TIDMWSBN
RNS Number : 3809E
Wishbone Gold PLC
29 June 2023
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the Company's obligations under Article 17 of MAR
29 June 2023
Wishbone Gold Plc
("Wishbone" or the "Company")
Wishbone Gold Plc / Index: AIM: WSBN / Sector: Natural Resources
/ AQSE: WSBN
Final Results for the Year ended 31 December 2022
Wishbone Gold Plc (AIM: WSBN, AQSE: WSBN), the dedicated gold
and precious metals exploration company with assets in Australia,
is pleased to announce its final results covering the 12 months to
31(st) December 2022. The Chairman's Statement and Financial
Statement are set out below and the full Report and Accounts is
available on the Company's website www.wishbonegold.com.
Wishbone has three major exploration properties in Australia and
three minor prospects. Two of these are located in the Pilbara
region of Western Australia ("WA") and the third is in the
Mingela-Charters Towers region in Queensland. The Company's
flagship project is Red Setter, as previously announced this has
been judged by Expert Geophysics to be analogous to Newcrest's
Telfer mine 13km away.
Cottlesloe, 35km south-east of Red Setter, has deposits visible
at surface of silver and lead: metals which are essential for
battery and electric car production. In Queensland, the Wishbone II
project has almost doubled in size recently with the addition of
Wishbone VI which could host deposits similar to the Ravenswood
mine located to the south-east.
Highlights
-- 2022 has been a year of progress for the Company with
positive developments at our assets in Western Australia and
Queensland
-- The 2022 exploration season started in March with obtaining
additional Heritage Clearance surveys on Red Setter and
Cottesloe
-- The drill program on Red Setter produced exciting results
with every hole drilled returning grades of copper or gold with
significant intercepts
-- During Q4 2022 and since the start of this year we have
deployed a number of new exploration techniques for further
analysis which has enabled much improved targeting across the
properties in WA
-- Wishbone acquired the Anketell project and completed magnetic
modelling over the large anomaly in the centre of the tenement
which could prove to be notable
-- The RC drill program at Wishbone II and IV proceeded smoothly
with copper and gold mineralisation found throughout multiple holes
drilled
Richard Poulden, Chairman of Wishbone Gold, said : "We saw some
very promising results from our extensive drill programmes and
continue to believe that we hold land that has significant
potential which underpins the inherent value in the group. Our
confidence was highlighted by the acquisition of acreage at
Cottesloe East at the start of this year which also has good
prospectivity and is strategically located."
For more information on Wishbone, please visit the Company's
website:
www.wishbonegold.com .
For further information, please contact:
Wishbone Gold PLC
Richard Poulden, Chairman
Tel: +971 4 584 6284
Beaumont Cornish Limited
(Nominated Adviser and AQUIS Exchange Corporate Adviser)
Roland Cornish/Rosalind Hill Abrahams
Tel: +44 20 7628 3396
SP Angel Corporate Finance LLP
(Broker)
Ewan Leggat / Kasia Brzozowska
Tel: +44 20 3470 0470
J&H Communications Ltd
(Financial PR)
George Hudson
Tel: +44 (0)7803 603130 / george@j-hcommunications.com
Chairman's Statement
Dear Shareholders,
2022 has been a year of progress for the Company with positive
developments at our assets in Western Australia and Queensland. The
drill program at Red Setter has produced exciting results as has
the RC drill program at Wishbone II and IV. After the period end,
we were delighted to acquire the acreage at Cottesloe East given
its prospectivity and strategic location. We continue to believe,
given the results of survey work completed to date and those
planned for the year ahead, that we hold land that has significant
potential and which underpins the inherent value in the Group.
The 2022 exploration season started in March with obtaining
additional Heritage Clearance surveys on Red Setter and Cottesloe.
We are focused on ensuring we have excellent relations with the
indigenous Martu community and we have the utmost respect for their
teams who do the surveys.
Western Australia exploration
The major event in our exploration calendar in 2022 was the
drill program on Red Setter. We have announced the results of this
program with every hole drilled returning grades of copper or gold
with significant intercepts. During the end of last year and during
2023, we have deployed a number of techniques for further analysis
including:
-- Mobile MagnetoTellurics ("Mobile MT" ) which is the most
advanced generation of airborne "AFMAG" technology. Utilising
naturally occurring electromagnetic fields in the frequency range
of 25 Hz - 21,000 Hz, MobileMT systems combine the latest advances
in electronics, airborne system design, and sophisticated signal
processing techniques.
-- Ambient Noise Tomography ("ANT"), a geophysical method that
uses faint ground vibrations produced by surface Rayleigh waves,
recorded by seismic stations to image the subsurface . The method
consists of doing cross-correlations of ambient seismic noise to
reconstruct Green's functions between pairs of stations.
-- Gravity surveys, which measure minute variations in gravity.
Gravity at every point on the surface of the earth varies slightly
depending on: distance from the equator, or density of the
underlying rocks. This enables the ability for rock density to be
detected using gravity variations.
As announced via RNS, this has enabled much improved targeting
across the properties with the knowledge gained from the drill
programs plus the additional analysis. This year, we will target
the source of the mineralisation with exploration focused on the
ground studies we have done during the off season.
In particular, I would draw your attention to the RNS of 4(th)
April 2023 where, following the Mobile MT survey, Expert
Geophysics, an airborne geophysical survey specialist, stated that
it saw Red Setter as an analogue of Newcrest's Telfer mine located
only a few kilometres away. The significance of this is that Telfer
is a major deposit with low (but viable) grades across a large area
which contrasts with Greatland's Havieron project which is a
high-grade deposit within a much smaller area than Telfer or Red
Setter. Both types of deposit are equally viable as has been shown
with the long-term success of the 20m oz plus of gold mined from
Telfer.
Figure 1: Drilling at Red Setter
During the year, Wishbone acquired the Anketell project and
completed magnetic modelling over the large anomaly in the centre
of the tenement. This anomaly could prove to be something quite
significant with further exploration.
In December 2022 we acquired Cottesloe East which is contiguous
to the existing Cottesloe project. This added 62 km(2) bringing the
total acreage to 165 km(2) . Further analysis was announced in
April and May 2023 which indicates major areas of interest across
the centre of the two tenements.
Finally, also in May, we announced we had been successful in
obtaining a grant of A$220,000 from the Western Australian
government for a co-funded drilling program on Cottesloe. We
anticipate starting this work in the third quarter this year and
look forward to the findings.
Queensland
The Queensland drill program which took place between June and
July in 2022 went off without a hitch with copper and gold
mineralisation found throughout multiple holes during the 2,500
metre RC program. (Figure 2)
The drilling was conducted across four different areas of
Wishbone II and IV with assays from the drill results returning the
makings of a large copper and gold Hyperthermal system as reported
in December.
We look forward to exploring Queensland further in the future
but with shareholder interest focused on Western Australia, this
remains our priority.
Figure 2: Drill Rig in Queensland
Figure 3: Exploration Properties Location Map in WA
Change of Advisers
In May 2023, we announced the appointment of S.P. Angel
Corporate Finance LLP as the Company's broker to replace
Peterhouse. We have also appointed Graeme Dixon's G-Force Capital
as advisers. Together, these substantially strengthen our financial
and analyst advisory team.
