TIDMWRES
RNS Number : 5803X
W Resources PLC
30 April 2019
30 April 2019
W Resources Plc
("W" or the "Company")
Final Results for the Year Ended 31 December 2018
W Resources Plc (AIM: WRES), the tungsten, copper and gold
exploration and development company with assets in Spain and
Portugal, announces its audited financial results for the year
ended 31 December 2018.
HIGHLIGHTS
La Parrilla, Tungsten and Tin, Spain
-- Completed the US$35m debt funding from BlackRock Financial
Management Inc. in February 2018.
-- Awarded a grant of EUR5.3m for the La Parrilla Mine project
by the Junta de Extremadura Government in Spain to W's 100% owned
subsidiary, Iberian Resources Spain SL.
-- Completed Engineering, Design and Procurement for the La
Parrilla mine and plant and installed power, water, road, warehouse
and office facilities.
-- Completed construction and commissioning to design capacity
of the Metso 350 tonne per hour Crusher Plant.
-- Completed construction of the Jig and Mill Plant and
commenced commissioning in April 2019.
-- Awarded the Concentrator Plant contract to allmineral
Aufbereitungstechnik GmbH & Co. KG of Germany and near
construction completion.
-- Commenced tungsten production and shipments.
-- Secured offtake agreements with Wolfram Bergbau und Hütten AG
and directly with a leading supplier to the USA tungsten markets
for approximately 80% of planned production tonnage from the T2
phase.
-- Strengthened the W key Executive Team in September with the
appointment of Juan Garcia Valledor as La Parrilla Operations
Manager and Tomás Bragado as La Parrilla Plant Manager.
Regua and Tarouca, Tungsten, Portugal
-- Secured land access and approvals including purchase 20.3
hectares of land covering the main area of the Régua mine.
-- Extended the Régua Trial Mine Licence for a further year to 19 June 2020.
-- Completed a 1,515 metre Reverse Circulation ("RC") drilling
campaign at the Tarouca tungsten and tin exploration licence which
identified very high tungsten grade intersections.
Sao Martinho, Gold, Portugal
-- Completed a 2,000m RC drilling campaign at the São Martinho
gold project during July which delivered very encouraging
grades.
-- SRK Consulting (UK) Ltd completing an upgraded Australasian
Joint Ore Reserves Committee compliant resource estimate.
-- Applied for a trial mine licence to advance São Martinho to
trial mining and production.
Chairman of W, Michael Masterman commented: "La Parrilla is
funded and near project completion. The project is on budget with
tungsten and tin production and sales. The project is set to move
to large scale production levels at low cost in the third quarter
following construction completion of the new Concentrator Plant
this quarter. This will allow W Resources to deliver a progressive
increase in production in the third and fourth quarters of
2019.
"Régua in Portugal is approved and advanced and will follow
closely behind the development of La Parrilla. The grade control
and extension drilling has identified significant thick high-grade
intersection which will be incorporated in resource estimates and
mine plans. Exploration success at Tarouca will feed into and
further enhance Régua hub development economics.
"We have advanced exploration progress at our São Martinho gold
discovery and will move to the next phase of extension drilling and
trial mine production.
"The Executive team with the strong support of the Board is
executing development well and this is a credit to the calibre of
the management team."
Financial Statements for the Year Ended 31 December 2018
A full copy of the W Resources Consolidated Financial Statements
for the year ended 31 December 2018 is available on the Company's
website at www.wresources.com. An extract of the Consolidated
Financial Statements for the year ended 31 December 2018 is
presented below.
Enquiries:
W Resources Plc Grant Thornton UK LLP
Michael Masterman Colin Aaronson / Seamus Fricker
T: +44 (0) 20 7193 7463 T: +44 (0) 20 7383 5100
www.wresources.co.uk
Turner Pope Investments (TPI) Ltd Gable Communications
Andy Thacker Justine James
T: +44 (0) 203 621 4120 T: +44 (0) 20 7193 7463
www.turnerpope.com M: +44 (0) 7525 324431
APPIX I - JORC Compliant Mineral Reserves and Resource
Estimates
La Parrilla Proven and Probable Mineral Reserves - JORC 2012
Tonnes Grade Metal Content Grade Metal Content
'000 WO(3) (ppm) WO(3) (t) Sn (ppm) Sn (t)
---------- ------- ----------- -------------- -------- ----------------
Proven 1,177 995 1,171 251 295
Probable 28,577 928 26,511 111 3,156
---------- ------- ----------- -------------- -------- ----------------
Total 29,754 931 27,683 116 3,451
---------- ------- ----------- -------------- -------- ----------------
Note: The La Parrilla mine reserves are set out in the table
above are based on the optimal LOM Pit. Estimate for La Parrilla
Deposit using a 330 ppm WO(3) Cut-Off Grade and 5% dilution. All
tonnes quoted are dry tonnes. Differences in the addition of tonnes
to the total displayed is due to rounding.
The La Parrilla JORC-compliant mineral reserves update was fully
disclosed, with JORC Table 1 in a Company news release on 14 June
2017. Mr Aden Munoz of AYMA Mining Solutions SL, a Spanish Mining
Engineering company based in Seville was the Competent Person
responsible for the La Parrilla Proven and Probable Mineral
Reserves. The mineral reserves are based on indicated and measured
resources prepared by Golder Associated in March 2017 (RNS, 11 May
2017).
Mineral Resources for La Parrilla Deposit Using a 400 ppm WO(3)
Cut-Off Grade within Mineralised Domains - JORC 2012
Classification Tonnage (Mt) WO(3) (ppm) Sn (ppm)
---------------- ------------- ------------ ---------
Measured 1 1,115 278
Indicated 35 1,004 110
Inferred 13 974 97
---------------- ------------- ------------ ---------
Total 49 998 110
---------------- ------------- ------------ ---------
The La Parrilla JORC-compliant mineral resource update was fully
disclosed, with JORC Table 1 in a Company news release on 11 May
2017. Mr Andrew Weeks (Golder Associates Pty Ltd) was the Competent
Person responsible for the Mineral Resource Estimate for the La
Parrilla deposit.
