings in securities which is appropriate for a company whose securities are traded on AIM and is in accordance with the requirements of the Market Abuse Regulation which came into effect in 2016. The Company is also committed to maintaining open dialogue with shareholders, employees and other stakeholders.
Appreciation
The continued support and resolve of shareholders and other stakeholders through times that have been challenging is much appreciated. To fellow directors, thank you for your advice and support, and to management and staff both in
Brian Moritz
Chairman
STRATEGIC REPORT
Principal activities, review of business and future developments
Vision
The vision of the Group continues to be to become a mid-tier mining group, one of the largest polymetallic (copper, zinc, silver, and gold) producers in
Principal activities
In
In
The Group continues to focus on bringing the historic claim to a satisfactory conclusion, having made good progress this year.
In both
Review of business
BPPM (100% interest)
Operations
BPPM produced concentrate throughout the year, increasing milled production from 60,750 metric tonnes for the year ended 30 April 2023 to 86,171 metric tonnes for the year ended 30 April 2024. While production increased, this was far below our internal expectations and fails to reflect the true potential of the mine. Sub-optimal working practices and labour disputes significantly impacted the Company’s internal ramp-up projections. Sales were also slower this year, particularly in the second half of the year, due to logistical and product grade consistency considerations which management expects will be alleviated through higher anticipated production volumes across multiple faces. Primarily for these reasons, in June 2024, the Company decided to enter Vast Baita Plai SA (“VBPSA”), the operator of BPPM, into a period of voluntary reorganisation to be effected by a Court judged process under the Insolvency Act in
The results from the first phase of the Company’s drill campaign were promising and subsequent to the year-end successfully extended the Head Licence held by Baita SA and under which VBPSA has the rights to mine polymetallics at BPPM for a further five years. The mine does require continued investment to significantly increase volumes. To this end, and reflecting the potential of the asset, the Company is in discussions with multiple project-based investors who have begun due diligence. We were, however, very saddened on 14 July 2023, by a fatality at the mine. An employee was fatally injured in a mine transportation incident. The Directors and Management of Vast express their sincere condolences to the family and colleagues of the deceased.
Resources
The JORC compliant Resource & Reserve Report for BPPM comprises an Indicated & Inferred mineral resource of 608,000 tonnes at 2.58% copper equivalent based on a copper metal price of
MPM (100% interest)
The Manaila Carlibaba exploitation perimeter contains a JORC (2012) compliant Indicated Mineral Resource of 3.6 million tonnes grading 0.93% copper, 0.29% lead, 0.63% zinc, 0.23g/t gold and 24.9g/t silver with Inferred Mineral Resources of 1.0 million tonnes grading 1.10% copper, 0.40% lead, 0.84% zinc, 0.24g/t gold and 29.2g/t silver. JORC underground exploration targets identified are 7.9 million – 23.6 million tonnes with copper grades in range of 0.4-1.3%, lead range 0.2-0.7%, zinc range 0.3-1.1%, and open pit exploration targets of 1.1 million – 3.2 million tonnes with copper grades in range of 0.4-1.1%, lead 0.1-0.4%, and zinc range 0.2-0.6%. The Company was granted the Manaila Carlibaba Exploitation License to 29 October 2025. The increase in demand for copper together with production efficiencies confirmed by the assessment of the suitability of X-Ray Sorting Technology (‘XRT’) to optimise the mine’s production profile results in a substantial improvement in the economics of MPM. The test results conducted by TOMRA indicate that an XRT machine can substantially reduce transportation and production costs. It is for these reasons that the Company is in discussions with potential new investors at the project level to support the near-term restart of MPM.
Blueberry Polymetallic Gold Project (`Blueberry’) (29.41% effective interest).
The Group has an effective 29.41% economic interest in Blueberry through EMA Resources Ltd (‘EMA’) in a brown field perimeter located at Baia de Aries in the ‘Golden Quadrilateral’ of
Hanes Gold Mine (20% effective interest)
On the 11 September 2024 the Company announced that it had executed two association agreements with an ecological project to process and market products from clean-up operations at the former Hanes Gold Mine located in the Alba region of
The Company has also entered into an Ecological Option Agreement with a local Non-Profit Organisation to prospect and prepare a Mineral Resource estimate for the remaining 3 million tonnes of the original Hanes gold mine material. The Company’s objective will be to shortly thereafter sign a processing and marketing agreement for the final concentrate on a similar 20% royalty basis to the first association agreement as a further element of the strategic eco project for the rehabilitation of the former mining area.
Other Romanian prospects
Given the Company’s focus on BPPM, the application for an Exploration Licence for our current claims at Magura Neagra and Piciorul Zimbrului (collectively known as ‘Zagra’) has been placed on hold and will recommence once internal resources are available. The Group continues to believe that exploitation of the many mining opportunities that have become dormant in
The Group’s ‘first mover position’ in
Takob processing Project (12.25% effective interest)
The Company, as one of a collective group of partners, has a mining project (the “Takob project”) in
Under the Master Agreement the Mine is to produce approximately 7,000 tonnes per month of ore containing no less than 1.5-2% lead, 1.2-1.4% zinc and 27% fluoride. Under the Master Agreement CAMM is to provide equipment, technology and technical expertise to upgrade and optimise the processing plant at the Mine, and has undertaken the responsibility for the management and execution of the Takob project. Takob will continue to mine ore at the Mine and produce fluoride concentrate. Takob has undertaken to supply no less than 1,000,000 tonnes of ore to be processed in line with the Project that is anticipated to run with the current Resource statement for 12 years.
CAMM has also under the Master Agreement been appointed as exclusive agent for Takob to market and sell all non-ferrous concentrates and precious metals from Takob’s Mine including but not limited to lead, zinc, gold and silver. An exclusive offtake contract has been entered into with Trafigura PTE. Ltd, one of the world’s leading independent commodity trading and logistics companies for the sale of bulk concentrates produced by the Takob project. CAMM has secured financing and is fully funded for the Takob project. In consideration for CAMM’s financing obligations and provision of services under the Master Agreement CAMM is entitled to receive 50 percent of net revenue from the sale of non-ferrous concentrate and precious metals. In order for CAMM to provide the expertise required to fulfil its services and marketing obligations under the Master Agreement CAMM has entered a services agreement with Vast to provide the services required. Under this agreement Vast is entitled to charge for the services provided on the basis that 24.5 percent of the fees earned will be left outstanding until they can be financed from revenue arising from the Takob project. The project made good progress with the Takob mine and achieved steady state production of a 95% minimum fluorite (CaF₂) concentrate thus achieving satisfaction of a major performance condition of the contract. In addition to fees receivable under the services agreement with CAMM Vast is entitled to receive the equivalent of 12.25 percent royalty of all sales of the non-ferrous concentrate and any other metals produced for its participation in the collective group. The first shipment of the lead and zinc at the Takob processing plant in
Takob Tailings Project
CAMM also executed a Memorandum of Understanding (“MoU”) with Open Joint Stock Company TALCO linked to processing the tailings produced by the Takob Mine processing facility. During the initial soil sampling phase, the company reported visible signs of Lead, Zinc and precious metals, including Gold, Silver & Platinum Group Metals, in the tailings facility. Initial surface survey results show that there is a minimum of 1 million tons and up to 3.3 million tons of material. Over the past 40 years of mining the processing plant was focused on Calcium Fluoride recoveries, not on extraction of non-ferrous or precious metals.
Aprelevka Gold Mines
In January 2024 the Company was appointed by Gulf International Minerals Ltd (“Gulf”) to manage and develop the Aprelevka Gold Mines in the Tien Shan Belt of
- a 10% share of the earnings before interest and tax that Gulf receives from its 49% interest in Aprelevka;
- a right of first refusal to convert its entitlement into an equity interest of 10% in Gulf at any time from 1 January 2025 to 15 January 2027, and;
- a right to acquire at market price up to a further 20% of the shares of Gulf at any time from 1 January 2025 to 15 January 2027.
Aprelevka holds four active operational mining licences located along the Tien Shan Belt that extends through
Two additional mines have been explored, and eight further licenced mining areas that are currently being prospected have shown positive results. Aprelevka also has three existing tailings dams that can be reprocessed containing high gold values of which two tailings dams can be exploited in the near term.
Since the year end, the Company has made progress at the Aprelevka mine, realising costs savings and improving gold recoveries and production volumes as envisaged at the time of Bay Square’s acquisition of Gulf in January 2024.The objective is to substantially increase volumes and profitability in the next twelve months and to complete a JORC compliant resource study.
As stated in the Chairman’s Report, very significant progress has recently been made by the parties relating to our historic claim. This has been a long outstanding issue and the company remains confident of a final settlement following the approval by the Attorney General’s office of the terms of the settlement agreement and its recommendation to the relevant government body for signature. The fully executed settlement agreement is currently awaited to enable the Company to complete the process of recovery.
Corporate
The Company made a total payment of
As reported last year, Craig Harvey, Technical Director and Chief Operating Officer (COO) resigned on 3 March 2023. This has added considerably to existing management and Board workload. The Company has initiated a search for a COO Board position and hopes to fill the position in the coming months.
Strategy
The Group’s strategy is to:
- Attract appropriate funding for the Group – including from institutional investment
- Attract appropriate joint venture partners and public institutions to invest in the Group and projects of mutual interest
- Grow into a mid-tier mining company both organically and through acquisitions financed principally by third parties
- Optimise operations to produce positive cashflows
- Add value to operations by increasing resources and reserves
- If expedient, hold significant minority stakes in new ventures operationally managed by the Group
- Finance growth, where possible in a non-dilutive manner
- Maintain exposure to
Romania andZimbabwe where the Group has acquired in-depth country knowledge - Develop the Company’s existing relationship in
Tajikistan with Talco with a view to expanding its portfolio within the country - Expand the Company’s polymetallic footprint further afield to complement its Romanian strategy
Key performance indicators
In executing its strategy, the Board considers the Group’s key performance indicators to be:
Cash cost per tonne milled
- Cash cost per tonne is derived from aggregate cash costs divided by tonnes milled and measures productivity.
- BPPM cash cost per tonne was
US$94 for the year (2023:US$131 ) and is derived from aggregate cash costs divided by tonnes milled and measures productivity. - There has been no production at MPM this and last year given the mine was on care and maintenance.
Cash costs per tonne of concentrate
- Cash cost per tonne produced is calculated by dividing aggregate cash cost by concentrate tonnes produced and measures productivity.
- BPPM cash cost per tonne was
US$3,765 for the year (2023:US$5,139 ) and is derived from aggregate cash costs divided by the tonnes produced. - There has been no production at MPM this year given the mine has been on care and maintenance.
Plant production volumes as a measure of asset utilisation
- BPPM processed mill feed of 86,171 tonnes (2023: 60,750 tonnes).
- There has been no production at MPM this and last year given the mine was on care and maintenance.
Total resources and reserves
- These indicators measure our ability to discover and develop new ore bodies, including through acquisition of new mines, and to replace and extend the life of our operating mines. We have published JORC-2012 compliant resource estimates for both BPPM and MPM which are described above.
The rate of utilization of the Group’s cash resources. This is discussed further below.