We are also adding J&H Communications as our corporate and
financial communications advisers to enhance our overall
communications with the market and to extend the reach of our
coverage.
Financial Review and Financing
At the end of the period under review, the accounts show that
Wishbone held cash balances totalling GBP 1,457,902 (2021:
GBP3,002,547). Administrative costs, excluding interest during the
year, were GBP 1,116,947 (2021: GBP1,194,053).
The Company continues its strategy of exploration on its
properties in Australia.
In conclusion, I would like to thank you all: staff,
shareholders and advisers for your hard work and support. We will
continue to announce news as soon as we are allowed by regulations
to do so.
___________________________
R O'D Poulden
Chairman
27 June 2023
Consolidated Income Statement
for the year ended 31 December 2022
Notes 2022 2021
GBP GBP
Discontinued Operations
Interest income - 17,605
Administration expenses 5 (37,512) (9,901)
(Loss)/income from discontinued
operations (37,512) 7,704
------------ -------------
Continuing Operations
Interest income - 16,340
Administration expenses 5 (1,079,435) (1,184,152)
------------ -------------
Operating loss (1,079,435) (1,167,812)
Foreign exchange loss (23,263) (80,049)
Loss from continuing operations
- before taxation (1,102,698) (1,247,861)
Tax on loss - -
------------ -------------
Loss from continuing operations (1,102,698) (1,247,861)
Loss for the financial year (1,140,210) (1,240,157)
Loss per share:
Basic and diluted (pence) (0.629) (0.746)
There are no recognised gains or losses other than disclosed
above and there have been no discontinued activities during the
year.
The notes on pages 31 to 50 form part of these financial
statements.
Consolidated Statement of Financial Position
as at 31 December 2022
Notes 2022 2021
GBP GBP
Current assets
Trade and other receivables 8 200,458 33,135
Cash and cash equivalents 1,457,902 3,002,547
1,658,360 3,035,682
-------------- -------------
Non-current assets
Intangible assets 10 4,900,173 1,460,055
4,900,173 1,460,055
-------------- -------------
Total assets 6,558,533 4,495,737
============== =============
Current liabilities 12 632,674 135,752
Equity
Share capital 13 3,016,333 2,991,216
Share premium 13 14,368,967 11,698,892
Share payment reserve 15 72,987 72,987
Translation adjustment (411,419) (411,419)
Foreign exchange reserve (201,366) (212,258)
Accumulated losses (10,919,643) (9,779,433)
5,925,859 4,359,985
Total equity and liabilities 6,558,533 4,495,737
============== =============
The financial statements were approved by the board and
authorised for issue on 27 June 2023 and signed on its behalf
by:
A.D. Gravett R O'D Poulden
Director Director
The notes on pages 31 to 50 form part of these financial
statements.
Company Statement of Financial Position
as at 31 December 2022
Notes 2022 2021
GBP GBP
Current assets
Trade and other receivables 8 42,772 7,584
Loans 14 5,273,575 2,398,756
Cash and cash equivalents 1,234,703 2,430,728
6,551,050 4,837,068
-------------- -------------
Non-current assets
Investments 11 104,105 104,105
104,105 104,105
-------------- -------------
Total assets 6,655,155 4,941,173
============== =============
Current liabilities 12 122,050 92,607
Equity
Share capital 13 3,016,333 2,991,216
Share premium 13 14,368,967 11,698,892
Share payment reserve 15 72,987 72,987
Translation adjustment (411,419) (411,419)
Accumulated losses (10,513,763) (9,503,110)
-------------- -------------
6,533,105 4,848,566
Total equity and liabilities 6,655,155 4,941,173
============== =============
The financial statements were approved by the board and
authorised for issue on 27 June 2023 and signed on its behalf
by:
A.D. Gravett R O'D Poulden
Director Director
The notes on pages 31 to 50 form part of these financial
statements.
Consolidated Statement of Cash Flows
for the year ended 31 December 2022
Note 2022 2021
GBP GBP
Cash flows from operating activities
( 1,140,210 ( 1,240,157
Loss before tax ) )
Reconciliation to cash generated from
operations:
Write-off of receivable 34,505 -
Foreign exchange loss 23,263 80,049
Administrative expenses under share
option scheme - 72,987
------------
Operating cash flow before changes
in working capital (1,082,442) (1,087,121)
-------------
(Increase)/decrease in receivables (201,828) 325,420
Increase/(decrease) in payables 496,922 (164,720)
------------
Net cash flows used in operations (787,348) (926,421)
-------------
Cash flows from investing activities
Acquisition of intangible assets (3,119,926) (217,125)
Net cash flows used in investing
activities (3,119,926) (217,125)
-------------
Cash flows from financing activities
Issue of shares for cash 13 2,375,000 2,556,885
Net cash flows from financing activities 2,375,000 2,556,885
-------------
Effects of exchange rates on cash
and cash equivalents, including effects
of foreign exchange reserve (12,371) (12,891)
------------- ------------
Net increase in cash and cash equivalents (1,544,645) 1,400,448
Cash and cash equivalents at 1 January 3,002,547 1,602,099
------------- ------------
Cash and cash equivalents at 31 December 1,457,902 3,002,547
============= ============
The notes on pages 31 to 50 form part of these financial
statements.
Company Statement of Cash Flows
for the year ended 31 December 2022
Notes 2022 2021
GBP GBP
Cash flows from operating activities
Loss before tax (1,010,653) (1,063,781)
Reconciliation to cash generated
from operations:
Foreign exchange loss 23,263 80,049
Write-off of receivables (10,623) -
Administrative expenses under
share option scheme - 72,987
------------
Operating cash flow before changes
in working capital (998,013) (910,745)
(Increase)/decrease in receivables (2,579,192) 897,381
Increase/(decrease) in payables 29,433 (119,997)
Net cash flows used in operations (3,547,762) (133,361)
------------ ------------
Cash flows from financing activities
Issue of shares for cash 13 2,375,000 2,556,885
Net cash flow from financing
activities 2,375,000 2,556,885
------------ ------------
Effects of exchange rates on
cash and cash equivalents (23,263) 7,204
Net (decrease)/increase in cash
and cash equivalents (1,196,025) 2,430,728
Cash and cash equivalents at 1
January 2,430,728 -
------------ ------------
Cash and cash equivalents at 31
December 1,234,703 2,430,728
------------ ------------
The notes on pages 31 to 50 form part of these financial
statements.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
1. General Information
The consolidated financial statements of Wishbone Gold Plc (the
"Company") and its subsidiaries (the "Group") for the year ended 31
December 2022 were authorised for issue in accordance with a
resolution of the Company's
directors on 27 June 2023.
The Company was incorporated in Gibraltar under the name of
Wishbone Gold Plc as a public company under the Gibraltar Companies
Act 2014. The authorised share capital of the Company is
GBP8,000,000 divided into 8,000,000,000 shares of GBP0.001 each.
The registered office is located at Suite 16, Watergardens 5,
Waterport Wharf GX11 1AA , Gibraltar.
In November 2022, the Group completed the acquisition of the
Anketell Gold-Copper Project as per the agreement announced on 23
August 2022. The Anketell Gold- Copper Project is located 85km
north of the Company's Red Setter Gold-Copper Project in the
Patersons Range area in Western Australia.