Régua JORC Compliant Mineral Resource Estimate
Category Tonnes WO(3) % Cut-off
--------- ------ ------- ----------
Indicated 3.76mt 0.304 0.1% WO(3)
Inferred 1.70mt 0.227 0.1% WO(3)
--------- ------ ------- ----------
Total 5.46mt 0.280 0.1% WO(3)
--------- ------ ------- ----------
The Régua JORC-compliant mineral resource update was fully
disclosed, with JORC Table 1 in a Company news release on 27
October 2015. Mr Sia Khosrowshahi (Golder Associates Pty Ltd) was
the Competent Person responsible for the Mineral Resource Estimate
for the Régua deposit.
São Martinho Maiden JORC Compliant Mineral Resource Estimate
Category Tonnes Au (g/t) Au Content Cut-off
(Oz)
---------- -------- -------- ---------- -------
0.5 g/t
Indicated 0.48 mt 1.03 17,363 Au
0.5 g/t
Inferred 2.56 mt 1.05 94,624 Au
----------- ------- -------- ---------- -------
0.5 g/t
Total 3.04 mt 1.04 111,987 Au
----------- ------- -------- ---------- -------
The São Martinho maiden JORC-compliant mineral resource update
was fully disclosed, with JORC Table 1 in a W Resources Plc RNS
announcement on 8 June 2016. Mr Jorge Peres (Golder Associates Pty
Ltd) was the Competent Person responsible for the Mineral Resource
Estimate for the São Martinho deposit.
.
W RESOURCES PLC
CHAIRMAN'S STATEMENT
FOR THE YEARED 31 DECEMBER 2018
2018 was a pivotal year for W Resources, a year in which the
Company made great headway towards achieving its mission to build a
large-scale Tungsten, Tin and Gold production Company.
W started the year negotiating a US$35 million term loan
facility from BlackRock Financial Management Inc. ("BlackRock") and
received exceptionally strong local Government support with a
EUR5.3 million grant from the Junta de Extremadura in Spain for W's
flagship tungsten project, La Parrilla in South-western Spain.
With the commencement of production at La Parrilla in November
and the first sale of tungsten concentrate in December 2018 and
significant progress in development work to scale up the project,
the Company is well positioned to deliver on its tungsten and tin
production growth plans as it builds towards transitioning to a
mid-tier mining Company.
Development work at the La Parrilla tungsten and tin mine, is
the final phase with construction and commissioning of the mine and
processing plant nearing completion.
Development work is also advancing at W's core Régua tungsten
mine and São Martinho Gold discovery in Portugal.
TUNGSTEN & TIN
La Parrilla - Spain
La Parrilla is a large-scale, low-cost, long-life tungsten and
tin project, located approximately 310km southwest of Madrid. It
has Australasian Joint Ore Reserves Committee ("JORC") compliant
resources totalling 49 million tonnes ("mt") at a grade of 998
parts per million ("ppm") of tungsten trioxide ("WO(3) ") and JORC
compliant reserves of 29.8mt at a diluted grade of 931ppm WO(3)
.
The project is on target to mine 2 million tonnes per annum
("mtpa") of Run of Mine ("ROM") and produce approximately 2,500
tonnes ("t") of tungsten concentrate and 200t of tin ("Sn")
concentrate per annum ("T2"). With completion of development work
imminent, the timing coincides well with continued strengthening in
the European Ammonium paratungstate ("APT") price.
Project Funding
In February, W secured a US$35 million term loan facility from
BlackRock to fund the La Parrilla mine development.
The funds were drawn in two tranches, with the second drawdown
completing the US$35 million facility in May. As part of the
completion of the funding W issued a total of 307,605,430 warrants
on a pro-rata basis to the BlackRock funds that participated in the
funding, representing 5% of W's fully diluted equity at the
time.
In March, the Company was delighted to receive confirmation from
the Junta de Extremadura Government in Spain who awarded a grant of
EUR5,322,970 to W's 100% owned subsidiary, Iberian Resources Spain
SL. The success of the application is testament to the skills and
hard work from the team, who have built great on-the-ground
relationships and appreciate the Government support.
Offtake Agreements
Two major long-term offtake agreements were signed in February.
The first with Wolfram Bergbau und Hütten AG, ("WBH"), the largest
tungsten processing company in Europe and the second is directly
with a leading supplier to the USA tungsten markets.
With production commencing in November 2018, ahead of the
ramp-up phase, W is pleased to have completed the first shipments
of tungsten to date. The process is straightforward in that the
offtaker arranges collection and the Company is then paid within
three days.
Going forward, W will supply both with approximately 66%
tungsten concentrate on competitive pricing terms. The offtake
agreements cover the initial T2 development of the La Parrilla Mine
and will account for approximately 80% of the planned production
tonnage from this phase. There is significant demand for the
balance of production which W plans to secure offtake following
initial production start-up.
Contracts
In January, the third core design and construction contract for
the Concentrator Plant was awarded to allmineral
Aufbereitungstechnik GmbH & Co. KG of Germany ("allmineral") at
a contract price of cEUR8 million. allmineral was also awarded the
contract for the Jig & Mill Plant which provides important
integration benefits for the project delivery and by September all
contracts had been placed.
The Crusher Plant, the first of the three key contracts, was
awarded in 2017 to Metso Minerals Portugal, Lda ("Metso"), a
subsidiary of Metso Corporation for EUR1.2 million.
Development
With funding completed in May 2018, W Resources moved quickly to
commence construction of the mine, Crusher, Jig and Mill, and
large-scale Concentrator Plants together with critical water, power
and other services.
The Crusher Plant concrete and civil works were completed during
the summer and Metso and Ditecsa (steelwork contractor) structural
steel delivered at the La Parrilla site. The Metso Crusher Plant
equipment was fabricated in their plant in Mâcon, France and was
delivered to site as steelwork which was erected on a just in time
basis. The fully automated Crusher Plant is complete and fully
commissioned to design capacity of 350t/hour.