Cash resources
The Group’s year end position was
During the year cash used in operations were
Cash outflows from investing activities were
Cash net inflows from funding activities were
The Directors monitor the cash position of the Group closely to plan sufficient funds within the business to allow the Group to meet is commitments and continue the development of assets. As part of this process, the Directors closely monitor capital expenditure and the regulatory requirements of the licences to ensure they continue in good standing.
Principal risks and uncertainties
Risk – Going concern
The Group will require funding in order to repay the Mercuria and Alpha debt facilities, and to meet its ongoing working capital needs. The original maturity date for these debt facilities was 15 May 2023 and this has been extended on several occasions. Subsequent to the year end, these loans became due and the Company received notice from Alpha that it would commence enforcement procedures of the security given to it by a third party, who is a shareholder of the Company. The Company has been given confirmation by the third party that it is not his intention to take action against the Company should Alpha commence enforcement action against him. No enforcement proceedings have been initiated to date and the Company continues to discuss arrangements with both Alpha and Mercuria and plans to repay the debts from the proceeds of the historic claim and/or from refinancing. Significant progress has been made regarding the settlement of the historic claim following the approval of a settlement agreement by the Attorney General’s office and its recommendation to the relevant government body to sign. The Company has also received assurances from its previously announced refinancier of its commitment to provide restructuring finance. However, in view of the historical delays in executing these sources of liquidity, the Group has commenced discussions with several strategic investors to invest at the project level in both the Manaila Polymetallic Mine (“MPM”) and the Baita Plai Polymetalic Mine (“BPPM”) and has also initiated other alternative measures. The expectation is that these measures will allow the Group to repay debt and will also provide the necessary funding to restart MPM and fund the increase in capacity at BPPM.
The Company has also implemented a number of measures to improve the short-term operational and financial position of the Group. In June 2024, the Company decided to enter Vast Baita Plai SA (“VBPSA”), the operator of BPPM, into a period of voluntary reorganisation to be effected by a Court judged process under the Insolvency Act in
Having regard to the risks outlined in the Strategic Report regarding the voluntary reorganisations of the Group’s Romanian subsidiaries, and that there is neither a legally binding extension of the Mercuria and Alpha nor alternative legally binding funding or investing arrangements at the date of this report, these conditions indicate the existence of a material uncertainty which may cast significant doubt about the Group's and Company's ability to continue as a going concern. The financial statements do not include the adjustment that would result if the Group and Company were unable to continue as a going concern.
Mitigation/Comments
In the event that the receipt of the historic claim proceeds and/or refinancing is successfully executed, management is confident that with continued progress in the realisation process Mercuria and Alpha would remain supportive. To date, Mercuria and Alpha have extended the original repayment date several times and have as yet not taken any action against the Company to enforce repayment. However, as mitigation, the Company continues to engage with investors and debt providers in order to provide liquidity to repay the Mercuria and Alpha debt and to articulate the fundamental strength of the Group’s business so as to attract additional funding when required.
Risk – Mining
Mining of natural resources involves significant risk. Drilling and operating risks include geological, geotechnical, seismic factors, industrial and mechanical incidents, technical failures, labour disputes and environmental hazards.
Mitigation/Comments
Use of strong technical management together with modern technology and electronic tools assist in reducing risk in this area. Good employee relations are also key in reducing this exposure and consequently, after the year end, the Company entered its mining operation at Baita into reorganisation so as to address suboptimal performance arising from the Unions and certain BPPM employee demands and practices which were adversely impacting mine performance. The reorganisation gives VBPSA the opportunity to dismiss, without significant cost, those employees involved in behaviour detrimental to the Company, but also the possibility to re-employ those employees whom VBPSA wishes to retain on new contracts materially more advantageous to BPSA. Certain employees were demanding a reduction in working hours of about 25% and an increase in paid holidays to almost twice that required under National regulations. The Hiring of employees is well advanced and the management is confident that this will restore good labour relations, benefiting all stakeholders. The Group is committed to following sound environmental guidelines and is keenly aware of the issues surrounding each individual project.
Risk - Commodity prices
Commodity prices are subject to fluctuation in world markets and are dependent on such factors as mineral output and demand, global economic trends and geo-political stability.
Mitigation/Comments
The Group’s management constantly monitors mineral grades mined, cost of production, and commodity diversity to ensure that mining output from its active projects become economic and that its mining investments are recoverable. The anticipated marginal contributions going forward at BPPM are high versus fixed costs which provides a degree of liquidity protection in the event prices decline significantly.
Risk – Management and Retention of Key Personnel
The successful achievement of the Group's strategies, business plans and objectives depend upon its ability to attract and retain certain key personnel.
Mitigation/Comments
The Group’s policy is to foster a management culture where management is empowered and where innovation and creativity in the workplace are encouraged. The Group has in place a “Share Appreciation Rights Scheme” for Directors and senior executives to provide incentives based on the success of the business and consults third party benchmarks for remuneration.
Risk - Country and Political
The Group’s activities are based in
Mitigation/Comments
The Group’s management team is experienced in its areas of operation and skilled at operating within the framework of the local culture in
Risk - Social, Safety and Environmental
The Group's success may depend upon its social, safety and environmental performance, as failures can lead to delays or suspension of its mining activities.
Mitigation/Comments
The Group takes its responsibilities in these areas seriously and monitors its performance across these areas on a regular basis. The Group has adopted and obtained ISO 9001:2015 for Quality, ISO 45001: 2018 for Safety, and ISO
140001: 2015 for Environment. As mentioned earlier, we were very saddened on 14 July 2023 by a fatality at BPPM.
Risk – Voluntary reorganisations of the Group’s Romanian subsidiaries
On 10 June 2024, the Company announced that Vast Baita Plai SA, the Company’s wholly owned Romanian subsidiary that holds the Baita Plai association licence, had entered into a voluntary reorganisation to be effected by a Court judged process under the Insolvency Act in
Mitigation/Comments
The Group via its special administrator, Andrew Prelea, work closely with the Judicial Administrator to ensure that all processes are conducted in accordance with all applicable rules and regulations and that the necessary creditor approval processes are adhered to in order to achieve a satisfactory outcome.
Corporate Governance
The Company has adopted the QCA (Quoted Company Alliance) Code on corporate governance. Details of how the Company complies with this are set out on the Company’s website. Principles which are required to be dealt with under the Code in the Company’s Annual Report are set out below.
Business model and strategy
This is described above under Strategy and elsewhere in this Report.
Risk Management
In addition to its other roles and responsibilities, the Audit and Compliance Committee is responsible to the Board for ensuring that procedures are in place and are being implemented effectively to identify, evaluate and manage the significant risks faced by the Company.
The Directors have established procedures, as represented by this statement, for the purpose of providing a system of internal control. An internal audit function is not considered necessary or practical due to the size of the Company and the close day to day control exercised by the Executive Directors. The Board works closely with and has regular ongoing dialogue with the Company Financial Director and other Executive Directors and has established appropriate reporting and control mechanisms to ensure the effectiveness of its control systems.
The risks facing the Company are detailed above. The Board seeks to mitigate such risks so far as it is able to, as explained above, but certain important risks cannot be controlled. The CEO is primarily responsible to the Board for risk management.
In particular, the products the Company mines and is seeking to identify are traded globally at prices reflecting supply and demand rather than the cost of production. In
Maintenance of a well-functioning Board of Directors led by the Chairman
Membership of the Board during the year is as follows:
| Name | Role | Appointed |
| Brian Moritz | Non-Executive Chairman | 2 October 2016 |
| Andrew Prelea | Chief Executive Officer | 1 March 2018 |
| Roy Tucker | Non-Executive Director | 5 April 2005 |
| Paul Fletcher | Finance Director | 6 November 2019 |
| Nick Hatch | Non-Executive Director | 9 May 2018 |
| Nigel Wyatt | Non-Executive Director | 23 August 2021 |
| Andrew Hall | Commercial Director | 6 December 2021 (Died 27 November 2023) |
The Non-Executive Directors other than Roy Tucker are considered to be independent.
All the Directors are subject to re-election at intervals of no more than three years.
The table illustrates the success of the Board in refreshing its membership.
The Board is well balanced both in its skill sets and in the domicile of its members. Of the Executive Directors, Andrew Prelea is resident in
Non-Executive Directors are committed to devote 3 days per month to the Company. Executive Directors devote substantially the whole of their time to the Company.
Where possible Directors are physically present at board meetings. However, due to the divergence of locations, Directors may be present by telephone.
During the year ended 30 April 2024, in addition to several informal Board discussions attended by all the Directors, there were nine Board meetings of the Company of which six were attended by all Directors and three were attended by all but one Director. There were a further eight meetings of a formal nature. There was also one General Meeting in addition to the Annual General Meeting.
Appropriate skills and experience of the Directors
The CVs of the Directors – three executives (two post 27 November 2023) and four non-executives – as disclosed on the website, are set out below. In addition, the Company has employed the outsourced services of Ben Harber of Shakespeare Martineau as company secretary.
Andrew Prelea – Chief Executive Officer
Andrew has been involved in the mining sector for 12 years and with Vast since 2013. He has spearheaded the development of the Company’s Romanian portfolio. Beginning his career in the early 1990s as a bulk iron ore and steel trader in
Brian Moritz – Chairman
Brian is a Chartered Accountant and former Senior Partner of Grant Thornton
Roy Tucker – Non-Executive Director
Roy is a Chartered Accountant with some 50 years of high level and broad spectrum professional and business experience. He has been the founder of a
Paul Fletcher – Finance Director
Paul is a Chartered Accountant and Fellow of the Association of Corporate Treasurers with 32 years’ experience working in the commodity and financial services industries. He has held a variety of senior international finance and operational roles in trading, processing, and financial businesses in the US,
Andrew Hall – Commercial Director
The Company and the Board of Directors were extremely saddened by the passing of Andrew Hall on 27 November 2023. Andrew was a very valued member of the team. He will be greatly missed and fondly remembered. Andrew had spent the last fourteen years working in natural resources and finance linked businesses. Before joining the Company in December 2018, Andrew had previously worked at a natural resource focussed merchant bank where he established and managed the alternative finance distribution business covering asset managers, private equity, investment banks, family offices and trading houses.
Nick Hatch – Non-Executive Director
Nick has more than 38 years’ experience in mining investment banking, primarily as a mining analyst and in managing mining & metals research and equities teams. He was most recently Director of Mining Equity Research at Canaccord Genuity in
Nigel Wyatt – Non-Executive Director
Nigel is a Chartered Engineer, a graduate of the Camborne School of Mines. He has held senior positions in several mining and engineering companies primarily in
The Company believes that the current balance of skills on the Board, as a whole, reflects the broad range of commercial and professional skills that the Company requires. Among the Executive Directors, Andrew Prelea is experienced in general management, including identifying and negotiating new business opportunities; Paul Fletcher is a Chartered Accountant and Fellow of the Association of Corporate Treasurers with broad international and financial management experience in the commodity sector. The Company has initiated a search for a Chief Operational Officer (COO) Board position and hopes to fill the position in the coming months.