In May 2023, the Group's application for a co-founded drill
program has been accepted by the Government of Western Australia.
Wishbone has been granted a contribution of A$220,000 for its
highly prospective Cottesloe project.
The Anketell Project consists of a single exploration licence
application E45/ 6198 covering an area of 10km2.This took the
Group's portfolio of properties to a total of 169.19 sqkm in
Western Australia and a total of 174 sqkm in the Wishbone project
group near Ravenswood in Queensland with a further 37.2 sqkm at
White Mountains further north.
Further share allotments have been made as disclosed in note
15.
2. Accounting Policies
Basis of preparation
The financial statements of the Group have been prepared in
accordance with International Financial Reporting Standards
("IFRS") as adopted by the United Kingdom applied in accordance
with the provisions of the Gibraltar Companies Act 2014 ("the
Act"). The Company and the Group changed the basis of financial
reporting from preparing the financial statements under IFRS as
adopted by the European Union to United Kingdom adopted IFRS. The
change in standards has no significant impact to the Company and
the Group's existing accounting policies and figures in the
previous year's financial reports.
In accordance with the Gibraltar Companies Act 2014, the
individual statement of financial position of the Company has been
presented as part of these financial statements. The individual
statement of comprehensive income has not been presented as part of
these financial statements as permitted by Section 288 of the Act.
The individual statement of comprehensive income of the Company
shows a loss for the year of GBP 1,010,653 (2021:
GBP1,063,781).
IFRS is subject to amendment and interpretation by the
International Accounting Standards Board ("IASB") and the
International Financial Reporting Interpretations Committee
("IFRIC"). The accounts have been prepared on the basis of the
recognition and measurement principles of IFRS that are applicable
for the year commencing 1 January 2022.
The consolidated financial statements have been prepared under
the historical cost convention. The principal accounting policies
set out in the succeeding pages have been consistently applied to
all years presented other than changes from the new and amended
standards and interpretations effective from 1 January 2022.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Going concern
The Group has incurred losses during the financial years ended
31 December 2022 and 31 December 2021.
In June 2020, the Group fundamentally changed its strategy and
re-focused on exploration in Australia. Initially, this was on the
existing properties in Queensland but during the latter part of
2020, early 2021, and also late 2022, the Group took options over
and acquired additional properties in Western Australia.
The presentation of this new strategy was received extremely
well by the markets with the Company's market capitalization rising
from GBP1.25m in June 2020 to over GBP30m by June 2021. This has
enabled the Company to raise GBP2.375m in 2022 (2021:
GBP2.57m).
The Directors have reviewed the financial condition of the Group
since 31 December 2022 and have considered the Group's cash
projections and funding plan for the 12 months from the date of
approval of these financial statements. The Group's current cash
situation without any additional funding can sustain the Company
for at least the next twelve months. This can of course be adjusted
in accordance with the results. All exploration is inherently
unpredictable as to the final outcome.
The Company has also demonstrated that it has the ability to
raise capital for its new strategy that it may require to
accelerate the exploration program if it desires.
The Board of Directors is confident that the Group has access to
sufficient funds to enable the Group to meet its liabilities as and
when they fall due for at least the next twelve months and also to
continue full operations in exploration.
Basis of consolidation
The Group's consolidated financial statements incorporate the
financial statements of the Company and its subsidiaries prepared
at 31 December each year. Control is achieved where the company has
power to govern the financial and operating policies of an investee
entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the
year are included in the consolidated income statement from the
effective date of acquisition or up to the effective date of
disposal, as 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 and balances and any unrealised
gains and losses arising from intra-group transactions are
eliminated in preparing the consolidated accounts.
In the parent company financial statements, the investment in
the subsidiaries is accounted for at cost.
Functional and presentational currencies
The individual financial information of the entity is measured
and presented in the currency of the primary economic environment
in which the entity operates (its functional currency).
As at 1 January 2021, the functional currency of the Company is
the Pounds Sterling ("GBP"). The Board of Directors considered that
the Group's source of funding is predominantly GBP denominated. As
a result, the Directors have determined that GBP is the currency
which best reflects the underlying transactions, events and
conditions relevant to the Group with effect from 1 January 2021
("the effective date of the change").
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Functional and presentational currencies - continued
In accordance with IAS 21 'The Effect of Changes in Foreign
Exchange Rates', the effect of a change in functional currency is
accounted for prospectively. All items were translated at the
exchange rate on the effective date of the change, being US$ 0.7321
to GBP1. The resulting translated amounts for non-monetary items
are treated as their historical cost. Share capital and premium
were translated at the historic rates prevailing at the dates of
the underlying transactions.
The effects of translating the Company's financial results and
financial position into GBP were recognized in the foreign currency
translation reserve.
The financial statements are presented in GBP including the
comparative figures. All amounts are recorded in the nearest GBP,
except when otherwise indicated.
Business combinations and goodwill
On acquisition, the assets and liabilities, and contingent
liabilities of subsidiaries are measured at their fair values at
the date of acquisition. Any excess of cost of acquisition over the
fair value of identifiable net assets acquired is recognised as
goodwill. Any deficiency of the cost of acquisition below the fair
value of identifiable net assets acquired (i.e., discount on
acquisition) is credited to the income statement in the period of
acquisition. Goodwill arising on consolidation is recognised as an
asset and reviewed for impairment at least annually. Any impairment
is recognised immediately in the income statement and is not
subsequently reversed.
Exploration and evaluation assets
Exploration and evaluation expenditure in relation to separate
areas of interest for which rights of tenure are current is carried
forward as an asset in the statement of financial position where it
is expected that the expenditure will be recovered through the
successful development and exploitation of an area of interest, or
by its sale; or exploration activities are continuing in an area
and activities have not reached a stage which permits a reasonable
estimate of the existence or otherwise of economically recoverable
reserves. Where a project or an area of interest has been
abandoned, the expenditure incurred thereon is written off in the
year in which the decision is made. Exploration and expenditure
ceases after technical feasibility and commercial viability of
extracting a mineral resource are demonstrable.
Property, plant and equipment
Property, plant and equipment is stated at cost less accumulated
depreciation. Cost is depreciated on a straight-line basis over
their expected useful lives as follows:
Machinery 15% per annum
Investments
Investments in group undertakings
Investments in group undertakings are measured at cost less any
impairments arising should the fair value after disposal costs be
lower than cost.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Impairment of non-financial assets
At each year end date, the Group reviews the carrying amounts of
its non-financial assets, which comprise of investments, tangible
and intangible assets, to determine whether there is any indication
that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the assets is
estimated in order to determine the extent of the impairment loss
(if any). Where the asset does not generate cash flows that are
independent from other assets, the Group estimates the recoverable
amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less cost to
sell, and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using
pre-tax discount rate that reflects current market assessments of
the time value of money and the risks specific to the asset, for
which the estimates of future cash flows have not been
adjusted.
If the recoverable amount of an asset (or cash generating unit)
is estimated to be less than its carrying amount, the carrying
amount of the asset (cash generating unit) is reduced to its
recoverable amount. An impairment loss is recognised as an expense
immediately, unless the relevant asset is carried at revalued
amount, in which case the impairment loss is treated as a
revaluation decrease.