The earthworks and foundations for the Jig & Mill Plant were
completed in Q3 with mechanical completion of the Jig and Mill
Plant in April 2019. Commissioning of the Jig & Mill Plant is
now underway.
Construction of the large-scale Concentrator Plant is being
built under a fixed price schedule contract with allmineral and is
scheduled for completion and commencement of commissioning in Q2
2019.
Production and Shipments
Concentrate production commenced in October 2018, with first
concentrate shipments in late November 2018. Initial production was
from Tailings fed to the existing Concentrator Plant and a series
of production runs on mined ore have been successfully
completed.
Following the completion and commissioning of the Jig and Mill
Plant, W Resources will be able to increase production rates using
the new large-scale Crusher Plant, the Jig and Mill Plant and the
existing Concentrator Plant. Production will move to a larger-scale
of operation with the start-up of the new Concentrator Plant.
PORTUGUESE PROJECTS
Régua Tungsten Project
Progress at Régua continues apace. The high-grade,
development-ready tungsten project with low capital cost has a
Trial Mine Licence, with a current JORC compliant mineral resource
of 5.46mt at a grade of 0.28% WO(3) , including an indicated
resource of 3.76mt at a grade of 0.304% WO(3) . In July 2018, the
Portuguese Secretary of State for Energy under the Ministry for the
Economy granted a further one-year extension to the Régua Trial
Mine Licence to 19 June 2020.
The Company has now secured all approvals, and in February 2018
W cleared the last hurdle for development when the purchase of 20.3
hectares of land covering the main area of the Régua mine, for a
consideration of EUR300,000, was concluded. This land covers the
outcropping resource of the deposit along with the trial mine
facilities including the portals and the underground projected
stopes.
Régua's high ROM grade (at greater than 0.3% WO(3) ) and
proximity to a crushing facility are likely to prove beneficial to
the project economics.
The Régua deposit remains open at depth and on all sides, with
significant potential to boost the resource growth to the northeast
including a 10m thick tungsten intersection.
Preparatory mine grade control drilling commenced in Q2 2018,
with nearly 2,000m of RC drilling completed during July. Further
evaluation concluded that additional drilling programme would be
beneficial in order to complete an updated Resource estimate.
The Company completed a further 2.73 km of drilling which
comprised of 916 metres of diamond core drilling plus 1,809 metres
of reverse circulation ("RC") drilling in Q1 2019. The results
confirmed exceptionally good grades with thick higher-grade zones
closer to the planned two mine portals chosen for initial mining
indicating the potential for higher ROM feed grades and lower unit
costs.
The next phase will be to complete the updated Resource
estimates and early indications bode well for increases in mine
feed grades and overall resource tonnages. Once the updated
Resource estimate has been received, planning for the preparatory
mine works will commence.
Development planning for Régua is based on low-cost underground
mining using adits (horizontal tunnels), trucking ore to a nearby
existing Crusher Plant, and mobilisation of the existing La
Parrilla Concentrator Plant to Régua, following new large scale La
Parrilla Concentrator Plant start up.
Tarouca Tungsten Project
In 2015, trench sampling at the Tarouca project showed high
grade tungsten results with 15 out of the 126 samples exceeding
0.5% WO(3) , including 0.8m at 11.4% WO(3) (TTR063). Together with
the 15 holes drilled in 2014, this confirms an outstanding
exploration target in the north-eastern area of the licence.
In April 2018, the technical team carried out a month-long RC
drilling programme including 29 holes with 1,515 metres of total
drilling, completed in depths of 5 to 70 metres. As announced on 7
June 2018, this identified very high tungsten grade intersections,
including 1 metre at 2.851% WO(3) (TARC011) and 3 metres at 1.165%
WO(3) (TARCO14). Over 11 assays reported over 1% WO(3) . The RC
holes were drilled at an angle to the primary strike and the
drilling programme has enabled the team to model the tungsten
resource. The next step will be resource modelling with a view to
prepare a trial mine application in 2019.
Initial results have reported some very high-grade tungsten
zones have been intersected which provides greater reassurance that
this project can provide additional high-grade feed to the Régua
mine development, just 20km to the north. The results also provide
greater clarity on the geological structure and the potential to
follow grade extensions.
CAA Portalegre - Gold
São Martinho currently has a JORC gold resource of over
110,000oz. Results from the drilling campaign in 2017 provided very
promising results with a thick intersection of over 55m of gold at
2.34g/t. These results provide a solid base to drive extension
drilling with the potential for a materially larger resource.
In May 2018, the Portuguese technical team commenced a 15-hole,
2,000 metre RC drilling programme with a view to materially
increase the JORC resource. Initial results were received in July
2018, which highlighted continued strong gold intersections,
enabling the team to further delineate the deposit. The evaluation
work on this programme remains ongoing.
The overall results of the RC drilling campaign will form part
of the update for the upgrade to the JORC compliant mineral
resource estimate.
In November, the Company appointed SRK Consulting (UK) Ltd to
complete the upgraded São Martinho gold deposit resource estimate
which is now scheduled for completion in Q2 2019.
Monforte-Tinoca - Copper
The Monforte-Tinoca Copper exploration licence, which contains
the Tinoca and Azeiteiros former copper mines, was granted to W in
July 2016. Geophysics surveys were carried out in 2018 using both
Induced Polarisation / Electric Resistivity and Transient
Electromagnetics methods across the target Copper zones. The RC
drilling (1,500m in total) completed mid-year yielded limited
results and as a result W has decided to discontinue this
exploration licence and focus its resources on the higher value
Gold and Tungsten opportunities in Portugal.
Finance
In April 2018, the Company completed a placing to raise GBP1.5
million through the placement of 300,000,000 ordinary shares of
0.1p per share ("Ordinary Shares") at 0.5p per Ordinary Share.
In November 2018, the Company completed a placing to raise
GBP1.5m through the placement of 306,122,449 ordinary shares of
0.1p per share ("Ordinary Shares") at 0.49p per Ordinary Share.
