TIDMALBA
RNS Number : 0871U
Alba Mineral Resources PLC
24 March 2023
Alba Mineral Resources Plc / EPIC: ALBA / Market: AIM / Sector:
Mining
24 March 2023
Alba Mineral Resources Plc
("Alba" or the "Company")
GROC Update
2022 Full Year Results & Publication of Annual Report
Alba Mineral Resources Plc (AIM: ALBA) is pleased to note the
RNS today by its portfolio company, GreenRoc Mining Plc
("GreenRoc") (AIM: GROC), announcing its audited results for the
year ended 30 November 2022.
The GreenRoc announcement is set out below without material
changes.
GreenRoc Mining Plc / EPIC: GROC / Market: AIM / Sector:
Mining
24 March 2023
GreenRoc Mining plc
("GreenRoc" or the "Company")
2022 Full Year Results and Publication of Annual Report
GreenRoc Mining plc (AIM: GROC), a company focused on the
development of critical mineral projects in Greenland, today
announces its audited results for the year ended 30 November
2022.
The Financial Statements (including notes) and the statements of
the Chairman and CEO, set out below, have been extracted from
GreenRoc's Annual Report, which was approved by the Board on 23
March 2023 and will be sent to shareholders and made available on
the Company's website ( www.greenrocmining.com ).
Highlights:
-- Maiden Mineral Resource Estimate ("MRE") of 8.28Mt at 19.75%
graphitic carbon ("C(g)") declared for the Amitsoq Project in March
2022
-- Second phase drilling programme at Amitsoq Project completed in September 2022, with:
o 19 holes drilled for a total of 2,844m, every hole
intersecting significant graphite layers
o Drilling more than doubling the deposit footprint and
returning exceptionally high grades
-- MRE increased post period end to 23.05 Mt at a grade of
20.41% C(g) for 4.71 Mt contained graphite
o An increase of nearly three times the maiden MRE
-- Stefan Bernstein appointed as CEO in July 2022
Post year end highlights:
-- Raised GBP333k in December 2022 and GBP550k in March 2023 to
fund additional testing and work programmes arising from the highly
successful second phase drilling programme
-- European Raw Materials Alliance declared its official support
for the Amitsoq Project in February 2023
-- MoU signed with Norwegian mining and construction group LNS in March 2023
-- GreenRoc named "Greenland's Prospector and Developer of the
Year" at PDAC Toronto in March 2023
GreenRoc's Chairman, George Frangeskides, commented: " I am very
pleased to report that, due in no small measure to the skill and
dedication of the entire GreenRoc team, 2022 was a highly
successful and significant year for the Company. Enormous progress
has been made, in particular, at Amitsoq, where we have built up a
substantial graphite resource and have done so without any
sacrifice to grade, with Amitsoq now firmly established among a
very select grouping worldwide of graphite deposits with resource
grades averaging more than 20%. At the same time, we have greatly
advanced our metallurgical test work programme in order to
demonstrate the amenability of our graphite to the production of
high purity spherical graphite which is in such demand for electric
vehicles.
"These achievements mean that we can now focus our efforts for
the rest of this year on our ongoing development work and
furthering our discussions with potential strategic partners,
putting us in a very strong position as we seek to accelerate
Amitsoq along the path to production."
This announcement contains inside information for the purposes
of the UK Market Abuse Regulation and the Directors of the Company
are responsible for the release of this announcement.
CHAIRMAN'S STATEMENT
I am very pleased to present the GreenRoc Mining Plc group
("GreenRoc" or "the Group") Annual Report for the year ended 30
November 2022.
This past year has seen us make a huge step forward at GreenRoc,
despite having had to navigate some decidedly choppy waters caused
by the persistent political and economic turmoil at home, combined
with the most serious conflict faced in Europe since the Second
World War.
On 3 September 2021, the FTSE AIM All-Share Index, which charts
the stock prices of all companies traded on AIM, London's preferred
stock exchange for junior miners, technology and biotech companies,
hit a 20-year high. Later that same month, we completed the
spin-out of the Greenland assets of Alba Mineral Resources Plc, and
GreenRoc, the purchaser of those assets, was admitted to trading on
AIM.
Timing, as they say, is everything. So, while we were delighted
to have completed the spin-out and raised in excess of GBP5m, it
was clear some months into the IPO process that the market, and
investor appetite, had already begun to soften appreciably. Indeed,
since completing the IPO, the AIM All-Share Index began to fall and
has continued to do so, such that by the end of GreenRoc's first
full financial year, on 30 November 2022, the index had lost 35% of
its value since hitting that September 2021 high.
While not all exchanges have had quite such a tough time, it was
perhaps to be expected that AIM, which is home to a number of
pre-revenue technology and biotech companies, would suffer greater
headwinds than some other exchanges as investors sought safe havens
in a time of global economic turmoil. By way of comparison, the
FTSE 100 Index rose around 7% in the course of the same turbulent
year, having been buoyed by the strong performance of the major oil
and gas companies, which benefited from a steep rise in oil and gas
prices. It is no surprise that the FTSE 100 has bucked the general
trend when one considers that Shell's market capitalisation alone
dwarfs the size of the entire AIM market.
While this goes a long way to explaining the softening of
GreenRoc's share price post IPO, however, it is certainly not the
whole story. In my view, the market has at the same time simply
failed to recognise the inherent and significant value which we
have built up over the past 12 months at what it is now fair to
call our flagship asset, the Amitsoq Graphite Project ("Amitsoq")
in southern Greenland. We believe the market has also failed to
appreciate how the progress at this exceptional project positions
us to be able to capitalise on the demand for graphite, which is
forecast to rise substantially over the next two decades at
least.
Let us consider the advances made in the past 12 months at
Amitsoq. In March 2022 we announced a maiden Mineral Resource
Estimate at Amitsoq Island of 8.28Mt at 19.75% C(g), which put us
in a very exclusive top tier of super high-grade graphite projects
globally. In July 2022 we commenced our second phase drilling
programme at Amitsoq. The programme was highly successful, and by
the time we finished drilling in September we had completed 19
holes for a total of 2,844m, with every hole intersecting
significant graphite layers, more than doubling the deposit
footprint and returning exceptionally high grades of up to 24.52%
graphitic carbon (C(g)).
Following the year end, in January 2023, we announced a
significantly upgraded Mineral Resource Estimate for the Amitsoq
Island deposit comprising a total inferred, indicated and measured
JORC Resource of 23.05 million tonnes (Mt) at an average grade of
20.41% C(g), giving a total graphite content of 4.71 Mt
representing an almost three times increase from the 2022 maiden
Resource Estimate.
This upgraded Resource not only cements Amitsoq's position as
one of the very highest-grade graphite deposits globally, but the
substantial increase in tonnage greatly increases our confidence
that our forthcoming Scoping Study will confirm the economic
viability of the Amitsoq Island deposit.
It was not only in exploration drilling that great strides were
made this past year. Advanced test work conducted by our specialist
consultants in Germany confirmed that graphite concentrate from
Amitsoq is "very suitable" for micronisation and spheronisation,
those being the processes by which spherical graphite is produced
for the electric vehicle ("EV") sector. That spheronised material
was then subjected to purification test work, achieving a purity of
99.97%. This level of purity surpasses the minimum level required
to qualify as high purity spherical graphite ("HPSG") input
material in the manufacturing of anodes for EV batteries. These
results are among the most significant and critical achievements of
the past year.
At the corporate level, in July 2022 we announced the
appointment as CEO of Stefan Bernstein, a Danish geologist and
Greenland mining sector expert of many decades' standing. GreenRoc
is now under the stewardship of someone who has a real depth of
understanding of the country of Greenland and its mining industry,
combined with a steely determination and focus on getting Amitsoq
into commercial production. He is also someone who is held in high
regard in technical and political circles in Greenland, Denmark and
Europe, which is proving invaluable as we progress discussions at
the governmental, intergovernmental and industry levels.