Among the Non-executives Brian Moritz is a Chartered Accountant with senior experience. In addition to his financial skills he has former experience as a Registered Nominated Adviser. Roy Tucker is a Chartered Accountant with many years’ experience in general executive management. Nick Hatch is a qualified geologist with experience in evaluating mining companies and natural resource projects. Nigel Wyatt is a Chartered Engineer, a graduate of the Camborne School of Mines with wide ranging experience in the commercial aspects of mining and in ore and diamond recovery technologies.
Importantly, three Directors without geological qualifications have significant experience with junior companies in the natural resources sector.
Evaluation of Board Performance
The Group is in the process of fast evolution and at this stage in the Company’s development it is not deemed necessary to adopt formal procedures for evaluation of the Board or of the individual Directors. There is frequent informal communication between members of the Board and peer appraisal takes place on an ongoing basis in the normal course of events. However, the Board will keep this under review and may consider formalised independent evaluation reviews at a later stage in the Company’s development.
Given the size of the Company, the whole Board is involved in the identification and appointment of new Directors and as a result, a Nominations Committee is not considered necessary at this stage. The importance of refreshing membership of the Board is recognised and has been implemented. In 2018 Andrew Prelea was appointed to replace Roy Pitchford as CEO, and Nick Hatch replaced Brian Basham as a Non-executive Director. In November 2019, Paul Fletcher was appointed to the Board as Finance Director, and in 2021 Nigel Wyatt was appointed to replace Eric Diack as Non-executive Director, and Andrew Hall appointed to the Board as Commercial Director. Nevertheless, it is envisaged that the Board will be strengthened in due course as and when new projects are operated by the Company.
Maintenance of Governance Structures and Processes
The corporate governance structures which the Company is able to operate are limited by the size of the Board, which is itself dictated by the current size and geographical spread of the Company’s operations, with Directors resident in the
The Chairman, Brian Moritz:
- leads the Board and is primarily responsible for the effective working of the Board;
- in consultation with the Board ensures good corporate governance and sets clear expectations with regards to Company culture, values and behaviour;
- sets the Board’s agenda and ensures that all Directors are encouraged to participate fully in the activities and decision-making process of the Board.
The CEO, Andrew Prelea:
- is primarily responsible for developing Vast’s strategy in consultation with the Board, for its implementation and for the operational management of the business;
- is primarily responsible for new projects and expansion;
- in conjunction with the CFO and Commercial Director is responsible for attracting finance and equity for the Company;
- runs the Company on a day-to-day basis;
- implements the decisions of the Board;
- monitors, reviews and manages key risks.
The Finance Director, Paul Fletcher:
- is responsible for the administration of all aspects of the Group;
- oversees the accounting and treasury function of all Group companies;
- in conjunction with the CEO, is responsible for the financial risk management of the Company;
- is responsible for financial modelling to support fund raising initiatives and structuring trade related funding;
- is responsible for financial planning and analysis;
- deals with all matters relating to the independent audit.
- The Commercial Director, Andrew Hall, until his passing on 27 November 2023:
- worked with the CEO on the Company’s strategic business initiatives and capital raising;
- was responsible for offtake relationships;
- was responsible for leading the Company’s external and investor communications;
- was the main point of contact with the Company’ s Nomad.
Since Andrew’s passing, these responsibilities have been shared by the Board of Directors.
Roy Tucker who is a Non-Executive Director also provides legal, consultancy and compliance services to the Company.
The Remuneration Committee is currently chaired by Nick Hatch and comprises Nick Hatch, Brian Moritz and Nigel Wyatt. The Remuneration Committee is responsible for establishing a formal and transparent procedure for developing policy on executive remuneration and to set the remuneration packages of individual Directors. The Committee’s policy is to provide a remuneration package which will attract and retain Directors and management with the ability and experience required to manage the Company and to provide superior long-term performance.
The Audit and Compliance Committee is currently chaired by Brian Moritz and comprises Brian Moritz, Nick Hatch and Nigel Wyatt. It normally meets twice per annum to inter alia, consider the interim and final results. In the latter case the auditors are present and the meeting considers and takes action on any matters raised by the auditors arising from their audit.
Matters reserved for the Board include:
- Vision and strategy
- Production and trading results
- Financial statements and reporting
- Financing strategy, including debt and other external financing sources
- Budgets, acquisitions and expansion projects, divestments and capital expenditure and business plans
- Corporate governance and compliance
- Risk management and internal controls
- Appointments and succession plans
- Directors’ remuneration
Shareholder Communication
The Board is committed to maintaining effective communication and having constructive dialogue with its shareholders in accordance with Principle Two of the Quoted Companies Alliance Code as adopted by the Company. The Company is desirous of obtaining an institutional shareholder base, and institutional shareholders and analysts will have the opportunity to discuss issues and provide feedback at meetings with the Company.
The Investors section of the Company’s website provides all required regulatory information as well as additional information shareholders may find helpful including: information on Board members, advisors and significant shareholdings, a historical list of the Company’s Announcements, its corporate governance information, the Company’s publications including historic annual reports and notices of annual general meetings, together with share price information.
The results of shareholder meetings will be publicly announced through the regulatory system and displayed on the Company’s website with suitable explanations of any actions undertaken as a result of any significant votes against resolutions.
Section 172 (1) Statement
The Directors of the Company must act in accordance with a set of general duties. These duties are detailed in section 172 of the
Each Director must act in a way that they consider, in good faith, would be most likely to promote the Company’s success for the benefit of its members as a whole, and in doing so have regard (among other matters) to:
S172(1) (a) “The likely consequences of any decision in the long term”
The Board has focused its resources primarily on its key mining opportunity, BPPM. The Board has also expanded and continues to look to expand the Company’s polymetallic footprint further afield to complement its Romanian and
S172(1) (b) “The interests of the Company’s employees”
The successful achievement of the Group's strategies, business plans and objectives depend upon its ability to attract, motivate, and protect the safety of its employees. Health and Safety, and Human Rights policies clearly articulate the Board’s expectations and safeguard the interests of the Company’s employees. The Group’s policy is to foster a management culture where management is empowered and where innovation and creativity in the workplace are encouraged and rewarded. This is reflected in the performance programs that the Company has implemented.
S172(1) (c) “The need to foster the company’s business relationships with suppliers, customers and others”
The Company has ongoing dialogue with its customers and suppliers and ensures that a strong relationship is maintained at the level of senior management. This ensures alignment with the Company’s business objectives and promotes strong collaboration. As mentioned on page 17, under Shareholder Communication, the Board maintains effective communication with its shareholders and provides updates and information through public announcements on the regulatory system and on the Company website.
S172(1) (d) “The impact of the company’s operations on the community and the environment”
As mentioned on page 13, under Risk – Social, Safety and Environmental, the Group monitors its performance across these areas on a regular basis. The Group has adopted and obtained ISO 9001:2015 for Quality, ISO 45001: 2018 for Safety, and ISO 140001: 2015 for Environment. As mentioned in the Chairman’s Report on page 6, the Company has also implemented formal policies on these areas.
S172(1) (e) “The desirability of the company maintaining a reputation for high standards of business conduct”
As more fully explained on page 6 of the Chairman’s Report and under the Corporate Governance section on page 14 the Board strives to promote a culture based on high business conduct standards.
S172(1) (f) “The need to act fairly as between members of the company”
Having assessed all necessary factors, and as supported by the processes described above, the Directors consider the best approach to delivering on the Company’s strategy. This is done after assessing the impact on all stakeholders and is performed in such a manner so as to act fairly as between the Company’s members.
Outlook
The Company has had a very challenging year. Our performance at BPPM did not meet our internal expectations but we believe that with the reorganisation at the mine will create the base on which to successfully grow the operation. This will be dependent upon additional funding which we expect will be derived from settlement of the historic claim following the approval of the terms of the settlement agreement by the Attorney General’s office and its recommendation to the relevant government body for signature. The Company has also received assurances from its refinancier of its commitment to provide restructuring finance. However, in view of the historical delays in executing these sources of liquidity, the Company has commenced alternative measures for settling the outstanding debts and also to address the short-term working capital needs of the group. The expectation is that these sources of liquidity will place the Company on a much stronger financial footing.
During the year we added to our
The economic fundamentals for the Company’s polymetallic business are strong. Continued demand for copper has buoyed prices, despite current geopolitical risks. The forecast global growth in electric vehicles remains likely to create, over the next decade, a shortage of copper as producers struggle to meet demand as a consequence of declining grades, water supply issues and community resistance holding back discovery and exploitation of new resources. Gold prices remain extremely well supported and we believe that this will benefit Vast in its new gold mining interests which provide diversification for the Company.
On behalf of the Board,
Andrew Prelea
Group Chief Executive Officer
REPORT OF THE DIRECTORS
for the year ended 30 April 2024
The Directors present their report together with the audited financial statements for the twelve-month period ended 30 April 2024.
Results and dividends
The Group statement of comprehensive income is set out on page 30 and shows the loss for the period.
The Directors do not recommend the payment of a dividend (2023: nil).
Financial instruments
Details of the use of financial instruments by the Company and its subsidiary undertakings are contained in note 21 of the financial statements.
Directors
The Directors who served during the period and up to the date hereof were as follows: -
Date of Appointment
| Roy Tucker | 5 April 2005 |
| Brian Moritz | 3 October 2016 |
| Andrew Prelea | 1 March 2018 |
| Nick Hatch | 9 May 2018 |
| Paul Fletcher | 6 November 2019 |
| Nigel Wyatt | 23 August 2021 |
| Andrew Hall | 6 December 2021 (died 27 November 2023) |
Directors’ interests
The interests in the shares of the Company of the Directors who served during the period were as follows:
| 30 April 2024 | 30 April 2023 | ||
| New Ordinary Shares* | New Ordinary Shares* | ||
| Andrew Hall | 19,258 | 19,258 | |
| Nigel Wyatt | - | - | |
| Paul Fletcher | 117,580 | 117,580 | |
| Nick Hatch | - | - | |
| Brian Moritz | 41,667 | 41,667 | |
| Andrew Prelea | 5,177,525 | 5,177,525 | |
| Roy Tucker | 490,960 | 490,960 | |
| Total | 5,846,990 | 5,846,990 | |
| *Restates the ordinary share holdings at 30 April 2024 as new ordinary shares issued under the Company's Capital Reorganisation approved on 29 February 2024. | |||
Share Appreciation Rights Scheme
The following Directors have been granted rights under the Company’s Share Appreciation Rights Scheme:
| | In issue at | Grant date | Awarded during period | Exercised / lapsed during period | In issue at | Vesting period | |||
| 30 April 2023* | 30 April 2024 | ||||||||
| Start | Finish | ||||||||
| Paul | 29,167 | 24-Nov-20 | (29,167) | 0 | 24-Nov-20 | 23-Nov-23 | |||
| Fletcher | 29,167 | 24-Nov-20 | (29,167) | 0 | 31-Mar-21 | 31-Mar-24 | |||
| 1,791,667 | 24-Apr-23 | 1,791,667 | 01-May-23 | 31-Dec-25 | |||||
| 1,791,667 | 24-Apr-23 | 1,791,667 | 01-May-23 | 31-Dec-25 | |||||
| Nick | 8,333 | 24-Nov-20 | (8,333) | 0 | 24-Nov-20 | 23-Nov-23 | |||
| Hatch | 8,333 | 24-Nov-20 | (8,333) | 0 | 31-Mar-21 | 31-Mar-24 | |||
| Andrew | 2,500,000 | 24-Apr-23 | 2,500,000 | 01-May-23 | 31-Dec-25 | ||||
| Prelea | 2,500,000 | 24-Apr-23 | 2,500,000 | 01-May-23 | 31-Dec-25 | ||||
| Roy | 18,750 | 24-Nov-20 | (18,750) | 0 | 24-Nov-20 | 23-Nov-23 | |||
| Tucker | 18,750 | 24-Nov-20 | (18,750) | 0 | 31-Mar-21 | 31-Mar-24 | |||
| 1,166,667 | 24-Apr-23 | 1,166,667 | 01-May-23 | 31-Dec-25 | |||||
| 1,166,667 | 24-Apr-23 | 1,166,667 | 01-May-23 | 31-Dec-25 | |||||
| Andrew | 16,667 | 24-Nov-20 | (16,667) | 0 | 24-Nov-20 | 23-Nov-23 | |||
| Hall | 16,667 | 24-Nov-20 | (16,667) | 0 | 31-Mar-21 | 31-Mar-24 | |||
| 1,708,333 | 24-Apr-23 | 1,708,333 | 01-May-23 | 31-Dec-25 | |||||
| 1,708,333 | 24-Apr-23 | 1,708,333 | 01-May-23 | 31-Dec-25 | |||||
| 14,479,168 | - | (145,834) | 14,333,334 | ||||||
*Previous year balances have been restated to reflect the Company’s Company Reorganisation approved on 29 February 2024.
