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Iofina plc
Annual Report &
Accounts 2020
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2020
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Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F
NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O
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HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I
C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
2020: Record Iodine Production, Revenue and EBITDA
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
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C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
2019
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CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
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NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
Highlights:
LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
● Record crystalline iodine production of 602.7MT
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
● Record revenue and EBITDA
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
● Equity fundraise generated net proceeds of $8.3m
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
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● Debt restructured, reduced and extended to 1 July 2020 with convertibility removed
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
● IO#8 construction underway
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
● Investigating CBD market through IofinaEX and other new products
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
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LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
Highlights:
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
● Record crystalline iodine production of 609.9MT
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
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● Record revenue and EBITDA
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
● IO#8 construction completed on time and within budget
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
● Restructured debt resulting in significantly strengthened balance sheet
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
&&&&&&&/0123-4-)56.%!
● Executed iodine and specialty chemical product expansions
LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
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● Adjusted business to minimise COVID-19 impact
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
Expectations:
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
● Record Revenue and EBITDA
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
● Iodine market to continue upward trend seen in Q1
LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
● Plans for new plant to expand production in late 2021 or early 2022
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
● Continued debt management and cash generation
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
● Investment in new product lines, improvements to existing products (Iofina Chemical)
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN
CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI
NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2
CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O
HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I
C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl
C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2
C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2
CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I
C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3
Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F
NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O
HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 NaI C8H12INO2 C3H3N6Cl3 NaIO4
C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3
IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
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IOsorb® plant IO#8, Oklahoma USA
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
2021
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IOFINA PLC
Contents
COMPANY INFORMATION ................................................................................................................. ..2
CHAIRMAN’S STATEMENT.................................................................................................................. ..3
FINANCIAL REVIEW ............................................................................................................................ ..7
DIRECTORS' BIOGRAPHIES…… … ......................................................................................................... 10
STRATEGIC REPORT ............................................................................................................................ 12
S172 STATEMENT………………………………………………………………………………………………………………………….20
CORPORATE GOVERNANCE……………………………………………………………………………………………………………21
DIRECTORS’ REPORT .......................................................................................................................... 22
CORPORATE GOVERNANCE STATEMENT ........................................................................................... 24
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IOFINA PLC ............................................ 31
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ........................................................... 41
CONSOLIDATED BALANCE SHEET ...................................................................................................... 42
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY .......................................... 43
CONSOLIDATED CASH FLOW STATEMENT ........................................................................................ 44
COMPANY BALANCE SHEET .............................................................................................................. 45
COMPANY STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY .................................................. 46
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ................................................................ 47
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IOFINA PLC
COMPANY INFORMATION
Directors
Secretary
Company number
Registered office
Auditor
Nominated Adviser
Brokers
Solicitors
Registrar
Financial PR
L J Baller
T M Becker
W D Bellamy
M T Lewin
J F Mermoud
M C Fallin
Simon Holden
05393357
48 Chancery Lane
London WC2A 1JF
UHY Hacker Young LLP
Quadrant House
4 Thomas More Square
London E1W 1 YW
finnCap Ltd
1 Bartholomew Close
London EC1A 7BL
finnCap Ltd
1 Bartholomew Close
London EC1A 7BL
Keystone Law Limited
48 Chancery Lane
London WC2A 1JF
Link Asset Services
34 Beckenham Road
Kent BR3 4TU
Yellow Jersey PR Limited
70-71 Wells Street
London W1T 3QE
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IOFINA PLC
CHAIRMAN’S STATEMENT
Introduction
We began 2020 with the business poised for further growth across all business lines. We were
experiencing strong growth in existing products, and there was exciting new oilfield development that
would enhance our iodine production and new specialty chemical product lines. The COVID-19
pandemic impacted our 2020 aspirations, however I am extremely pleased with the way in which the
Company navigated the year.
Iofina took immediate steps to protect its workforce from the spread of COVID-19, as well as
precautions to enable continuity of business operations. Chemical manufacturing was deemed an
‘essential business’ in the United States where Iofina operates, and by creating the safest working
environment our staff were able to perform their duties throughout these unprecedented times. On
behalf of the Board, I would like to say a big thank you to our staff for their commitment throughout,
given how difficult the pandemic has been for many people.
While Iofina and the iodine market was not as negatively affected as many other sectors, there was a
temporary slowdown in iodine demand and a reduction in iodine price. We also saw oil futures prices
go negative on delivery, which had a significant negative impact on our partners.
Despite the various headwinds of 2020, Iofina produced record levels of Iodine and achieved record
figures across all its key Group financial reporting metrics. We also delivered record revenue from
non-iodine products (up 23%), completed the construction of the IO#8 plant on time and on budget
and successfully restructured the Company’s debt, which has helped to significantly strengthen the
balance sheet. Current total debt is now less than half of the debt 24 months prior, with interest rates
on debt considerably reduced. The reduction in finance expense was a major factor in the 131%
increase in profit before tax.
We began to see markets recover during the latter half of 2020, and with this we got straight back on
track with our targets. Momentum has continued into 2021 and the progress we’ve seen in Q1 and
early Q2 of the new year has been extremely pleasing.
We have built an excellent business with its diversified, low-cost production across five IOsorb® plants
and a specialty chemicals business meeting the needs of its customers across a number of end
markets. With debt reduced and the balance sheet strengthened, we are able to continue investing in
the right areas to deliver future growth and profitability. Our main goal remains ‘continuous
improvement’ throughout the business, which can be measured by financial results and production,
as well as the creation of new products and the wellbeing of our staff. The management is committed
to delivering improvements across the business every year, which will ultimately drive shareholder
value.
Iofina Resources
Iofina Resources (“IR”) produced a record 610 metric tonnes (‘MT’) of crystalline iodine during the
period and continued to execute its expansion plans, completing its latest IOsorb® plant IO#8 in April
while operating its four other plants in western Oklahoma. IR’s unique technology and business model
allows the Company to isolate a valuable resource, iodine, from brine waste streams produced from
current oil and gas operations. The Company believes its iodine production costs are among the
lowest in the world.
Prior to restrictions and market changes caused by the COVID-19 pandemic, IR met its production
expectations. As COVID-19 restrictions increased, IR and its workforce continued to operate plants
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IOFINA PLC
and produce iodine in a challenging environment. Additionally, construction continued on IO#8 during
this time. Oil and gas production and demand in the USA changed significantly during Q2 2020 and oil
prices briefly turned negative. As a result, many oil and gas operators made decisions to shut-in
production and/or spend less money on operations to conserve cash. As a result of this knock-on
effect, IO#8 saw its brine supply limited and management took the prudent decision to temporarily
shut down the plant in early May. IR continued to focus on factors within its control at that time. Its
four other plants continued to produce iodine and IR utilized federal programs to keep its personnel
fully employed. The IO#8 shut-in was short-lived, and operations resumed in June.
It is a crucial part of IR’s strategy to continue investing in maintenance at our sites and to work closely
with our brine suppliers to maximize brine available to our plants. Lower brine supply had some impact
on iodine production at a few plants in H2 2020 as oil fields in our core area matured and less capital
was spent on oil production to conserve cash. However, Iofina has good relations with its brine
suppliers and together we continue to work on projects to maximize brine availability to IOsorb®
plants to the benefit of both Iofina and its partners.
The achievement of building IO#8 on time and on budget is a testament to the maturity of IR as a
Company and its talented employees. Exploration efforts remain a focus for IR and the Company
intends to continue its prudent growth strategy and expand its iodine production, with the next
expansion likely to start late in 2021. The Company’s main priority when looking to expand its
operations has always been to find locations that demonstrate the highest potential for stable, long-
term, and quality brine supply. Given the events of 2020 this, along with ensuring we execute at a time
when growth will be best supported by the global iodine market, are of even greater importance for
Iofina. The Directors are committed to production growth but prudently after risk factors are fully
evaluated for future sites.
For IR’s next expansion, the Company is exploring traditional IOsorb® sites, investigating alternative
brine sources for existing plants, considering locations outside Oklahoma, and studying means to
better control brine streams to both future and current plants. The Company is well geared for
expansion and, as with IO#8, expansion can be accomplished with minimum SGA costs. The Company
believes at this time that expansion can be funded from current company resources and credit lines.
Iofina Chemical
Iofina Chemical (“IC”) and its employees, deemed an essential business, maintained operations
throughout the pandemic and achieved record sales of $29.7m over the course of the period, all in
spite of challenging market conditions which saw iodine demand decrease in H2.
One of the pillars of Iofina’s business model is to diversify the business within our technological
expertise. This was particularly important in 2020 where iodine-based product demand slowed but
IC’s non-iodine products remained strong, seeing sales increases of over 22% YOY. This diversification
has allowed Iofina to successfully navigate the difficult market conditions.
A major part of IC’s strategy is to reinvest in existing processes and to develop new products within its
core expertise, and this has continued throughout 2020. IC has been developing other iodine
derivatives to add to its portfolio, process improvements to existing semi-conductor and disinfectant
lines are ongoing, and we continue to work with a major Fortune 100 company on an iodine-based
process which is expected to continue to grow. Due to competitive reasons and confidentiality
agreements more info cannot be presented.
Iofina Chemical continues to cultivate relationships with existing and new customers and strives to
meet or exceed its customer’s expectations.
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IOFINA PLC
Iodine Prices
Since the iodine price lows of early 2017, prices steadily increased through to early 2020, reaching
$36-37/kg. During the second half of 2020, as global economies contracted, so did the demand for
iodine, resulting in prices reducing slightly to $33-35/kg during the second half of 2020. The Company’s
iodine inventories were higher than normal at the end of 2020, due to this reduced demand. However,
they normalized in Q1 2021 as global markets bounced back, resulting in a record sales quarter for the
Company. Iodine prices have recently moved higher to approximately $34-37/kg, which is similar to
where prices were in early 2020. Currently iodine prices are trending higher and Iofina now expects
iodine prices to continue to slowly increase in 2021, assuming global economies maintain their
recoveries.
Debt Refinancing
In September 2020, the Group announced that it had refinanced its entire debt with First Financial
Bank of Ohio. The debt refinance included a 7-year $10m term loan and a revolving line of credit of up
to $8m. Initially the company drew $3m on the line of credit and currently minimizes the line of credit
interest expense by ‘sweeping’ any funds not required for operations. Interest rates on Company debt
have been lowered from 7.5% to below 4%.
The debt refinancing was a major accomplishment for the Group, particularly doing so at a time when
banks were particularly cautious due to the level of uncertainty in the market. Significantly, since
March 2019, the Group has more than halved its total debt, thus achieving substantial reductions in
both debt and interest outgoings moving forward. This allows the Group to utilize more profits to
reinvest in the Company’s growth.
Environment, Health and Safety (“EHS”)
Iofina is committed to operating in a safe, efficient, and environmentally friendly manner. The Group
is committed to the highest standards of safety for our employees and our community. Iofina’s iodine
production utilizes a produced brine stream which, without Iofina, would simply be disposed of along
with the contained iodide. Isolation of this valued resource from a produced stream is an extremely
environmentally friendly method in contrast to other major US based iodine production, which
requires the drilling of new brine wells which serve no other purpose than iodine production.
The Group is constantly striving towards continuous improvements in its EHS policies and programs.
Iofina Chemical is a Chemstewards® certified facility (recertified in 2019 and currently active). Iofina
Resources and Iofina Chemical each have an EHS manager to oversee practices, and upper
management personnel are regularly updated on EHS performance matrices. All Iofina employees are
engaged in practices to continually improve safety and reduce environmental impact.
Iofina has also implemented further safety initiatives in the wake of the COVID-19 pandemic to protect
its employees.
Strong Board and Governance
The Directors continue to acknowledge the importance of high standards of corporate governance.
The Group’s Corporate Governance Statement is found on page 24 of this report. Given the Group’s
size and the constitution of the Board, the Directors decided to adopt the principles set out in the QCA
Corporate Governance Code published in April 2018 (the “QCA Code”) in advance of the requirement
to adopt a corporate governance code under AIM Rule 26 of the AIM Rules for Companies. In addition,
we continue to operate a robust framework of systems and controls to maintain high standards
throughout the Group, further details of which can be found in the Corporate Governance Statement.
The Board believes that effective corporate governance assists us in the delivery of our corporate
strategy, the sustainable generation of shareholder value and the safeguarding of our stakeholders’
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IOFINA PLC
long-term interests. We continue to strengthen the Board by adding independent appointments that
have the interest of all shareholders at the forefront. Iofina will continue to seek a diverse board with
strong skillsets that continue to grow and challenge the Company. The Board was particularly pleased
with the 2020 appointment of the former Governor of the State of Oklahoma and former US
Congresswoman for Oklahoma in the United States. Mrs. Mary Fallin has brought a strong set of
unique experience that has enhanced the Board of Iofina as it continues to deliver on its strategy.
Outlook
The next few years look to be transformational for Iofina. The limits of the excessive debt to EBITDA
ratio are of the past, as we go into a debt to EBITDA range of 2-3x. Cashflow generation will compound
and allow the Group to continue paying off debt while allowing for controlled growth, something that
the Group has struggled to achieve since 2013 and which has been a key goal for the Board. We now
have a highly attractive, profitable Company story to present to institutional and retail investors
worldwide and we are looking forward to the return of investor roadshows and new investor programs
starting mid-year 2021.
In terms of our expansion, we are squarely focused on growing our current iodine production and
chemical compounds while moving into new and exciting chemical compounds. We are also
considering strategies to reduce our reliance on our current oil and gas partners.