Where an impairment loss subsequently reverses, the carrying
amount of the asset (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 (cash generating unit) in prior periods. A reversal
of impairment loss is recognised in the income statement
immediately.
In 2022, the Company did not recognise additional impairment of
its related party loans (2021: GBPNil).
Foreign currencies
The consolidated financial statements are presented in Gibraltar
Pounds Sterling ("GBP"), the presentation and functional currency
of the Company. All values are rounded to the nearest GBP.
Transactions denominated in a foreign currency are translated into
GBP at the rate of exchange at the date of the transaction or using
the average rate for the financial year. At the year-end date,
monetary assets and liabilities denominated in foreign currency are
translated at the rate ruling at that date. All exchange
differences are dealt with in the income statement.
On consolidation, the assets and liabilities of foreign
operations which have a functional currency other than GBP are
translated into GBP at foreign exchange rates ruling at the
year-end date. The revenues and expenses of these subsidiary
undertakings are translated at average rates applicable in the
period. All resulting exchange differences are recognised as a
separate component of equity. Foreign exchange gains or losses
arising from a monetary item receivable from or payable to a
foreign operation are recognised in the consolidated statement of
comprehensive income and disclosed as a separate component of
equity, such foreign exchange gains or losses are reclassified from
equity to the income statement on disposal of the net foreign
operation. The same foreign exchange gains or losses are recognised
in the stand-alone income statements of either the parent or the
foreign operation.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Foreign currencies - continued
In the statement of cash flows, cash flows denominated in
foreign currencies are translated into the presentation currency of
the Group at the average exchange rate for the year or the
prevailing rate at the time of the transaction where more
appropriate.
The closing exchange rate applied at the year-end date was AUD
1.7758 per GBP1 (2021: AUD 1.8624). The average exchange rate
applied at the year-end date was AUD 1.7767 per GBP1 (2021: AUD
1.8315).
The closing exchange rate applied at the year-end date was AED
4.4439 per GBP1 (2021: AED 4.9710). The average exchange rate
applied at the year-end date was AED 4.5128 per GBP1 (2021: AED
5.0493).
Segment reporting
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision-maker
as required by IFRS 8 "Operating Segments". The chief operating
decision-maker, who is responsible for allocating resources and
assessing performance of the operating segments, has been
identified as the Board of Directors.
The accounting policies of the reportable segments are
consistent with the accounting policies of the Group as a whole.
Segment loss represents the loss incurred by each segment without
allocation of foreign exchange gains or losses, investment income,
interest payable and tax. This is the measure of loss that is
reported to the Board of Directors for the purpose of the resource
allocation and the assessment of the segment performance.
When assessing segment performance and considering the
allocation of resources, the Board of Directors review information
about segment assets and liabilities. For this purpose, all assets
and liabilities are allocated to reportable segments (note 4).
Revenue recognition
The Group earns its revenues only from gold trading, which is
recognised at a point in time. Revenue is recognised when control
of a good or service transfers to a customer. A new five-step
approach is applied before revenue can be recognised:
identify contracts with customers;
identify the separate performance obligation;
determine the transaction price of the contract;
allocate the transaction price to each of the separate
performance obligations; and
recognise the revenue as each performance obligation is
satisfied.
The revenue recognition under IFRS 15 is similar to how the
Company has previously accounted for its revenues under the old
revenue accounting standards.
Trade and other receivables
Trade and other receivables are recognised initially at fair
value and subsequently measured at amortised cost less provision
for impairment.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Impairment of financial assets
The Group has adopted the expected credit loss model ("ECL") in
IFRS 9. The ECL is to be measured through a loss allowance at an
amount equal to:
-- the 12-month expected credit losses (ECL that result from
those default events on the financial instrument that are possible
within 12 months after the reporting date); or
-- full lifetime expected credit losses (ECL that result from
all possible default events over the life of the financial
instrument).
The Group only holds cash and trade and other receivables with
no financing component and therefore has adopted an approach
similar to the simplified approach to ECLs.
Provision for impairment (or the ECL) is established based from
full lifetime ECL and when there is objective evidence that the
Group will not be able to collect all amounts due according to the
original terms of the receivable. The amount of the impairment is
the difference between the asset's carrying amount and the present
value of the estimated future cash flows, discounted at effective
interest rate.
Cash and cash equivalents
Cash and cash equivalents comprise on demand deposits held with
banks.
Trade and other payables
Trade payables are initially measured at fair value, and
subsequently measured at amortised cost, using the effective
interest rate method.
Taxation
Current tax is provided at amounts expected to be paid (or
recovered) using the tax rates and laws that have been enacted or
substantively enacted by the year end date. Deferred taxation is
provided in full, using the liability method, on temporary
differences arising between the tax bases of assets and liabilities
and their carrying amounts in the consolidated financial
statements. However, if the deferred tax arises from the initial
recognition of an asset or liability in a transaction other than a
business combination that at the time of the transaction affects
neither accounting, nor taxable profit or loss, it is not accounted
for. Deferred tax is determined using tax rates and laws that have
been enacted (or substantively enacted) by the year end date and
are expected to apply when the related deferred tax asset is
realised or the deferred tax liability is settled.
Deferred tax assets are recognised to the extent that it is
probable that future taxable profit will be available against which
the temporary differences can be utilised.
Equity instruments
An equity instrument is any contract that evidences a residual
interest in the assets of the entity after deducting all of its
liabilities. Equity instruments issued by a group entity are
recorded at the proceeds received, net of any direct issue
costs.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
Share based payments
The Company has historically issued warrants and share options
in consideration for services. The fair value of the warrants have
been treated as part of the cost of the service received and is
charged to share premium with a corresponding increase in the share
based payment reserve. All subscriber warrants issued in the prior
years had already lapsed, thus the share based payment reserve was
transferred to retained earnings. In 2021 and 2020, the Group
issued warrants (see note 15) as part of the total consideration
for the acquisition of exploration licenses (see note 10), for
which the value attributable to the warrants is GBPNil.
Standards, amendments and interpretations to existing standards
that are effective in 2022
The following new standards, amendments and interpretations to
existing standards have been adopted by the Group during the year
but have had no significant impact on the financial statements of
the Group:
IFRS 3 (Amendments), 'Business Combination - Reference to the
Conceptual Framework' (effective from 1 January 2022). The
amendments update an outdated reference to the Conceptual Framework
in PFRS 3 without significantly changing the requirements in the
standard.
IAS 16 (Amendments), 'Property, Plant and Equipment - Proceeds
Before Intended Use' (effective from 1 January 2022). The
amendments prohibit deducting from the cost of an item of property,
plant and equipment any proceeds from selling items produced while
bringing that asset to the location and condition necessary for it
to be capable of operating in the manner intended by management.
Instead, an entity recognizes the proceeds from selling such items,
and the cost of producing those items, in profit or loss.
IAS 37 (Amendments), 'Provisions, Contingent Liabilities and
Contingent Assets: Onerous Contracts - Cost of Fulfilling a
Contract' (effective from 1 January 2022). The amendments specify
that the 'cost of fulfilling' a contract comprises the 'costs that
relate directly to the contract'. Costs that relate directly to a
contract can either be incremental costs of fulfilling that
contract (examples would be direct labor, materials) or an
allocation of other costs that relate directly to fulfilling
contracts (an example would be the allocation of the depreciation
charge for an item of property, plant and equipment used in
fulfilling the contract).