**See note 23 for further details of the SARS.
Directors’ remuneration
| Apr-24 | Apr-23 | ||||||
| Salary/Fees | Other | Total | Salary/Fees | Other | Total | ||
| $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | ||
| Nigel Wyatt | 28 | - | 28 | 27 | - | 27 | |
| Paul Fletcher | 182 | 7 | 189 | 176 | 1 | 177 | |
| Nick Hatch | 28 | - | 28 | 27 | - | 27 | |
| Craig Harvey | - | - | - | 192 | - | 192 | |
| Brian Moritz | 29 | - | 29 | 28 | - | 28 | |
| Andrew Prelea | 258 | - | 258 | 258 | - | 258 | |
| Roy Tucker | 87 | - | 87 | 83 | - | 83 | |
| Andrew Hall | 98 | 6 | 104 | 162 | 14 | 176 | |
| Total | 710 | 13 | 723 | 953 | 15 | 968 |
The Company has developed a practice of deferring payment of varying proportions of sums earned by Directors until the Company liquidity position improves.
As at 30 April 2024 a total of
Future developments
The Company’s plans for future developments are more fully set down in the Strategic Report, on pages 7 to 19.
Research and development
A drill campaign at the Baita Plai Polymetallic Mine (“BPPM”) commenced in 2023 has yielded promising results and supported the August 2024 approval of a five-year extension of the Head Licence held by Baita SA and under which Vast Baita Plai SA (“VBPSA”) has the rights to mine polymetallics at BPPM. The Company is to continue the drilling campaign at BPPM with the objective of establishing an enlarged JORC compliant Mineral Resource potentially upgrading the existing Mineral Resource with the inclusion of a JORC compliant Exploration Target of 11.65 to 12.65 million tonnes.
The Company performed extraction techniques on samples from the Blueberry project that achieved gold recoveries in excess of 85%, exceeding the anticipated 44% yield submitted to the Romanian authorities for the approval of the exploitation licence.
Disabled employees
The Group gives full consideration to applications for employment from disabled persons where the candidate’s particular aptitudes and abilities are consistent with adequately meeting the requirements of the job. Opportunities are available to disabled employees for training, career development and promotion.
Where existing employees become disabled, it is the Company’s policy to provide continuing employment wherever practicable in the same or an alternative position and to provide appropriate training to achieve this aim.
Streamlined Energy and Carbon Reporting (SECR) regulations
The Company did not consume more than 40,000kWh of energy in the
Auditors
All of the current Directors have taken all the steps that they ought to have taken to make themselves aware of any information needed by the Group's auditors for the purposes of their audit and to establish that the auditors are aware of that information. The Directors are not aware of any relevant audit information of which the auditors are unaware. Vast’s auditor, Crowe
Events after the reporting date
These are more fully disclosed in Note 28.
By order of the Board
Ben Harber
Secretary
30 October 2024
Statement of Directors' responsibilities
The Directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with
Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the Directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgments and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
They are further responsible for ensuring that the Strategic Report and the Report of the Directors and other information included in the Annual Report and Financial Statements is prepared in accordance with applicable law in the
The maintenance and integrity of the Group’s website is the responsibility of the Directors.
Legislation in the
Independent Auditor’s Report to the Members of Vast Resources Plc
Opinion
We have audited the financial statements of Vast Resources plc (the “Parent Company”) and its subsidiaries (the “Group”) for the year ended 30 April 2024, which comprise:
- the Group statement of comprehensive income for the year ended 30 April 2024;
- the Group and Parent Company statements of changes in equity for the year ended 30 April 2024
- the Group and Parent Company statements of financial position as at 30 April 2024;
- the Group and Parent Company statements of cash flows for the year then ended; and
- the notes to the financial statements, including a summary of material accounting policies.
The financial reporting framework that has been applied in the preparation of the financial statements is applicable law and
In our opinion the financial statements:
- give a true and fair view of the state of the Group’s and of the Parent Company's affairs as at 30 April 2024 and of the Group’s loss for the period then ended;
- have been properly prepared in accordance with
UK -adopted International Accounting Standards; and - have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (
Material uncertainty related to going concern
We draw attention to the basis of preparation and going concern assessment note on page 35 in the financial statements, which indicates the Group will require funding for general working capital and to repay the debts owed to Mercuria Energy Trading SA (Mercuria) and A&T Investments Sarl (“Alpha”). Whilst the Group continues progress with the realisation of the proceeds associated with a historic claim, there is ongoing discussion with investor and debt providers for alternative funding arrangements, but no binding agreements are in place. As stated in this note, these events or conditions, along with the other matters as set forth in the note, indicate that a material uncertainty exists that may cast significant doubt on the Group’s and Parent Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the directors use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors’ assessment of the Group and Parent Company’s ability to continue to adopt the going concern basis of accounting included the following:
- We obtained managements going concern assessment, assessed the appropriateness of the approach and tested the mathematical accuracy of the model;
- We assessed the accuracy of management’s past forecasting for the previous financial years by comparing management’s forecasts to actual results for those years and have considered the impact on the working capital forecast;
- We assessed and challenged the key assumptions into the model including metal prices, operating expenditure and production volumes and agreeing to forecast data;
- We reviewed management’s assessment regarding the material uncertainty disclosed in the basis of preparation and going concern assessment and considered the impact the quantum and timing of these cashflow, together with actions in the events that key financing events are delayed or do not occur;
- We assessed the position of the voluntary reorganisation procedures in place over the Romanian subsidiaries;
- We discussed with management the quantum and timing of the future fund raises, we also obtained appropriate supporting evidence regarding progress of fundraising activities or arrangements; and
- We assessed the adequacy of the disclosures made in the financial statements.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Overview of our audit approach
Materiality
In planning and performing our audit we applied the concept of materiality. An item is considered material if it could reasonably be expected to change the economic decisions of a user of the financial statements. We used the concept of materiality to both focus our testing and to evaluate the impact of misstatements identified.
Based on our professional judgement, we determined overall materiality for the Group financial statements as a whole to be
We use a different level of materiality (‘performance materiality’) to determine the extent of our testing for the audit of the financial statements. Performance materiality is set based on the audit materiality as adjusted for the judgements made as to the entity risk and our evaluation of the specific risk of each audit area having regard to the internal control environment. This is set at
Where considered appropriate performance materiality may be reduced to a lower level, such as, for related party transactions and directors’ remuneration.
We agreed with the Audit and Compliance Committee to report to it all identified errors in excess of
Overview of the scope of our audit
Of the Group’s reporting components, in addition to the Parent Company, we identified two entities comprising one component requiring audit procedures to be performed for group reporting purposes, the component is located in
We issued instructions to the local auditors which included details of the significant areas to be covered, including the key audit matters detailed below, and the information required to be reported back. We reviewed the audit work performed by the component auditors, communicated our findings therefrom and any further work required by us was then performed by the local auditor.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the ‘Material uncertainty related to going concern section, we have determined the following key audit matters. This is not a complete list of all risks identified by our audit.
| Key audit matter | How the scope of our audit addressed the key audit matter |
| Carrying value of property, plant and equipment At 30 April 2024 the group had property, plant and equipment of | We obtained management’s impairment assessment of assets, assessed the existence and the design effectiveness of control of the approval of the capitalised expenditure and management’s assessment, and reviewed the impairment model and discussed the key inputs into the model with management. We performed audit procedures, including applying challenge regarding the reasonableness on the inputs into the model as follows:
We tested the accuracy of management’s forecasting through a comparison of budget to actual data and historical variance trends to ensure the forecast consistently applied in the going concern assessment. We considered and assessed the managements’ sensitivity analysis whether a reasonably possible change to a key input would result in an impairment charge. We also considered the disclosure made in the financial statements relating to impairments are appropriate, particularly in respect of the wider business plan, the level of required funding to realise the value of the property, plant and equipment and the matters relating to the voluntary reorganisations. |
| Carrying value of investments and intercompany receivables – Parent Company The carrying value of investments in subsidiaries in the Parent Company financial statements at 30 April 2024 was | We obtained and assessed the existence and the design effectiveness of control of the management’s assessment of the impairment of investment in subsidiaries and the intercompany receivables. We considered the following matters:
|
Our audit procedures in relation to these matters were designed in the context of our audit opinion as a whole. They were not designed to enable us to express an opinion on these matters individually and we express no such opinion.
Other information
The directors are responsible for the other information contained within the annual report. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion based on the work undertaken in the course of our audit
- the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.
Responsibilities of the directors for the financial statements
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We obtained an understanding of the legal and regulatory frameworks within which the Group operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were relevant company law and taxation legislation in the
We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be the override of controls by management. Our audit procedures to respond to these risks included enquiries of management about their own identification and assessment of the risks of irregularities, sample testing on the posting of journals and reviewing accounting estimates for biases in particular where significant judgements are involved (see Key Audit Matters above).
Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (
The potential effects of inherent limitations are particularly significant in the case of misstatement resulting from fraud because fraud may involve sophisticated and carefully organised schemes designed to conceal it, including deliberate failure to record transactions, collusion or intentional misrepresentations being made to us.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
John Glasby (Senior Statutory Auditor)
for and on behalf of
Crowe
Statutory Auditor
30 October 2024
Group statement of comprehensive income
for the year ended 30 April 2024
| 30 Apr 2024 | 30 Apr 2023 | ||
| 12 Months | 12 Months | ||
| Group | Group | ||
| Note | $’000 | $’000 | |
| Revenue | 2,026 | 3,720 | |
| Cost of sales | (7,575) | (8,402) | |
| Gross loss | (5,549) | (4,682) | |
| Overhead expenses | (6,454) | (3,454) | |
| Depreciation of property, plant and equipment | 2 | (633) | (706) |
| Share option and warrant expense | 2, 23 | (329) | (274) |
| Exchange gain / (loss) | 2 | (1,329) | 1,411 |
| Other administrative and overhead expenses | (4,163) | (3,885) | |
| Fair value movement in available for sale investments | - | - | |
| Loss from operations | (12,003) | (8,136) | |
| Finance income | 4 | 1 | - |
| Finance expense | 4 | (2,650) | (2,370) |
| Loss before taxation from continuing operations | (14,652) | (10,506) | |
| Taxation charge | 5 | - | - |
| Total (loss) taxation for the period | (14,652) | (10,506) | |
| Other comprehensive income | |||
| Items that may be subsequently reclassified to profit or loss | |||
| Exchange gain /(loss) on translation of foreign operations | 1,055 | (1,197) | |
| Total comprehensive expense for the period | (13,597) | (11,703) | |
| (Loss) per share - basic and diluted - amount in cents ($) | 8 | (2.15) | (3.38) |
The accompanying accounting policies and notes on pages 35 to 66 form an integral part of these financial statements.
Group statement of changes in equity
for the year ended 30 April 2024
| Share capital | Share premium | Share option reserve | Foreign currency translation reserve | Retained deficit | Total | |
| $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | |
| At 30 April 2022 | 41,458 | 94,707 | 2,574 | (376) | (136,234) | 2,129 |
| Total comprehensive loss for the period | - | - | - | (1,197) | (10,506) | (11,703) |
| Share option and warrant charges | - | - | 274 | - | - | 274 |
| Share options and warrants lapsed | - | - | (2,193) | - | 2,193 | - |
| Share warrants issued to lenders | - | - | 277 | - | - | 277 |
| Shares issued: | ||||||
| - for cash consideration | 2,285 | 7,531 | - | - | 9,816 | |
| - to settle liabilities | 630 | 1,120 | - | - | - | 1,750 |
| At 30 April 2023 | 44,373 | 103,358 | 932 | (1,573) | (144,547) | 2,543 |
| Total comprehensive loss for the period | - | - | - | 1,055 | (14,652) | (13,597) |
| Share option and warrant charges | - | - | 329 | - | - | 329 |
| Share options and warrants lapsed | - | - | (178) | - | 178 | - |
| Shares issued: | ||||||
| - for cash consideration | 3,308 | 1,919 | - | - | 5,227 | |
| At 30 April 2024 | 47,681 | 105,277 | 1,083 | (518) | (159,021) | (5,498) |
The accompanying accounting policies and notes on pages 35 to 66 form an integral part of these financial statements.
Company statement of changes in equity
for the year ended 30 April 2024
| Share capital | Share premium | Share option reserve | Foreign currency translation reserve | Retained deficit | Total | |
| $’000 | $’000 | $’000 | $’000 | $’000 | $’000 | |
| At 30 April 2022 | 41,458 | 94,707 | 2,574 | (4,954) | (90,260) | 43,525 |
| Total comprehensive loss for the period | - | - | - | - | (2,689) | (2,689) |
| Share option and warrant charges | - | - | 274 | - | - | 274 |
| Share options and warrants lapsed | - | - | (2,193) | - | 2,193 | - |
| Share warrants issued to lenders | - | - | 277 | - | - | 277 |
| Shares issued: | ||||||
| - for cash consideration | 2,285 | 7,531 | - | - | - | 9,816 |
| - to settle liabilities | 630 | 1,120 | - | - | - | 1,750 |
| At 30 April 2023 | 44,373 | 103,358 | 932 | (4,954) | (90,756) | 52,953 |
| Total comprehensive loss for the period | - | - | - | - | (5,596) | (5,596) |
| Share option and warrant charges | - | - | 329 | - | - | 329 |
| Share options and warrants lapsed | - | - | (178) | - | 178 | - |
| Shares issued: | ||||||
| - for cash consideration | 3,308 | 1,919 | - | - | - | 5,227 |
| At 30 April 2024 | 47,681 | 105,277 | 1,083 | (4,954) | (96,174) | 52,913 |
The accompanying accounting policies and notes on pages 35 to 66 form an integral part of these financial statements
Group and Company statements of financial position
As at 30 April 2024
| 30 Apr 2024 | 30 Apr 2023 | 30 Apr 2024 | 30 Apr 2023 | ||
| Group | Group | Company | Company | ||
| $’000 | $’000 | $’000 | $’000 | ||
| Assets | Note | ||||
| Non-current assets | |||||
| Property, plant and equipment | 10 | 17,274 | 17,840 | 2 | 3 |
| Available for sale investments | 16 | 891 | 891 | 891 | 891 |
| Investment in subsidiaries | 11 | - | - | 23,302 | 23,302 |
| Investment in associates | 12 | 417 | 417 | 417 | 417 |
| Loans to group companies | 13 | - | 36,581 | 33,920 | |
| 18,582 | 19,148 | 61,193 | 58,533 | ||
| Current assets | |||||
| Inventory | 14 | 823 | 973 | - | - |
| Receivables | 15 | 2,426 | 2,936 | 634 | 1,024 |
| Cash and cash equivalents | 25 | 530 | 21 | 460 | |
| Total current assets | 3,274 | 4,439 | 655 | 1,484 | |
| Total Assets | 21,856 | 23,587 | 61,848 | 60,017 | |
| Equity and Liabilities | |||||
| Capital and reserves attributable to equity holders of the Parent | |||||
| Share capital | 22 | 47,681 | 44,373 | 47,681 | 44,373 |
| Share premium | 22 | 105,277 | 103,358 | 105,277 | 103,358 |
| Share option reserve | 1,083 | 932 | 1,083 | 932 | |
| Foreign currency translation reserve | (518) | (1,573) | (4,954) | (4,954) | |
| Retained deficit | (159,021) | (144,547) | (96,174) | (90,756) | |
| Total equity | (5,498) | 2,543 | 52,913 | 52,953 | |
| Non-current liabilities | |||||
| Provisions | 19 | 1,151 | 1,165 | - | - |
| Trade and other payables | 20 | 9,951 | 1,933 | - | - |
| 11,102 | 3,098 | - | - | ||
| Current liabilities | |||||
| Loans and borrowings | 17 | 10,411 | 9,169 | 6,479 | 5,605 |
| Trade and other payables | 18 | 5,841 | 8,777 | 2,456 | 1,459 |
| Total current liabilities | 16,252 | 17,946 | 8,935 | 7,064 | |
| Total liabilities | 27,354 | 21,044 | 8,935 | 7,064 | |
| Total Equity and Liabilities | 21,856 | 23,587 | 61,848 | 60,017 |
The accompanying accounting policies and notes on pages 35 to 66 form an integral part of these financial statements. The parent Company reported a loss after taxation for the year of
| Paul Fletcher | Director |
| Registered Number | 5414325 |
30 October 2024
Group and Company statements of cash flow
for the year ended 30 April 2024
| 30 Apr 2024 | 30 Apr 2023 | 30 Apr 2024 | 30 Apr 2023 | |
| Group | Group | Company | Company | |
| $’000 | $’000 | $’000 | $’000 | |
| CASH FLOW FROM OPERATING ACTIVITIES | ||||
| Profit (loss) before taxation for the period | (14,652) | (10,506) | (5,596) | (2,689) |
| Adjustments for: | ||||
| Depreciation | 633 | 706 | - | - |
| Profit on sale of property, plant and equipment | (1) | - | - | - |
| Impairment of intercompany loans | - | - | 1,470 | |
| Share option expense | 329 | 274 | 329 | 274 |
| Finance expense (net) | 2,649 | 2,370 | 2,187 | 1,597 |
| Unrealised foreign currency exchange loss / (gain) | 1,485 | (1,661) | - | - |
| (9,557) | (8,817) | (1,610) | (818) | |
| Changes in working capital: | ||||
| Decrease (increase) in receivables | 510 | (101) | 390 | (376) |
| Decrease (increase) in inventories | 150 | (134) | - | - |
| Increase (decrease) in payables | 4,926 | 2,656 | 1,000 | (465) |
| 5,586 | 2,421 | 1,390 | (841) | |
| Taxation paid | - | - | - | - |
| Cash used in operations | (3,971) | (6,396) | (220) | (1,659) |
| Investing activities: | ||||
| Payments to acquire property, plant and equipment | (497) | (1,896) | (1) | - |
| Proceeds on disposal of property, plant and equipment | 2 | 25 | - | - |
| (Increase) decrease in loans to group companies | - | - | (4,131) | (8,518) |
| Total cash used in investing activities | (495) | (1,871) | (4,132) | (8,518) |
| Financing Activities: | ||||
| Proceeds from the issue of ordinary shares | 5,227 | 9,816 | 5,226 | 9,816 |
| Proceeds from loans and borrowings granted | - | 4,500 | - | 4,500 |
| Repayment of loans and borrowings | (1,266) | (5,622) | (1,313) | (3,765) |
| Total proceeds from financing activities | 3,961 | 8,694 | 3,913 | 10,551 |
| (Decrease)/increase in cash and cash equivalents | (505) | 427 | (439) | 374 |
| Cash and cash equivalents at beginning of period | 530 | 103 | 460 | 86 |
| Cash and cash equivalents at end of period | 25 | 530 | 21 | 460 |
The accompanying notes and accounting policies on pages 35 to 66 form an integral part of these financial statements.
Statement of accounting policies
for the year ended 30 April 2024
General information
Vast Resources plc and its subsidiaries (together “the Group”) are engaged principally in the exploration for and development of mineral projects in Sub-Saharan Africa and
Vast Resources plc was incorporated as a public limited company under
Basis of preparation and going concern assessment
The material accounting policies adopted in the preparation of the financial information are set out below. The policies have been consistently applied throughout the current year and prior year, unless otherwise stated. These financial statements have been prepared in accordance with
The financial statements are prepared under the historical cost convention on a going concern basis. In certain prescribed circumstances the use of fair value accounting has been adopted.
The Group made a loss for the year of
Over the next 12 months from the date of the approval of these financial statements, the Group will require funding in order to repay the Mercuria and Alpha debt facilities, and to meet its ongoing working capital needs. The original maturity date for these debt facilities was 15 May 2023 and this has been extended on several occasions. Subsequent to the year end, these loans became due and the Company received notice from Alpha that it would commence enforcement procedures of the security given to it by a third party, who is a shareholder of the Company. The Company has been given confirmation by the third party that it is not his intention to take action against the Company should Alpha commence enforcement action against him. No enforcement proceedings have been initiated to date and the Company continues to discuss arrangements with both Alpha and Mercuria and plans to repay the debts from the proceeds of the historic claim and/or from refinancing. Significant progress has been made regarding the settlement of the historic claim following the approval of a settlement agreement by the Attorney General’s office and its recommendation to the relevant government body to sign. The Company has also received assurances from its previously announced refinancier of its commitment to provide restructuring finance. However, in view of the historical delays in executing these sources of liquidity, the Group has commenced discussions with several strategic investors to invest at the project level in both the Manaila Polymetallic Mine (“MPM”) and the Baita Plai Polymetalic Mine (“BPPM”), and has also initiated other alternative measures. The expectation is that these measures will allow the Group to repay debt and will also provide the necessary funding to restart MPM and fund the increase in capacity at BPPM.