Over the past several years we have been working to diversify our product lines, recognizing the
importance of product diversification in our core chemical competencies. This diversification was
shown to be particularly important in 2020 as many sectors contracted and in the coming years we
will continue this diversification. In 2021, we plan to invest in a new production line to improve our
largest non-iodine process to improve efficiencies, safety, and purity. We will continue to explore new
products and business relationships to ensure future growth.
We continue to be prudent in our approach to growth and are looking at all the data points we have
available with regards to the paradigm shift we’ve seen both politically and economically from the low
oil and natural gas prices experienced in 2020. This data is enabling us to strategically select our next
IOsorb® plant locations in mid to late 2021 as we continue to grow.
We would like to thank all of our shareholders for their continued support as we guided the business
through a tough 2020 and we are looking forward to the excellent opportunities we are seeing as we
move forward into the next chapter for the Company.
Lance J Baller
Non-Executive Chairman
Iofina plc
24 May 2021
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IOFINA PLC
FINANCIAL REVIEW
Summary 2020 v 2019
• Sales slowed by COVID-19 pandemic but results still ahead of 2019
• Revenue increased by 1.5% from $29.2m to $29.7m
• Gross profit increased by 1.9% from $8.2m to $8.4m
• EBITDA improved by 6.7% from $4.4m to $4.7m
• Operating profit increased by 4.1% from $2.8m to $2.9m
• Finance expense decreased by 37.7% from $2.7m to $1.7m
• Profit before tax increased by 131.3% from $0.55m to $1.28m
• Debt of $18.2m was refinanced by $5.2m repayments and $13.0m of bank facilities
• Paycheck Protection Program loans of $1.09m were received, and forgiven in 2021
• Capital investment into iodine and chemical plants was $2.4m (2019: $1.7m)
• Construction of IO8 plant completed and production commenced April 2020
•
Inventories increased by $3.6m largely due to COVID-19 impact on sales
• Cash reduced from $8.7m to $3.5m after debt repayments
Trading results
Total revenue increased by 1.5% from $29.2m to $29.7m. Demand for Iofina’s iodine related products
fell due to the COVID-19 pandemic, but the effect on total revenue was offset by price increases
achieved and by an increase in sales revenue from non-iodine products. Turnover of iodine related
products declined by 8% from $20.2m to $18.5m. Sales of crystallised iodine fell by 9%, with a 23%
volume reduction from 422 metric tonnes to 324 metric tonnes offset by 18% price increases, with an
average price of $34.84 (2019 $29.42) per kilogram. Sales of iodine derivative products showed a
combined 34% volume decline mitigated by a 26% overall price increase. Non-iodine products revenue
increased by 23% from $9.1m to $11.2m, with volume increases of 23% and no overall pricing change.
Gross profit improved overall by $0.2m (2%) to $8.4m (2019 $8.2m), remaining at 28% of sales as for
2019. Margins over costs of materials were some 4% higher for all iodine products combined, while
for non-iodine products there was a 4% fall in margins. Costs of the Iofina Chemical plant increased by
$0.6m (18%) reflecting higher maintenance costs and the strengthening of the production
management function. Production costs of iodine per kilogram at Iofina Resources increased by 8%
reflecting startup costs at the new IO8 plant and lower output in relation to costs. The net result of all
the above factors was a similar gross profit to 2019.
Crystallised iodine production was 610 metric tonnes compared to 603 metric tonnes for 2019. A new
plant IO8 was put into service in April 2020. Sales of crystallised iodine, both as raw iodine and in
derivative compounds, fell by 28% from 665 metric tonnes to 476 metric tonnes. Sales of crystallised
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IOFINA PLC
iodine were 68% of the total (2019 64%), and sales of crystallised iodine in derivative products were
32% of the total (2019 36%).
EBITDA improved by 6.7% from $4.4m to $4.7m after deducting $3.7m SGA expenses (2019 $3.8m)
from gross profit of $8.4m (2019 $8.2m).
Operating profit after depreciation and amortisation of $1.8m (2019 $1.6m) was $2.9m compared to
$2.8m for 2019.
Finance expense and derivative liability
Finance expense fell from $2.7m in 2019 to $1.7m in 2020, and there was a non-cash derivative liability
credit of $0.4m in 2019 (2020 Nil). The 2019 expense amount of $2.7m comprised principally $1.6m
interest payable, $0.2m arrangement fees, and a $0.8m non-cash charge for discount amortisation on
convertible loan notes. The 2020 expense of $1.7m comprises principally $1.1m interest payable and
$0.5m refinancing and arrangement fees. The reduction of $0.5m in interest payable reflects both loan
repayments of $5.2m made during 2020 and the reduction in interest rates from 7.5% to 3.50% and
3.25% resulting from the debt refinancing described in Note 20. The refinancing and arrangement fees
of $0.5m are expected to be a non-recurring item.
Profit before tax
Profit before tax improved from $0.6m (2019) to $1.3m (2020). Given that 2020 trading results were
on a par with 2019, the improvement mainly reflects the reduction in finance expense described
above.
Debt refinancing
2019 term loan notes debt of $18.2m was refinanced during the year by repayments of $5.2m and
new bank facilities totalling $13.0m. The facilities comprise a seven year term loan of $10.0m
repayable in monthly instalments, and a revolving line of credit of $8.0m, of which $3.0m was drawn
initially. The 2019 term loan notes carried an interest rate of 7.5%, whereas the new facilities are at
2.5% over US LIBOR as regards the term loan and 2.25% over US LIBOR as regards the revolving line of
credit. Further details of these facilities are given in Note 20.
Paycheck Protection Program loans
Paycheck Protection Program loans totalling $1.090m were received during the year. Notification of
forgiveness of these loans was received from the Small Business Administration in January 2021.
Investment
Progress towards a return on the Group’s November 2019 investment of $0.9m in the hemp seed
production undertaken by Organic Vines OP LLC has been delayed, with the COVID-19 pandemic a
factor. See Note 16 for details.
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IOFINA PLC
Capital investment
The Group invested $2.4m in capital projects and equipment (2019 $1.7m), of which $0.6m relates to
improvements and replacements at the Iofina Chemical plant (2019 $0.4m), and $1.8m relates to the
Iofina Resources Oklahoma plants. Of this latter amount $1.7m was spent on completing construction
of IO8 plant, placed in service April 2020, and together with the $1.2m spent in 2019 brings the total
cost of the plant to $2.9m.
Cash flow
Cash started the year at $8.7m and ended at $3.5m, a net cash outflow of $5.2m. The major
contributor to the outflow was the $5.2m debt repayments made as part of the debt refinancing.
There was also an increase of $3.5m in inventories, offset by a $2.7m decrease in receivables. These
latter changes reflect the slowdown in sales due to the COVID-19 pandemic, that became more
pronounced as the year progressed. However the Group is experiencing much more favourable
trading conditions so far in 2021, and it is expected that working capital ratios will continue to
normalise.
Malcolm Lewin
Chief Financial Officer
Iofina plc
24 May 2021
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IOFINA PLC
DIRECTORS’ BIOGRAPHIES
Lance J. Baller, Non-Executive Chairman
Mr. Baller was co-founder, CEO and President of Iofina Plc prior to his departure for health reasons in
June 2013. Mr. Baller was the Group’s Finance Director from 2007 until his appointment as CEO in
2010. Mr. Baller returned as Chairman in April 2014. Mr. Baller is the former managing partner of The
Elevation Fund and Elevation Capital Management. Mr. Baller is the former managing partner of
Shortline Equity Partners, Inc., a mid-market merger and acquisitions consulting and investment
company in the United States. He has actively served on the investment, audit, corporate governance
and compensation committees, while on the board of directors of companies in Asia and North
America. Mr. Baller is also a former vice president of mergers and acquisitions, financing and corporate
development at Integrated Biopharma, Inc., and prior to this a vice president of the investment
banking firms UBS AG and Morgan Stanley. He has served as Chairman to various companies and has
led successful restructurings. Mr. Baller is on the board of trustees of Index Funds and also serves as
the chairman of the audit committee and as the audit committee financial expert under the Sarbanes-
Oxley Act of the United States for Index Funds.
Dr. Thomas M. Becker, Chief Executive Officer
Dr. Becker has served as President/CEO of Iofina plc since 2014 and has led Iofina Chemical since
March 2010. Previously, Dr. Becker was the Vice President of Research and Development at
H&S/Iofina Chemical. Iofina bought H&S in July 2009. Dr. Becker has conducted extensive research in
both inorganic and organic halogen-based chemistry. Dr. Becker has written a magnitude of published
technical papers in his career. Prior to H&S Dr. Becker worked as an Oak Ridge Scholar on behalf of
the US EPA and for various other chemical manufacturing companies. Dr. Becker earned a BS in
Chemistry from Indiana University, and a PhD in Chemistry from the University of Cincinnati. He has
extensive experience in scale-up of chemical processes from laboratory to pilot to full scale
production. Dr. Becker is a former member of the Board of Governors of the Society of Chemical
Manufacturers and Affiliates (“SOCMA”).
Dr. William D. Bellamy, Non-Executive Director
Dr. Bellamy is the former Senior Vice President of the Water Business Group at CH2M HILL, Inc.
(“CH2M”), a company he has worked at for 30 years until his recent retirement. CH2M is one of the
largest consulting engineering companies in the world, providing leadership and strategic direction for
the water business and application of technologies worldwide. Dr. Bellamy has participated in energy
and sustainability forums, including as a panellist at the World Future Energy Conference in Abu Dhabi,
the World Bank Sustainable Cities Symposium and the Future of Water Economic Forum. Dr. Bellamy
serves as Professor of Practice at the University of Wyoming, where he teaches graduate courses and
is responsible for securing grants and research funding in the areas of water resources, water
treatment and sustainable energy development. Dr. Bellamy has a PhD in Civil Engineering from
Colorado State University, an MSc in Civil (Environmental) Engineering from the University of
Wyoming and a BSc in Electrical (Bio-Medical) Engineering from the University of Wyoming.
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IOFINA PLC
Malcolm T. Lewin, Chief Financial Officer
Mr. Lewin was named CFO and a director of the Group in November 2016 after having joined Iofina
as interim CFO in February 2016. Mr. Lewin is based in the UK and has over 30 years of experience in
finance and accounting for both public and private companies. As well as being a partner in a chartered
accounting firm for 11 years, he has acted for various companies listed on AIM and other exchanges.
In particular, from 2000 to 2003 he was the Finance Director of Oxford Metrics plc, an AIM company
supplying motion capture and visual geometry systems. From 2004 to 2006 he was the Finance
Director of Real Estate Investors plc, an AIM property investment company with interests in quality
commercial and industrial properties. From 2006 to 2011 he was a Director and CFO of Hunter Bay
Minerals plc, a junior mining company listed on the Toronto Venture Exchange with interests in South
America and Canada. From 2011 to 2014 he was CFO and Treasurer of VolitionRX Limited, an OTC life
sciences company focused on developing blood tests for a broad range of cancer types and other
conditions. Mr. Lewin has an MA in Classics from Oxford University and qualified as a chartered
accountant with Coopers & Lybrand.
J. Frank Mermoud, Non-Executive Director
Mr. Mermoud has more than 30 years’ experience in international business, facilitating trade and
investment in both the public and private sectors. He has held senior international, economic and
commercial policy positions within the United States Government having served as the Secretary of
State’s Special Representative for Commercial and Business Affairs at U.S. Department of State from
2002 to 2009. Mr. Mermoud is also a Non-Executive Director of Cub Energy Inc. an oil and gas company
headquartered in Houston, Texas.
Mary C. Fallin, Non-Executive Director
Mary Fallin has served the State of Oklahoma for over 30 years. She was elected the first female
Governor of the State in 2010, and was re-elected for a second term in 2014. Prior to serving as
Governor she held a number of state and federal positions, including serving as US Congresswoman
for Oklahoma’s 5th district between 2007-2011 and serving as Lieutenant Governor of Oklahoma
between 1995-2006. Mary has been a major contributor to natural resources industries in Oklahoma,
and implemented the State’s first comprehensive energy plan as well as its State-wide water plan. She
has held several positions, including Chair of the Southern State Energy Board, Chair of the Interstate
Oil & Gas Compact Commission, and has served on the natural resource committee of the National
Governors Association (NGA). Previously, she also served on the United States House of
Representatives Committee on Small Business, was Small Business Chairman on the Republican Policy
Committee, and was named the “Guardian of Small Business” by the National Federation of
Independent Business. Mary has also served on numerous Boards of Directors for both commercial
organizations and non-profits.
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IOFINA PLC
STRATEGIC REPORT
Principal activities and review of the business
Iofina plc (“Iofina” or the “Company”) is the holding company of a group of companies (the “Group”)
involved in the exploration and isolation of iodine and the production of specialty chemicals. Brine
water is sourced from partnerships with oil and gas operators, and saltwater disposal (“SWD”)
operators in the United States and is used as a raw material to produce iodine at the Group’s multiple
IOsorb® plants. The Group’s unique business model isolates a resource, iodine, from a produced waste
stream that, without Iofina’s technology, would be lost. Iodine containing or other specialty chemicals
are produced at and sold through the Company’s wholly owned subsidiary Iofina Chemical, Inc., with
the major raw material being the Group’s produced iodine. Additionally, the Group’s crystalline
IOflo® iodine is sold directly to other iodine end-users. IofinaEX Inc. is currently managing a hemp
seed investment and has explored cannabinoid production from hemp.