This brought the well-known institutional fund manager Miton Group
on to the register and significantly strengthened institutional
participation in the register.
Executive Appointments
Mr Pablo Neira and Mr James Argalas were appointed as
Non-Executive Directors of the Company in September. As W
transitions to a significant tungsten producer, the appointment of
Pablo and James to the Board comes at a time when their significant
industrial and financial experience is already providing valuable
counsel, insight and support. Both are based in Madrid and bring
real time Spain based networks and financial and operational
capability to the W Resources team.
In the same month, the Company appointed Juan Garcia Valledor as
La Parrilla Operations Manager and Tomás Bragado as La Parrilla
Plant Manager. Both executives have extensive operational
experience in the Spanish mining and metals industry and join W's
executive team in the lead up to the start of mining and completion
of construction of the Crusher Plant and Jig & Mill Plant prior
to the end of the year and the Concentrator Plant in the new
year.
Outlook
La Parrilla is fully funded and under full project development.
The project is on budget and with all major plant and non-plant
infrastructure complete with the exception of the large-scale
Concentrator Plant which is on track for construction completion
mid-year. Tungsten and tin production and sales have commenced and
are set to rise to larger scale production levels at low cost in
2019. Achievement of this objective will transform W Resources.
Régua in Portugal is approved and has advanced and will follow
closely behind the development of La Parrilla. Exploration success
at Tarouca will feed into and further enhance Régua hub development
economics.
Steady advanced exploration and trial mine progress at our São
Martinho gold project will further enhance investor returns.
The team with the strong support of the Board is executing
development well and this is a credit to the calibre of the
management team.
Mr M Masterman, Chairman,
W Resources Plc
30 April 2019
W RESOURCES PLC
GROUP STRATEGIC REPORT
FOR THE YEARED 31 DECEMBER 2018
The Directors present their strategic report of the company and
the Group for the year ended 31 December 2018.
REVIEW OF BUSINESS
The results for the year and the financial position of the Group
and the Company at the year-end are as shown in the annexed
financial statements.
The Group has incurred a loss after tax of GBP4,051,000 for the
year ended 31 December 2018. This is driven by exchange losses of
GBP2,173,000 on translation of the US dollar denominated BlackRock
loan into Sterling at 31 December 2018, finance costs associated
with the Black Rock loan of GBP873,000 and an impairment charge of
GBP317,000 on discontinuation of the Portuguese Monforte-Tinoca
copper exploration licence. An operating loss of GBP806,000 was
incurred in the year to 31 December 2018, compared to an operating
loss of GBP711,000 for the year to 31 December 2017.
Detailed reviews of activities, business developments and
projects are included within the Chairman's Statement.
PRINCIPAL RISKS AND UNCERTAINTIES
The Group uses various financial instruments. These include
cash, loans and various other items, such as trade debtors and
trade creditors that arise directly from its operations. The main
purpose of these financial instruments is to raise finance for the
Company's operations.
The existence of these financial instruments exposes the Company
to a number of financial risks, which are described in more detail
below. The Directors review and agree policies for managing each of
these risks and they are summarised below. These policies have
remained unchanged from previous years.
Price Risk
The Directors consider that the price of tungsten is an area of
potential risk. This is reviewed on a constant basis by the Board
and Senior Management.
Liquidity Risk
The Group seeks to manage financial risk by ensuring sufficient
liquidity is available to meet foreseeable needs and to invest cash
assets safely and profitably.
Currency Risk
The Group principally operates in GBP and EUR and has borrowings
in US$. It does not currently consider the risk of exposure to be
material. As such the Directors do not currently consider it
necessary to enter into forward exchange contracts. This situation
is monitored on a regular basis.
ON BEHALF OF THE BOARD:
...................................................
Mr Michael Masterman
Chairman
Date: 30 April 2019
W RESOURCES PLC
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE
INCOME
FOR THE YEARED 31 DECEMBER 2018
2018 2017
CONTINUING OPERATIONS Notes GBP'000 GBP'000
Revenue 2 196
Cost of sales (196) -
-------- --------
GROSS PROFIT - -
Administrative expenses (806) (711)
OPERATING LOSS BEFORE EXCEPTIONAL ITEMS (806) (711)
Exceptional items 148 -
-------- --------
OPERATING LOSS (658) (711)
Finance costs 4 (971) (21)
Exchange losses (2,173) -
Impairment charge (317) -
-------- --------
LOSS BEFORE INCOME TAX 5 (4,119) (732)
Income tax 6 68 (126)
-------- --------
LOSS FOR THE YEAR (4,051) (858)
OTHER COMPREHENSIVE INCOME
Items that will not be reclassified to
profit or loss:
Translation reserve 819 433
Income tax relating to items that will
not be reclassified to profit or loss - -
-------- --------
OTHER COMPREHENSIVE INCOME FOR THE YEAR,
NET OF INCOME TAX 819 433
TOTAL COMPREHENSIVE INCOME FOR THE YEAR (3,232) (425)
======== ========
Loss per share expressed in pence per
share: 8
Basic -0.07 -0.02
Diluted -0.07 -0.02
======== ========
W RESOURCES PLC
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2018
ASSETS 2018 2017
NON-CURRENT ASSETS Notes GBP'000 GBP'000
Intangible assets 9 23,867 13,618
Property, plant and equipment 10 16,640 2,204
Investments 11 - -
--------- ---------
40,507 15,822
--------- ---------
CURRENT ASSETS
Inventories 12 161 47
Trade and other receivables 13 5,901 1,055
Cash and cash equivalents 14 6,087 451
--------- ---------
12,149 1,553
--------- ---------
TOTAL ASSETS 52,656 17,375
========= =========
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital 15 5,784 5,157
Share premium 16 26,488 24,146
Share based payment reserve 16 1,455 60
Merger reserve 16 909 909
Translation reserve 16 1,599 780
Retained earnings 16 (19,100) (15,049)
--------- ---------
TOTAL EQUITY 17,135 16,003
--------- ---------
LIABILITIES
NON-CURRENT LIABILITIES
Financial liabilities - borrowings
Interest bearing loans and borrowings 18 30,268 -
--------- ---------
CURRENT LIABILITIES
Trade and other payables 17 5,253 902
Financial liabilities - borrowings
Interest bearing loans and borrowings 18 - 344
Tax payable - 126
--------- ---------
5,253 1,372
--------- ---------
TOTAL LIABILITIES 35,521 1,372
--------- ---------
TOTAL EQUITY AND LIABILITIES 52,656 17,375
========= =========
The financial statements were approved by the Board of Directors
on 30 April 2019 and were signed on its behalf by:
...................................................