We have spent a great deal of time this past year on
strengthening our links with government and industry participants
across the graphite, battery and OEM sectors, as we seek to develop
the future partnerships which will drive our push into commercial
production. On that front, two particular developments stand out
post year end: firstly, the declaration of official support from
the European Raw Materials Alliance ("ERMA"), whose role is to
secure raw materials for Europe, in which they state that in their
opinion Amitsoq is a resource of "global importance"; and secondly,
the MOU we signed recently with significant Norwegian construction
and mining group LNS, which provides us with a framework to explore
their potential appointment as the civil, mining and/or logistics
contractor during the construction and operational phases for the
Amitsoq mine.
Finally, it was wonderful to see Stefan stepping up to the
podium at the PDAC mining conference in Toronto a few weeks ago to
collect GreenRoc's award as Greenland's "Prospector and Developer
of the Year". That is testament to the excellence and dedication of
the GreenRoc technical team led by Stefan and fellow director Mark
Austin. Mark, for one, spent most of last year's drilling campaign
on site at Amitsoq in order to oversee both logistics and drilling
and ensure that any issues and challenges which arose could be
squared away and solutions found quickly.
GreenRoc's award is also testament to the solid foundations
which were laid before its time, by Alba's roll-out of a
comprehensive greenfield exploration campaign at Amitsoq over
several field seasons, including airborne electromagnetic and
magnetic surveys over Amitsoq Island, which highlighted a potential
graphite strike length running to several kilometres, the first
systematic exploration of the mainland portion of the Amitsoq
licence, which resulted in the discovery of the Kalaaq graphite
deposit, and the completion of the first ever drilling campaign at
Amitsoq.
A successful mining project involves a massive collective
effort, and we are fortunate at GreenRoc to be able to count on
such a committed, experienced and capable team.
In conclusion, while GreenRoc's first full financial year saw us
having to navigate some very strong geopolitical and financial
market crosswinds, I am very pleased to report to our Shareholders
that, due in no small measure to the skill, dedication and
determination of the GreenRoc team, 2022 was a highly successful
and significant year for the Company; successful in terms of the
enormous progress made at Amitsoq, in relation to Resource-building
and advanced HPSG test work; and significant, in that those
successes mean that we can now focus our efforts this year on our
ongoing development work as well as on furthering our discussions
with potential strategic partners, thereby putting us in the best
possible position as we seek to accelerate Amitsoq along the path
to production.
On behalf of the entire Board, I would like to thank GreenRoc's
shareholders for their continued support.
George Frangeskides
Chairman
CHIEF EXECUTIVE OFFICER'S STATEMENT
FIRST FULL YEAR IN OPERATION
The past year has seen a significant transition for GreenRoc,
with the Amitsoq graphite deposit proving itself to be of true
world class. A very successful second-phase drilling programme has
brought outstanding results both in terms of tonnage and grades and
with that, GreenRoc is positioning itself to transform from an
exploration company into a development company addressing the
fast-growing global graphite market. Located in sub-arctic South
Greenland, with a comparatively mild climate, our proposed future
mining operation at Amitsoq will be able to supply raw-material
hungry EV-battery factories both in Europe and in North
America.
PROJECTS
GreenRoc has three active projects in Greenland, namely Amitsoq
Graphite, Thule Black Sands Ilmenite, and Melville Bay Iron, of
which the latter two are situated in North Greenland. A fourth
project, Inglefield Multi-Element, has been relinquished since the
year end.
The Greenland Government decided to reduce exploration
obligations for 2022 by 50% in order to alleviate the pressure of
Covid-19 on the mining exploration industry. We regard this action
and the suspended obligations in 2020 and 2021 as expressions of a
solid welcoming hand to our industry from the Greenland
government.
Amitsoq Graphite Project ("Amitsoq")
The Amitsoq Graphite Project concerns the development of a rich
graphite ore deposit, outcropping at the southern tip of Amitsoq
Island (Fig. 1). As long as one hundred years ago the graphite ore
was already recognised to be of sufficient grade and quality to
support economic exploitation, resulting in the opening of the
original Amitsoq graphite mine in 1914. The mine operated until
1922, when it was shut down due to falling graphite prices after
the cessation of the First World War.
Almost exactly one hundred years later, in 2021, the deposit was
the subject of exploration diamond drilling for the first time when
eight holes were drilled for a total of 935 metres. As announced in
our 2021 annual report, this first phase drilling was a great
success in that thick ore bodies were encountered offset to the
west, and down dip from the surface outcrops, confirmed to be not
only of very high grade graphite but also of good consistency. A
further result of the 2021 drilling was the recognition of the
graphite being hosted in two main ore bodies, an Upper Graphite
Layer (UGL) and a Lower Graphite Layer (LGL), of which the LGL
attained the greatest thickness of 15.60m and also the highest
graphite grades (C(g) of 23.01%).
Based on this phase-one drilling, a maiden Mineral Resource
Estimate for Amitsoq was declared in March 2022, of 8.28Mt in the
inferred and indicated category at 19.75% graphite for 1.63Mt
graphite across the LGL and UGL ore bodies.
This past summer, we conducted a second-phase drilling
programme, directed at the westward projected extensions (down-dip)
of the UGL and LGL. After some busy months, with great support from
our local contractors 60N and Sermeq Helicopters, we closed our
drilling programme in September after completing 19 holes for a
total of 2,844m, with all holes reaching target depth. We believe
the results were outstanding - LGL shows mineable thicknesses
greater than 2.0m in all 19 holes, with true thicknesses varying
between 2.50m and a staggering 20.69m, while the UGL shows mineable
thicknesses greater than 2.0m in eight holes with true thicknesses
between 2.72m and 7.99m. In December 2022, we were excited to
announce the analytical results of these intersections, again
confirming the very high graphite grades for both UGL and LGL
orebodies. UGL returned graphite grades of 13.52 to 20.92 C(g) %,
while LGL returned grades of 17.80 C(g) % to 24.52 C(g) % (see
Table 1).
These drilling results, compiled with data obtained by drilling
in 2021 and surface sampling in former years, allowed for a new
Mineral Resource Estimate to be announced in January 2023. The new
JORC Resource is almost three times that of the estimate released
in March 2021 with 23.05 Mt grading 20.41 % graphite for 4.71 Mt of
graphite (Table 2), and again, the deposit remains open in several
directions. Importantly, an appreciable amount of the Resource has
now moved into the more certain categories of Measured and
Indicated, which together account for 7.38 Mt grading 21.21% C(g)
for 1.57 Mt graphite, cementing Amitsoq as a true world class
graphite deposit.
Further to this, we received a support letter issued by the
European Raw Materials Alliance (ERMA) in February 2023, expressing
that:
"GreenRoc's graphite resource is of global importance and...
will enable the European Union to achieve a certain level of
independence for the electrical vehicle supply chain. European Raw
Materials Alliance has approved the Amitsoq Graphite project and
will engage to support its development and financing to produce
these critical raw materials for the benefit of the European Union
goals ..
The support letter followed a submission of details of the
project, including project technicalities and market analyses as
well as risk analysis, and ended in a presentation to the ERMA
board supplemented by three industry experts in December 2022. Upon
the presentation and subsequent discussion, the ERMA evaluation
committee admitted the Amitsoq project for support. This is a major
achievement and endorsement for our project and an important
milestone on our road toward recognition of the quality and
importance of our Amitsoq graphite project.
Key to our development of Amitsoq towards production, is
conducting environmental and social impact assessment studies (EIA
and SIA, respectively). GreenRoc has signed contracts with BioApp
for the EIA and Niras for the SIA. These are both well respected
companies with considerable experience in Greenland mining
projects, and their respective studies are now well underway.
Figure 1. The Amitsoq Graphite Project in southern Greenland
(licence area in red; licence 2013-06), showing the Amitsoq Island
graphite deposit (site of the former graphite mine). Also shown in
yellow is new extended licence area, licence 2022-03, awarded to
GreenRoc in June 2022. See also Fig. 4.