Annual Improvements to IFRS 2018-2020 Cycle. Among the
improvements, the only amendments, which are effective from 1
January 2022, relevant to the Group are IFRS 9 (Amendments),
'Financial Instruments - Fees in the '10 per cent' Test for
Derecognition of Liability'. The improvements clarify the fees that
an entity includes when assessing whether the terms of a new or
modified financial liability are substantially different from the
terms of the original financial liability
New standards, amendments and interpretations to existing
standards that are not yet effective or have not been early adopted
by the Group
At the date of authorisation of these consolidated financial
statements, the following standards and interpretations were in
issue but not yet mandatorily effective and have not been applied
in these financial statements:
IAS 1 (Amendments), 'Presentation of Financial Statements -
Classification of Liabilities at Current or Non-current' (effective
from 1 January 2023). The amendments aim to promote consistency in
applying the requirements by helping companies determine whether,
in the statement of financial position, debt and other liabilities
with an uncertain settlement date should be classified as current
(due or potentially due to be settled within one year) or
non-current.
Amendments to IAS 1, 'Presentation of Financial Statements'
(effective from 01 January 2023). The amendment provides guidelines
on disclosures of accounting policies and material judgements in
the financial statements.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
2. Accounting Policies - continued
New standards, amendments and interpretations to existing
standards that are not yet effective or have not been early adopted
by the Group - continued
Amendments to IAS 8, 'Accounting Policies, Changes in Accounting
Estimates and Errors (effective from 01 January 2023). The
amendment provides additional guidance on the definition of
accounting estimates, application of changes in estimates and
distinction of errors between estimates.
Amendments to IFRS 16, 'Lease Liability in a Sale and Leaseback'
(effective from 1 January 2024). The amendments. The amendments
require seller-lessee to apply the subsequent measurement
requirements for lease liabilities unrelated to a sale and
leaseback transaction to lease liabilities arising from a leaseback
in a way that it recognises no amount of the gain or loss related
to the right of use that it retains. The amendments will require
seller-lessee to reassess and potentially restate sale and
leaseback transactions entered since 2019.
The Company assessed that there is no significant impact of the
adoption of the new or amended Accounting Standards and
Interpretations on the Company's financial statements. The Company
has not early adopted any other standard, interpretation or
amendment that has been issued but is not yet effective.
3. Critical accounting estimates and judgements
The critical accounting estimates and judgements made by the
Group regarding the future or other key sources of estimation,
uncertainty and judgement that may have a significant risk of
giving rise to a material adjustment to the carrying values of
assets and liabilities within the next financial year are:
Critical judgements in applying the group's accounting
policies
Going concern
The preparation of the financial statements is based on the
going concern assumption as disclosed in note 2. The Board of
Directors, after taking into consideration the additional funding
received, believe the going concern assumption is appropriate.
Determining capitalizable exploration and evaluation
expenditures
The application of the Group's accounting policy for exploration
and evaluation expenditure requires judgement to determine whether
future economic benefits are likely from either future exploration
or sale, or whether activities has not reached a stage that permits
a reasonable assessment of the existence of reserves.
In addition to applying judgement to determine whether future
economic benefits are likely to arise from the Group's exploration
and evaluation assets, or whether activities have not reached a
stage that permits a reasonable assessment of the existence of
reserves, the Group has to apply a number of estimates and
assumptions. The determination of Joint Ore Reserves Committee
(JORC) resource is itself an estimation process that involves
varying degree of uncertainty depending on how the resources are
classified.
The estimation directly impacts when the Group defers
exploration and evaluation expenditure. The deferral policy
requirements management to make certain estimates and assumptions
about future events and circumstances, particularly, whether an
economically viable extraction operation can be established.
Any such estimates and assumptions may change as new information
becomes available. If, after expenditure is capitalised,
information becomes available suggesting that the recovery of
expenditure is unlikely, the relevant capitalised amount is written
off to the statement of profit or loss and other comprehensive
income in the period when the new information becomes
available.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
3. Critical accounting estimates and judgements - continued
Impairment of exploration and evaluation assets
Impairment of exploration and evaluation expenditure is subject
to significant estimation, due to the complexity of the accounting
requirements and the significant judgement required in determining
the assumptions to be used to estimate the recoverable amount. As
at 31 December 2022, the Board of Directors are satisfied that no
impairment exists as outlined in note 10.
If, after expenditure is capitalised, information becomes
available suggesting that the recovery of expenditure is unlikely,
the amount capitalised is written off in profit and loss in the
period when the new information becomes available. As at 31
December 2022, no such information is available to suggest that the
expenditure is not recoverable.
Determination of functional currency
As at 1 January 2021, the functional currency of the Company is
the Pounds Sterling ("GBP"). The Board of Directors considered that
the Group's source of funding is predominantly GBP denominated. As
a result, the Directors have determined that GBP is the currency
which best reflects the underlying transactions, events and
conditions relevant to the Group with effect from 1 January 2021
("the effective date of the change").
Parent company statement of financial position - impairment of
the investment in a subsidiary and related party receivables
The Company's investments in its subsidiaries are carried at
cost less provision for impairment. The values of the investments
are inherently linked to the assets held by and or the performance
of the subsidiaries and an impairment review is undertaken by
management annually to assess whether any permanent diminution in
value has occurred.
At the reporting date, the Australian subsidiaries had net
liability of GBP507,407 (AUD 901,266) (2021: GBP406,094 (AUD
756,323)). As noted above, the Board of Directors do not consider
that the exploration and evaluation assets are impaired. No facts
or circumstances were noted that the projects are not viable.
Accordingly, no impairment of the investment in and loan to the
Australian subsidiaries of GBP104,105 (2021: 104,105) and
GBP5,273,575 (2021: GBP2,398,756), respectively, were
recognised.
At the reporting date, the UAE subsidiary had net liabilities of
GBP548,806 (AED 2,281,600) (2021: GBP458,607
(AED 2,438,400) ) . The Company provided full allowance for
impairment on the loan to the UAE subsidiary, with gross balance of
US$375,263.
Valuation of warrants
As described in note 15, the fair value of any warrants granted
was calculated using the Binomial Option Pricing model which
requires the input of highly subjective assumptions, including
volatility of the share price. Changes in subjective input
assumptions may materially affect the fair value estimate.
4. Segmental analysis
Management has determined the operating segments by considering
the business from both a geographic and product perspective. For
management purposes, the Group is currently organised into a single
operating division, resource evaluation (Australia). The division
is the business segment for which the Group reports its segment
information internally to the Board of Directors.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
5. Administrative expenses
2022 2021
GBP GBP
Fees payable to the Company's auditor
for the audit of the Group consolidated
financial statements 38,700 36,500
Other administrative costs 778,247 902,987
Remuneration of directors of the Group 300,000 254,566
1,116,947 1,194,053
---------------------- ------------------
Remuneration to the directors of the Group may be settled via
the issue of equity in the Company and cash, as disclosed in note
20.