Iodine is a rare element that is produced only in a few countries in the world, with approximately 90
percent produced from Chile (~60 percent) and Japan (~30 percent, including recycled waste
streams). Iodine is a unique element with numerous applications. Iodine and compounds made from
iodine have many human health related applications
including; x-ray contrast agents,
pharmaceuticals, antiseptics, thyroid function, and others. Additional high volume uses of iodine
include; LCD screen technology, material heat stabilisation, animal feed additives, biocides, catalysts
and more. The Group produces iodine in the United States where the overall global iodine production
is only a small percentage of the world’s total production, but where there is a large consumption of
the world’s iodine by various American users.
Iofina Resources, Inc. is the Group’s wholly owned subsidiary which uses proprietary Wellhead
Extraction Technology® (WET®) and WET® IOsorb® methods to produce iodine from brine. The
Directors of the Company believe that Iofina’s unique business model for the production of iodine by
utilizing produced brine from third party oil and gas production is advantageous for long term raw
material sourcing and minimised production and expansion costs. The ability of the Group to expand
its iodine production quickly, at low cost, differentiates Iofina from other iodine producers. This has
been proven from the recent expansion of production and opening of IOsorb® plants IO#7 and IO#8.
Economically viable iodide rich brine is not common and the Group’s proprietary geological model to
locate and anticipate iodide rich sources is unique.
The main focus of Iofina’s current business model is the production of iodine from brine and the
creation and sales of specialty chemicals through Iofina Chemical. The Directors feel strongly that
diversification of the business while focusing on our core expertise is important. Iofina Resources
diversifies its iodine production through multiple IOsorb® production plants with multiple brine
suppliers in our core area in western Oklahoma. The technology the Group has developed, utilizing a
waste resource already being produced, allows Iofina the ability to expand its operations quickly with
minimal capital expenditure. Continued prudent growth in the number of IOsorb® plants increases
production, profit and diversification. Continued expansion of the Group’s geological model provides
opportunities for Iofina outside of its current core area. Iofina Chemical produces many iodine-based
products with applications in various industries including agricultural, pharmaceutical, biocides and
others. Additional diversification is realised by the production of non-iodine-based products at Iofina
Chemical. Markets for various products can change, and Iofina Chemical’s ability to produce a variety
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IOFINA PLC
of products allows the Group to take advantage of growing markets while not being as affected by
temporarily depressed or declining markets. This was evident in 2020 where the global economic
slowdown during the COVID-19 pandemic severely damaged many companies. However, through
Iofina’s business model which includes diversification and low-cost production, the Group was able
to manage the business during a difficult time. Creating strong, transparent, long-term, mutually
beneficial customer relationships are a fundamental tenet for Iofina Chemical. Research and
Development remain a top focus at Iofina in order to improve on current systems, be at the forefront
of new technologies, new specialty chemical products and applications in our core competencies.
Iodine prices are a key consideration for the Group. Over the last decade, iodine price fluctuations
have been rather dramatic compared to iodine price changes before 2011. Market supply and
demand changes as well as manufacturing cost increases for iodine are the major factors influencing
the price of iodine. In 2011, the combination of the Fukushima disaster in Japan and Chilean supply
disruptions resulted in a shortage of iodine and a spike in iodine prices which resulted in iodine prices
reaching all-time highs. Since that time, iodine prices have fallen dramatically from these highs as
Chilean production increases caused over-supply in the market for some time while iodine producers
were aggressively competing for market share. Iodine prices hit a low near the end of 2016 and into
early 2017. From the beginning of 2017 through the middle of 2020 iodine spot prices rose by
approximately 75%. Iodine prices retreated in H2 2020 as a result of lower global demand for iodine
and iodine-based products during the global COVID-19 pandemic. As an iodine manufacturer, iodine
prices have a significant impact on the Group’s gross profit margins. Prices have again begun to
increase in Q2 2021 and, whilst not certain, the Group expects iodine prices to continue to rise in
2021. Any increase in iodine prices and the rate of increase will likely be tied to the rate of reopening
of global industries and economies as COVID-19 vaccine rollout globally increases which should end
this pandemic in due course.
The Directors properly recognized that, as the Company erected its IOsorb® plants, it was imperative
for Iofina’s iodine production costs to be amongst the lowest in the industry to be competitive.
Between 2014 and 2017 numerous initiatives were successfully implemented to optimise Iofina’s
technology and lower iodine production costs. Once a majority of these process cost optimisation
goals were achieved, and iodine market conditions were positive, the Directors executed the next
phase of Iofina’s business plan and began a growth strategy. In early 2018 the Group’s iodine plant,
IO#7, was completed. By expanding our operations and building IO#7, the Group has successfully
lowered overall iodine production costs compared to the costs before IO#7. The Directors continued
this prudent growth strategy in 2019. In Q2 2019 the company performed an equity raise to reduce
debt and provide working capital for expansion projects. The result was the construction of IO#8
which began in late 2019 and was completed in early April 2020.
The Group is committed to continued growth and is investigating locations and partnerships to
expand iodine production. Any potential expansion of iodine production is not likely to occur before
Q4 2021. Uncertainties in expansion of oil and gas production in our core areas in the USA, uncertainty
of the recovery rate of economies and iodine demand, as well as learnt lessons of the past regarding
locations of IOsorb® plants are all factors for the Directors when considering the timing of expansion
projects. The Directors are aware of the risk of declining brine availability if our partners do not
maintain or increase their hydrocarbon production in areas that supply the Group’s current IOsorb®
plants. The Group is investigating the economics and the technology to better control the iodide rich
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IOFINA PLC
brine supply that feed the current and future IOsorb® plants. Iofina Chemical continues to be
recognised as a world-renowned halogen specialty chemical producer. Vertical integration of the
Group’s iodine into iodine derivatives gives Iofina’s customers stability of supply in addition to the
long-standing quality and technical support to Iofina’s global customers for the goods sold to them.
Additionally, the non-iodine-based halogen derivatives produced by Iofina Chemical gives the Group
further diversity.
Key Performance Indicators
The Directors review a range of financial indicators to assess and manage the Group’s performance,
including the following relating to revenue and iodine production:
Year ended
31 December
2020
Year ended
31 December
2019
Revenue from sales of iodine and iodine derivatives
Revenue from non-iodine products
Total revenue
Total pounds of product shipped
Metric tonnes of crystallised iodine produced
$18,506,546
$11,181,004
$29,687,550
1,799,900
610
$20,094,135
$9,151,093
$29,245,228
2,255,840
603
IOsorb® plants in operation (year-end)
5
4
Commentary on the above indicators is to be found in the Chairman’s Statement on pages 3 to 6.
Further commentary on the results for the year and the financial position at the year-end is to be
found in the Financial Review on pages 7 to 9.
Objectives
At the end of 2020 the Group had five operating IOsorb® iodine production facilities in the Group’s
core area in Oklahoma. While the theoretical capacity of these plants is very high, the practical
capacity of the plants is somewhat lower. Practical capacity takes into account multiple causes of
downtime, including weather, repairs and maintenance, inadequate brine (low parts per million of
iodine, heavily contaminated brine or little to no supply), power outages and other conditions. As we
have proven our technology and continue to improve operations at current facilities, more accurate
practical capacity operating targets have been realised as well as improvements for maximising
practical capacity.
Iofina Resources’ unique business model allows the group to determine sites for new iodine
production plants utilizing existing brine produced from oil/gas production and quickly bring these
sites into production. The continued execution of this prudent growth strategy was continued with
the start of construction of IO#8 in late 2019 which was completed in April 2020. While technology
and efficiency improvements at current facilities remain an ongoing priority, the Company continues
to explore new iodine production opportunities. This objective of strategic expansion in 2020 and
beyond is focused on sites that will continue to improve Iofina’s output with low production costs.
Brine supply to our IOsorb® plants can be affected by regulatory changes and adjustments of our
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IOFINA PLC
partner’s saltwater disposal systems and oil production programs. Iofina continues to work with its
partners to implement plans to maximize brine input and iodine output at each of our existing sites.
The mutually beneficial relationship between Iofina and its brine supply partners, which allows Iofina
to create iodine and allows the brine suppliers to realize value from a waste stream, is a key
component for existing projects and potentially for future sites. Continued efforts by our business
development and geological teams have identified numerous other expansion opportunities that the
Company will continue to evaluate and potentially execute, with current and other potential brine
supply partners, when management determines proper timing for new sites.
Timing of future iodine production growth will be dependent on various factors including the stability
or increase of iodine prices, global iodine demand, availability and costs to produce iodine at new
sites, partnership agreements, oil prices and production in areas with high iodide content brines, and
the regulatory landscape with respect to brine injection. With the fluctuations in oil prices, which was
evident in 2020, the Group is increasingly focused on evaluating alternative brine sourcing
opportunities which may allow the Group to better control brine supply at future sites. The Directors
are focused on expansion in a prudent manner whilst properly managing the current debt and cash
flow of the organisation. Expansion in 2021 is likely assuming the effects of COVID-19 are short lived
and do not impact the global iodine markets or USA oil/gas production negatively long-term.
Iofina Chemical has continued to invest in current products lines, safety improvements, and new
product R&D. These include investments in both iodine-based products and other non-iodine specialty
chemicals. Capital investment projects completed in 2020 included methyl fluoride capacity
improvements, trichloromelamine process improvements, addition of reactor capacity for iodide
products and other safety initiatives. The R&D and the sales groups continue to investigate and
research new opportunities for and applications of our existing portfolio of products, as well as identify
and produce new halogen-based derivatives for the Group in order to grow our halogen derivatives
business. As Iofina Resources has continued to increase iodine production, the sales team has
developed new outlets for this increased production of iodine including direct sales of the Group’s
crystalline IOflo® iodine directly to iodine consumers. Managing existing and developing new sales
channels and relationships, as Iofina continues to grow, is a high priority for the sales force at Iofina
Chemical.
IofinaEX has explored extraction of cannabinoid-based products from hemp and is licensed in
Kentucky. The market for cannabinoids from hemp has fluctuated greatly since IofinaEX was formed.
As a result of many factors, including increased regulation uncertainty and a significant price reduction
of cannabinoids derived from hemp biomass, IofinaEX is now solely focused in monetizing its seed
investment. This current hemp seed investment is a one-off investment project with Organic Vines OP
with the potential to achieve up to a 2x’s return on investment. Over 22 million certified organic seeds
were produced in this project. By obtaining Organic certification for the seeds produced, we have
obtained a differentiation factor from most other hemp seed and provides greater value. To date seed
sales have been much slower than expected with only thousands of seeds sold. The partnership is
confident that these high-quality seeds will be sold and realise profit, however the timeframe for this
realisation is unknown.
Lastly, the Directors are committed to employee retention whilst controlling costs. Employee safety
and training are also key objectives for the Group. A key component for the Group is the high
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IOFINA PLC
operational gearing whereby the Group’s business model allows for the control of administrative
and fixed expenses whilst expanding operations.
Principal risks and uncertainties
Iofina plc is subject to a number of risks and uncertainties, which could have a material effect on its
business, operations or future performance, including but not limited to:
Raw Materials: Brine water produced from oil and gas operations is the raw material source
for Iofina’s iodine production. The Group continues to evaluate opportunities to integrate its
IOsorb® process into produced brine water streams associated with hydrocarbon operations
in the USA, as well as other brine stream sources throughout the world. However, there is
significant risk and no guarantee as to the volume of commercial quantities of iodide rich brine
available to our current and future IOsorb® plants. Oil and gas prices and demand for these
hydrocarbons, generally will dictate whether our partners continue to expand their
production or possibly reduce hydrocarbon output. Changes in hydrocarbon production by
our partners will change the total brine availability to isolate iodine and thus the iodine output
of our IOsorb® plants. The SWDs that our partners operate may have temporary or permanent
issues which would likely affect the brine supply to IOsorb® plants. In the past year there has
been a reduction of capital spent by our partners for new drilling and recompletion of wells in
our core area which has resulted in a decline in total amounts of brine co-produced with oil
and gas in our key areas. Iofina maintains good relationships with our partners who provide
the brine water to our existing IOsorb® plants. Maintaining a positive, mutually beneficial
relationship with our brine suppliers is a top priority for the Group. By continuing an aggressive
water testing program and active exploration utilising geology and data analytics and
incorporating reservoir and production engineering, we are constantly evaluating new
potential locations for iodine extraction in our core area and in other locations.
Iofina Chemical sources raw materials throughout the globe. Understanding the supply chain
of these materials is important to minimise supply disruptions. Iofina Chemical has long term
relationships with many of its suppliers. Additionally, when possible, Iofina Chemical sources
materials from multiple suppliers to reduce risk. Increased regulations can adversely affect
availability and cost of materials. Prices of raw materials and energy can change and if
increases in these prices are not able to be passed on to our customers, it would negatively
affect margins for our products.
COVID-19 and Global Crises: Global Crises, while rare, can impact businesses significantly. The
COVID-19 pandemic is an example of such an event. These events could have a negative effect
on the markets we serve and on profits. COVID-19 resulted in a global economic slowdown
and a reduced demand for many of Iofina’s products. These types of events can also result in
delays in shipping, worker limitations, business closures and other challenges which may
negatively affect the Group. The diversity of Iofina’s products along with the uses of products
in areas like human health applications make Iofina less susceptible than most other
businesses. Iofina quickly implemented many protocols to minimize any negative impacts on
the business but these protocols only reduce risk and cannot eliminate risk. COVID-19 or other
events such as political unrest, acts of aggression (wars), other health crises, major weather
events or others would likely have a negative effect for the Group.