Further testwork on graphite from Amitsoq was conducted by
ProGraphite GmbH, in Germany - a highly respected expert graphite
laboratory - which showed that Amitsoq graphite concentrate can be
processed into spherical graphite (the material used to manufacture
EV-battery anodes). In January, we received a report from
ProGraphite with the results of the purification, showing that
99.97% purity was achieved.
Another important piece of work conducted in 2022 was the
extraction of nearly 700kg bulk sample material of the LGL ore,
collected in the old mine adits. The sample arrived in Germany in
December 2022, and is presently being processed by UFR-FIA in
Freiberg, to constrain processing parameters and to produce a
graphite concentrate for further test work and for marketing.
Figure 2, Amitsoq drilling, showing Phase 1 collars (2021) in
blue with projection of drill holes in orange and Phase 2 collars
(2022) in red with projection of drill holes in green. Each collar
also has a vertical drill hole. Also traced are outcropping
graphite layers (in brown). There are 200m between the UTM
coordinate lines.
Further work undertaken in 2022 included developing an
understanding of the graphite market in general, and of the
EV-battery need for spherical graphite. Several contacts have been
made with graphite processing companies, EV-battery makers and
automobile manufacturers as well as larger engineering and mining
companies, thus widening our knowledge base and helping to position
GreenRoc in the future renewable energy industry landscape.
In November 2022, GreenRoc Mining and ProGraphite GmbH signed an
agreement, through which ProGraphite will act as adviser on
technical and marketing aspects of graphite.
Figure 3: View of 3D-model, from sea-level looking East, showing
Upper Graphite Layer (UGL) in orange and Lower Graphite Layer (LGL)
in red, based on interpolation of 2021 and 2022 drilling
intersections as well as surface expressions.
Table 1. Intersections of graphite layers from second phase
drilling at Amitsoq, calculated true thicknesses and
average graphite content across the indicated graphite
layer.
Measured 1.26 22.05 0.28
------ ------ -----
Indicated 6.12 21.04 1.29
---------------------------- ------ ------ -----
Total Measured + Indicated 7.38 21.21 1.57
---------------------------- ------ ------ -----
Inferred 15.67 20.04 3.14
---------------------------- ------ ------ -----
Total Resources 23.05 20.41 4.71
---------------------------- ------ ------ -----
Table 2. JORC resource estimate announced in January 2023
Graphite potential in South Greenland.
Realising the excellent quality and high grades of the graphite
ore from Amitsoq and the discovery of the Kalaaq deposit on the
eastern side of the fjord in 2017 (Fig 1), GreenRoc applied for and
was granted an additional exploration licence (2022-03) in ground
adjacent to Amitsoq (Figs. 1 and 4). This past summer our field
team conducted preliminary sampling of outcropping graphite bodies
and made significant discoveries further to the north of the
Amitsoq mine, the Amitsoq Valley Bed and in the south of Nanortalik
Island (Fig. 4) where grades well in excess of 20% C(g) were
achieved. Along with the Amitsoq mine, and the Kalaaq deposit,
these new discoveries suggest that GreenRoc is unravelling a world
class graphite district - and all within licences owned by
GreenRoc.
Amitsoq - outlook for 2023
We believe that the highly encouraging results of the Resource
update for Amitsoq, as well as recent spheronisation tests, justify
our view that we should start the process of moving towards
production. In 2023, we will be carrying out the EIA and SIA work,
bringing both to a near completion and to a stage where in 2024 we
can negotiate an Impact Benefit Agreement and start the application
process towards an exploitation permit.
We are presently looking at conducting a Scoping Study
(Preliminary Economic Assessment) for Amitsoq and possibly
geotechnical drilling to assess rock quality. We are also starting
the mine design work, which eventually will feed into the
Feasibility Study to be undertaken in 2024. Our plans for 2023 also
involve collecting a larger bulk sample to provide graphite
concentrate for spheronisation testwork and we will certainly
continue our discussions with potential partners, both technical,
offtakers and financial, to ensure fast-tracking Amitsoq towards
production in the shortest time span possible to meet the demand
for graphite from the EV-battery industry and in turn to provide
value to our investors.
Further to this, in March 2023 GreenRoc signed a non-binding MoU
with Norwegian construction and mining company LNS. This MoU is
important as it provides access to decades of experience in
construction and operation of mines under Arctic conditions. LNS
presently runs the Aapilattoq ruby mine in West Greenland. The
agreement could provide for LNS investment, either directly or
indirectly, in the Amitsoq graphite project as well as in the
testing and development in surrounding graphite deposits.
At the PDAC in Toronto, March 2023, GreenRoc received the
Prospectors and Developers Award from the Greenland Government.
This award is presented to a company, or an individual, who has
been active in advancing exploration projects, has shown initiative
and innovation and are operating according to best environmental
and social responsibility practices. On behalf of the company, I
received the award from Permanent Secretary Jørgen Hammeken-Holm,
Ministry of Minerals and Justice, and we regard this as another
sign of support from the Greenland Government, towards the mineral
industry and towards GreenRoc specifically.
Figure 4, giving location of other graphite deposits and
occurrences across GreenRoc's two licences 2013-06 (blue) and
2022-03 (yellow).
Thule Black Sands Ilmenite Project (TBS)
TBS comprises a long stretch of coast in northern Greenland with
heavy mineral sands. It is ca 80km South of Greenland's
northernmost town Qaanaaq and ca 60km NW of Thule Airbase.
GreenRoc's licence 2017-29 lies some 10km NW of BlueJay Mining's
Dundas licence and similarly contains a large amount of ilmenite
heavy mineral accumulations. Ilmenite is a primary source of
titanium, which, among other applications, is heavily used in the
paint industry for pigment (in the form of titanium oxide) and as
metal in the aerospace and defence industry. Titanium has been
designated a critical raw material by both the US Government and by
the EU.
Figure 5. Location of 2017-29 licence in blue.
Based on a dedicated shallow drilling campaign in 2018, a JORC
Inferred Resource of 19Mt at 8.9% ilmenite, was estimated across
the three main areas, Southern, Central and Northern Area (See Fig.
5). Drilling in 2018 was limited to the upper circa one metre
because of the presence of permafrost. In 2021, an advanced sonic
drill was employed to test the Southern Area with both greater
depth penetration (typically three metres, and locally up to six
metres) and considerably tighter drill hole spacing (Fig. 6). A
total of 249 holes were drilled and samples shipped to IHC Robbins
in Australia for the analytical work. IHC Robbins is an expert
laboratory on mineral sands deposits and part of the Royal IHC
Group. Due to a serious delay in the shipping of samples and a
mistake in the processing of the material at IHC, causing the
analytical data received from IHC in the autumn of 2022 to be
incomplete, the results of the drilling campaign are not yet
available at the time of this report. Together with IHC, GreenRoc
is presently working out how to resolve the analytical challenges,
and naturally, defining the 2023 work program for TBS will hinge on
the outcome of the analysis and resource update.
Another part of the work conducted at TBS in 2022 was extensive
fieldwork related to the environmental impact assessment for which
the bulk of the field work has now been completed. Additionally,
archaeologists from the Greenlandic National Museum visited TBS in
order to identify any site of cultural interest. This work is also
now complete.
Figure 6, showing locations of drill collars in the 2021
drilling programme at TBS. The 2021 drilling concerns the southern
part of the licence block (given by red lines).
Melville Bay Iron Project
This project concerns iron ore in the Melville Bay of North
Greenland. The geology here is dominated by Precambrian rocks
similar to those of the Committee Belt in Northern Canada, which on
Baffin Island host the Mary River iron mine (641Mt at 66% iron).
GreenRoc's licence 2017-41 comprises three blocks (Fig. 7), all
with outcropping banded iron ore. Former licence holders drilled
targets defined by geological mapping and geophysical anomalies
back in 2012 for a total of 27 holes and 3,520 metres of core.