6. Taxation
The Company is subject to corporation tax in Gibraltar on any
profits, which are accrued in or derived from Gibraltar or any
passive income which is taxable. The corporation tax rate in
Gibraltar for the year ended 31 December 2022 is 12.5%. There was
an increase in the corporate tax in Gibraltar to 12.5% effective
from 1 August 2021; the rate prior to the effectivity of the new
rate was 10%. The Company has no operations in Gibraltar which are
taxable.
The Company has taxable losses to carry forward, consequently no
provision for corporate tax has been made in these financial
statements.
The Group's subsidiary, Wishbone Gold Pty Ltd, is subject to
corporate income tax in Australia. The corporate income tax rate in
Australia for the year ended 31 December 2022 is 25% (2021:
30%).
This subsidiary has taxable losses to carry forward,
consequently no provision for corporate tax has been made in these
financial statements.
Note that there are no group taxation provisions under the tax
laws of Gibraltar.
As at 31 December 2022 and as at 31 December 2021, the Company
has no deferred tax assets and no deferred tax liabilities.
7. Loss per share
2022 2021
GBP GBP
Loss for the purpose of basic loss
per share being net loss attributable
to equity owners of parent (1,140,210) (1,240,157)
------------- -----------------------
Loss for the purpose of diluted earnings
per share (1,140,210) (1,240,157)
Number of shares:
Weighted average number of new ordinary
shares
Issued ordinary shares at the beginning
of the year 173,795,213 149,969,321
Effect of share issues after reorganisation 7,548,438 16,369,536
------------- -----------------------
Weighted average number of new ordinary
shares at 31 December 181,343,651 166,338,857
------------- -----------------------
Basic loss per share (pence) (0.629) (0. 746)
------------- -----------------------
Due to the Company and the Group being loss making, the share
warrants (note 15) are antidilutive.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
8. Trade and other receivables
2022 2021
Group GBP GBP
Debtors 122,278 19
Prepayments 31,452 503
Deposits 46,728 1,074
Loans to directors - 31,539
200,458 33,135
--------- -------
2022 2021
Company GBP GBP
Debtors 12 12
Prepayments 31,452 -
Other receivable (see note 20) 11,308 7,572
42,772 7,584
-------- ------
9. Property, plant and equipment
2022 2021
Group GBP GBP
Cost
As at 1 January and 31 December 184,164 184,164
Accumulated Depreciation and Impairment
As at 1 January (184,164) (184,164)
As at 31 December (184,164) (184,164)
---------- ----------
Net Book Value
As at 31 December - -
========== ==========
The plant in Honduras is currently not in production. Given the
status of the Honduran operations, Management deemed that the value
of the property, plant and equipment has been fully depreciated as
at 31 December 2022.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
10. Intangible assets
Exploration
& evaluation
assets
Group GBP
Cost
At 1 January 2021 1,020,930
Additions 488,364
Foreign exchange revaluation (49,239)
At 31 December 2021 1,460,055
At 1 January 2022 1,460,055
Additions 3,377,051
Foreign exchange revaluation 63,067
At 31 December 2022 4,900,173
==============
The Group holds Exploration Permits for Mining ("EPMs") to four
tenements in Queensland, Australia and four exploration licenses in
Western Australia. The renewal of the EPMs is for a maximum further
period of 5 years. Permits are not automatically renewed but
require an application to the Queensland Department of Natural
Resources and Mines.
In 2021, the Group settled, through issuance of shares, certain
tenements in Western Australia for total consideration of
GBP222,000. The purchase was made in two share issuances consisting
of 600,000 new ordinary shares of 0.1 pence each at a deemed issued
price of 16 pence per share and 900,000 new ordinary shares of 0.1
pence each at a deemed issued price of 14 pence per share.
In 2022, Group acquired additional exploration license in
Western Australia for a total deemed consideration of GBP370,192
(2021: GBP161,000) which consists of cash amounting to GBP50,000
(2021: GBP35,000) , shares of stocks with deemed value of GBP
320,193 (2021: GBP126,000) and share warrants valued at nil (see
notes 13 and 15).
The total additions in 2022 is composed of the following:
GBP
Western Australia Anketell acquisition 370,192
Western Australia Cottesloe East
acquisition 25,516
Western Australia exploration
costs 2,552,849
Queensland exploration costs 428,494
Total additions 3,377,051
===========
11. Investments
Shares in subsidiary undertakings
2022 2021
Company GBP GBP
Cost
As at 1 January and 31 December 697,329 697,329
Accumulated Impairment
As at 1 January (593,224) (593,224)
As at 31 December (593,224) (593,224)
---------- ----------
Net Book Value
As at 31 December 104,105 104,105
========== ==========
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
11. Investments - continued
Country of Cost of
Class of shares registration Investment
Company held % held or incorporation GBP
110,000,000
ordinary shares
Wishbone Gold Pty of GBP 0.001
Ltd each 100% Australia 104,105
100 common
Precious Metals shares of USD British Virgin
International Ltd. 1 each 100% Islands 182,326
2,000 ordinary
Wishbone Gold Honduras shares of GBP
Ltd. 1 each 100% Gibraltar 410,898
Wishbone Gold FZ-LLC 10 ordinary
shares of AED United Arab
1,000 each 100% Emirates -
Wishbone Gold WA 100 ordinary
Pty Ltd shares of AUD
1 each 100% Australia -
Wishbone Gold Pty Ltd is an exploration company. The Company is
incorporated in Australia and the registered office address is c/o
RSM, Level 6, 340 Adelaide St, Brisbane City 4000, Australia.
Precious Metals International Ltd. is a holding company that
controls Black Sand FZE in the UAE. Precious Metals International
Ltd. is incorporated in the British Virgin Islands and the
registered office address is Nerine Chambers, P.O. Box 905, Road
Town, Tortola, British Virgin Islands.
Wishbone Gold Honduras Ltd. is a company incorporated in
Gibraltar and the registered office address is at Suite 16,
Watergardens 5, Waterport Wharf, Gibraltar. In the current and
previous years, the company has not been consolidated into the
financial statements since there were no material balances and
transactions in the company at a group level.
Wishbone Gold FZ-LLC is a company incorporated in the UAE and
the registered office address is at Al Jazirah Al Hamra, RAKEZ
Business Zone-FZ, Ras Al Khaimah, UAE. The company has not been
consolidated into the financial statements since there were no
material balances and transactions in the company at a group
level.
Wishbone Gold WA Pty Ltd is also an exploration company. The
company is incorporated in Australia and the registered office
address is c/o RSM, Level 6, 340 Adelaide St, Brisbane City 4000,
Australia.
The cost of the investments in Wishbone Gold FZ-LLC and Wishbone
Gold WA Pty Ltd is negligible and has not been recognised.
12. Current liabilities
2022 2021
GBP GBP
Group
Trade payables 571,308 63,763
Accruals and deferred income 61,366 71,989
632,674 135,752
-------- --------
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
12. Current liabilities - continued
2022 2021
Company GBP GBP
Trade payables 85,553 27,533
Accruals and deferred income 36,497 51,500
Amount due to related party undertaking - 13,574
122,050 92,607
-------- --------
Trade payables include amounts due to directors of GBP62,424
(2021: GBP 13,841) as disclosed in Note 20.