The Company has also implemented a number of measures to improve the short-term operational and financial position of the Group. In June 2024, the Company decided to enter Vast Baita Plai SA (“VBPSA”), the operator of BPPM, into a period of voluntary reorganisation to be effected by a Court judged process under the Insolvency Act in
Having regard to the risks outlined in the Strategic Report regarding the voluntary reorganisations of the Group’s Romanian subsidiaries, and that there is neither a legally binding extension of the Mercuria and Alpha nor alternative legally binding funding or investing arrangements at the date of this report, these conditions indicate the existence of a material uncertainty which may cast significant doubt about the Group's and Company's ability to continue as a going concern. The financial statements do not include the adjustment that would result if the Group and Company were unable to continue as a going concern.
Changes in Accounting Policies
At the date of authorisation of these financial statements, a number of Standards and Interpretations were in issue and effective for the first time this financial year. The Directors do not anticipate that the adoption of these standards and interpretations, or any of the amendments made to existing standards as a result of the annual improvements cycle, will have a material effect on the financial statements in the year of initial application.
Areas of estimates and judgement
The preparation of the Group financial statements in conformity with
Accounting estimates
a) Impairment of mining assets
The Group reviews, on an annual basis, whether deferred exploration costs, acquired either as intangible assets, as property, plant and equipment, or as mining options or licence acquisition costs, have suffered any impairment. The recoverable amounts are determined based on an assessment of the economically recoverable mineral reserves, the ability of the Group to obtain the necessary financing to complete the development of the reserves and future profitable production or proceeds from the disposition of recoverable reserves.
The Group uses discounted cash flow techniques (“DCF”) and, as relevant industry benchmarks, to assess whether any impairment is necessary. Revenue projections used in DCF are based on production plans associated with the Company’s estimate of economically recoverable mineral reserves and are modelled using prevailing commodity market prices with an appropriate down stress applied. Production cost inputs used in DCF are referenced to observable inputs in accordance with the production plan and are applied conservatively. The Group applies a pre-tax discount rate of 15% in its DCF modelling, reflecting its assessment of the market cost of capital for such assets under the Capital Asset Pricing Model (“CAPM”). The results of these assessments indicate that the fair value of the Group’s mining assets is more than their carry value. There have been no fundamental changes in the quality and condition of these assets versus the previous year. The Group also sensitised a reasonable possible movement in key assumptions such as a reduction of forecast commodity prices by up to 15% and a higher discount rate up to 20%. Under these scenarios, there are no impairment indictors identified.
The mining assets are disclosed in note 10 to the financial statements.
b) Provisions
The Group is required to estimate the cost of its obligations to realise and rehabilitate its mining properties.
The estimation of the cost of complying with the Group’s obligations at future dates and in economically unpredictable regions, and the application of appropriate discount rates thereto, gives rise to significant estimation uncertainties.
Accounting judgements
c) Going concern and the Company’s Inter-company loan recoverability
The Company follows the guidance of IAS 36 in determining whether its inter-company are impaired.
The recoverability of inter-company loans advanced by the Company to subsidiaries depends also on the subsidiaries realising their cash flow projections, which is linked to the future cashflows expected to be generated from certain underlying assets of the Company’s subsidiaries which are predominantly the mining assets within the property, plant and equipment assets. The going concern considerations are highlighted above. The results of these assessments indicate that the recoverable amount of these mining assets are more than the carrying value of the Company’s loans to its subsidiaries, other than amount of
d) Reorganisation of Romanian operations
On 10 June 2024, the Company announced that Vast Baita Plai SA, the Company’s wholly owned Romanian subsidiary that holds the Baita Plai association licence, had entered into a voluntary reorganisation to be effected by a Court judged process under the Insolvency Act in
Sinarom Mining Group Srl, the Company’s wholly owned Romanian subsidiary holding the Manaila licence recently completed a similar voluntary reorganisation plan which was approved by the Romanian courts and under which the Romanian subsidiaries and their respective operations continue to be controlled by the Company. The Company follows the guidance of IFRS 10 Consolidated Financial Statements in determining control over its subsidiaries.
e) VAT recoverable
In countries where the Group has productive mining operations carried out by its subsidiaries those subsidiaries are registered for Value Added Tax (VAT) with their respective local taxation authorities and, as their outputs are predominantly zero-rated for VAT, receive net refunds of VAT in respect of input tax borne on their inputs. This amount is carried as a receivable until refunded by the State.
The amount carried as a receivable is determined in accordance with the returns submitted to the taxation authorities. However, in some cases the validity of amounts claimed can be disputed by the tax authorities (see note 15).
Basis of consolidation
Where the Company has control over an investee, it is classified as a subsidiary. The Company controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns from the investee, and the ability of the investor to use its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control.
The consolidated financial statements present the results of the Company and its subsidiaries ("the Group") as if they formed a single entity. Inter-company transactions and balances between Group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date on which control ceases.
Financial instruments
The Group’s principal financial assets are cash and cash equivalents and receivables. The Group also holds a long-term investment available for sale. The Group’s principal financial liabilities are trade and other payables, and loans and borrowings.
The Group's accounting policy for each category of financial asset is as follows:
Financial assets held at amortised cost
Trade receivables and other receivables are classified as financial assets held at amortised cost as they are held within a business model whose objective is to collect contractual cashflows which are solely payments of principal and interest. They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment.
Impairment provisions are recognised under the expected loss model with changes in the provision being recorded in the statement of comprehensive income. For receivables, which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses in the statement of comprehensive income. On confirmation that the receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.
Financial assets held at fair value
Financial assets held for trading are measured at fair value through the profit and loss account as their value will be recovered through sale.
Cash and cash equivalents
These amounts comprise cash on hand and balances with banks. Cash equivalents are short term, highly liquid accounts that are readily converted to known amounts of cash. They include short-term bank deposits with maturities of three months or less.
Financial liabilities
The Group’s financial liabilities consist of trade and other payables (including short terms loans) and long term secured borrowings. These are initially recognised at fair value and subsequently carried at amortised cost, using the effective interest method. Where any liability carries a right to convertibility into shares in the Group and the Group has an unconditional right to avoid delivering cash, the fair value of the equity and liability portions of the liability is determined at the date that the convertible instrument is issued, by use of appropriate discount factors.
Foreign currency
The functional currency of the Company and all of its subsidiaries outside
Transactions entered into by the Group entities in a currency other than the currency of the primary economic environment in which it operates (the “functional currency”) are recorded at the rates ruling when the transactions occur. Foreign currency monetary assets and liabilities are translated at the rates ruling at the date of the statement of financial position. Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are similarly recognised immediately in profit or loss.
For consolidation purposes, the results and financial position of a Group entity whose functional currency differs from the Group’s presentation currency is translated into the Group’s presentation currency as follows: assets and liabilities are translated at the closing rate; income and expenses are translated at the average rate for the period, and; all resulting exchange differences are recognised in other comprehensive income.
The exchange rates applied at each reporting date were as follows:
- 30 April 2024 $1.2495: £1 and $1: RON 4.6361 and $1: ZiG 13.43
- 30 April 2023 $1.2568: £1 and $1: RON 4.4915 and $1: ZWL 1,047.44
- 30 April 2022 $1.2572: £1 and $1: RON 4.6774 and $1: ZWL 159.35
On 5 April 2024 the Zimbabwe Dollar (ZWL) was replaced with the ZiG which is backed by foreign currencies and precious metals. The devaluation of the ZWL has had an immaterial impact on the balance sheet and profit and loss for the year ended 30 April 2024 and for the ongoing financial position of our operations in
Intangible assets - Mining rights
Mineral rights are recorded at cost less amortisation and provision for diminution in value.
Amortisation will be over the estimated life of the commercial ore reserves on a unit of production basis.
Licences for the exploration of natural resources will be amortised over the lower of the life of the licence and the estimated life of the commercial ore reserves on a unit of production basis.
Inventories
Inventories are initially recognised at cost, and subsequently at the lower of cost and net realisable value. Cost comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Weighted average cost is used to determine the cost of ordinarily inter-changeable items.
Mining inventory includes run of mine stockpiles, minerals in circuit, finished goods and consumables. Stockpiles, minerals in circuit and finished goods are valued at their cost of production to their point in process using a weighted average cost of production, or net realisable value, whichever is the lower. Low grade stockpiles are only recognised as an asset when there is evidence to support the fact that some economic benefit will flow to the Company on the sale of such inventory. Consumables are valued at their cost of acquisition, or net realisable value, whichever is the lower.
Investment in subsidiaries and associates
The Company’s investment in its subsidiaries and associates is recorded at cost less any impairment.
Associates
Where the Group has the power to participate in (but not control) the financial and operating policy decisions of another entity, it is classified as an associate. Associates are initially recognised in the consolidated statement of financial position at cost. Subsequently associates are accounted for using the equity method, where the Group's share of post-acquisition profits and losses and other comprehensive income is recognised in the consolidated statement of profit and loss and other comprehensive income (except for losses in excess of the Group's investment in the associate unless there is an obligation to make good those losses).
Profits and losses arising on transactions between the Group and its associates are recognised only to the extent of unrelated investors' interests in the associate. The investor's share in the associate's profits and losses resulting from these transactions is eliminated against the carrying value of the associate. Any premium paid for an associate above the fair value of the Group's share of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill and included in the carrying amount of the associate. Where there is objective evidence that the investment in an associate has been impaired the carrying amount of the investment is tested for impairment in the same way as other non-financial assets.
Revenue
Revenue from the sales of goods is recognised when the Group has performed its contractual obligations and it is probable that the Group will receive the previously agreed upon payment. These criteria are considered to be met when the goods are loaded at the plant and consigned to the buyer. Revenue for services is recognised as those services are performed under contractual obligations with the customer.
Under IFRS 15, the freight service on export commodity contracts with CIF/CFR terms represents a separate performance obligation, and a portion of the revenue earned under these contracts, representing the obligation to perform the freight service, is deferred and recognised over time as this obligation is fulfilled. The sale of concentrate, along with the associated costs, is recognised at the point of time that the goods are delivered to the customer.
Provided the amount of revenue can be measured reliably and it is probable that the Group will receive any consideration, revenue for services is recognised in the period in which they are rendered.
Pension costs
Contributions to defined contribution pension schemes are charged to profit or loss in the year to which they relate.
Cost of sales
Cost of sales include all direct costs of production but exclude depreciation of property plant and equipment involved in the mining process, and mine and Company overhead.
Property, plant, and equipment
Land is not depreciated. Items of property, plant and equipment are initially recognised at cost and are subsequently carried at depreciated cost. As well as the purchase price, cost includes directly attributable costs and the estimated present value of any future costs of dismantling and removing items. The corresponding liability is recognised within provisions.