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Environmental: The Group’s operations are subject to the environmental risks inherent in the
exploration and chemical industries. The Group is subject to environmental laws and
regulations in connection with all of its operations. Although the Group intends to be in
compliance in all material respects with all applicable environmental laws and regulations,
there are certain risks inherent to its activities, such as accidental spills, leakages or other
circumstances that could expose the Group to extensive liability. Accordingly, the Group
promotes wherever possible environmental sustainability in its working practices and seeks
to minimise, mitigate or remedy any harmful effects from the Group’s operations on the
environment at each of its operational sites. Regulations on brine injections in the state of
Oklahoma into the Arbuckle geological formation in the Group’s core area due to seismic
activity were implemented mainly in late 2015 to early 2016 and have affected Iofina’s
partners’ brine disposal into this formation near some of our sites. This reduced some brine
availability to Iofina at some sites. The Group and its partners have implemented and continue
to implement strategies to minimise the effect on the availability of iodine rich brine to Iofina
due to these regulations. Moving forward the Group and its partners will continue to monitor
these risks and act accordingly. While the frequency and intensity of earthquakes have
significantly reduced in Oklahoma, and this reduction is likely a result of regulated changes in
brine disposal into the Arbuckle formation, there is still risk of additional earthquakes and
regulation moving forward. Changes in laws or regulation of brine streams could affect brine
availability or the cost to produce iodine. As a specialty chemical manufacturer, new
regulations based on chemical use, adverse human health or environmental impact are a risk
and may lead to higher costs or controlled production. Other environmental regulations that
restrict manufacturing of chemicals that Iofina produces would have a negative impact on the
Group. The Group has a robust Environmental, Health and Safety program and strives for
continual
is a certified
improvement
Chemstewards® facility.
Iofina Chemical
Additionally,
in this area.
Iodine Price volatility: The demand for, and prices of, iodine are highly dependent on a variety
of factors including international supply and demand, the level of consumer product demand,
the price and availability of alternatives, actions taken by governments and global economic
and political developments. Increases in current iodine producers’ production capacities or
new iodine producers entering the market could negatively impact prices. Fluctuations in
iodine prices and, in particular, a material decline in the price of iodine would have a material
adverse effect on the Group’s business, financial condition and operations. Since 2017 prices
of iodine have been rising until demand for iodine slowed as the global demand for many
products fell during the second half of 2020 as the COVID-19 pandemic surged. This resulted
in a slight decline on iodine prices that are now rising again in Q2 2021.
Key customers: There are a limited number of potential customers who purchase many of
the products of the Group’s chemical business, which makes relationships with these
customers, as well as the success of those customers’ businesses, critical to the Group’s
success. The loss of one or more major customers could harm the business, operating results
and financial condition of the Group. Iofina is continuing to diversify its customer base in its
Chemical subsidiary. In addition, Iofina works closely with all of its customers to develop
strong relationships, with a significant focus on ensuring that its products and services meet
the needs of its customers and are of the highest quality. In 2020, 15 percent (2019; 15
17
IOFINA PLC
percent) of revenue recognised was attributable to one long term customer. Relations with
this customer are good.
Key Partners: Iofina partners with third party oil and gas producers and saltwater disposal
operators to process iodine rich brine they extract with oil and gas production. Fluctuations
of oil and gas prices in the US can affect the financial stability of oil and gas producers. Any
changes in operator status or the financial strength of our partners is a risk to brine production
and availability. The Group has agreements with our partners to reduce any risk of change in
status. Material changes in these brine supply contracts with our partners could negatively
affect the Group.
Regulation and Trade: The businesses are subject to various significant international, federal,
state and local regulations currently in effect and scheduled to become effective in the near
future, including but not limited to environmental, health and safety and import/export
regulations. These regulations are complex, change frequently, can vary from country to
country, state to state and have generally increased over time. Iofina may incur significant
expense in order to comply with these regulations or to remedy violations of them. The new
federal administration in the USA is more likely to increase regulations for the oil, gas and
chemical industries versus the previous administration. Any new regulation that would
increase cost of raw materials the Group uses, reduces availability of these raw materials or
caps production of products the Group produces would likely have a negative effect on
margins.
Any failure by Iofina to comply with applicable government regulations could result in non-
compliant portions of our operations being shut down, product recalls or impositions of civil
and criminal penalties and, in some cases, prohibition from distributing our products or
performing our services until the products and services are brought into compliance, which
could significantly affect our operations.
IofinaEX is involved in the sale of hemp seeds, a highly regulated industry. Laws and
regulations for handling hemp seeds, biomass and products produced from hemp continue to
change and evolve.
The Group closely monitors regulations across its businesses to ensure that it complies with
the relevant laws and regulations. While Iofina does not believe that it is non-compliant with
any laws or regulations, any instances of non-compliance would be brought to the attention
of the appropriate authorities as soon as possible.
Recently trade relationships between the USA and other areas of the world have become
more unstable. Increased tariffs implemented by the USA and retaliatory tariffs imposed by
other governments against the USA has the potential to adversely affect both raw material
supply and final product sales for Iofina in certain areas of the world. Iofina has been proactive
in reducing the impact of tariffs which directly impact the Company’s supply and sales lines.
Inventory Fluctuations: Inventory level changes can cause a financial instability. One recent
example is that demand for some of the Group’s products decreased in H2 2020 as the
pandemic based global economic slowdown accelerated which resulted in the Group carrying
18
IOFINA PLC
abnormally high inventories. This inventory increase negatively affects cash flow. Low
inventories can negatively affect sales volumes and customer relationships.
Insurance may not cover all material losses: The Group strives to carry standard insurance
for our industry that would minimise loss when events occur. However, certain scenarios or
events may not be covered by insurance and could have a negative material impact on the
Group. For example, cyber-attacks have increased globally and while the Group has increased
measures to thwart potential cyber-attacks, we cannot guarantee these measures will prevent
a cyber-attack for which we do not carry specific insurance.
Personnel: As a small technical organisation, the loss key technical or senior management
employees could negatively affect the business.
Significant Shareholders: Significant shareholders may have the ability to affect changes that
result in a material adverse effect to the organisation including a change in senior
management or control of the Group or its Board of Directors.
Interest Rates: As a result of the 2020 debt changes that served to significantly reduce both
overall debt and interest rates for the Group, a significant portion of the debt carries variable
interest rates. While unlikely in the short term, interest rates may rise significantly and
negatively impact debt cost of the Group.
Going concern
The Group’s former Term Loan Notes of $18,177,209, due 1 July 2020, were repaid during the year.
New financing totalling $13 million was arranged as set out in Note 20, of which $10 million is
repayable over seven years and $3 million has a two-year term. As disclosed in Note 27 the loans
totalling $1.09m received by the Group under the Paycheck Protection Program were forgiven in full
in January 2021. The size and maturities of the Group’s debt obligations have therefore been greatly
improved. Based on recent experience and market trends the Group does not expect the COVID-19
virus to have a material negative financial effect going forward. The Group also considers that recent
shortfalls in brine supply from oil and gas operators can be mitigated to a significant extent. On that
basis the Group has prepared forecasts and projections that indicate there are adequate resources to
continue in operational existence for the foreseeable future. However, the Group recognises that
there can be no certainty where these predictions are concerned. After due consideration of the
foregoing, the Directors consider it appropriate to continue to adopt the going concern basis in
preparing the financial statements.
On behalf of the board
Lance J. Baller
Non-Executive Chairman
Iofina plc
24 May 2021
19
IOFINA PLC
STATEMENT IN ACCORDANCE WITH SECTION 172 OF THE COMPANIES ACT 2006
The Directors are required to make a statement which describes how they have behaved with regard
to the matters set out in Section 172(1) of the Companies Act 2006, namely:
Duty to promote the success of the company
(a)
(b)
(c)
(d)
(e)
(f)
the likely consequences of any decision in the long-term;
the interests of the company’s employees;
the need to foster the company’s business relationships with suppliers, customers, and others;
the impact of the company’s operations on the community and the environment;
the desirability of the company maintaining a reputation for high standard of business conduct;
the need to act fairly between members of the company.
Section 172 Statement
The Directors insist on high operating standards and fiscal discipline and routinely engage with
management and employees of the company to understand the underlying issues within the
organization. Additionally, the Board looks outside the organization at macro factors affecting the
business. The Directors consider all known facts when developing strategic decisions and long-term
plans, taking into account their likely consequences for the Company.
The Directors and management are committed to the interests and well-being of Iofina’s employees.
Iofina is committed to the highest levels of integrity and transparency possible with employees and
other stakeholders. Safety initiatives, consistent training, strong benefit packages and open dialogue
between all employees are just a few of the ways the Company ensures its employees improve skill
sets and work hand-in-hand with management to improve all aspects of the Group’s performance.
Other stakeholders include, customers, suppliers, debt holders, industry associations, government
and regulatory agencies, media, local communities and shareholders. The Board, both individually
and together, consider that they have acted in the way they consider would be most likely to promote
the success of the Company as a whole. In order to do this, there is a process of dialogue with
stakeholders to understand the
Iofina believes that any
supplier/customer relationship must be mutually beneficial and the Company is known for its
commitment to details to its customers. Communications with debt holders and shareholders occur
on an ongoing basis and as questions arise. The company also communicates through media
interviews and Twitter.
issues that they might have.
The Directors are committed to positive involvement in the local communities where we operate. Part
of this commitment is our program “Iofina Gives Back’, where Iofina supports local charities by
donating time and goods. Additionally, Iofina adheres to environmental regulations at its sites and
supports sustainability practices where possible.
Integrity is a key tenet for the Directors and the Company’s employees. The Company believes that
any partnership must benefit both parties. We strive to provide our stakeholders with timely and
informative responses and are always striving to meet or exceed customers’ needs.
The Board recognises its responsibilities under section 172 as outlined above and has acted at all times
in a way consistent with promoting the success of the Company with regard to all stakeholders.
20
IOFINA PLC
CORPORATE GOVERNANCE
It is the Chairman’s responsibility, working with Board colleagues, to ensure that good standards of
corporate governance are embraced throughout the Group. As a Board, we set clear expectations
concerning the Group’s culture, values and behaviours.
In September 2018, the Board adopted the Quoted Companies Alliance Corporate Governance Code
(the “QCA Code”). On our website (https://iofina.com/corporate-governance/) we set out how we
seek to comply with the 10 principles of the QCA Code. The following sections of the Corporate
Governance Statement explain how the QCA Code is applied by the Company.
The Board comprises six Directors: the Non-Executive Chairman, two full time Executive Directors and
three Non-Executive Directors (each of whom are considered by the Board to be independent),
reflecting a blend of different experiences and backgrounds. The function of the Chairman is to
supervise and manage the Board and to ensure its effective control of the business. The Board believes
that the composition of the Board brings a desirable range of skills and experience given the Group’s
challenges and opportunities as a publicly quoted company, while at the same time ensuring that no
individual (or group of individuals) can dominate the Board’s decision-making.
The Board meets regularly to review, formulate and approve the Group’s strategy, budgets, corporate
actions and oversee the Group’s progress towards its goals. The Board has established the following
committees to fulfil specific functions, each with formally delegated duties and responsibilities (details
of which can be found on our website; see: http://www.iofina.com/about/committees): the Audit
Committee and the Remuneration Committee. These committees meet on a regular basis and at least
two times a year. The Board has elected not to constitute a dedicated nomination committee, instead
retaining such decision making with the Board as a whole. This approach is considered appropriate to
enable all Board members to take an active involvement in the consideration of Board candidates and
to support the Chair in matters of nomination and succession.
From time to time, separate committees may also be set up by the Board to consider specific issues
when the need arises.
21
IOFINA PLC
DIRECTORS' REPORT
The Directors present their report and financial statements for the Group for the year ended 31
December 2020.
Strategic report
Included in the Strategic Report on pages 12 to 19 is the review of the business and principal risks and
uncertainties.
Post balance sheet events
Post balance sheet events are set out in note 27.
Directors’ responsibilities for the preparation of the financial statements
The Directors are responsible for preparing the Strategic Report and the Directors’ Report and the
financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare Group and Company financial statements for each
financial year. The Directors are required by the AIM Rules for Companies (as published by the London
Stock Exchange) to prepare Group financial statements in accordance with International Financial
Reporting Standards ("IFRS"), as adopted by the European Union (“EU”), and have elected under
company law to prepare the Company financial statements in accordance with IFRS.
The financial statements are required by law and IFRS adopted by the EU to present fairly the financial
position of the Group and the Company and the financial performance of the Group. The Companies
Act 2006 provides, in relation to such financial statements, that references in the relevant part of that
Act to financial statements giving a true and fair view are references to their achieving a fair
presentation.
Under company law the directors must not approve the financial statements unless they are satisfied
that they give a true and fair view of the state of affairs of the Group and the Company and of the
profit or loss of the Group for that period.
In preparing the Group and Company financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
a.
b. make judgements and accounting estimates that are reasonable and prudent;
c.
d.
state whether they have been prepared in accordance with IFRS adopted by the EU; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume
that the Group and the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and
explain the Group’s and the Company’s transactions and disclose with reasonable accuracy at any time
the financial position of the Group and the Company and enable them to ensure that the financial
statements comply with the Companies Act 2006. They are also responsible for safeguarding the
assets of the Group and the Company and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
22
IOFINA PLC
The directors are responsible for the maintenance and integrity of the corporate and financial
information included on the Iofina plc website.
Legislation in the United Kingdom governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
Results and dividends
The results for the year are set out in the consolidated statement of comprehensive income and
detailed in the Financial Review.
The directors do not recommend payment of a dividend.
Financial instruments and risk management
Note 14 details the risk factors for the Group and how these risks are managed, including the degree
to which it is appropriate to use financial instruments to mitigate risks.