13. Share capital - Group and Company
2022 2021
Authorised: GBP GBP
8,000,000,000 Ordinary Shares of
GBP0.001 each 8,000,000 8,000,000
------------------ -----------------
Allotted and called up:
2022 2022 2021 2021
Share Share Share Share
2022 Number capital premium 2021 Number capital premium
of shares GBP GBP of shares GBP GBP
As at 1 January 173,795,213 2,991,216 11,698,892 149,969,321 2,967,390 8,943,833
Placing of
shares 25,117,655 25,117 2,670,075 10,000,000 10,000 1,390,000
Settlement of
liability
through shares
(see note 10) - - - 1,500,000 1,500 220,500
Exercise of
warrants
issued last
year
with shares
issued
this year - - - 12,325,892 12,326 1,144,559
As at 31
December 198,912,868 3,016,333 14,368,967 173,795,213 2,991,216 11,698,892
---------------- ------------ ----------- -------------- ------------- -----------
Share allotments and issuances during the year, including
comparative, are laid out below:
On 12 January 2021, the Company received exercise notices for
8,622,188 warrants, attached to the share placement announced on 10
December 2020, amounting to GBP1,034,663. This constituted 98.54%
of the warrants linked to the placing and the balance of 1.46% have
lapsed.
Pursuant to the exercise notices as detailed above, the Company
issued a total of 8,622,188 new Ordinary Shares of 0.1 pence each
from its block listing authority of up to 8,750,000 new Ordinary
shares, at a price of 12 pence per share.
On 3 March 2021, the Company issued a total of 600,000 new
ordinary shares of 0.1 pence each to Alta Zinc Limited at a deemed
issued price of 16 pence per share which totals to GBP96,000 for
the option to acquire the Cottesloe Project.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
13. Share capital - Group and Company - continued
On 20 May 2021, the Company issued 10,000,000 new ordinary
shares of 0.1 pence each at a price of 14 pence per share through a
private placement made by the Company to a series of investors to
raise a total of GBP1,400,000 gross.
On 21 July 2021, the Company received, notice to exercise
warrants over a total of 3,703,704 new ordinary shares of 0.1 pence
each in the Company, which will be issued at 3.3 pence per share.
The Company received the exercise consideration of GBP122,222.
On 18 November 2021, the Company issued 900,000 new ordinary
shares of 0.1 pence each at a price of 14 pence per share which
equates to GBP126,000, following the completion of the Cottesloe
Project acquisition. The Company also issued 600,000 warrants at an
exercise price of 14 pence per share.
On 11 March 2022, the Company issued 238,095 warrants at an
exercise price of 10.5 pence per share.
On 6 September 2022, the Company issued 22,946,860 new ordinary
shares of 0.1 pence each at a price of 10.35 pence per share which
equates to GBP2,375,000, following the expansion of the Red Setter
and Halo projects. The Company has also issued 13,047,101 warrants
at an exercise price of 20 pence per share.
On 18 November 2022, the Company issued 2,170,795 new ordinary
shares of 0.1 pence each at a price of 14.75 pence per share which
equates to GBP320,193 following the completion of the Anketell
Project acquisition.
Ordinary shares carry a right to receive notice of, attend, or
vote at any Annual General and Extraordinary General Meetings of
the company. The holders are entitled to receive dividends declared
and paid by the Company.
14. Loans
As at 31 December 2022, there are no outstanding loans due from
third parties.
2022 2021
Company GBP GBP
Current
Amounts owed by subsidiary undertakings
(note 20) 5,273,575 2,398,756
---------- -----------
5,273,575 2,398,756
---------- -----------
15. Share based payments
Details of the warrants and share options in issue during the
year ended 31 December are as follows:
Number
of Warrants Number of Average
/ options Average exercise Warrants / exercise
2022 price 2022 options 2021 price 2021
No GBP No GBP
Outstanding at 1
January 8,951,851 0.1040 14,305,555 0.0283
Lapsed/terminated
during the year (1,851,851) 0.1400 (127,812) 0.1200
Issued during the
year 13,285,196 0.1941 7,100,000 0.1738
Exercised during
the year - - (12,325,892) 0.0939
------------- ----------------- -------------- ------------
Outstanding at 31
December 20,385,196 0.1871 8,951,851 0.1040
------------- ----------------- -------------- ------------
Fair value is measured by use of the Binomial Option Pricing
Model with the assumption of 5% future market volatility and a
future interest rate of 1.63% (2021: 1.3%) per annum based on the
current economic climate. The fair value of share warrants granted
in 2022 was GBPnil (2021: GBP72,987). The fair value of share
warrants outstanding as at 31 December 2022 is GBP72,987 (2021:
GBP72,987).
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
16. Financial instruments
The Group's financial instruments comprise of cash and cash
equivalents, borrowings and items such as trade payables which
arise directly from its operations. The main purpose of these
financial instruments is to provide finance for the Group's
operations.
Classification of financial instruments
All Group's financial assets are classified at amortised cost.
All of the Group's financial liabilities classified as other
financial liabilities are also held at amortised cost. The carrying
value of all financial instruments approximates to their fair
value.
Fair values of financial instruments
In the opinion of the directors, the book values of financial
assets and liabilities represent their fair values.
17. Financial risk management
The Group's operations expose it to a variety of financial risks
including credit risk, liquidity risk, interest rate risk and
foreign currency exchange rate risk. The Directors do not believe
the Group is exposed to any material equity price risk. The
policies are set by the Board of Directors.
Credit risk
Credit risk is the risk that a counterparty will be unable or
unwilling to meet the commitments that it has entered into with the
Group. Credit risk arises from cash and cash equivalents, and trade
and other receivables (including the Company's receivables from
related parties). As for the cash and cash equivalents, these are
deposited at reputable financial institutions, therefore management
do not consider the credit risk to be significant.
The carrying amount of financial assets represents the maximum
credit exposure. The maximum credit exposure to credit risk at the
reporting date was GBP1,662,200 (2021: GBP3,035,682).
Based on this information, the directors believe that there is a
low credit risk arising from these financial assets.
Interest rate risk
The Group's interest-bearing assets comprise only cash and cash
equivalents and earn interest at a variable rate. The Group has a
policy of maintaining debt at fixed rates which are agreed at the
time of acquiring debt to ensure certainty of future interest cash
flows. The directors will revisit the appropriateness of the policy
should the Group's operations change in size or nature.
No sensitivity analysis for interest rate risk has been
presented as any changes in the rates of interest applied to cash
balances would have no significant effect on either profit or loss
or equity.
The Group has not entered into any derivative transactions
during the year under review.
Liquidity risk
The Group actively maintains cash balances that are designed to
ensure that sufficient funds are available for operations and
planned expansions. The Group monitors its levels of working
capital to ensure that it can meet its debt repayments as they fall
due. All of the Group's financial liabilities are measured at
amortised cost. Details of the Group's funding requirements are set
out in note 19.
Non-derivative financial liabilities, comprising loans payable,
trade payables and accruals of GBP632,674 (2021: GBP135,752) are
repayable within 1-12 months from the year end, apart from
directors' fees. The amounts represent the contractual undiscounted
cash flows, balances due equal their carrying balances as the
impact of discounting is not significant.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
17. Financial risk management - continued
Foreign currency exchange rate risk
The Group undertakes certain transactions in foreign currencies.
Hence, exposure to exchange rate fluctuations arises.