Depreciation is provided on all other items of property and equipment so as to write off the carrying value of items over their expected useful economic lives. It is applied at the following rates:
| Buildings | 2.5% per annum, straight line |
| Plant and machinery | 15% per annum, reducing balance |
| Fixtures, fittings & equipment | 20% per annum, reducing balance |
| Computer assets | 33.33% per annum, straight line |
| Motor vehicles | 15% per annum, reducing balance |
Capital works in progress: Property, plant and equipment under construction are carried at its accumulated cost of construction and not depreciated until such time as construction is completed or the asset put into use, whichever is the earlier.
Proved mining properties
Depletion and amortisation of the full-cost pools is computed using the units-of-production method based on proved reserves as determined annually by management.
Provision for rehabilitation of mining assets
Provision for the rehabilitation of a mining property on the cessation of mining is recognised from the commencement of mining activities. This provision accounts for the full cost to rehabilitate the mine according to good practice guidelines in the country where the mine is located, which may involve more than the stipulated minimum legal commitment.
When accounting for the provision the Company recognises a provision for the full cost to rehabilitate the mine and a matching asset accounted for within the non-current mining asset. The rehabilitation provision is discounted using an appropriate discount rate, which is linked to the currency in which the costs are expected to be incurred, and the applicable inflation rate applied to the cash flows. The unwinding of the discounting effect is recognised within finance expenses in the income statement.
Share based payments
Equity-settled share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest.
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, the fair value of goods and services received is charged to profit or loss, except where it is in respect to costs associated with the issue of shares, in which case, it is charged to the share premium account.
Remuneration shares
Where remuneration shares are issued to settle liabilities to employees and consultants, any difference between the fair value of the shares on the date of issue and the carrying amount of the liability is charged to profit or loss.
Stripping costs
Costs incurred in stripping the overburden to gain access to mineral ore deposits are accounted for as follows:
Stripping costs incurred during the development phase of the mine (before production begins) are capitalised as part of the depreciable cost of building, developing and constructing the mine. Capitalised costs are amortised using the units of production method, once production begins.
Stripping costs incurred during the production phase of the mine which give rise to the production of usable inventory are accounted for in accordance with the principles contained in the Group’s policy on Inventories. Stripping costs incurred in the production phase of the mine which result in improved access to ore are capitalized and recognized as additions to non-current assets provided that it is probable that the future economic benefit from improved access to the ore body associated with the stripping activity will flow to the Company, that it is possible to identify the component of the ore body to which access has been improved and that the costs relating to the stripping activity associated with that component of the ore body can be measured reliably.
Tax
The major components of income tax on the profit or loss include current and deferred tax.
Current tax
Current tax is based on the profit or loss adjusted for items that are non-assessable or disallowed and is calculated using tax rates that have been enacted or substantively enacted by the reporting date.
Tax is charged or credited to the statement of comprehensive income, except when the tax relates to items credited or charged directly to equity, in which case the tax is also dealt with in equity.
Deferred tax
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the statement of financial position differs to its tax base, except for differences arising on:
- The initial recognition of goodwill;
- The initial recognition of an asset or liability in a transaction which is not a business combination, at the time of the transaction affects neither accounting or taxable profit and at the time of the transaction does not give rise to equal taxable and deductible temporary differences; and
- Investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the reversal of the difference and it is probable that the differences will not reverse in the foreseeable future.
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be available against which the difference can be utilised.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting date and are expected to apply when deferred tax liabilities/(assets) are settled/(recovered). Deferred tax balances are not discounted.
New IFRS accounting standards
A number of new standards and amendments to standards and interpretations have been issued but are not yet effective.
At the date of authorisation of these financial statements, the Directors have reviewed the standards in issue by the
Notes to financial statements
for the year ended 30 April 2024
1 Segmental analysis
The Group operates in one business segment, the development and mining of mineral assets. The Group has interests in two geographical segments being
The Group’s operations are reviewed by the Board (which is considered to be the Chief Operating Decision Maker (‘CODM’)) and split between mining exploration and development and administration and corporate costs.
Exploration and development is reported to the CODM only on the basis of those costs incurred directly on projects. All costs incurred on the projects are capitalised in accordance with IFRS 6, including depreciation charges in respect of tangible assets used on the projects.
Administration and corporate costs are further reviewed on the basis of spend across the Group.
Decisions are made about where to allocate cash resources based on the status of each project and according to the Group’s strategy to develop the projects. Each project, if taken into commercial development, has the potential to be a separate operating segment. Operating segments are disclosed below on the basis of the split between exploration and development and administration and corporate.
Revenue comprises of the sale of concentrates of
| Mining, exploration, and development | Admin and corporate | Total | ||
| | | |||
| $’000 | $’000 | $’000 | $’000 | |
| Year to 30 April 2024 | ||||
| Revenue | 2,026 | - | - | 2,026 |
| Production costs | (7,575) | - | - | (7,575) |
| Gross profit (loss) | (5,549) | - | - | (5,549) |
| Depreciation | (633) | - | - | (633) |
| Share option and warrant expense | - | - | (329) | (329) |
| Exchange (loss) gain | (1,231) | - | (98) | (1,329) |
| Other administrative and overhead expenses | (2,549) | - | (1,614) | (4,163) |
| Finance income | 1 | - | - | 1 |
| Finance expense | (463) | - | (2,187) | (2,650) |
| Taxation (charge) | - | - | - | - |
| Profit (loss) for the year | (10,424) | - | (4,228) | (14,652) |
| 30 April 2024 | ||||
| Total assets | 21,109 | - | 747 | 21,856 |
| Total non-current assets | 18,213 | - | 369 | 18,582 |
| Additions to non-current assets | 460 | - | 37 | 497 |
| Total current assets | 2,896 | - | 378 | 3,274 |
| Total liabilities | 18,332 | - | 9,022 | 27,354 |
| Mining, exploration, and development | Admin and corporate | Total | ||
| | | |||
| $’000 | $’000 | $’000 | $’000 | |
| Year to 30 April 2023 | ||||
| Revenue | 3,720 | - | - | 3,720 |
| Production costs | (8,402) | - | - | (8,402) |
| Gross profit (loss) | (4,682) | - | - | (4,682) |
| Depreciation | (704) | - | (2) | (706) |
| Share option and warrant expense | - | - | (274) | (274) |
| Exchange (loss) gain | 1,098 | - | 313 | 1,411 |
| Other administrative and overhead expenses | (2,170) | - | (1,715) | (3,885) |
| Finance income | - | - | - | - |
| Finance expense | (775) | - | (1,595) | (2,370) |
| Taxation (charge) | - | - | - | - |
| Profit (loss) for the year | (7,233) | - | (3,273) | (10,506) |
| 30 April 2023 | ||||
| Total assets | 22,290 | - | 1,297 | 23,587 |
| Total non-current assets | 17,916 | - | 1,232 | 19,148 |
| Additions to non-current assets | 1,595 | - | 301 | 1,896 |
| Total current assets | 4,374 | - | 65 | 4,439 |
| Total liabilities | 13,937 | - | 7,107 | 21,044 |
2 Group loss from operations
| 2024 | 2023 | |
| Group | Group | |
| $’000 | $’000 | |
| Operating loss is stated after charging/ (crediting): | ||
| Auditors' remuneration (note 3) | 85 | 67 |
| Depreciation | 633 | 706 |
| Employee pension costs | 380 | 353 |
| Share option expense | 329 | 274 |
| Foreign exchange (gain) / loss | 1,329 | (1,411) |
| Loss (gain) on disposal of property, plant and equipment | (1) | - |
3 Auditor’s remuneration
| 2024 | 2023 | |
| Group | Group | |
| $’000 | $’000 | |
| Fees payable to the Company's auditor for the audit of the Company and consolidated financial statement | 85 | 67 |
| 85 | 67 |
4 Finance income and expense
| Finance income | 2024 | 2023 |
| Group | Group | |
| $’000 | $’000 | |
| Interest received on bank deposits | 1 | - |
| 1 | - | |
| Finance expense | 2024 | 2023 |
| Group | Group | |
| $’000 | $’000 | |
| Finance expense on secured borrowings | 2,433 | 1,572 |
| Finance expense on unsecured borrowings | 75 | 430 |
| Finance charges on long term taxes payable | 142 | 368 |
| 2,650 | 2,370 |
5 Taxation
| 2024 | 2023 | |
| Group | Group | |
| $’000 | $’000 | |
| Income tax on profits | - | - |
| Deferred tax charge | - | - |
| Tax charge (credit) | - | - |
| 2024 | 2023 | |
| Group | Group | |
| $’000 | $’000 | |
| The tax assessed for the year is lower than the standard rate of corporation tax in the | ||
| Loss before taxation | (14,652) | (10,506) |
| Loss before taxation at the standard rate of corporation tax in the | 2,784 | 1,996 |
| Difference in tax rates in foreign jurisdictions | (313) | (240) |
| Expenses not allowed for tax | 124 | 53 |
| Short term timing differences | 22 | 7 |
| Loss carried forward | (2,326) | (1,696) |
| Income tax charge on profits | - | - |
There was no taxation charge during the year (2023: US$ nil).
Deferred tax assets are only recognised in the Group where the company concerned has probable future profits against which the deferred tax asset may be recovered.
| Tax losses | 2024 | 2023 | 2024 | 2023 |
| Group | Group | Company | Company | |
| $’000 | $’000 | $’000 | $’000 | |
| Accumulated tax losses | 91,922 | 84,463 | 46,857 | 43,061 |
These losses will only be recoverable against future profits, the timing of which is uncertain, and a deferred tax asset has not been recognised in respect of these losses. A deferred tax asset has not been recognised in respect of accumulated tax losses for the Company.
In
6 Employees
| 2024 | 2023 | |
| Group | Group | |
| $’000 | $’000 | |
| Staff costs (including directors) consist of: | ||
| Wages and salaries – management | 1,131 | 1,350 |
| Wages and salaries – other | 5,620 | 6,095 |
| 6,751 | 7,445 | |
| Consultancy fees | 42 | 20 |
| Social Security costs | 21 | 28 |
| Healthcare costs | 14 | 18 |
| Pension costs | 380 | 353 |
| 7,208 | 7,864 | |
| The average number of employees (including directors) during the year was as follows: | ||
| Management | 13 | 14 |
| Other operations | 310 | 336 |
| 323 | 350 |
7 Directors’ remuneration
| 2024 | 2023 | |
| Group | Group | |
| $’000 | $’000 | |
| Directors’ emoluments | 710 | 953 |
| Company contributions to pension schemes | 7 | 12 |
| Healthcare costs | 6 | 3 |
| Directors and key management remuneration | 723 | 968 |
The Directors are considered to be the key management of the Group and Company. The highest paid Director received an amount of
Four of the Directors at the end of the period have share options receivable under long term incentive schemes.
8 Earnings per share
| 30 Apr 2024 | 30 Apr 2023 | |
| Group | Group | |
| Profit and loss per ordinary share have been calculated using the weighted average number of ordinary shares in issue during the relevant financial year. | ||
| The weighted average number of ordinary shares in issue for the period is: | 681,239,092 | 310,486,050 |
| Profit / (loss) for the period: ($’000) | (14,652) | (10,506) |
| Profit / (Loss) per share basic and diluted (cents) | (2.15) | (3.38) |
| The effect of all potentially dilutive share options is anti-dilutive. |
9 Loss for the financial year
The Company has adopted the exemption allowed under Section 408(1b) of the Companies Act 2006 and has not presented its own income statement in these financial statements.