Mr Michael Masterman
Chairman
W RESOURCES PLC
COMPANY STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2018
ASSETS 2018 2017
NON-CURRENT ASSETS Notes GBP'000 GBP'000
Intangible assets 9 - -
Property, plant and equipment 10 - -
Investments 11 1,520 1,520
--------- ---------
1,520 1,520
--------- ---------
CURRENT ASSETS
Trade and other receivables 13 46,386 17,665
Cash and cash equivalents 14 4,348 191
--------- ---------
50,734 17,856
--------- ---------
TOTAL ASSETS 52,254 19,376
========= =========
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital 15 5,784 5,157
Share premium 16 26,488 24,146
Share based payment reserve 16 1,455 60
Merger reserve 16 909 909
Translation reserve 16 (98) (98)
Retained earnings 16 (12,741) (11,267)
--------- ---------
TOTAL EQUITY 21,797 18,907
--------- ---------
LIABILITIES
NON-CURRENT LIABILITIES
Financial liabilities - borrowings
Interest bearing loans and borrowings 18 30,268 -
--------- ---------
CURRENT LIABILITIES
Trade and other payables 17 189 344
Tax payable - 125
--------- ---------
189 469
--------- ---------
TOTAL LIABILITIES 30,457 469
--------- ---------
TOTAL EQUITY AND LIABILITIES 52,254 19,376
========= =========
The financial statements were approved by the Board of Directors
on 30 April 2019 and were signed on its behalf by:
...................................................
Mr Michael Masterman
Chairman
W RESOURCES PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 31 DECEMBER 2018
Share
Called Based
up
Share Retained Share Payment Merger Translation Total
Capital Earnings Premium Reserve Reserve Reserve Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 January
2017 4,360 (14,191) 22,381 60 909 347 13,866
Changes in equity
Issue of share capital 797 - 1,765 - - - 2,562
Total comprehensive income - (858) - - - 433 (425)
Transactions with owners - - - - - - -
-------- --------- -------- -------- -------- ------------ --------
Balance at 31 December
2017 5,157 (15,049) 24,146 60 909 780 16,003
-------- --------- -------- -------- -------- ------------ --------
Changes in equity
Issue of share capital 627 - 2,342 - - - 2,969
Total comprehensive income - (4,051) - - - 819 (3,232)
Transactions with owners - - - 1,395 - - 1,395
-------- --------- -------- -------- -------- ------------ --------
Balance at 31 December
2018 5,784 (19,100) 26,488 1,455 909 1,599 17,135
======== ========= ======== ======== ======== ============ ========
W RESOURCES PLC
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 31 DECEMBER 2018
Share
Called Based
up
Share Retained Share Payment Merger Translation Total
Capital Earnings Premium Reserve Reserve Reserve Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 January
2017 4,360 (11,261) 22,381 60 909 (98) 16,351
Changes in equity
Issue of share capital 797 - 1,765 - - - 2,562
Total comprehensive income - (6) - - - - (6)
Transactions with owners - - - - - - -
-------- --------- -------- -------- -------- ------------ --------
Balance at 31 December
2017 5,157 (11,267) 24,146 60 909 (98) 18,907
-------- --------- -------- -------- -------- ------------ --------
Changes in equity
Issue of share capital 627 - 2,342 - - - 2,969
Total comprehensive income - (1,475) - - - - (1,475)
Transactions with owners - - - 1,395 - - 1,395
-------- --------- -------- -------- -------- ------------ --------
Balance at 31 December
2018 5,784 (12,742) 26,488 1,455 909 (98) 21,796
======== ========= ======== ======== ======== ============ ========
W RESOURCES PLC
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEARED 31 DECEMBER 2018
2018 2017
Cash flows from operating activities Notes GBP'000 GBP'000
Cash generated from operations 1 5,372 (709)
Interest paid (98) (21)
Finance costs paid (4,764) -
Tax paid (58) -
--------- --------
Net cash from operating activities 452 (730)
--------- --------
Cash flows from investing activities
Purchase of intangible fixed assets (9,364) (1,577)
Purchase of tangible fixed assets (12,839) (311)
--------- --------
Net cash from investing activities (22,203) (1,888)
--------- --------
Cash flows from financing activities
New loans in year 24,761 168
Loan repayments in year (344) (35)
Amount introduced by directors - 16
Share issue 627 797
Share issue premium 2,463 1,879
Share issue costs (120) (113)
--------- --------
Net cash from financing activities 27,387 2,712
--------- --------
Increase in cash and cash equivalents 5,636 94
Cash and cash equivalents at beginning
of year 2 451 357
--------- --------
Cash and cash equivalents at end of year 2 6,087 451
========= ========
W RESOURCES PLC
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEARED 31 DECEMBER 2018
2018 2017
Cash flows from operating activities Notes GBP'000 GBP'000
Cash generated from operations 1 (20,307) (2,570)
Interest paid (1) -
Finance costs paid (3,910) -
Tax paid (56) -
--------- --------
Net cash from operating activities (24,274) (2,570)
--------- --------
Cash flows from investing activities
Interest received 700 85
Net cash from investing activities 700 85
--------- --------
Cash flows from financing activities
New loans in year 24,761 -
Share issue 627 797
Share issue premium 2,463 1,879
Share issue costs (120) (113)
--------- --------
Net cash from financing activities 27,731 2,563
--------- --------
Increase in cash and cash equivalents 4,157 78
Cash and cash equivalents at beginning
of year 2 191 113