Based on this drilling, GreenRoc received a resource estimate
calculated by SRK Consulting in 2021 providing a JORC inferred
resource of 63Mt at 31.4% iron at Havik East and Havik Northeast
(Fig. 8). SRK has derived a total Exploration Target for Havik East
of 100-200Mt at 29-33% Fe.
In 2022, GreenRoc requested a compilation of the geophysical
data along with the drilling results and geological mapping
conducted by former licence holders. The aim is to explore the
potential for a larger tonnage-deposit at Havik and design a work
programme to test such potential.
Figure 7. Location of three licence blocks, together
constituting licence 2017-41.
Figure 8. The two main iron ore bodies at Havik East and Havik
Northeast, drilled in 2012
Inglefield Multi-Element Project
Given the recent advances of the Amitsoq graphite project, and
after an assessment of the Company's licence portfolio, the Board
decided to relinquish this exploration licence (2018-25). This
licence was at a very early stage with a high degree of risk and
the Company wishes to concentrate efforts to advance the Amitsoq
project to production as fast as possible. Capitalised costs in
respect of this permit amounting to GBP0.2 million have been
impaired accordingly.
FINANCING
The Company recently completed two placings: in December 2022,
proceeds of GBP333k were raised at 4.5 pence; and in March 2023,
GBP550k was raised at 3.5 pence. These funds will be used to
complete the testwork and analysis from the 2022 field season, and
to finance further studies which will help define work plans for
the 2023 exploration programme. The Company's strategy is to design
work programmes around maximising the value of its projects,
building on the results of previous studies, for which it will
raise specific funding as required, and this will continue to be
the case in 2023.
OUTLOOK
In 2023, GreenRoc will continue to place maximum focus on the
Amitsoq graphite project in order to achieve the shortest route to
production, and thereby bringing in a positive cashflow. We are
watching the world market being heavily influenced by the
transition to renewable energy, with increasing national and
international concern over securing supply chains, while at the
same time exercising increasing focus on environmental and social
standards. With our world-class graphite at Amitsoq in Southern
Greenland, GreenRoc is well positioned to address many of these
challenges, while providing a sound business case for production.
In addition to the technical advances on our graphite deposit and
pursuing the regulatory requirements on the road to exploitation
permitting, we will approach the financial market, potential
technical and financial partners as well as governmental bodies to
help GreenRoc on our way to production of quality graphite for the
world market.
Stefan Bernstein
Chief Executive Officer
23 March 2023
CONSOLIDATED INCOME STATEMENT FOR THE YEARED 30 NOVEMBER
2022
Note Year ended 30 November 2022 Period 17 March to 30 November 2021
GBP'000 GBP'000
Revenue - -
Cost of sales - -
Gross profit - -
Administrative expenses 3 (1,030) (305)
Impairment 1 (199) -
--------------------------- -----------------------------------
Operating loss 3 (1,229) (305)
Finance expense (1) (1)
Loss for the period before tax (1,230) (306)
Taxation 5 - -
Loss for the period from continuing operations (1,230) (306)
=========================== ===================================
Attributable to:
Equity holders of the parent (1,230) (306)
--------------------------- -----------------------------------
(1,230) (306)
=========================== ===================================
Earnings per ordinary share attributable to
the ordinary equity holders of the parent
Basic and diluted 6 (1.10 pence) (1.11 pence)
--------------------------- -----------------------------------
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARED 30 NOVEMBER 2022
Year ended 30 November 2022 Period 17 March to 30 November 2021
GBP'000 GBP'000
Loss after tax (1,230) (306)
Total comprehensive income (1,230) (306)
=========================== ===================================
Total comprehensive income attributable to:
Equity holders of the parent (1,230) (306)
(1,230) (306)
=========================== ===================================
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 NOVEMBER
2022
Note 2022 2021
GBP'000 GBP'000
Non-current assets
Intangible fixed assets 7 10,151 8,259
------- -------
Total non-current assets 10,151 8,259
------- -------
Current assets
Trade and other receivables 8 13 64
Cash and cash equivalents 9 126 3,269
------- -------
Total current assets 139 3,333
------- -------
Current liabilities
Trade and other payables 10 (256) (482)
Payable to parent entity 10 (65) (52)
------- -------
Total current liabilities (321) (534)
------- -------
Net current (liabilities)/assets (182) 2,799
------- -------
Non-current liabilities
Deferred tax 1, 5 (1,004) (1,004)
------- -------
Total non-current liabilities (1,004) (1,004)
------- -------
Net assets 8,965 10,054
======= =======
Shareholders' equity
Share capital 11 161 161
Share premium 11 10,033 10,033
Share-based payment reserve 12 252 166
Retained earnings (1,481) (306)
Total equity 8,965 10,054
======= =======
These Financial Statements were approved and authorised for
issue by the Board of Directors on 23 March 2023.
Signed on behalf of the Board of Directors
Stefan Bernstein
Director
Company No 13273964
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEARED 30
NOVEMBER 2022
Share capital Share premium Share-based payment reserve Retained earnings Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------- ------------- --------------------------- ----------------- -------
At 17 March 2021 (date of - - - - -
incorporation)
Loss for the period - - - (306) (306)
Total comprehensive income for
the period - - - (306) (306)
------------- ------------- --------------------------- ----------------- -------
Contributions by and
distributions to owners
Shares issued 161 10,915 - - 11,076
Cost of issuing equity - (800) - - (800)
Warrants issued at listing - (127) 127 - -
Bonus shares awarded - 45 - - 45
Fair value of share options
awarded - - 39 - 39
------------- ------------- --------------------------- ----------------- -------
At 30 November 2021 161 10,033 166 (306) 10,054
------------- ------------- --------------------------- ----------------- -------
Loss for the period - - - (1,230) (1,230)
------------- ------------- --------------------------- ----------------- -------
Total comprehensive income for
the period - - - (1,230) (1,230)
------------- ------------- --------------------------- ----------------- -------
Contributions by and
distributions to owners
Fair value of share options
awarded - - 141 - 141
Reversal of share options
cancelled - - (55) 55 -
------------- ------------- --------------------------- ----------------- -------
At 30 November 2022 161 10,033 252 (1,481) 8,965
------------- ------------- --------------------------- ----------------- -------
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEARED 30 NOVEMBER
2022
Note 2022 2021
GBP'000 GBP'000
Cash flows from operating activities
Operating loss (1,229) (305)
Adjustments for:
Share-based payment charge 141 39
Impairment 199 -
Bonuses settled in shares - 45
(Decrease)/increase in creditors (226) 202
Decrease/(increase) in trade and other receivables 51 (64)
Net cash used in operating activities (1,064) (83)
------- -------
Cash flows used in investing activities
Purchase of intangible assets 7 (2,091) (475)
Net cash used in investing activities (2,091) (475)
------- -------
Cash flows from financing activities
Proceeds from the issue of shares 11 - 5,076
Costs of issue 11 - (800)
Repayment of loan from parent - (448)
Receipts of borrowings from parent 13 -
Finance expense (1) (1)
Net cash generated from financing activities 12 3,827
------- -------
Net increase in cash and cash equivalents (3,143) 3,269
Cash and cash equivalents at beginning of period 3,269 -
Cash and cash equivalents at end of period 9 126 3,269
======= =======
Significant non-cash transactions in the period included
share-based payments and the impairment charge (see notes 1, 4, and
7.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. ACCOUNTING POLICIES AND BASIS OF PREPARATION
GreenRoc Mining Plc is a public limited company incorporated on
17 March 2021 and domiciled in England & Wales, whose shares
are publicly traded on the AIM market of the London Stock Exchange
Group Plc. The registered office address is 6th Floor 60
Gracechurch Street, London, United Kingdom, EC3V 0HR.
The Company's principal activities are the development of mining
and exploration interests in Greenland, where its subsidiaries hold
four separate exploration permits.