Directors
The directors who served during the year and subsequently were as follows:
Lance J. Baller, Non-Executive Chairman
Dr. William D. Bellamy, Non-Executive Director
J. Frank Mermoud, Non-Executive Director
Mary C. Fallin, Non-Executive Director (appointed 1 April 2020)
Dr. Thomas M. Becker, Chief Executive Officer and President
Malcolm T. Lewin, Chief Financial Officer
Statement as to disclosure of information to the auditor
The directors who were in office on the date of approval of these financial statements have confirmed
that, as far as they are aware, there is no relevant audit information of which the auditor is unaware.
Each of the directors has confirmed that they have taken all the steps that they ought to have taken
as directors in order to make themselves aware of any relevant audit information and to establish that
it has been communicated to the auditor.
Auditor
UHY Hacker Young were appointed as auditors to the Company and in accordance with Section 485
of the Companies Act 2006 a resolution proposing that they be reappointed will be put to the next
Annual General Meeting.
On behalf of the Board
Dr. Thomas M. Becker
Chief Executive Officer and President
24 May 2021
23
IOFINA PLC
CORPORATE GOVERNANCE STATEMENT
The Board is accountable to the Company’s shareholders for good corporate governance and it is the
objective of the Board to attain a high standard of corporate governance. The Chairman has primary
responsibility to lead the Board effectively and to oversee the adoption, delivery and communication
of the Company’s corporate governance model.
The Company is listed on the AIM market of the London Stock Exchange (“AIM”) and is subject to the
continuing requirements of the AIM Rules for Companies. In April 2019, the Company adopted The
QCA Corporate Governance Code, as published by the Quoted Companies Alliance (the “QCA Code”).
On our website (https://iofina.com/corporate-governance-2/) we set out how we comply with the 10
principles of the QCA Code. The following sections explain how the QCA Code is applied by the
Company.
Business model, strategy and approach to risk
The Group focuses on the exploration and production of iodine and halogen-based specialty chemical
derivatives. We identify, develop, build, own and operate iodine extraction plants, currently focused
in North America, based on Iofina’s Wellhead Extraction Technology® (WET®) IOsorb® technology. The
Group has complete vertical integration from the production of iodine in the field to the manufacture
of the chemical end-products derived from iodine to the consumer, and the recycling of iodine using
iodinated side-streams from waste chemical processes. We use patented or proprietary processes
throughout all business lines. Together these allow us to be the Technology Leaders in Iodine®. The
Group’s strategy is to continue to focus on the exploration and production of iodine and iodine
specialty chemical derivatives, delivering growth throughout our operations. Growth is intended to be
achieved with the continued upgrading and expanding of our plants, which in turn will boost the level
of iodine production.
All of the Group’s activities involve an ongoing assessment of risks and the Group seeks to mitigate
such risks where possible. The Board has undertaken an assessment of the principal risks and
uncertainties facing the Group, including those that would threaten its business model, future
performance, solvency and liquidity. In addition, the Board has considered the longer-term viability of
the Group, including factors such as the prospects of the Group and its ability to continue in operation
for the foreseeable future. The Board considers that the disclosures outlined in the Strategic Report
on pages 16 to 19 are appropriate. The Board considers that these disclosures provide the information
necessary for shareholders and other stakeholders to assess the Group’s future viability and potential
requirements for further capital to fund its operations.
Having carried out a review of the level of risks that the Group is taking in pursuit of its strategy, the
Board is satisfied that the level of retained risk is appropriate and commensurate with the financial
rewards that should result from achievement of its strategy.
Board of Directors
As of the date of this Report the Board comprises six Directors in total: the Non-Executive Chairman,
two Executive Directors (being the Chief Executive Officer (“CEO”) and the Chief Financial Officer
(“CFO”)) and three Non-Executive Directors (each of whom are considered by the Board to be
independent), reflecting a blend of different experiences and backgrounds. The skills and experience
24
IOFINA PLC
of the Board are set out in their biographical details on pages 10 and 11. The experience and
knowledge of each of the Directors give them the ability to challenge strategy constructively and to
scrutinize performance.
The Board is responsible to the shareholders for the proper management of the Group. Both the Board
and senior managers are responsible for reviewing and evaluating risk and the Executive Directors
meet at least monthly to review ongoing trading performance, discuss budgets and forecasts, and new
risks associated with ongoing trading. The entire Board typically meets quarterly to set the overall
direction and strategy of the Group, to review operational and financial performance, and to advise
on management appointments (if necessary). The Board has also convened, when necessary, by video
conference during the year to review the strategy and activities of the business. All key operational
and investment decisions are subject to Board approval. The Company Secretary is responsible for
ensuring that Board procedures are followed, and applicable rules and regulations are complied with.
The number of meetings attended by each Director can be found on page 27.
There is a clear separation of the roles of CEO and Non-Executive Chairman. The Chairman is
responsible for overseeing the running of the Board, ensuring that no individual or group dominates
the Board’s decision making and ensuring the Non-Executive Directors are properly briefed on
matters. The CEO has the responsibility for implementing the strategy of the Board and managing the
day-to-day business activities of the Group.
Time commitment
On joining the Board, Non-Executive Directors receive a formal appointment letter, which identifies
the terms and conditions of their appointment and, in particular, the time commitment expected of
them. A potential Director candidate (whether an Executive Director or Non-Executive Director) is
required to disclose all significant outside commitments prior to their appointment. The Board is
satisfied that both the Chairman and the other Non-Executive Directors are able to devote sufficient
time to the Group’s business.
Independence of Directors
The Directors acknowledge the importance of the principles of the QCA Code which recommends that
a company should have at least two independent Non-Executive Directors. The Board considers it has
sufficient independence on the Board and that all the Non-Executive Directors are of sufficient
competence and calibre to add strength and objectivity to the Board, and bring considerable
experience in industry, operational and financial development of chemical products and companies.
Specifically, the Board has considered and determined that since the date of their respective
appointments William Bellamy, J. Frank Mermoud and Mary Fallin are independent in character and
judgement, specifically that they:
• have not been employees of the Company within the last five years;
• do not have a material business relationship with the Group;
• have no close family ties with any of the Group’s advisers, Directors or senior employees;
25
IOFINA PLC
• do not hold cross-directorships or have significant links with other Directors through
involvement in other companies or bodies; and
• do not represent any shareholder.
The Company Secretary maintains a register of outside interests and any potential conflicts of interest
are reported to the Board.
If they so wish, the Non-Executive Directors have opportunities to meet without Executive Directors
being present (including after Board and Committee meetings). Because the Board is spread out
geographically, the majority of communications between Directors is conducted by video. However,
the Board does convene in person at least once a year, and this presents an opportunity (before, after
and between management and operational meetings) for the Non-Executive Directors to meet in
person without the Executive Directors being present, albeit in-person meetings have been limited
during the financial year under review due to the global COVID-19 pandemic and the ensuing travel
restrictions in place.
Professional development
Throughout their period in office, the Directors are continually updated on the Group’s business, the
competitive and regulatory environments in which it operates, corporate social responsibility matters
and other changes affecting the Group and the industry it operates in as whole. The updates are
usually provided by way of written briefings and meetings with senior management. Directors are also
advised on appointment of their legal and other duties and obligations as a director of an AIM-quoted
company both in writing and in communications (being face-to-face meetings whenever possible) with
the Company’s Nominated Adviser. The Directors also have recourse to the Company Secretary, a
qualified and practising solicitor, who is a recognised practitioner within the AIM community.
All the Directors are subject to election by shareholders at the first Annual General Meeting of the
Company (“AGM”) after their appointment to the Board. Each Director will continue to seek re-
election at least once every three years.
Board Committees
There are two committees – the Audit Committee and the Remuneration Committee. Their full terms
of reference are published on the Company’s website at https://iofina.com/committees/.
Audit Committee
During the financial period under review, the members of the Audit Committee were Lance Baller, Dr
William Bellamy, J. Frank Mermoud and Mary Fallin (who became a member on her appointment to
the Board). Mr Baller is the Chairman of the Audit Committee. The responsibilities of the committee
include the following:
• ensuring that the financial performance of the Group is properly monitored, controlled and
reported on;
•
reviewing accounting policies, accounting treatment and disclosures in the financial reports;
26
IOFINA PLC
• meeting the auditors and reviewing reports from the auditors relating to accounts and internal
control systems; and
• overseeing
the Group’s
relationship with external auditors,
including making
recommendations to the Board as to the appointment or re-appointment of the external
auditors, reviewing their terms of engagement, and monitoring the external auditors’
independence, objectivity and effectiveness.
During the year, the committee met to review audit planning and findings with regard to the Annual
Report. In addition, it reviewed the appointment of auditors, and agreed unanimously to re-elect UHY
Hacker Young LLP.
Remuneration Committee
During the financial period under review, the members of the Remuneration Committee were Dr
William Bellamy, Lance Baller and J. Frank Mermoud. Dr Bellamy is the Chairman of the Remuneration
Committee. The responsibilities of the committee include the following:
•
reviewing the performance of the Executive Directors and setting the scale and structure of
their remuneration with due regard to the interest of shareholders;
• overseeing the evaluation of the Executive Directors; and
• determining the vesting of awards, including the setting of any performance criteria in relation
to the exercise of share options, granted under the Company’s share option plan.
During the year, the committee met to discuss remuneration and bonuses for the Executive Directors,
and share option awards for the Directors and senior management.
The Directors’ remuneration information is presented on page 29.
Attendance at meetings
The Board meets regularly on a quarterly basis, together with further meetings as required. The Audit
and Remuneration Committees meet as required, and try to hold a minimum of two meetings each
year.
The Directors attended the following meetings during the year:
Lance Baller
Dr Thomas Becker
Malcolm Lewin
Dr William Bellamy
J. Frank Mermoud
Mary Fallin
Board
9
9
9
9
9
5
Audit
2
-
-
2
2
1
Remuneration
1
-
-
1
1
-
27
IOFINA PLC
Risk management and internal control
The Board is responsible for the systems of internal controls and for reviewing their effectiveness. The
internal controls are designed to manage rather than eliminate risk and provide reasonable but not
absolute assurance against material misstatement or loss. The Board reviews the effectiveness of
these systems annually by considering the risks potentially affecting the Group.
Iofina employs strong financial and management controls within the business. Examples of control
procedures include:
• an annual budget set by the Board with regular review of progress;
•
•
regular meetings of Executive Directors and senior management to review management
information and follow up on operational issues or investigate any exceptional circumstances;
clear levels of authority, delegation and management structure; and
• Board review and approval of significant contracts and overall project spend.
The Company’s system of internal control is designed to safeguard the Company’s assets and to ensure
the reliability of information used within the business. The system of controls manages appropriately,
rather than eliminates, the risk of failure to achieve business objectives and provides reasonable, but
not absolute, assurance against material misstatement or loss. The Group does not consider it
necessary to have an internal audit function due to the small size of the administrative function.
Instead, there is a detailed monthly review and authorisation of transactions by the CFO and the CEO.
The independent auditors do not perform a comprehensive review of internal control procedures, but
do report to the Audit Committee on the outcomes of its annual audit process. The Board confirms
that the effectiveness of the system of internal control, covering all material controls including
financial, operational and compliance controls and risk management systems, has been reviewed
during the year under review and up to the date of approval of the Annual Report.
The Group maintains appropriate insurance cover in respect of actions taken against the Directors
because of their roles, as well as against material loss or claims against the Group. The insured values
and type of cover are comprehensively reviewed on a periodic basis.
Board effectiveness and performance evaluation
The Board is mindful that it needs to continually monitor and identify ways in which it might improve
its performance and recognises that board evaluation is useful for enhancing a board’s effectiveness.
The individual contributions of each of the members of the Board are regularly assessed to ensure
that: (i) their contribution is relevant and effective; (ii) that they are committed; and (iii) where
relevant, they have maintained their independence. The Board intends to review the performance of
the team as a unit to ensure that the members of the Board collectively function in an efficient and
productive manner. One-third of the Directors must stand for re-election by shareholders annually in
rotation and all Directors must stand for re-election at least once every three years.
28
IOFINA PLC
The Company considers that the Board and its individual members continue to perform effectively,
that the Chairman performs his role appropriately and that the process for evaluation of his
performance has been conducted in a professional and rigorous manner.
Corporate Social Responsibility
The Board recognises the growing awareness of social, environmental and ethical matters and it
endeavours to take into account the interest of the Group’s stakeholders, including its investors,
employees, suppliers and business partners, when operating the business.
Employment
The Group endeavours to appoint employees with appropriate skills, knowledge and experience for
the roles they undertake and thereafter to develop and incentivise staff. The Board recognises its legal
responsibility to ensure the wellbeing, safety and welfare of its employees and maintain a safe and
healthy working environment for them and for its visitors.
Investor Relations
The Board recognises the importance of communication with the Company’s shareholders to ensure
that its strategy and performance is understood and that it remains accountable to shareholders. Our
website has a section dedicated to investor matters and provides useful information for the
Company’s shareholders (see: http://iofina.com/investors/). The Board as a whole is responsible for
ensuring that a satisfactory dialogue with shareholders takes place, while the Chairman and the CEO
ensure that the views of the shareholders are communicated to the Board as a whole. The Board
ensures that the Group’s strategic plans have been carefully reviewed in terms of their ability to
deliver long-term shareholder value. Fully audited Annual Reports are published, and Interim Results
notified via Regulatory News Service announcements. All financial reports and statements are
available on the Company’s website (see: http://iofina.com/investors/financial-results).
There is an opportunity at the Annual General Meeting for individual shareholders to question the
Chairman and the Executive Directors. Notice of the meeting is sent to shareholders at least 21 clear
days before the meeting. Shareholders are given the opportunity to vote on each separate issue. The
Company counts all proxy votes and indicates the level of proxies lodged on each resolution, after it
has been dealt with by a show of hands. Details of the resolutions and explanations thereto are
included with the notice, including any special arrangements necessitated by COVID-19.