--------- --------
Cash and cash equivalents at end of year 2 4,348 191
========= ========
W RESOURCES PLC
NOTES TO THE STATEMENTS OF CASH FLOWS
FOR THE YEARED 31 DECEMBER 2018
1. RECONCILIATION OF (LOSS) / PROFIT BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS
2018 2017
Group GBP'000 GBP'000
Loss before income tax (4,119) (732)
Depreciation charges 226 212
Translation reserve 652 (7)
Share warrants issued 237 -
Share options issued 103 -
Impairment of intangible assets 317 -
Finance costs 971 21
Exchange losses on new loans 2,648 -
--------- --------
1,035 (506)
Increase in inventories (114) (47)
(Increase) / decrease in trade and other
receivables 100 (163)
Increase in trade and other payables 4,351 7
--------- --------
Cash generated from operations 5,372 (709)
========= ========
Company
(Loss) / profit before income tax (1,544) 119
Increase in inter-group loans (22,669) (2,624)
Share warrants issued 237 -
Share options issued 103 -
Finance costs 720 -
Finance income (700) (85)
Exchange losses on new loans 2,648 -
(21,205) (2,590)
(Increase) / decrease in trade and other
receivables 1,011 (6)
(Decrease) / increase in trade and other
payables (113) 26
--------- --------
Cash generated from operations (20,307) (2,570)
========= ========
2. CASH AND CASH EQUIVALENTS
The amounts disclosed on the Statements of Cash Flows in respect
of cash and cash equivalents are in respect of these Statement of
Financial Position amounts:
Group Company
31.12.18 1.1.18 31.12.18 1.1.18
GBP'000 GBP'000 GBP'000 GBP'000
Year ended 31 December
2018
Cash and cash equivalents 6,087 451 4,348 191
========= ======== ========= ===============
31.12.17 1.1.17 31.12.17 1.1.17
GBP'000 GBP'000 GBP'000 GBP'000
Year ended 31 December
2017
Cash and cash equivalents 451 357 191 113
========= ======== ========= ===============
W RESOURCES PLC
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARED 31 DECEMBER 2018
2. REVENUE
Segmental reporting
2017
Mineral
By Business Segment: Corporate Exploration Total
GBP'000 GBP'000 GBP'000
Revenue - - -
Gain / (loss)
for the year (26) (832) (858)
---------- ------------ ---------
Balance Sheet - Segment Assets 229 17,146 17,375
- Segment Liabilities (361) (1,011) (1,372)
---------- ------------ ---------
Net Assets (132) 16,135 16,003
========== ============ =========
By Geographical Iberia UK Total
Sector
GBP'000 GBP'000 GBP'000
Revenue - - -
Gain / (loss)
for the year (832) (26) (858)
---------- ------------ ---------
Balance Sheet - Segment Assets 17,146 229 17,375
- Segment Liabilities (1,011) (361) (1,372)
---------- ------------ ---------
Net Assets 16,135 (132) 16,003
========== ============ =========
2018
Mineral
By Business Segment: Corporate Exploration Total
GBP'000 GBP'000 GBP'000
Revenue - 196 196
Gain / (loss)
for the year (3,138) (913) (4,051)
Balance Sheet - Segment Assets 7,617 45,038 52,655
- Segment Liabilities (30,385) (5,135) (35,520)
---------- ------------ ---------
Net Assets (22,768) 39,903 17,135
========== ============ =========
By Geographical Iberia UK Total
Sector
GBP'000 GBP'000 GBP'000
Revenue 196 - 196
Gain / (loss)
for the year (913) (3,138) (4,051)
Balance Sheet - Segment Assets 45,038 7,617 52,655
- Segment Liabilities (5,135) (30,385) (35,520)
---------- ------------ ---------
Net Assets 39,903 (22,768) 17,135
========== ============ =========
4. NET FINANCE COSTS
2018 2017
Finance costs: GBP'000 GBP'000
Other finance costs 98 21
Loan costs 873 -
-------- --------
971 21
======== ========
5. LOSS BEFORE INCOME TAX
The loss before income tax is stated after charging /
(crediting):
2018 2017
GBP'000 GBP'000
Depreciation - owned assets 171 157
Intangible assets amortisation 55 54
Auditors' remuneration 25 26
Auditors' remuneration for non-audit work 3 2
Impairment charge 317 -
Exceptional items (148) -
======== ========
A total of GBP272,000 (2017: GBP120,000) relating to M
Masterman's consultancy fees were capitalised in intangible assets
in 2018.
An exceptional loss of (GBP148,0000) in 2016 related to a review
by HMRC of the Company's VAT position resulting in the suspension
of the Company's VAT registration number and a deemed
irrecoverability of VAT, which was provided for in the financial
statements. The Company disputed HMRC's decision and the review was
concluded during this financial year.
It was concluded at tribunal that the Company's VAT registration
be reinstated and that VAT may be claimed from 1 July 2014 onwards.
During the current year and in previous years no VAT was reclaimed
and expenditure in 2017 and 2018 is shown gross of VAT. In 2018
however, an adjustment has been made to reverse the provision made
in 2016 and to adjust the Statement of profit and loss for all
unclaimed VAT. The reduction is shown as an exceptional gain in
2018, and totals GBP148,000.
The impairment charge of GBP317,000 relates only to the
Monforte-Tinoca copper exploration area. The assay results did not
demonstrate a regular distribution of significant mineralisation or
grade, nor any potential extension of the ore body, to justify a
positive future financial return. Given these results, the Company
decided not to extend nor renew the exploration licence. The area
was discontinued effective from 6 November 2018, resulting in this
impairment charge and equal to the capitalised exploration
expenditure incurred form the date it was awarded until 31 December
2018.