The Group incurs foreign currency risk on transactions
denominated in currencies other than its functional currency. The
principal currency that gives rise to this risk at Group level is
the Australian Dollar. At the year end, the Group's exposure to the
currency is minimal; accordingly, any increase or decrease in the
exchange rates relative to the functional currency would not have a
significant effect on the financial statements.
18. Capital management
The Group's objectives when managing capital are to safeguard
the Group's ability to continue as a going concern, to provide
returns for shareholders and to maintain an optimal capital
structure to reduce the cost of capital. The Group defines capital
as being share capital plus reserves. The Board of Directors
monitor the level of capital as compared to the Group's commitments
and adjusts the level of capital as is determined to be necessary,
by issuing new shares. The Group is not subject to any externally
imposed capital requirements. There were no changes in the Group's
approach to capital management during the year.
19. Commitments
Annual expenditure commitments
In order to maintain current rights of tenure to exploration
tenements, the Group is required to perform minimum exploration
work to meet the minimum expenditure requirements specified by
various authorities.
These obligations are subject to periodic renegotiations and
authorities allow overspend from previous years to be applied. The
Group's planned spend through its exploration contractors are as
follows:
2022 2021
GBP GBP
Within one year 460,297 400,191
After one year but not more than five
years 754,394 1,047,947
---------- ----------
1,214,691 1,448,138
---------- ----------
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
20. Related parties
The Company wholly owns Wishbone Gold Pty Ltd, an Australian
entity that is engaged in the exploration of gold in Australia. The
Company's investment in Wishbone Pty Ltd was GBP104,500 as at 31
December 2022 and 2021. The financial and operating results of this
subsidiary have been consolidated in these financial
statements.
Wishbone Gold Pty Ltd, as at 31 December 2022, has a loan
outstanding from Wishbone Gold Plc of the following amounts:
2022 2021
GBP GBP
Outstanding at 1 January 1,541,554 734,905
Additions during the year 2,479,627 806,649
Outstanding at 31 December 4,021,181 1,541,554
---------- ----------
Wishbone Gold WA Pty Ltd, as at 31 December 2022, has a loan
outstanding from Wishbone Gold Plc of the following amounts:
2022 2021
GBP GBP
Outstanding at 1 January 857,202 600,202
Additions during the year 395,192 257,000
Outstanding at 31 December 1,252,394 857,202
---------- ---------
The intercompany loans are repayable on demand and do not
attract any interest.
Asian Commerce and Commodities Trading Co. Ltd. (ACCT), a
company registered in Thailand, is 49% owned by the Company. The
fair value of the net assets of this affiliate have been assessed
as having no value, thus, not recognised in both the Group and the
Company's accounts. Management had the option to increase its
shareholdings to 95% in order to gain control but did not exercise
that option. Management believes that it has no control over this
entity and therefore, not consolidated in the group level.
The Company wholly owns Wishbone Gold FZ-LLC, a company
registered in the United Arab Emirates. The purpose of this company
is solely to hold bank accounts in the U.A.E., as it simplifies
payments that need to be made in that country. The company does not
trade and its sole asset is its bank account. The cash in bank
amounting to
GBP11,308 (2021: GBP7,572) of Wishbone Gold FZ-LLC (see note 8)
which is a wholly owned subsidiary of Wishbone Gold Plc has been
recognised as other receivable in the books of the Parent and other
payable in the books of the subsidiary. The intercompany balances
have been eliminated upon consolidation and the cash held forms
part of the cash in bank account at Group level.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
20. Related parties - continued
The following summarises the fees incurred in respect of
directors' and officers' services for the year ended 31 December
2022 and 2021, and the amounts settled by the Company by way of
share issues and cash.
Balance Balance
as at 1 Charge as at 31
January for the Settled Settled December
31 December 2022 2022 year in shares in cash 2022
GBP GBP GBP GBP GBP
Richard Poulden 13,235 200,000 - (196,568) 16,667
Jonathan Harrison - 25,000 - (22,917) 2,083
Alan Gravett - 25,000 - (22,917) 2,083
Professor Michael
Mainelli - 25,000 - (22,917) 2,083
David Hutchins - 25,000 - (22,917) 2,083
Total 13,235 300,000 - (288,236) 24,999
--------- --------- ----------- ---------- ----------
Balance Balance
as at 1 Charge as at 31
January for the Settled Settled in December
31 December 2021 2021 year in shares cash 2021
GBP GBP GBP GBP GBP
Richard Poulden - 168,108 - (154,873) 13,235
Jonathan Harrison - 21,875 - (21,875) -
Alan Gravett - 21,875 - (21,875) -
Professor Michael
Mainelli - 21,875 - (21,875) -
David Hutchins - 20,833 - (20,833) -
Total - 254,566 - (241,331) 13,235
--------- --------- ----------- ----------- ----------
In 2022, the directors claimed expenses they paid on behalf of
the Company totaling GBP 38,716 of which GBP 37,425 (2021: GBP 607)
remained outstanding at year-end.
Consultancy fees paid to Richard Poulden include fees paid to
Black Swan Plc of which he is also the Chairman. In addition,
Jonathan Harrison's services are billed by Easy Business Consulting
Limited, in which Jonathan Harrison, a director of the Company, has
an interest, for consultancy services. Professor Michael Mainelli's
services are billed by Z/Yen Group Limited, in which Professor
Michael Mainelli, a director of the Company, has an interest, for
consulting services.
On 26 October 2021, the Group provided a short-term loan to
Valereum Blockchain Plc, a related party under common management,
amounting to GBP 500,000. The related loan, including accrued
interest, presented as part of interest income in the consolidated
statement of income, amounting to GBP 5,000, was subsequently
collected on 08 November 2021.
21. Ultimate controlling party
The directors believe that there is no single ultimate
controlling party.
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
22. Events after the reporting date
The following events took place after the year end:
On 16 March 2023, the Company provided an update on the data
analysis of the Red Setter Project
On 27 April 2023, the Company reprocessed the drill results from
the Cottesloe project (including Cottesloe East) following the
digitisation and combining of all previous data sets.
On 23 May 2023, the Company appointed SP Angel Corporate Finance
LLP as their Company Broker.
On 26 May 2023, the Company identified 8 priority targets from
MobileMT following the reprocessed historic drill and exploration
data at Cottesloe as announced on 27 April 2023.
On 31 May 2023, the Company's application for a co-founded drill
program has been accepted by the Government of Western
Australia.
23. Availability of accounts
The full report and accounts are being posted on the Company's
website, www.wishbonegold.com.
24. Contingent liability
There is some risk that native title, as established by the High
Court of Australia's decision in the Mabo case, exists over some of
the land over which Wishbone Gold Pty and Wishbone Gold WA hold
tenements or over land required for access purposes. Wishbone has
historically had good relationships with Indigenous Australians and
the board will do their utmost to continue this.
Nonetheless we have to state that the Group is unable to
determine the prospects for success or otherwise of the future
claims and, in any event, whether or not and to what extent the
future claims may significantly affect Wishbone Gold or its
projects.
There are no contingent liabilities outstanding at 31 December
2022 and 31 December 2021.
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END
FR GCGDLUGDDGXC
(END) Dow Jones Newswires
June 29, 2023 05:12 ET (09:12 GMT)
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