Directors’ remuneration
Remuneration provided to each Director was as follows:
Lance Baller
Dr. Thomas Becker
Malcolm Lewin
William Bellamy
Frank Mermoud
Mary Fallin
Total
Salary
109,620
236,400
160,000
30,000
30,000
22,500
$588,520
2020
Bonus
-
50,000
40,000
-
-
-
$90,000
Total $
109,620
286,400
200,000
30,000
30,000
22,500
$678,520
29
Salary
109,620
235,600
160,000
30,000
30,000
-
$565,220
2019
Bonus
-
40,000
30,000
-
-
-
$70,000
Total $
109,620
275,600
190,000
30,000
30,000
-
$635,220
IOFINA PLC
No pension contributions were paid on behalf of the directors in 2019 or 2020.
Directors’ and officers’ insurance is in place on a Group-wide basis.
The interests of the Directors in office as at 31 December 2020 in the shares of the Company at the
end of the financial year and the beginning of the financial year or date of appointment, if later, were
as follows:
L J Baller
Dr. T M Becker
W D Bellamy
M T Lewin
J F Mermoud
31 December 2020
4,812,500
93,750
46,875
93,750
23,750
1 January 2020
4,812,500
-
-
-
-
The Directors were granted options over shares on 16 December 2020 with an exercise price of 12.5
pence. All options granted to Directors are set out in the table below. No Directors exercised options
in 2020.
Name
Dr T Becker
M Lewin
L Baller
2018
Options
granted
660,000
330,000
220,000
Dr W Bellamy
110,000
JF Mermoud
M Fallin
-
-
Exercise
price per
2018
Option
16.2p
16.2p
16.2p
16.2p
-
-
Lapse
date
2019
Options
granted
13/6/28
242,000
13/6/28
165,000
13/6/28
165,000
13/6/28
82,500
-
-
82,500
-
Exercise
price per
2019
Option
Lapse
date
2020
Options
granted
Exercise
price per
2020
Option
Lapse
date
21.3p
21.3p
21.3p
21.3p
21.3p
-
24/7/29
266,200
12.5p 15/12/30
24/7/29
181,500
12.5p 15/12/30
24/7/29
165,000
12.5p 15/12/30
24/7/29
82,500
12.5p 15/12/30
24/7/29
82,500
12.5p 15/12/30
-
82,500
12.5p 15/12/30
In addition to the above, Dr T Becker has 250,000 2011 Options with an exercise price of 30p and a lapse date
of 2 July 2021.
On behalf of the Board
Dr. Thomas M. Becker
Chief Executive Officer and President
24 May 2021
30
IOFINA PLC
Independent auditor’s report to the members of Iofina Plc
Opinion
We have audited the financial statements of Iofina Plc (the ‘Parent Company’) and its subsidiaries (the
‘Group’) for the year ended 31 December 2020 which comprise the Consolidated Statement of
Comprehensive Income, the Consolidated Balance Sheet, the Consolidated Statement of Changes in
Shareholders’ Equity, the Consolidated Cash Flow Statement, the Company Balance Sheet, the
Company Statement of Changes in Shareholders’ Equity and notes to the financial statements,
including significant accounting policies. The financial reporting framework that has been applied in
their preparation is applicable law and International Financial Reporting Standards (IFRSs), as adopted
by the European Union.
In our opinion:
•
•
•
the financial statements give a true and fair view of the state of the Group’s and of the Parent
Company’s affairs as at 31 December 2020 and of the Group’s profit for the year then ended;
the Group and Parent Company financial statements have been properly prepared in
accordance with IFRSs as adopted by the European Union; and
the Group financial statements have been prepared in accordance with the requirements of
the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and
applicable law. Our responsibilities under those standards are further described in the Auditor’s
responsibilities for the audit of the financial statements section of our report. We are independent of
the Group and Parent Company in accordance with the ethical requirements that are relevant to our
audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed
entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern
basis of accounting in the preparation of the financial statement is appropriate.
Our evaluation of the directors’ assessment of the entity’s ability to continue to adopt the going
concern basis of accounting included:
prepared
Evaluation of management assessment
Management
detailed
have
consolidated cash flow forecasts incorporating
all entities within the Group covering the period
to 31 December 2022. These are based on their
expectation of future costs, including budgeted
operating and capital expenditure on all of the
group’s operating plants
licence areas and
expectations of future iodine production levels
and commodity price.
Key observations
The cash flow forecast demonstrates that the
Group will have a cash flow surplus throughout
the forecast period. These incorporated all
budgeted and committed expenditure including
the repayment of the term loan. We did note
that the revolving credit loan, which is due for
repayment in September 2022, was not included
on the projections provided. It was noted,
however, that in September 2022, when the
facility matures, the Company is expected to
31
IOFINA PLC
Our review included:
• Assessing the transparency, completeness
and accuracy of the matters covered in the
going concern disclosure by evaluating
management's cash flow projections for the
forecast period and the underlying
assumptions;
• Review of the cash flow forecasts, the
methodology behind these and ensuring
they are arithmetically correct and
challenging the assumptions by discussing
them with management and corroborating
them with historical knowledge;
• Obtaining post year end management
information and comparing these to budget
to ensure budgeting is reasonable and
results are in line with expectations; and
• We completed a sensitivity analysis on the
budgets provided to assess the change in
revenue and Iodine prices that would need
to occur to push the Group into a cash
negative position.
have sufficient cash reserves to repay the
balance owed.
forecast, we
In reviewing the cash flow
separately sensitised the commodity price to
determine the maximum the price of iodine
could fall in order for the cash to be depleted to
Nil. Overall, the price of Iodine would need to
decrease by 23% - 24% in 2021 and 2022 in order
for EBITDA to be nil for both years of the
forecast. Given the price of Iodine has been
increasing since 2018, this is not considered
likely.
The likelihood of this fall in Iodine prices lasting
for the entire forecast period is considered by
the Directors to be remote and
in such
circumstances consider sufficient mitigating
actions to be available to continue as a going
concern.
Based on the work we have performed, we have not identified any material uncertainties relating to
events or conditions that, individually or collectively, may cast significant doubt on the entity’s ability
to continue as a going concern for a period of at least twelve months from when the financial
statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
Our approach to the audit
As part of designing our audit, we determined materiality and assessed the risks of material
misstatement in the financial statements. In particular, we looked at where the directors made
subjective judgements, for example in respect of significant accounting estimates that involved
making assumptions and considering future events that are inherently uncertain.
We tailored the scope of our audit to ensure that we performed enough work to be able to give an
opinion on the financial statements as a whole, taking into account an understanding of the
structure of the Company and the Group, their activities, the accounting processes and controls, and
the industry in which they operate. Our planned audit testing was directed accordingly and was
focused on areas where we assessed there to be the highest risk of material misstatement.
32
IOFINA PLC
Our Group audit scope includes all of the group companies. At the Parent Company level, we also
tested the consolidation procedures. The audit team communicated regularly throughout the audit
with the CFO in order to ensure we had a good knowledge of the business of the Group. During the
audit we reassessed and re-evaluated audit risks and tailored our approach accordingly.
The audit testing included substantive testing on significant transactions, balances and disclosures,
the extent of which was based on various factors such as our overall assessment of the control
environment, the effectiveness of controls and the management of specific risk.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant findings, including any significant deficiencies in internal
control that we identify during the audit.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period and include the most significant assessed
risks of material misstatement (whether or not due to fraud) we identified, including those which had
the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing
the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and
in forming our opinion thereon, and we do not provide a separate opinion on these matters. This is
not a complete list of all risks identified during our audit.
Key audit matters
Revenue Recognition
Under IFRS 15, the entity shall recognise
revenue to depict the transfer of goods or
services to customers in an amount that reflects
the consideration to which the entity expects to
be entitled in exchange for those goods or
services.
The revenue stream for the group is derived
from sale of iodine derivatives, iodine chemicals
and ancillary products. All of which are
fundamental to the financial statements and a
systematic error in the calculation could lead to
a material error.
We therefore identified the risk over the cut off
of revenue as a significant risk and also
33
How our audit addressed the key audit
matters
Our audit work included, but was not restricted
to:
• Documenting our understanding of
management’s process for evaluating
revenue recognition and assessing the
design effectiveness of related key
controls.
• We
tested
the completeness of
revenue by selecting a sample of items
from outside of the Group’s accounting
system and tracing them to inclusion
system and
into
revenue
agreeing
recognition.
the appropriate
the accounting
• We tested occurrence of revenue by
consideration of our testing in trade
receivables in conjunction with using AI
software to assist by identifying the
IOFINA PLC
considered completeness and occurrence
assertions.
correlation between trade receivables
and revenue journals being made and
the whether any subsequent reversal of
trade receivables should have impacted
the recognition of the revenue.
• We audited revenue for cut-off by
testing pre and post year-end revenue
items on a sample basis to assess
whether the revenue
items were
accounted for in the correct period.
• Whilst performing our audit testing we
assessed whether the treatment of
revenue was in accordance with the
correct recognition criteria as per the
Group accounting policy.
• Assessing whether
policy
the Company’s
revenue
accounting
recognition are in accordance with the
requirements of IFRS 15.
for
The Group’s accounting policy on revenue
recognition is shown in Principal Accounting
financial
Policies
statements and related disclosures are included
in note 1d.
consolidated
the
for
and,
Key observations
As a result of the audit procedures we
performed
considering
management’s disclosures of the judgements
applied by them, we have concluded that
revenue recognition is materially accurate and
recognised on an appropriate basis.
after
Valuation and Impairment review of property
plant and equipment
Our audit work included, but was not restricted
to:
Under International Accounting Standard 36
‘Impairment of Assets’ (IAS 36), companies are
is any
required to assess whether there
indication that an asset may be impaired at
each reporting date.
Property, plant and equipment are a significant
balance in the financial statements with a
combined net book value of £18.8m (2019 -
• We reviewed Management’s
assessment of forecasted cash flows
and challenged significant movements
in forecasted cash flows compared to
historic performance.
• We reviewed Management’s
forecasted cash flows that feed into
the discounted cash flow model and
challenged significant assumptions
with reference to historic results,
market trends, appropriateness of
34
discount rates and future expectations
of commodity prices and sales growth
• We performed a downside sensitivity
analysis and held discussions with
Management to assess the likelihood
of certain circumstances crystallising.
The Group’s accounting policy on Impairment is
shown in Principal Accounting Policies for the
consolidated financial statements and related
disclosures are included in note 1m.
Key observations
As a result of the audit procedures we
performed and, after considering
management’s disclosures of the judgements
applied by them, we have concluded that no
impairments are required.
IOFINA PLC
£18.0m). The balance is primarily comprised of
the IOSorb plants, equipment and machinery
and exploration and evaluation assets.
The estimated recoverable amount of these
balances is subjective due to the inherent
forecasting and
uncertainty
probability of the related future cash flows.
involved
in
At each reporting date the Group considers any
indication of impairment to the carrying value
of its assets. The assessment is based on
expected future cash flows and is carried out on
each IOSorb plant.
required
The directors are
to conduct
impairment tests where there is an indication of
impairment of the asset. The assessment was
based on the future cash flows of each site
using a discounted cash flow model (being the
‘value in use’). The value in use was then
compared to the carrying value of fixed assets
for that site.
judgement
Significant management
and
estimation uncertainty is involved in this area,
where the primary inputs are:
• Estimating cash flow forecasts;
• Selecting an appropriate assumptions such as
growth rate and discount rate.
We therefore
identified the risk over the
valuation of property plant and equipment as a
significant risk, which was one of the most
significant risks of material misstatement.
Valuation of Inventory
Inventory primarily consists of
iodine and
iodine derivatives. Inventory should be held at
the lower of cost and net realisable value.
The net realisable value is the estimated selling
price in the ordinary course of business less any
applicable selling expenses. As at 31 December
2020 the inventory is valued at £9.7m (2019 -
Our audit work included, but was not restricted
to:
• We attended a stocktake at two of the
Group’s plant locations at the year end,
where we observed an inventory count
and performed sample testing on
inventory held.
• We discussed, understood and tested
the Group’s process for calculating the
35
IOFINA PLC
it
£6.1m). There is a risk that the carrying value in
is higher than the
the Group accounts
therefore
recoverable amount and
is the
materially misstated. Further, there
added
the
measurement of the costs of conversion of the
inventory and the estimates and judgements
around this.
the complexity of
risk of
is
cost of the finished goods based on the
absorption cost including challenging
assumptions with management
to
ensure they are appropriate.
• A sample of inventory items were
tested to ensure the product was held
at the lower of cost and Net Realisable
Value.
We therefore
identified the valuation of
inventory as a key audit matter, which was one
of the most significant assessed risks of material
misstatement.
The Group’s accounting policy on Inventories is
shown in Principal Accounting Policies for the
consolidated financial statements and related
disclosures are included in note 1o.
and,
Key observations
As a result of the audit procedures we
considering
performed
management’s disclosures of the judgements
applied by them, we have concluded that the
valuation of Inventory is materially accurate
and recognised on an appropriate basis.
after
and
Impairment
review of
Valuation
investments in subsidiaries and intercompany
balances
Due to the material size of the investments in,
and loans to, the subsidiaries the directors
should critically consider if any indicators of
impairment exist in relation to the balances.
The estimated recoverable amount of these
balances is subjective due to the inherent
uncertainty
the
profitability of the subsidiaries.
forecasting
involved
in
Where indicators of impairment have been
identified a robust review of the investments
held by the Parent Company and any amounts
due from subsidiaries to the Parent Company
should be undertaken by the directors to
confirm the value in use of these amounts and
that there are no indications, or requirements
for, impairments of the amounts.