6. INCOME TAX
Analysis of tax (income) / expense
2018 2017
GBP'000 GBP'000
Current tax:
Tax (68) 126
-------- --------
Total tax (income) / expense in consolidated
statement of profit or loss and other comprehensive
income (68) 126
======== ========
Factors affecting the tax expense
The tax assessed for the year is higher than the standard rate
of corporation tax in the UK. The difference is explained
below:
2018 2017
GBP'000 GBP'000
Loss before income tax
(4,119) (732)
Loss multiplied by the standard rate of
corporation tax in the UK of 19% (2017 -
19%) (783) (139)
Effects of:
Share options cost disallowed (20) -
Share warrants cost disallowed (45) -
Benefit of losses brought forward (3,684) (3,544)
Benefit of losses carried forward 4,464 3,684
Interest taxed above current year losses - 123
Effect of change in rate of tax - 2
Tax (income) / expense (68) 126
======== ========
8. LOSS PER SHARE
Basic loss per share is calculated by dividing the loss
attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the period.
Diluted loss per share is calculated using the weighted average
number of shares adjusted to assume the conversion of all dilutive
potential ordinary shares. The share options issued during 2016 and
2018 are considered to be anti-dilutive in accordance with IAS 33
as on conversion they would decrease loss per share from continuing
operations.
Reconciliations are set out below 2018
Weighted
Average
Number Per Share
Loss of Shares Amount
GBP'000 (millions) Pence
Basic loss per share
Loss attributable to ordinary shareholders (4,051) 5,423 -0.07
Effect of dilutive securities - - -
-------- ----------- ----------
Diluted loss per share
Adjusted loss (4,051) 5,423 -0.07
======== =========== ==========
Reconciliations are set out below 2017
Weighted
Average
Number Per Share
Loss of Shares Amount
GBP'000 (millions) Pence
Basic loss per share
Loss attributable to ordinary shareholders (858) 4,763 -0.02
Effect of dilutive securities - - -
-------- ----------- ----------
Diluted loss per share
Adjusted loss (858) 4,763 -0.02
======== =========== ==========
9. INTANGIBLE ASSETS
Exploration
Group & Evaluation
Costs
GBP'000
COST
At 1 January 2018 13,847
Additions 10,479
Exchange differences 144
-------------
At 31 December 2018 24,470
-------------
AMORTISATION
At 1 January 2018 229
Amortisation for year 55
Impairments 317
Exchange differences 2
-------------
At 31 December 2018 603
-------------
NET BOOK VALUE
At 31 December 2018 23,867
=============
Exploration
Group & Evaluation
Costs
GBP'000
COST
At 1 January 2017 11,887
Additions 1,577
Exchange differences 383
-------------
At 31 December 2017 13,847
-------------
AMORTISATION
At 1 January 2017 169
Amortisation for year 54
Exchange differences 6
-------------
At 31 December 2017 229
-------------
NET BOOK VALUE
At 31 December 2017 13,618
=============
The above represents capitalised testing works and
concessions costs acquired.
10. PROPERTY, PLANT AND EQUIPMENT
Group Plant &
Machinery
GBP'000
COST
At 1 January 2018 2,748
Additions 14,583
Exchange differences 30
----------
At 31 December 2018 17,361
----------
DEPRECIATION
At 1 January 2018 544
Charge for year 171
Exchange differences 6
----------
At 31 December 2018 721
----------
NET BOOK VALUE
At 31 December 2018 16,640
==========
Group Plant &
Machinery
GBP'000
COST
At 1 January 2017 2,357
Additions 311
Exchange differences 80
----------
At 31 December 2017 2,748
----------
DEPRECIATION
At 1 January 2017 374
Charge for year 157
Exchange differences 13
----------
At 31 December 2017 544
----------
NET BOOK VALUE
At 31 December 2017 2,204
==========
11. INVESTMENTS
Company Shares in
Group
Undertakings
GBP'000
COST
At 1 January 2018
and 31 December 2018 1,520
-------------
NET BOOK VALUE
At 31 December 2018 1,520
=============
At 31 December 2017 1,520
=============
Company Shares in
Group
Undertakings
GBP'000
COST
At 1 January 2017
and 31 December 2017 1,520
-------------
NET BOOK VALUE
At 31 December 2018 1,520
=============
The Group or the Company's investments at the Statement of
Financial Position date in the share capital of companies include
the following:
Subsidiaries
Iberian Resources Spain SL
Registered office: Finca La Parrilla, 10132 Almoharin Caceres,
Spain
Nature of business: Tungsten mining, production, exploration
%
Class of shares: Holding
Ordinary 100.00
2018 2017
GBP'000 GBP'000
Aggregate capital and reserves (3,718) (2,402)
======== ========
Copper Gold Resources Plc (Group)
Registered office: 27/28 Eastcastle Street, London W1W 8DH
Nature of business: Tungsten mining exploration, development
%
Class of shares: Holding
Ordinary 100.00
2018 2017
GBP'000 GBP'000
Aggregate capital and reserves (211) 233
======== ========
Iberian Resources Portugal LDA
Registered office: Lugar das Mozes, 5110-159 Armamar,
Portugal
Nature of business: Mineral Exploration
%
Class of shares: Holding
Copper Gold Resources Plc owns 100.00
2018 2017
GBP'000 GBP'000
Aggregate capital and reserves (280) 121
======== ========
12. INVENTORIES
Group
2018 2017
GBP'000 GBP'000
Concentrate for re-sale 161 47
======== ========
13. TRADE AND OTHER RECEIVABLES
Group Company
2018 2017 2018 2017
GBP'000 GBP'000 GBP'000 GBP'000
Current:
Other debtors 930 410 52 10
Other prepayments 1,079 645 28 25
Finance cost prepayments 953 - 781 -
>1 year:
Amounts owed by group undertakings - - 43,116 17,630
Finance cost prepayments 2,939 - 2,409 -
-------- -------- ---------- --------
5,901 1,055 46,386 17,665
======== ======== ========== ========
14. CASH AND CASH EQUIVALENTS
Group Company
2018 2017 2018 2017
GBP'000 GBP'000 GBP'000 GBP'000
Bank accounts 6,087 451 4,348 191
======== ======== ========== ========
15. CALLED UP SHARE CAPITAL
Nominal 2018 2017
Number Class Value GBP'000 GBP'000
5,784,197,054 (2017: 5,156,646,034) Ordinary 0.1p 5,784 5,157
======== ======== ========
627,551,020 Ordinary Shares of 0.1p were issued during the year
for cash as follows:
- On 21 February 2018, 21,428,571 Ordinary Shares of 0.1p each
were issued at a premium of 0.32p raising GBP90,000. This was the
exercise of 21,428,571 share warrants issued last year.