These consolidated Financial Statements have been prepared in
accordance with UK-adopted international accounting standards
("UK-adopted IAS") as they apply to the Group for the period ended
30 November 2022 and with the Companies Act 2006. Numbers have been
rounded to GBP'000.
The consolidated Financial Statements have been prepared on the
historical cost basis, save for the revaluation of certain
financial assets as a result of fair value accounting. The
principal accounting policies applied in the preparation of these
Financial Statements are set out below.
The Company's Ultimate Controlling Party during the year was
Alba Mineral Resources Plc, which held 54% of the ordinary share
capital of the Company (since reduced post year end to 44.7%) and
has the right to appoint two Directors to the Board. The next
largest shareholder, Kadupul Limited, currently holds 15.6% of the
Company's share capital.
Going concern
Based on financial projections prepared by the Directors, the
Group's current cash resources are insufficient to enable the Group
to meet its recurring outgoings and planned exploration expenditure
for the entirety of the next twelve months.
The Directors have prepared cash flow forecasts to 30 November
2024 which take into account planned exploration spend, costs and
external funding. In December 2022, the Company raised gross
proceeds of GBP333k through a share placing, followed by a further
placing of GBP550k in March 2023. At 21 March 2023, the Company had
GBP446k in cash. Nevertheless, the need for external funding is a
material uncertainty that may cast doubt on the Group's ability to
continue as a going concern.
As an explorer with assets in the exploration and development
stage, the Group does not generate revenue and is reliant on
external funding such as capital raisings to fund activities. The
Directors intend to raise funds in advance of fieldwork programmes
in Greenland, in order to advance its mineral projects. The precise
nature and cost of those programmes are determined based on the
results of previous studies.
These fundraisings are ad-hoc and as such the Group does not
carry a cash balance sufficient for 12 months of expenditure.
However, the Board has a reasonable expectation that the Group will
continue to be able to meet its commitments for the foreseeable
future by raising funds when required from the equity capital
markets, based on the following:
-- The Group has a track record in sourcing external funding,
having raised funds in 2021, 2022, and 2023
-- The Group has a supportive major shareholder (Alba Minerals
Resources Plc) which has a strong track record of raising funds for
exploration over a number of years
-- Results from the Group's graphite and ilmenite projects in
particular have been positive and support the case for further
investment
-- Forecasts contain a level of discretionary spend such that in
the event that cash flow becomes constrained action can be taken to
enable the Group to operate within available funding.
-- The Group and Company may also consider future joint venture
funding arrangements in order to share the costs of the development
of its exploration assets, or to consider divesting of certain of
its assets and realising cash proceeds in that way in order to
support the balance of its exploration and investment
portfolio.
For these reasons the Directors continue to adopt the going
concern basis of accounting in preparing the financial
Statements.
International Financial Reporting Standards
There are no significant changes within the International
Financial Reporting Standards (IFRS) framework which impact upon
the Company and its subsidiaries within the next financial
reporting year.
Standards issued but not yet effective are as follows:
-- Amendments to IAS 1: Presentation of Financial Statements:
Classification of Liabilities as Current or Non-current
-- Amendments to IAS 1: Classification of Liabilities as Current
or Noncurrent - Deferral of Effective Date
-- Amendments to IAS 1: Presentation of Financial Statements and
IFRS Practice Statement 2: Disclosure of Accounting Policies
-- Amendments to IAS 8: Accounting policies, Changes in
Accounting Estimates and Errors - Definition of Accounting
Estimates.
-- Amendment to IAS 12: Income Taxes - Deferred Tax related to
Assets and Liabilities arising from a Single Transaction.
-- Amendments to IFRS 17 Insurance contracts: Initial
Application of IFRS 17 and IFRS 9 - Comparative Information
-- Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback
Critical accounting estimates and judgements
The preparation of the Financial Statements requires management
to make estimates and assumptions that affect the reported amounts
of assets and liabilities as well as the disclosure of contingent
assets and liabilities at the reporting date and the reported
amounts of revenues and expenses during the reporting period.
Actual outcomes could differ from those estimates.
Estimates and judgements are continually evaluated and are based
on historical experience and other factors, including expectations
of future events that are believed to be reasonable under the
circumstances. The areas of judgement that have the most
significant effect on the amounts recognised in the Financial
Statements are as follows:
i) JUDGEMENTS
Capitalisation of exploration and evaluation costs - GBP2.1
million (note 7)
The capitalisation of exploration costs relating to the
exploration and evaluation phase requires management to make
judgements as to the future events and circumstances of a project,
especially in relation to whether an economically viable extraction
operation can be established. In making such judgements, the
Directors take comfort from the findings from exploration
activities undertaken, the fact the Group intends to continue these
activities and that the Company expects to be able to raise
additional funding to enable it to continue the exploration
activities.
Impairment assessment of exploration and evaluation costs -
GBP10.2 million (note 7)
At each reporting date, management make a judgment as to whether
circumstances have changed following the initial capitalisation and
whether there are indicators of impairment. If there are such
indicators, an impairment review will be performed which could
result in the relevant capitalised amount being written off to the
income statement.
At 30 November 2022, all capitalised costs in respect of the
Inglefield project were impaired on the basis of the Company's
decision to discontinue activity at that permit. The impairment
charge arising as a result of this decision was GBP199k.
All of the other current exploration projects are being actively
progressed, the Company does not believe any circumstances have
arisen to indicate these assets require impairment.
Fair value of the Greenland subsidiaries upon acquisition in
2021 - GBP6.0 million
On 22 September 2021, GreenRoc Mining Plc acquired the entire
share capital in Obsidian Mining Ltd ("OML"), White Eagle Resources
Limited ("WER"), and White Fox Resources Limited ("WFR") from Alba
Mineral Resources Plc ("Alba"). The purpose of the transaction was
to establish a separate group from Alba which would be solely
focused on progressing the Greenland mining projects held by the
subsidiaries acquired. The consideration paid by GreenRoc for these
shares totalled GBP6.0 million, in the form of 59.5 million shares
in the Company at a value of 10 pence per share, the price at which
the shares were admitted to the AIM list of the London Stock
Exchange on 28 September 2021, and GBP50k in cash.
The Directors believe that 10 pence per share was the Fair Value
of the Company's shares on the basis that this was the price paid
by new investors who subscribed to the placing at the time of the
IPO. This gave an implicit value of the consolidated Group,
including the new subsidiaries, of GBP11.1 million, including
GBP5.1 million of new cash, which supports the view of the
Directors that the Fair Value of the underlying assets amounted to
GBP6.0 million. The excess of the Fair Value over the historic cost
of the underlying assets represents the increased value as
perceived by the open market as a result of the development work
undertaken by Alba in the periods leading up to the
transaction.
Company accounts Consolidated
accounts
GBP'000 GBP'000
Consideration paid - Fair value of shares
in GreenRoc 5,950 5,950
----------------- -------------
Assets acquired - historic cost
Investment in subsidiary 4,017 -
Intangible fixed asset - capitalised exploration
expenditure - 2,678
Stamp duty payable (20) (20)
Trade creditors - (255)
Accruals - (5)
Intragroup receivable (from new subsidiaries) 2,503 -
Loan due to parent organisation (Alba) (550) (550)
Intangible fixed asset - fair value uplift - 5,106
Deferred tax on fair value uplift - (1,004)
----------------- -------------
Net assets acquired 5,950 5,950
----------------- -------------
As the transaction took place between two legal entities with
common control, it was deemed to be outside the scope of IFRS3, and
the acquisition method of accounting was adopted as the most
appropriate treatment.
ii) ESTIMATES
Share-based payments - GBP141k
Share-based payments represent the fair value of shares issued
to employees of the Company, and warrants issued to third parties
in consideration for services provided. The cost of these
share-based payments is based on the number of options or warrants
awarded, the grant date and exercise price, the vesting period, and
calculated based on a Black-Scholes model whose input assumptions
are derived from market and other estimates. These estimates
include volatility rates (38% for 2022 awards, 82% for 2021
awards), the risk-free rate (calculated to be 2.1% for 2022 awards
and 0.6% for 2021 awards) and the expected term of the options. For
further details, see note 4.