36
Our audit work included, but was not restricted
to:
• We performed a sensitivity analysis on
the key inputs such as a decline in
iodine prices and sales growth and
concluded that even with an adverse
movement
key
assumptions, no potential impairment
was identified.
the Group’s
in
• We obtained and
reviewed
the
director’s assessment of impairment
with regards to investment and loans
due from its subsidiaries to ensure the
treatment of the balances was in line
with IAS 36.
• We
reviewed
the 2020
forecasts
against actuals
the
Directors historic forecasting accuracy.
to determine
The Group’s accounting policy on impairment is
shown in Principal Accounting Policies for the
IOFINA PLC
judgement
and
Significant management
estimation uncertainty is involved in this area,
where the primary inputs are:
• Estimating cash flow forecasts;
• Selecting an appropriate assumptions such as
growth rate and discount rate.
We therefore
identified the valuation of
investments in subsidiaries and intercompany
balances as a key audit matter, which was one
of the most significant assessed risks of material
misstatement.
consolidated financial statements and related
disclosures are included in note 1m.
Key observations
As a result of the audit procedures we
performed
considering
management’s disclosures of the judgements
applied by them, we have concluded that no
impairments are required.
after
and,
Our application of materiality
The scope and focus of our audit was influenced by our assessment and application of materiality. We
apply the concept of materiality both in planning and performing our audit, and in evaluating the
effect of misstatements on our audit and on the financial statements.
We define financial statement materiality as the magnitude by which misstatements, including
omissions, could reasonably be expected to influence the economic decisions taken on the basis of
the financial statements by reasonable users.
In order to reduce to an appropriately low level the probability that any misstatements exceed
materiality, we use a lower materiality level, performance materiality, to determine the extent of
testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as
immaterial as we also take account of the nature of identified misstatements, and the particular
circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.
Materiality Measure
Overall materiality
How we determine it
Parent
Group
We determined materiality for the financial statements to be:
$299,000 (2019: $298,000)
Based on the main key indicator,
being 1% of revenue for the Group.
$239,000 (2019: $238,000)
As the Parent is a holding company,
materiality was initially based on
1% of gross assets, however, this
level
exceeded
therefore this was capped at 80%
of Group materiality.
Group
the
Performance
materiality
On the basis of our risk assessment, together with our assessment of the
Group and Company’s control environment, our judgement is that
37
IOFINA PLC
Specific materiality
Reporting threshold
performance materiality for the financial statements should be 75% of
materiality for the Group and Company:
$224,250 (2019: $223,500)
We also determine a lower level of specific materiality for certain areas
such as directors’ remuneration and related party transactions of
$1,000.
$179,400 (2019: $178,800)
We agreed with the Audit Committee that we would report to them all
misstatements over 5% of Group and Company materiality identified
during the audit, as well as differences below that threshold that, in our
view, warrant reporting on qualitative grounds. We also report to the
Audit Committee on disclosure matters that we identified when
assessing the overall presentation of the financial statements.
$11,950 (2019: $11,920)
$14,950 (2019: $14,900)
Other information
The other information comprises the information included in the annual report other than the
financial statements and our auditor’s report thereon. The directors are responsible for the other
information contained within the annual report. Our opinion on the financial statements does not
cover the other information and, except to the extent otherwise explicitly stated in our report, we do
not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the
course of the audit, or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether this gives
rise to a material misstatement in the financial statements themselves.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
•
•
the information given in the strategic report and the directors’ report for the financial year for
which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with
applicable legal requirements.
38
IOFINA PLC
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and Parent Company and its
environment obtained in the course of the audit, we have not identified material misstatements in
the strategic report or the directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies Act
2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the Parent Company, or returns adequate
•
for our audit have not been received from branches not visited by us; or
the Parent Company financial statements are not in agreement with the accounting records
and returns; or
•
certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the statement of directors’ responsibilities set out on page 22, the directors
are responsible for the preparation of the financial statements and for being satisfied that they give a
true and fair view, and for such internal control as the directors determine is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud
or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and the
Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless the directors either intend to
liquidate the group or Parent Company or to cease operations, or have no realistic alternative but to
do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect material misstatements in
respect of irregularities, including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below:
Based on our understanding of the Group and the industry in which it operates, we identified that the
principal risks of non-compliance with laws and regulations related to the use of regulated chemicals,
39
IOFINA PLC
tax legislation, employment and health and safety regulation, anti-bribery, corruption and fraud, and
we considered the extent to which non-compliance might have a material effect on the financial
statements. We also considered those laws and regulations that have a direct impact on the
preparation of the financial statements such as the Companies Act 2006. We evaluated management’s
incentives and opportunities for fraudulent manipulation of the financial statements (including the
risk of override of controls), and determined that the principal risks were related to inflated revenue
and profit. Audit procedures performed included: review of the financial statement disclosures to
underlying supporting documentation, review of correspondence with and reports to the regulators,
including correspondence with: SOCMA (Society of Chemical Manufacturers and Affiliates), DEA (Drug
Enforcement Administration) and OSHA (Occupational Safety & Health Administration), review of
correspondence with legal advisors, enquiries of management, and testing of journals and evaluating
whether there was evidence of bias by the Directors that represented a risk of material misstatement
due to fraud.
There are inherent limitations in the audit procedures described above and the further removed non-
compliance with laws and regulations is from the events and transactions reflected in the financial
statements, the less likely we would become aware of it. Also, the risk of not detecting a material
misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud
may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or
through collusion.
A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditor’s report.
Use of our report
This report is made solely to the Parent Company’s members, as a body, in accordance with part 3 of
Chapter 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state
to the Parent Company’s members those matters we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Parent Company and the Parent Company’s members as a
body, for our audit work, for this report, or for the opinions we have formed.
Daniel Hutson
(Senior Statutory Auditor)
For and on behalf of UHY Hacker Young
Chartered Accountants and Statutory Auditor
UHY Hacker Young
4 Thomas More Square
London E1W 1YW
24 May 2021
40
IOFINA PLC
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Revenue
Cost of sales
Gross profit
Administrative expenses
Operating profit
Finance expense
Finance income
Derivative liability
Profit before taxation
Taxation
Profit for the year attributable to owners of the
parent
Earnings per share attributable to owners of the
parent:
- Basic
- Diluted
Year ended
31 December
Note
2020
$
Year ended
31 December
2019
$
3
4
4
6
7
4
8
9
9
29,687,550
(21,282,945)
29,245,228
(20,999,775)
8,404,695
8,245,453
(5,478,931)
2,925,674
(1,663,027)
15,145
–
1,277,792
(5,435,492)
2,809,961
(2,668,426)
18,055
392,835
552,425
–
–
$1,277,792
$552,425
$0.007
$0.007
$0.003
$0.003
All activities are classed as continuing.
The accompanying notes form part of these financial statements.
41
IOFINA PLC
CONSOLIDATED BALANCE SHEET
Assets
Non-current assets
Intangible assets
Goodwill
Property, plant and equipment
Total non-current assets
Current assets
Inventories
Trade and other receivables
Investments
Cash and cash equivalents
Total current assets
Total assets
Equity and liabilities
Current liabilities
Trade and other payables
Term loan – due within one year
Government subsidies
Term loan notes
Lease liabilities
Total current liabilities
Non-current liabilities
Term loan – due after one year
Revolving loan facility
Term loan – interest swap liability
Lease liabilities
Total non-current liabilities
Total liabilities
Equity attributable to owners of the parent
Issued share capital
Share premium
Share-based payment reserve
Retained losses
Foreign currency reserve
Total equity
Total equity and liabilities
31 December
2020
$
31 December
2019
$
Note
10
11
12
13
15
16
17
18
20
27
20
19
20
20
20
19
21
21
642,596
3,087,251
18,781,803
22,511,650
9,656,019
3,285,004
900,000
3,481,332
17,322,355
$39,834,005
5,473,365
1,428,571
1,089,900
–
140,650
8,132,486
8,214,286
2,717,581
69,314
45,501
11,046,682
$19,179,168
3,106,795
60,686,595
2,136,539
(39,330,770)
(5,944,322)
$20,654,837
$39,834,005
822,596
3,087,251
17,950,874
21,860,721
6,077,270
6,126,450
900,000
8,717,890
21,821,610
$43,682,331
5,982,162
–
–
18,177,209
119,926
24,279,297
–
–
–
174,167
174,167
$24,453,464
3,106,795
60,686,595
1,988,361
(40,608,562)
(5,944,322)
$19,228,867
$43,682,331
The financial statements on pages 41 to 77 were approved and authorised for issue by the Board and were
signed on its behalf on 24 May 2021.
Dr. Thomas M. Becker - Chief Executive Officer and President
The accompanying notes form part of these financial statements. Company number 05393357
42
IOFINA PLC
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
Attributable to owners of the parent
Share
capital
Share
premium
$
$
Share-
based
payment
reserve
$
Retained
losses
$
Foreign
currency
reserve
$
Total
equity
$
Balance at 1 January 2019
$2,292,683
$48,991,647 $1,768,693
$(41,160,987)
$(5,944,322)
$5,947,714
Transactions with owners
Issue of shares
Share-based expense
Total transactions with owners
Profit for the year attributable to
owners of the parent
Total comprehensive income
attributable to owners of the
parent
814,112
–
814,112
11,694,948
–
11,694,948
–
219,668
219,668
–
–
–
–
–
–
–
–
–
552,425
552,425
–
–
–
–
–
12,509,060
219,668
12,728,728
552,425
552,425
Balance at 31 December 2019
$3,106,795
$60,686,595 $1,988,361
$(40,608,562)
$(5,944,322)
$19,228,867
Transactions with owners
Share-based expense
Total transactions with owners
Profit for the year attributable to
owners of the parent
Total comprehensive income
attributable to owners of the
parent
–
–
–
–
–
–
–
–
148,178
148,178
–
–
–
–
1,277,792
1,277,792
–
–
–
–
148,178
148,178
1,277,792
1,277,792
Balance at 31 December 2020
$3,106,795
$60,686,595 $2,136,539
$(39,330,770)
$(5,944,322)
$20,654,837
43
IOFINA PLC
CONSOLIDATED CASH FLOW STATEMENT
Cash flows from operating activities
Profit before taxation
Adjustments for:
Depreciation
Amortisation
Share-based payments
Finance expense
Finance income
Derivative liability
Operating cash inflow before changes
in working capital
Changes in working capital
Decrease/(Increase) in trade and other receivables
(Increase) in inventories
(Decrease)/Increase in trade and other payables
Net cash inflow from operating activities
Cash flows from investing activities
Interest received
Acquisition of property, plant and equipment
Asset disposal proceeds
Investment
Net cash outflow from investing activities
Cash flows from financing activities
Issue of shares
Government loans received
Term loan notes repaid
Term loan drawn
Term loan repayments
Revolving loan facility drawn
Revolving loan facility net payments
Refinancing and arrangement fees paid
Interest paid
Lease payments
Net cash (outflow)/inflow from financing activities
Year ended
31 December
2020
$
Year ended
31 December
2019
$
1,277,792
552,425
1,613,249
180,000
148,178
1,663,027
(15,144)
–
1,370,014
242,046
219,668
2,668,426
(18,055)
(392,835)
4,867,102
4,641,689
2,841,446
(3,578,752)
(353,762)
3,776,034
15,144
(2,448,642)
4,468
–
(2,429,030)
–
1,089,900
(18,177,209)
10,000,000
(357,143)
3,000,000
(282,419)
(675,701)
(1,055,134)
(125,856)
(6,583,562)
(1,698,445)
(403,102)
813,579
3,353,721
18,055
(1,695,989)
81,006
(900,000)
(2,496,928)
8,314,320
–
(3,263,529)
–
–
–
–
–
(1,628,227)
(81,362)
3,341,202
Net (decrease)/increase in cash and cash equivalents
(5,236,558)
4,197,995
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
8,717,890
$3,481,332
4,519,895
$8,717,890
44
IOFINA PLC
COMPANY BALANCE SHEET
31 December
2020
$
31 December
2019
$
Note
Assets
Non-current assets
Investment in subsidiary undertakings
Total non-current assets
Current assets
Due from subsidiaries
Trade and other receivables
Cash and cash equivalents
Total current assets
Total assets
Equity and liabilities
Current liabilities
Trade and other payables
Term loan notes
Total current liabilities
Equity attributable to the owners of the
parent
Issued share capital
Share premium
Share-based payment reserve
Retained losses
Foreign currency reserve
Total equity
Total equity and liabilities
25
25
15
17
18
20
21
21
17,199,362
17,199,362
17,199,362
17,199,362
21,712,095
3,140
59,983
21,775,218
$38,974,580
35,541,091
1,897
822,748
36,365,736
$53,565,098
201,803
–
201,803
142,413
18,177,209
18,319,622
3,106,795
60,686,595
2,136,539
(21,397,811)
(5,759,341)
38,772,777
$38,974,580
3,106,795
60,686,595
1,988,361
(24,776,934)
(5,759,341)
35,245,476
$53,565,098
The profit for the financial year dealt with in the financial statements of the parent company was
$3,379,123 (2019 loss $3,099,794).
The financial statements on pages 41 to 77 were approved and authorised for issue by the Board and
were signed on its behalf on 24 May 2021 .