- On 05 April 2018, 300,000,000 Ordinary Shares of 0.1p each
were issued at a premium of 0.40p raising GBP1,500,000.
- On 27 November 2018, 306,122,449 Ordinary Shares of 0.1p each
were issued at a premium of 0.39p raising GBP1,500,000.
At the year-end there were 554,034,000 Share Warrants in issue
that were yet to be exercised. (2017: 267,857,141). An early
exercise option has been offered to warrant holders since the
balance sheet date, per note 20.
16. RESERVES
Share
Group Based
Retained Share Payment
Earnings Premium Reserve
GBP'000 GBP'000 GBP'000
At 1 January 2018 (15,049) 24,146 60
Deficit for the year (4,051) - -
Cash share issue - 2,462 -
Cost of share issue - (120) -
Share warrants issued - - 1,292
Share options issued - - 103
--------- -------- --------
At 31 December 2018 (19,100) 26,488 1,455
========= ======== ========
Group Merger Translation
Reserve Reserve Totals
GBP'000 GBP'000 GBP'000
At 1 January 2018 909 780 10,846
Deficit for the year - - (4,051)
Cash share issue - - 2,462
Cost of share issue - - (120)
Trans to translation reserve - 819 819
Share warrants issued - - 1,292
Share options issued - - 103
-------- ------------ --------
At 31 December 2018 909 1,599 11,351
======== ============ ========
Share
Company Based
Retained Share Payment
Earnings Premium Reserve
GBP'000 GBP'000 GBP'000
At 1 January 2018 (11,267) 24,146 60
Deficit for the year (1,475) - -
Cash share issue - 2,463 -
Cost of share issue - (120) -
Share warrants issued - - 1,292
Share options issued - - 103
--------- -------- --------
At 31 December 2018 (12,742) 26,489 1,455
========= ======== ========
Company Merger Translation
Reserve Reserve Totals
GBP'000 GBP'000 GBP'000
At 1 January 2018 909 (98) 13,750
Deficit for the year - - (1,475)
Cash share issue - - 2,462
Cost of share issue - - (120)
Share warrants issued - - 1,292
Share options issued - - 103
-------- ------------ --------
At 31 December 2018 909 (98) 16,013
======== ============ ========
17. TRADE AND OTHER PAYABLES
Group Company
2018 2017 2018 2017
GBP'000 GBP'000 GBP'000 GBP'000
Current:
Trade creditors 5,188 740 54 70
Amounts owed to group undertakings - - 73 115
Other creditors 1 136 1 136
Accrued expenses 64 26 61 23
-------- -------- ---------- --------
5,253 902 189 344
======== ======== ========== ========
18. FINANCIAL LIABILITIES - BORROWINGS
In November 2017, a loan of GBP133,097 was granted by the Banco
Bilbao Vizcaya to Iberian Resources Spain SL. Repayment. This loan
was repaid in its entirety in February 2018.
On 20 October 2014, Beronia Investments Pty granted Iberian
Resources Spain SL a short-term loan of EUR200,000 to cover VAT
receivables. This remained outstanding at 31 December 2017, and it
was repaid in its entirety on 21 February 2018. This loan had an
interest rate of 5% per annum. Interest in the year was recognised
in the profit and loss account of GBPNil (2017 GBP16,000). The
converted balance included in financial liabilities - borrowings at
the year-end was GBPNil (2017; GBP211,000).
On 14 February 2018, W Resources signed a Credit and Guaranty
Agreement with BlackRock Financial Management Inc. to provide a
US$35 million secured term loan facility to the Company to fund the
La Parrilla mine development. The first US$13.125 million was drawn
in February 2018 and the balance of US$21.875 million was funded in
May 2018.
The key terms of the Credit and Guaranty Agreement with
BlackRock Financial Management Inc. are as follows:
- The Loan is for a scheduled term of five years, with a two
year non-call period. The Company has the right to repay the Loan
after two years for a premium of 5%, after three years for a
premium of 3%, and after four years for no premium; the Loan is
secured over the value of the Group's intangible and tangible
assets in Spain and in Portugal as well as the stream of future
revenues expected from off take agreements.
- Subject to any early repayment permitted or required under the
Agreement, repayment will be made by way of a cash flow sweep,
utilising free cash to repay the loan; it is not expected that cash
will be available within the initial two-year period and therefore
the full amount of the loan has been recognised as payable between
2-5 years.
- The Loan is subject to an average 5-year interest rate of
12.6%, being 14% in the first year, 13% in the second year and 12%
thereafter;
- First year interest is added to the value of the principal,
while 50% of the second-year interest is added to the value of the
principal and 50% is payable in cash; from the third year onwards
interest will be fully payable in cash on quarterly anniversaries
of the loan agreement.
- Lenders received a non-refundable upfront fee of 3% of the
face value of each of the respective Loan disbursements;
- Lenders received warrants totalling 5% of W Resources Plc
fully diluted equity. These have been valued at 5% of the total
loan value GBP1,292,000 (note 21)
- The value of the loan included in the statement of financial
position at the balance sheet date is GBP30,268,000 (2017: Nil)
- During the year interest of GBP2,801,000 was incurred on the
Loan. This was added to the loan capital during the year and
recharged by W Resources PLC to its subsidiary Iberian Resources
Spain SL where it was capitalised in Intangible and in Tangible
assets in proportion to the expenditure on each of these categories
during the year, and in accordance with the Groups accounting
policy for loan interest.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
FR LLFSISRIIVIA
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