ACCOUNTING POLICIES
Basis of consolidation
The consolidated Financial Statements incorporate the Financial
Statements of the Company and companies controlled by the Company,
namely the Subsidiary Companies, drawn up to 30 November each
year.
Control is recognised where the Company has the power to govern
the financial and operating policies of an investee entity to
obtain benefits from its activities. The results of subsidiaries
acquired or disposed of during the period are included in the
consolidated income statement from the effective date of
acquisition or up to the effective date of disposal, where
appropriate.
Where necessary, adjustments are made to the Financial
Statements of subsidiaries to bring the accounting policies used
into line with those used by the Group. All intra-group
transactions, balances, income and expenses
are eliminated on consolidation. Non-controlling interests in
the net assets of consolidated subsidiaries are identified
separately from the Group's equity therein.
Foreign currency
For the purposes of the consolidated Financial Statements, the
results and financial position of each Group entity are expressed
in pounds sterling, which is the presentation currency for the
consolidated Financial Statements, as well as the functional
currency for each of the entities within the Group.
In preparing the Financial Statements of the individual
entities, transactions in currencies other than the entity's
functional currency (foreign currencies) are recorded at the rates
of exchange prevailing at the dates of the transactions. At each
reporting date, monetary items denominated in foreign currencies
are retranslated at the rates prevailing at the reporting date.
Exchange differences arising are included in the profit or loss for
the period.
Share-based payments
Share-based compensation benefits are made on an ad-hoc basis on
the recommendations of the Remuneration Committee. The fair value
of warrants or options granted is recognised as an employee
benefits expense, with a corresponding increase in the share-based
payment reserve. The total amount to be expensed is determined by
reference to the fair value of the options granted:
-- including any market performance conditions (e.g., the entity's share price);
-- excluding the impact of any service and non-market
performance vesting conditions (e.g., profitability, sales growth
targets and remaining an employee of the entity over a specified
time period); and
-- including the impact of any non-vesting conditions (e.g., the
requirement for employees to save or hold shares for a specific
period of time).
The total expense is recognised over the vesting period, which
is the period over which all of the specified vesting conditions
are to be satisfied. At the end of each period, the entity revises
its estimates of the number of options that are expected to vest
based on the non-market vesting and service conditions. It
recognises the impact of the revision to original estimates, if
any, in profit or loss, with a corresponding adjustment to the
share-based payment reserve.
Warrants issued as part of the cost of an equity raise (for
example as part of advisers' fees) are recorded at fair value as a
cost of that financing within Share Premium and Share-based Payment
Reserve.
Intangible assets: capitalised exploration and evaluation
costs
Pre-licence costs are expensed in the period in which they are
incurred. Expenditure on licence renewals and new licence
applications covering an area previously under licence are
capitalised in accordance with the policy set out below.
Once the legal right to explore has been acquired, exploration
costs and evaluation costs arising are capitalised on a
project-by-project basis, pending determination of the technical
feasibility and commercial viability of the project. Costs include
appropriate technical and administrative expenses. If a project is
successful, the related expenditures will be reclassified as
development and production assets and amortised over the estimated
life of the commercial reserves. Prior to this, no amortisation is
recognised in respect of such costs. When all licences comprising a
project are relinquished, a project is abandoned or is considered
to be of no further commercial value to the Company, the related
costs will be written off to administrative expense within profit
or loss. Deferred exploration costs are carried at historical cost
less any impairment losses recognised.
Impairment reviews for capitalised exploration and evaluation
expenditure are carried out on a project-by-project basis, with
each project representing a potential single cash generating unit.
In accordance with the requirements of IFRS 6, an impairment review
is undertaken when indicators of impairment arise such as:
-- unexpected geological occurrences that render the resource uneconomic;
-- title to the asset is compromised;
-- variations in mineral prices that render the project uneconomic;
-- substantive expenditure on further exploration and evaluation
of mineral resources which is neither budgeted nor planned; and
-- the period for which the Group has the right to explore has
expired and is not expected to be renewed.
Where an impairment loss subsequently reverses, the carrying
amount of the asset (or cash-generating unit) is increased to the
revised estimate of its recoverable amount, but so that the
increased carrying amount does not exceed the carrying amount that
would have been determined had no impairment loss been recognised
for the asset (or cash-generating unit) in prior years. A reversal
of an impairment loss is recognised in profit or loss for the
year.
Financial instruments
Financial assets and financial liabilities are recognised in the
statement of financial position when the Group becomes a party to
the contractual provisions of the instrument.
Financial assets are classified as either:
-- those to be measured subsequently at fair value (either
through other comprehensive income or through profit or loss);
or
-- those to be measured at amortised cost.
The classification is dependent on the business model adopted
for managing the financial assets and the contractual terms of the
cash flows expected to be derived from the assets.
For assets measured at fair value, gains and losses will either
be recorded in profit or loss or other comprehensive income. For
investments in equity instruments that are not held for trading,
this will depend on whether the Group has made an irrevocable
election at the time of initial recognition to account for the
equity investment at fair value through other comprehensive
income.
The Group's financial assets comprise equity instruments and
debt instruments as described below.
Impairment provisions for receivables and loans to related
parties are recognised based on a forward-looking expected credit
loss model. The methodology used to determine the amount of the
provision is based on whether there has been a significant increase
in credit risk since initial recognition of the financial asset.
For those where the credit risk has not increased significantly
since initial recognition of the financial asset, twelve month
expected credit losses along with gross interest income are
recognised. For those for which credit risk has increased
significantly, lifetime expected credit losses along with the gross
interest income are recognised. For those that are determined to be
credit impaired, lifetime expected credit losses along with
interest income on a net basis are recognised.
Investment in subsidiaries: Investment in subsidiaries,
comprising equity instruments and capital contributions, are
recognised initially at cost less any provision for impairment.
Loans to subsidiaries: Loans to subsidiaries, other than capital
contributions, are held for the collection of contractual cash
flows and are classified as being measured at amortised cost, net
of provision for impairment. Impairment is initially based on the
expected lifetime credit loss as applied to the portfolio of loans.
The loans are interest free and have no fixed repayment terms. As
such the loans are assessed as being credit impaired on inception
and lifetime expected credit losses are recognised with the amount
of provision being recognised in the profit or loss.
A loan is fully impaired when the relevant subsidiary recognises
an impairment of its deferred exploration expenditure, such that
the subsidiary is not expected to be able to repay the loan from
its existing assets.
Trade and other receivables: Trade and other receivables are
held for the collection of contractual cash flows and are
classified as being measured at amortised cost. They are recognised
initially at fair value and subsequently measured at amortised cost
using the effective interest method less provision for
impairment.
Cash and cash equivalents: Cash and cash equivalents include
cash on hand and deposits held at call with banks.
Trade and other payables: Trade and other payables are not
interest bearing and are recognised initially at fair value and
subsequently measured at amortised cost.
Financial liabilities:
-- Trade payables and other short-term monetary liabilities are
initially recognised at fair value and subsequently carried at
amortised cost using the effective interest method.
-- There are no financial liabilities classified as being at fair value through profit or loss.
-- Borrowings are initially recognised at fair value net of any
transaction costs directly attributable to the issue of the
instrument. Such interest-bearing liabilities are subsequently
measured at amortised cost using the effective interest rate
method. Interest expense includes initial transaction costs and any
premium payable on redemption, as well as any interest or coupon
payable while the liability is outstanding.
-- Liability components of convertible loan notes are measured as described further below.
Share capital: The Company's ordinary and deferred shares are
classified as equity.
Warrants: Warrants are stated at their value, which is estimated
using a Black Scholes model where they are not issued as part of a
cash transaction.