10 Property, plant, and equipment
| Group | Plant and machinery $’000 | Fixtures, fittings and equipment $’000 | Computer assets $’000 | Motor vehicles $’000 | Buildings and Improvements $’000 | Mining assets $’000 | Capital Work in progress $’000 | Total $’000 |
| Cost at 1 May 2022 | 3,443 | 72 | 160 | 763 | 3,146 | 12,070 | 2,983 | 22,637 |
| Additions during the period | 10 | - | - | - | - | 177 | 1,709 | 1,896 |
| Reclassification | 443 | - | - | 303 | - | 691 | (1,437) | - |
| Disposals during the year | (5) | - | - | (37) | - | - | - | (42) |
| Foreign exchange movements | 134 | 3 | 4 | 40 | 102 | 367 | 79 | 729 |
| Cost at 30 April 2023 | 4,025 | 75 | 164 | 1,069 | 3,248 | 13,305 | 3,334 | 25,220 |
| Additions during the year | 7 | - | - | - | - | - | 490 | 497 |
| Reclassification | 19 | - | - | 18 | - | 500 | (537) | - |
| Disposals during the year | (1) | (1) | - | - | - | - | - | (2) |
| Foreign exchange movements | (119) | (6) | (4) | 6 | (80) | (301) | (149) | (653) |
| Cost at 30 April 2024 | 3,931 | 68 | 160 | 1,093 | 3,168 | 13,504 | 3,138 | 25,062 |
| Depreciation at 1 May 2022 | 2,838 | 65 | 107 | 190 | 1,037 | 1,584 | 604 | 6,425 |
| Charge for the year | 262 | 8 | 10 | 61 | 86 | 279 | - | 706 |
| Disposals during the year | (1) | - | - | (16) | - | - | - | (17) |
| Reclassification | - | (4) | 4 | - | - | - | - | - |
| Foreign exchange movements | 120 | 2 | 4 | 19 | 59 | 62 | - | 266 |
| Depreciation at 30 April 2023 | 3,219 | 71 | 125 | 254 | 1,182 | 1,925 | 604 | 7,380 |
| Charge for the year | 149 | 4 | 6 | 103 | 190 | 181 | - | 633 |
| Disposals during the year | (1) | - | - | - | - | - | - | (1) |
| Reclassification | - | (4) | 4 | - | - | 604 | (604) | - |
| Foreign exchange movements | (94) | (5) | (4) | (25) | (48) | (48) | - | (224) |
| Depreciation at 30 April 2024 | 3,273 | 66 | 131 | 332 | 1,324 | 2,662 | - | 7,788 |
| Net book value at 1 May 2022 | 605 | 7 | 53 | 573 | 2,109 | 10,486 | 2,379 | 16,212 |
| Net book value at 30 April 2023 | 806 | 4 | 39 | 815 | 2,066 | 11,380 | 2,730 | 17,840 |
| Net book value at 30 April 2024 | 658 | 2 | 29 | 761 | 1,844 | 10,842 | 3,138 | 17,274 |
The carrying value of property, plant, and equipment does not include the adjustment that would result if the Group were unable to obtain further funding and if the voluntary reorganisations in the Group’s Romanian subsidiaries were not successfully executed as explained under the basis of preparation and going concern assessment on page 35.
| Company | Plant and machinery | Fixtures, fittings and equipment | Computer assets | Total |
| $’000 | $’000 | $’000 | $’000 | |
| Cost at 30 April 2022 | 30 | 5 | 28 | 63 |
| Additions during the period | - | - | - | - |
| Disposals during the period | - | - | - | - |
| Cost at 30 April 2023 | 30 | 5 | 28 | 63 |
| Additions during the year | - | - | - | - |
| Disposals during the year | - | - | - | - |
| Cost at 30 April 2024 | 30 | 5 | 28 | 63 |
| Depreciation at 30 April 2022 | 30 | 5 | 25 | 60 |
| Charge for the period | - | - | - | - |
| Disposals during the period | - | - | - | - |
| Depreciation at 30 April 2023 | 30 | 5 | 25 | 60 |
| Charge for the year | - | - | 1 | 1 |
| Disposals during the year | - | - | - | - |
| Depreciation at 30 April 2024 | 30 | 5 | 26 | 61 |
| Net book value at 30 April 2023 | - | - | 3 | 3 |
| Net book value at 30 April 2024 | - | - | 2 | 2 |
11 Investments in subsidiaries
| 2024 | 2023 | |
| Company | Company | |
| $’000 | $’000 | |
| Cost at the beginning of the year | 23,302 | 23,302 |
| Additions during the year | - | - |
| Cost at the end of the year the year | 23,302 | 23,302 |
The principal subsidiaries of Vast Resources plc, all of which are included in these consolidated Annual Financial Statements, are as follows:
| Company | Country of registration | Class | Proportion held by group | Nature of business | |
| 2023 | 2022 | ||||
| Vast Baita Plai SA (formerly African Consolidated Resources SRL) | Ordinary | 100% | 100% | Mining exploration and development | |
| Sinarom Mining Group SRL | Ordinary | 100% | 100% | Mining exploration and development | |
| Vast Resources Romania Ltd | Ordinary | 100% | 100% | Holding company | |
| Vast Resources Zimbabwe (Private) Limited | Ordinary | 100% | 100% | Mining exploration and development | |
The table above shows the principal subsidiaries of the Company. A full list of all group subsidiaries is given in Note 29, at the end of this report.
12 Investment in associates
Investment in associates comprises the acquisition cost of an effective interest of 24.5% in Central Asia Minerals and Metals Ore Trading FZCO (“CAMM”) which is held through the Company’s associate Central Asia Investments Ltd (CAI) in which the Company holds an interest of 49%.
13 Loans to group companies
Loans to Group companies are repayable on demand. The treatment of this balance as non-current reflects the Company’s expectation of the timing of receipt. Recoverability of these balances is linked to the future cashflows expected to be generated from certain underlying assets of the Company’s subsidiaries which are predominantly the mining assets. The recoverable amount of these underlying assets is determined based on an assessment of the economically recoverable mineral reserves, the ability of the subsidiaries to complete the development of the reserves and future profitable production or proceeds from the disposition of the recoverable reserves. Based on this review, an impairment of
14 Inventory
| Apr 2024 | Apr 2023 | Apr 2024 | Apr 2023 | |
| Group | Group | Company | Company | |
| $’000 | $’000 | $’000 | $’000 | |
| Minerals held for sale | 277 | 402 | - | - |
| Production stockpiles | 6 | 6 | - | - |
| Consumable stores | 540 | 565 | - | - |
| 823 | 973 | - | - |
During the year,
15 Receivables
| Apr 2024 | Apr 2023 | Apr 2024 | Apr 2023 | |
| Group | Group | Company | Company | |
| $’000 | $’000 | $’000 | $’000 | |
| Trade receivables | 267 | 215 | - | - |
| Other receivables | 1,253 | 1,624 | 269 | 653 |
| Short term loans | 343 | 335 | 278 | 269 |
| Prepayments | 116 | 125 | 68 | 71 |
| VAT | 447 | 637 | 19 | 31 |
| 2,426 | 2,936 | 634 | 1,024 |
| Of which: | Of which: not impaired as at 30 April 2024 and past due in the following periods: | ||||||
| Carrying amount before deducting any impairment loss | Related Impairment loss | Net carrying amount | Neither impaired nor past due on 30 April 2024 | Not more than three months | More than three months and not more than six months | More than six months | |
| Trade receivables | 267 | - | 267 | 267 | - | - | - |
| Other receivables | 1,253 | - | 1,253 | 1,253 | - | - | - |
| 1,520 | - | 1,520 | 1,520 | - | - | - | |
At the reporting date, included within VAT receivable is an amount in respect of VAT owed to Vast Baita Plai SA (formerly African Consolidated Resources SRL) of
16 Available for sale investments
In the year to 30 April 2020, the Company acquired an investment in the Convertible 15% Loan Notes of EMA of principal value
17 Loans and borrowings
| Apr 2024 | Apr 2023 | Apr 2024 | Apr 2023 | |
| Group | Group | Company | Company | |
| $’000 | $’000 | $’000 | $’000 | |
| Non-current | ||||
| Secured borrowings | 9,497 | 8,213 | 5,574 | 4,666 |
| Unsecured borrowings | 683 | 728 | 683 | 728 |
| less amounts payable in less than 12 months | (10,180) | (8,941) | (6,257) | (5,394) |
| - | - | - | - | |
| Current | ||||
| Secured borrowings | - | - | - | - |
| Unsecured borrowings | 231 | 227 | 222 | 210 |
| Bank overdrafts | - | 1 | - | 1 |
| Current portion of long term borrowings - secured | 9,497 | 8,213 | 5,574 | 4,666 |
| - unsecured | 683 | 728 | 683 | 728 |
| 10,411 | 9,169 | 6,479 | 5,605 | |
| Total loans and borrowings | 10,411 | 9,169 | 6,479 | 5,605 |
Current secured borrowings consist of:
US$3,922,939 (2023:US$3,546,600 ) secured offtake finance from Mercuria Energy Trading SA. The loan is secured by a charge on the assets held by Sinarom Mining Group SRL which is the holder of the rights to the Manaila Mine and by a pledge on the shares of Vast Resources PLC 100% holding. The loan bore floating rate interest during the period of 12.9%. The repayment of the loan is to be made from surplus cashflows generated from BPPM.US$5,573,699 (2023:US$4,665,643 ) secured finance from A&T Investments Sarl (‘Alpha’). The loan has a 12-month term and a fixed rate of interest of 20%. The loan and interest were originally due for repayment on 15 May 2023 and has been extended several times concluding with a revised repayment plan which was to begin on 7 May 2024. Given the delays in refinancing, the Company has not repaid any amounts to its lenders after the year end. The Company continues to discuss arrangements with both Alpha and Mercuria and has commenced alternative measures for settling the outstanding debts. Alpha has been granted first lien security over a real estate asset inBucharest, Romania , in order to provide security. An existing shareholder of the Company has been granted a first ranking security over the Baita Plai Polymetallic Mine (‘BBPM’) in return for allowing this asset to be used as collateral.
Current unsecured borrowing consists of:
US$9,359 (2023:US$17,781 ) loans owed to the former non-controlling interests in Vast Baita Plai SA. These include amounts owed to the following director: Andrew Prelea. These loans are interest free and have no fixed terms of repayment. There is no expectation that these loans will be called in the short-term.US$904,395 (2023:US$937,995 ) of third-party loans comprising a loan from M Semere ofUS$221,755 bearing an interest rate of 6%, a third-party loan ofUS$625,000 bearing an interest rate of 10%. There is no expectation that the outstanding loans will be called in the short-term.
Reconciliation of liabilities arising from financing activities
| Non-cash changes | |||||||
| 2024 Group | 01-May-23 | Cash -flows | Amortised finance charges | Loans repaid in shares | Warrants issued | Exchange adjustments | 30-Apr-24 |