Taxation
The charge for taxation is based on the profit or loss for the
period and takes into account deferred tax. The Group's liability
for current tax is calculated using tax rates that have been
enacted or substantively enacted by the reporting date. Deferred
tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the
Financial Statements and the corresponding tax bases used in the
computation of taxable profit or loss, and is accounted for using
the liability method.
Deferred tax assets are only recognised to the extent that it is
probable that future taxable profit will be available in the
foreseeable future against which the temporary differences can be
utilised.
2. ANALYSIS OF SEGMENTAL INFORMATION
The Group currently only has one primary reporting business
segment, exploration and development. The Group exploration assets
and investments along with capital expenditures are presented on
this basis below:
2022 2021
GBP'000 GBP'000
------- -------
Total assets
Exploration and evaluation 10,151 8,259
Current assets 13 64
Cash 126 3,269
------- -------
10,290 11,592
======= =======
Capitalised exploration and evaluation expenditure
Exploration and evaluation - Greenland 2,091 475
2,091 475
======= =======
The Group's primary business activities are the exploration
projects in Greenland and its corporate head office in the UK. The
split of total assets and capitalised exploration and evaluation
expenditure between these locations is set out below:
2022 2021
GBP'000 GBP'000
------- -------
Total assets
Greenland 10,151 8,259
United Kingdom 139 3,333
------- -------
10,290 11,592
======= =======
The administrative expenditure in the income statement primarily
relates to central costs.
3. OPERATING LOSS
2022 2021
GBP'000 GBP'000
------- -------
This is stated after charging:
Share-based payments charge 141 39
Auditor's remuneration
- Group audit services 35 32
- Group taxation advice 9 6
======= =======
Administration expenses are made up as follows:
2022 2021
GBP'000 GBP'000
------- -------
Staff costs (including share-based payments) 534 166
Professional fees 162 70
Office, travel, and other 171 25
Fees for services - parent 163 44
------- -------
Total 1,030 305
======= =======
Prior period comparatives relate to the two-month period from 28
September to 30 November 2021, prior to which the Group was not
active.
4. DIRECTORS' EMOLUMENTS AND STAFF COSTS
During the period there were six permanent employees, being the
Directors (who are the key management personnel). There were no
temporary employees.
2022 2021
GBP'000 GBP'000
------- -------
Staff and Directors' Remuneration
Salaries 349 50
Listing bonus - shares - 45
Listing bonus - cash - 20
Share based payment charge 141 39
Pension contributions 10 1
------- -------
Total remuneration 500 155
Social security costs 34 11
Total cost 534 166
======= =======
Average number of employees 6 6
Remuneration of each Director is set out below for 2022. Prior
period comparatives relate to the two-month period from 28
September to 30 November 2021, prior to which the Group was not
active.
2022 2021
Salary Bonus Pension FV of options Total Salary Bonus Pension FV of options Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------- ------- ------- ------------- ------- ------- ------- ------- ------------- -------
Directors
Kirk Adams(1) 101 - - 38 139 19 20 1 16 56
Stefan
Bernstein(2) 41 - 9 2 52
Jim Wynn 38 - 1 18 57 7 5 - 4 16
George
Frangeskides 54 - - 69 123 9 20 - 16 45
Lars
Brünner 55 - - - 55 5 10 - - 15
Mark Austin 30 - - 14 44 5 - - 3 8
Mark Rachovides 30 - - - 30 5 10 - - 15
Total 349 - 10 141 500 50 65 1 39 155
======= ======= ======= ============= ======= ======= ======= ======= ============= =======
(1) Kirk Adams stood down from the Board on 5 May 2022
(2) Stefan Bernstein was appointed on 1 July 2022
No bonuses were paid during 2022. During 2021, upon listing,
Kirk Adams and George Frangeskides were awarded 200,000 bonus
shares at a value of 10 pence per share, while Jim Wynn was awarded
50,000 bonus shares at 10 pence a share. Lars Brünner and Mark
Rachovides were awarded cash bonuses of GBP10k each. These bonuses
were compensation for work undertaken relating to the fundraising
and admission process prior to 28 September 2021.
During the year, Kirk Adams was the highest-paid employee,
receiving remuneration totalling GBP139k (2021: GBP56k). There were
no employees other than Directors, whose remunerations is fully
disclosed in the above table.
During the period the Company granted share options to the
Directors as follows:
No options Date of grant Exercise price
Stefan Bernstein 1,000,000 8-Jul-22 GBP0.10
Total options granted in 2022 1,000,000
The above share options vest after the following periods have
elapsed since the date of grant: 1/3rd after 12 months; 1/3rd after
24 months; and 1/3rd after 36 months.
Total options held by Directors at year end were as follows:
No options Date of grant Exercise price
Stefan Bernstein 1,000,000 8-Jul-22 GBP0.10
Jim Wynn 400,000 28-Sep-21 GBP0.10
George Frangeskides 1,500,000 28-Sep-21 GBP0.10
Mark Austin 300,000 28-Sep-21 GBP0.10
Total options at 30 November 2022 2,200,000
The total estimated value of the share-based remuneration
provided to Directors was GBP141k, which will be expensed over the
vesting period of each tranche. These values were derived from a
Black Scholes model as described in note 1.
5. INCOME TAXES
a) Analysis of charge in the period
2022 2021
GBP'000 GBP'000
-------- --------
United Kingdom corporation tax at 19% (2021: 19%) - -
Deferred taxation - -
- -
======== ========
b) Factors affecting tax charge/(credit) for the period
The tax assessed on the loss for the period before tax differs
from the standard rate of corporation tax in the UK which is 19%.
The differences are explained below:
2022 2021
GBP'000 GBP'000
------- -------
Loss before tax (1,230) (306)
======= =======
Loss multiplied by standard rate of tax (19%) 234 58
Effects of:
Disallowed expenses (65) (7)
Deferred tax assets not recognised (169) (51)
- -
======= =======
A deferred tax asset has not been recognised in respect tax
losses and accelerated capital allowances, due to uncertainty that
the potential asset will be recovered.
In 2021, a deferred tax liability of GBP1.0 million was
recognised as part of the fair value accounting for the acquisition
of the Alba subsidiaries, representing the taxation impact of the
fair value uplift of the intangible assets acquired, which would
not be an allowable deduction from tax profits in future
periods.
6. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the loss
attributed to ordinary shareholders of GBP1.2 million (2021:
GBP306k) by the weighted average number of shares of 111,200,001
(2021: 27,531,396) in issue during the period. The diluted earnings
per share calculation is identical to that used for basic earnings
per share as warrants are not dilutive due to the losses
incurred.
7. INTANGIBLE FIXED ASSETS
Amitsoq Thule Black Sands Inglefield Melville Bay Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------- ----------------- ---------- ------------ -------
At incorporation - - - - -
Acquired through business combination (note 1) 3,096 3,715 199 774 7,784
Additions 179 296 - - 475
------- ----------------- ---------- ------------ -------
Net Book Value at 30 November 2021 3,275 4,011 199 774 8,259
======= ================= ========== ============ =======
Additions 1,717 374 - - 2,091
Impairment - - (199) - (199)
------- ----------------- ---------- ------------ -------
Net Book Value at 30 November 2022 4,992 4,385 - 774 10,151
======= ================= ========== ============ =======
No amortisation was recorded in respect of these assets.
8. TRADE AND OTHER RECEIVABLES
2022 2021
Current receivables GBP'000 GBP'000
------- -------
VAT receivable 13 64
13 64
======= =======
VAT receivable relates to input VAT on supplies during the
period. The Company registered for VAT during the year.
9. CASH AND CASH EQUIVALENTS
2022 2021
GBP'000 GBP'000
------- -------
Cash at bank and in hand 126 3,269
======= =======
The fair value of cash at bank is the same as its carrying
value.
10. TRADE AND OTHER PAYABLES
2022 2021
Current GBP'000 GBP'000
------- -------
Trade creditors 138 398
Accruals and deferred income 118 84
Loan due to parent entity 65 52
------- -------
321 534
======= =======
The fair value of trade and other payables approximates to their
book value.
11. CALLED UP SHARE CAPITAL
Number of Share capital Deferred shares Share premium Total
shares
GBP'000 GBP'000 GBP'000 GBP'000
----------------------------------- ----------- ------------- --------------- ------------- -------
Allotted, called up and fully paid
Ordinary shares of GBP0.001 pence 111,200,001 111 - 10,033 10,144
Deferred shares of GBP0.099 500,000 - 50 - 50
Total 111,700,001 111 50 10,033 10,194
==================================== =========== ============= =============== ============= =======
No shares were issued in the year ended 30 November 2022. The
movement in shares in issue, share capital, deferred share capital
and share premium during 2022 and 2021 was as follows:
Old Ord Shares Ordinary Deferred Share capital Deferred Share premium Total
Shares Shares shares
of GBP0.10 of GBP0.001 of GBP0.099 GBP'000 GBP'000 GBP'000 GBP'000
-------------- -------------- -------------- ------------- -------------- ------------- -------
Incorporation
17 March 2021 5,000,000 - - 50 - - 50
Share
restructure (5,000,000) 500,000 500,000 (50) 50 - -
Acquisition of
subsidiaries - 59,500,001 - 60 - 5,890 5,950
September 2021
IPO placing - 50,750,000 - 51 - 5,025 5,076
Listing costs - - - - - (800) (800)
Warrants - - - - - (127) (127)
Employee bonus
shares - 450,000 - 0 - 45 45
-------------- -------------- -------------- ------------- -------------- ------------- -------
At 30 November
2021 - 111,200,001 500,000 111 50 10,033 10,194
-------------- -------------- -------------- ------------- -------------- ------------- -------
Movement during - - - - - - -
year
-------------- -------------- -------------- ------------- -------------- ------------- -------
At 30 November
2022 - 111,200,001 500,000 111 50 10,033 10,194
-------------- -------------- -------------- ------------- -------------- ------------- -------
12. RESERVES
The following describes the nature and purpose of certain
reserves within owners' equity:
Share premium Amounts subscribed for share capital in excess of
nominal value less costs of issue.
Share-based payment Amounts charged each period in relation to share options
reserve and warrants.
---------------------------------------------------------
The share-based payment reserve movement of GBP86k (2021:
GBP166k) in the year consisted of GBP141k (2021: GBP39k) in respect
of the fair value of employee share options, offset by GBP55k in
respect of share options which were cancelled in the period (whose
accumulated fair value was reversed through the profit and loss
reserve). During 2021, the share-based payment reserve also
included movement of GBP127k relating to warrants issued as part of
the cost of listing in September 2021.
13. CAPITAL COMMITMENTS
As at 30 November 2022, the Company had commitments to spend
approximately GBP470k in calendar year 2023 on its Greenland
licences. However, historic expenditures in excess of minimum
obligations in previous years carried forward more than offset
these obligations at all of its permits with the exception of
Melville Bay, for which an obligation of approximately GBP130k
exists for 2023.
14. CONTINGENT LIABILITIES
The Company had no contingent liabilities at the end of the
period.
15. FINANCIAL INSTRUMENTS
The Group's financial instruments comprise investments, cash at
bank, and various items such as debtors, loans, and creditors. The
Group has not entered into derivative transactions, nor does it
trade financial instruments as a matter of policy.
Credit risk
The Group's credit risk arises primarily from cash at bank,
other debtors, and the risk the counterparty fails to discharge its
obligations.
The Company holds its cash with MetroBank Plc whose credit
rating is B+.
Funding risk
Funding risk is the possibility that the Group might not have
access to the financing it needs. The Group's continued future
operations depend on the ability to raise sufficient working
capital through the issue of equity share capital. The Directors
are confident that adequate funding will be forthcoming with which
to finance operations. The Directors have a strong track record of
raising funds as required both as GreenRoc as well as within Alba.
Controls over expenditure are carefully managed and activities
planned to ensure that the Group has sufficient funding.
Liquidity risk
Liquidity risk arises from the management of cash funds and
working capital. The risk is that the Group will fail to meet its
financial obligations as they fall due. The Group operates within
the constraints of available funds and cash flow projections are
produced and regularly reviewed by management.
Interest rate risk profile of financial assets
The only financial assets (other than short term debtors) are
cash at bank and in hand, which comprises money at call. The
interest earned in the period was negligible. The Directors believe
the fair value of the financial instruments is not materially
different to the book value.
Foreign currency risk
The Group incurs costs denominated in foreign currencies
(including Danish Krone and Euros) which gives rise to short term
exchange risk. The Group does not currently hedge against these
exposures as they are deemed immaterial and there is no material
exposure as at the period end.
Market risk
The underlying value of the Group's assets is exposed to the
spot price in the relevant commodities, notably graphite (Amitsoq),
ilmenite (TBS), and iron ore (Melville Bay).
Categories of financial instrument
2022 2021
GBP'000 GBP'000
------- -------
Financial assets
Held at amortised cost:
Trade and other receivables 13 64
13 64
======= =======
Financial liabilities
Loan due to parent entity 65 52
Trade creditors 138 398
203 450
======= =======
16. CAPITAL MANAGEMENT
The Group's objective when managing capital is to safeguard the
entity's ability to continue as a going concern and develop its
mining and exploration activities to provide returns for
shareholders. The Group's funding to date has been comprised of
equity. The Directors consider the Company's capital and reserves
to be capital. When considering the future capital requirements of
the Group and the potential to fund specific project development
via debt, the Directors consider the risk characteristics of all
the underlying assets in assessing the optimal capital
structure.
17. RELATED PARTY TRANSACTIONS
Alba Mineral Resources Plc, which owns 44.7% of the Company's
issued shares, charged fees for services in the period amounting to
GBP163k (2021: GBP44k). These fees were calculated in accordance
with the terms of the Services Agreement between the Company and
Alba signed in September 2021, and relate to finance, management,
exploration, technical and other professional activities, as well
as the pass-through of certain costs settled by Alba on behalf of
GreenRoc (for example travel expenditures for the Greenland field
trips during the year). These charges were at arm's-length
rates.
The Financial Statements for Alba are available on their website
at www.albamineralresources.com.
18. EVENTS AFTER THE REPORTING PERIOD
-- In January 2023 the Company announced an updated JORC
Resource estimate for Amitsoq of 23.05 Mt of ore at a grade of
20.41% graphite for 4.71 Mt contained graphite, an increase of
nearly three times the previous estimate.
-- In December 2022, the Company raised gross proceeds of
GBP333k through the placing of 7.4 million shares at 4.5 pence. In
March 2023, the Company raised gross proceeds of GBP550k through
the placing of 15.7 million shares at 3.5 pence.
There were no other significant post-balance sheet events.
**ENDS**
For further information, please visit
www.albamineralresources.com or contact:
Alba Mineral Resources Plc
George Frangeskides, Executive Chairman +44 20 3950 0725
SPARK Advisory Partners Limited (Nomad)
Andrew Emmott / Neil Baldwin +44 20 3368 3555
OvalX (Broker)
Thomas Smith +44 20 7392 1494
St Brides Partners (Financial PR)
Isabel de Salis / Catherine Leftley
alba@stbridespartners.co.uk
Alba's Projects and Investments
Mining Projects Operated Location Ownership
by Alba
Clogau (gold) Wales 100%
----------- ----------
Dolgellau Gold Exploration
(gold) Wales 100%
----------- ----------
Gwynfynydd (gold) Wales 100%
----------- ----------
Investments Held by Alba Location Ownership
----------- ----------
GreenRoc Mining Plc (mining) Greenland 44.7%
----------- ----------
Horse Hill (oil) England 11.765%
----------- ----------
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END
FR UOROROKUOUUR
(END) Dow Jones Newswires
March 24, 2023 03:00 ET (07:00 GMT)
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