Dr. Thomas M Becker
Chief Executive Officer and President
Company number: 05393357
45
IOFINA PLC
COMPANY STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
Attributable to equity holders of the parent
Share
capital
premium
Share
Share based
Retained
payment
reserve
$
losses
$
$
$
Foreign
currency
reserve
$
Total
equity
$
Balance at 1 January 2019
$2,292,683
$48,991,647
$1,768,693
$(21,677,140)
$(5,759,341)
$25,616,542
Transactions with owners
Issue of shares
Share-based expense
Total transactions with
owners
Loss attributable to owners
of the parent
Total comprehensive income
for the year
814,112
11,694,948
–
–
–
219,668
814,112
11,694,948
219,668
–
–
–
–
–
–
–
–
–
(3,099,794)
(3,099,794)
–
–
–
–
–
12,509,060
219,668
12,728,728
(3,099,794)
(3,099,794)
Balance at 31 December 2019
$3,106,795
$60,686,595
$1,988,361
$(24,776,934)
$(5,759,341)
$35,245,476
Transactions with owners
Share-based expense
Total transactions with
owners
Profit attributable to owners
of the parent
Total comprehensive income
for the year
–
–
–
–
–
–
–
–
148,178
148,178
–
–
–
–
3,379,123
–
–
–
148,178
148,178
3,379,123
Balance at 31 December 2020
$3,106,795
$60,686,595
$2,136,539
$(21,397,811)
$(5,759,341)
$38,772,777
46
IOFINA PLC
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Accounting policies
The Company is a public limited company incorporated and domiciled in the United Kingdom. The
Company is listed on the AIM Market of the London Stock Exchange.
The registered office is located at 48 Chancery Lane, London, WC2A 1JF. The principal activities of the
Company have been and continue to be investment in subsidiaries engaged in the production of iodine
and iodine derivatives, including the arrangement of finance for and the provision of management
services to subsidiaries.
a) Statement of compliance
These consolidated financial statements have been prepared in accordance with International
Financial Reporting Standards (‘IFRS’) and IFRS Interpretations Committee (‘IFRIC’) as adopted by the
European Union (‘EU’) and the Companies Act 2006 applicable to companies reporting under IFRS.
The accounting policies set out below have been applied consistently to all periods presented in these
consolidated financial statements.
b) New standards and interpretations
Management continues to evaluate standards, amendments and interpretations which are effective
for reporting periods beginning after the date of these financial statements and have not been
adopted early, including:
- Revised Conceptual Framework for Financial Reporting
-
IAS1 and IAS8 (Amendment - Definition of Material)
-
IFRS3 (Amendment - Definition of a Business)
Implementation of the above is not expected to have a material effect on the Group’s financial
statements.
c) Basis of preparation of financial statements
The financial statements have been prepared on the historical cost convention as modified by the
revaluation of financial liabilities at fair value through profit and loss.
The financial statements are presented in US Dollars, which is also the Group’s functional currency.
Amounts are rounded to the nearest US Dollar, unless otherwise stated.
As permitted by Section 408 of the Companies Act 2006, the parent company’s income statement has
not been included in these financial statements.
d) Revenue recognition
Revenue is measured as the amount of consideration we expect to receive in exchange for transferring
goods or providing services, and is recognized when performance obligations are satisfied under the
47
IOFINA PLC
terms of contracts with our customers. A performance obligation is deemed to be satisfied when
transfer of benefit of the product or service is transferred to our customer. The transaction price of a
contract, or the amount we expect to receive upon satisfaction of all performance obligations, is
determined by reference to the contract’s terms and includes adjustments, if applicable, for any
variable consideration, such as customer rebates or commissions, although these adjustments are
generally not material. Costs incurred to obtain contracts with customers are expensed immediately.
Revenue consists of sales of iodine derivatives, iodine, chemicals and ancillary products. All of our
revenue is derived from contracts with customers, and almost all of our contracts with customers
contain one performance obligation for the transfer of goods where such performance obligation is
satisfied at a point in time. Transfer of benefit of a product is deemed to be transferred to the
customer upon shipment or delivery. Significant portions of our sales are sold free on board shipping
point or on an equivalent basis, while delivery terms of other transactions are based upon specific
contractual arrangements. Our standard terms of delivery are generally included in our contracts of
sale, order confirmation documents and invoices, while the timing between shipment and delivery
generally ranges between 1 and 45 days. Costs for shipping and handling activities, whether
performed before or after the customer obtains control of the goods, are accounted for as fulfillment
costs.
Trade receivables at December 31, 2020 of $3,102,211 (2019 $5,491,493) represent all balances
arising from contracts with customers.
e) Research and development expenditures
Expenditure on research (or the research phase of an internal project) is recognised as an expense in
the period in which it is incurred. Costs that are directly attributable to the development phase of a
new customised chemical manufacturing process or development of a new iodine project are
recognised as intangible assets provided they meet the following recognition requirements:
▪
▪
▪
▪
▪
▪
completion of the intangible asset is technically feasible so it will be available for use or sale;
the Group intends to complete the intangible asset and use or sell it;
the Group has the ability to use or sell the intangible asset;
the intangible asset will generate probable future economic benefits;
there are adequate technical, financial and other resources to complete the development and
to use or sell the intangible asset; and
the expenditure attributable to the intangible asset during its development can be measured
reliably.
Among other things, this requires that there is a market for the output from the intangible asset or for
the intangible asset itself, or, if it is to be used internally, the asset will be used in generating such
benefits.
Development costs not meeting these criteria for capitalisation are expensed as incurred. In 2020, all
research and development expenditures were expensed as incurred.
48
IOFINA PLC
f) Going concern
The Group’s former Term Loan Notes of $18,177,209, due 1 July 2020, were repaid during the year.
New financing totalling $13 million was arranged as set out in Note 20, of which $10 million is
repayable over seven years and $3 million has a two year term. As disclosed in Note 27 the loans
totalling $1.09m received by the Group under the Paycheck Protection Program were forgiven in full
in January 2021. The size and maturities of the Group’s debt obligations have therefore been greatly
improved. Based on recent experience and market trends the Group does not expect the COVID-19
virus to have a material negative financial effect going forward. The Group also considers that recent
shortfalls in brine supply from oil and gas operators can be mitigated to a significant extent. On that
basis the Group has prepared forecasts and projections that indicate there are adequate resources to
continue in operational existence for the foreseeable future. However, the Group recognises that
there can be no certainty where these predictions are concerned. After due consideration of the
foregoing, the Directors consider it appropriate to continue to adopt the going concern basis in
preparing the financial statements.
g) Basis of consolidation and investments in subsidiary undertakings
The consolidated financial statements incorporate the financial statements of the Company and its
subsidiaries made up to 31 December 2020. Subsidiaries are entities over which the Group has the
power to control the financial and operating policies so as to obtain benefits from their activities. The
Group obtains and exercises control through voting rights. The acquisition method of accounting is
used to account for the purchase of subsidiaries by the Group. On acquisition, the subsidiary’s assets
and liabilities are recorded at fair value, reflecting their condition at the date of acquisition.
The financial statements of subsidiaries are included in the consolidated financial statements from the
date control commences until the date control ceases.
Intra-Group balances and any unrealised gains and losses or income and expenses arising from intra-
Group transactions are eliminated in preparing the consolidated financial statements, unless the
losses provide an indication of impairment of the assets transferred.
Amounts reported in the financial statements of the subsidiaries are adjusted where necessary to
ensure consistency with the accounting policies adopted by the Group.
Investments in subsidiary undertakings are stated in the parent company balance sheet at cost less
provision for any impairment losses.
h) Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The acquisition method
involves the recognition of the acquiree's identifiable assets and liabilities, including contingent
liabilities, regardless of whether they were recorded in the financial statements prior to acquisition.
On initial recognition, the assets and liabilities of the acquired subsidiary are included in the
consolidated balance sheet at their fair values, which are also used as the basis for subsequent
measurement in accordance with the Group’s accounting policies. Acquisition costs are expensed as
incurred.
49
IOFINA PLC
Goodwill represents the excess of the fair value of consideration payable in a business combination
over the fair value of the Group's share of the identifiable net assets of the acquiree at the date of
acquisition. Any excess of identifiable net assets over the fair value of consideration is recognised in
profit or loss immediately after acquisition.
As desribed in Note 1m) below, goodwill is tested for impairment at least annually.
i) Foreign currency
The vast majority of the Group’s business is denominated in U.S. Dollars, which is the functional
currency of the main operating subsidiaries. U.S. Dollars is the presentational currency for the Group
financial statements.
Transactions denominated in foreign currencies are translated at the rates of exchange ruling at the
date of the transaction. Monetary assets and liabilities in foreign currencies are translated at the rates
of exchange ruling at the balance sheet date. Non-monetary items that are measured at historical cost
in a foreign currency are translated at the exchange rate at the date of transaction. Non-monetary
items that are measured at fair value in a foreign currency are translated using the exchange rates at
the date the fair value was determined.
Any exchange differences arising on the settlement of monetary items or on translating monetary
items at rates different from those at which they were initially recorded are recognised in profit and
loss in the period in which they arise. Exchange differences on non-monetary items are recognised in
other comprehensive income to the extent that they relate to a gain or loss on that non-monetary
item taken to the statement of changes in equity, otherwise such gains and losses are recognised in
profit and loss.
The results and financial position of foreign operations (none of which has the currency of a
hyperinflationary economy) that have a functional currency different from the presentation currency
are translated into the presentation currency as follows:
• assets and liabilities for each balance sheet presented are translated at the closing rate at the date
of that balance sheet;
• income and expenses for each statement of profit or loss and statement of comprehensive income
are translated at average exchange rates (unless this is not a reasonable approximation of the
cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses
are translated at the dates of the transactions); and
• all resulting exchange differences are recognised in other comprehensive income.
On disposal of a foreign operation for which the presentational and functional currencies were
different in previous periods, the cumulative translation differences are transferred to profit and loss
as part of the gain or loss on disposal. The US Dollar/Pounds Sterling exchange rate averaged 1.284 in
2020 (2019 1.277), and at 31 December 2020 was 1.365 (2019: 1.318).
50
IOFINA PLC
j) Intangible assets
Exploration and evaluation costs
All costs incurred prior to obtaining the legal right to undertake exploration and evaluation activities
on a project are written off as incurred.
Once a legal right has been obtained, exploration and evaluation costs are capitalised on a project-by-
project basis, pending determination of the technical feasibility and commercial viability of the
project. Costs incurred include appropriate technical and administrative overheads.
Capitalised exploration costs are carried at historical cost less any impairment losses recognised. If an
exploration project is successful, the related expenditures will be transferred to development assets
and amortised over the estimated life of the reserves on a unit of production basis.
The recoverability of capitalised exploration and evaluation costs is dependent upon the discovery of
economically recoverable reserves, the ability of the Group to obtain the necessary financing to
complete the development of reserves and future profitable production or proceeds from the disposal
thereof.
Undeveloped leasehold costs
Undeveloped leasehold costs relate to the costs of acquiring brine leases in respect of the surface and
mineral rights of landowners in areas of interest outside of those currently connected to the Group’s
operating plants.
These costs are capitalised as exploration and evaluation assets and are carried at historical cost less
any impairment losses recognised. If areas leased provide brine to operating plants, the related costs
are transferred to the relevant plants and amortized over the lives of those plants.
Other intangible assets
Other identifiable intangible assets arose from the acquisition of H&S Chemical in 2009. These assets
were valued by an external, independent valuation firm. Based on the type of asset, the useful life of
each asset was estimated. The value of each identifiable intangible asset is amortised evenly over its
useful life. The following useful lives are applied:
▪ WET® patent: 15 years
▪ Customer relationships: 10 years
▪ Patent portfolio: 8 years
▪ EPA registrations: 2 years
Amortisation is included within administrative expenses.
Goodwill
Goodwill represents the excess of the fair value of consideration in a business combination over the
fair value of the Group’s share of the identifiable net assets acquired. Goodwill is carried at cost less
accumulated impairment losses.
51
IOFINA PLC
k) Property, plant and equipment
Property, plant and equipment are stated at historical cost, net of depreciation and any provision for
impairment. Cost includes purchase price and costs directly attributable to bringing the asset to the
location and condition necessary for it to be capable of operating in the manner intended by
management, such as costs relating to construction, site preparation, installation and testing.
Costs relating to assets put into service at a later date are accumulated as construction in progress,
and depreciation only commences once such assets are put into use.
Depreciation is provided at rates calculated to write off the depreciable amount of each asset on a
straight line basis over its expected useful life, as follows:
▪ Buildings: 2.5 percent per annum
▪ Office lease: term of the lease (38 months)
▪ Equipment and machinery:
o
o
o
o
IOSorb plants - 5 percent per annum
Other plant and equipment – 5 to 7 years
Vehicles and office equipment - 20 percent per annum
Computer equipment - 33 percent per annum
Reviews of the estimated remaining lives and residual values of individual assets are made at least
semi-annually, and adjustments are made where appropriate. Construction in progress is also
reviewed for impairment.
Freehold land is not depreciated.
l) Financial instruments
Financial liabilities
Trade and other payables
Trade and other payables are initially recognised at fair value and subsequently measured at
amortised cost using the effective interest rate method.
Loan notes
Financial liabilities and equity instruments are classified according to the substance of the contractual
arrangements entered into. An equity instrument is any contract that evidences a residual interest in
the assets of the Group after deducting all of its liabilities.
Interest-bearing loans are recorded initially at their fair value, net of direct transaction costs. Such
instruments are subsequently carried at their amortised cost and finance charges, including premiums
payable on settlement, redemption or conversion, are recognised in profit or loss over the term of the
instrument using the effective rate of interest.
Instruments where the holder has the option to redeem for cash or convert into a pre-determined
quantity of equity shares are classified as compound instruments and presented partly as a liability
and partly as equity.
52
IOFINA PLC
Instruments where the holder has the option to redeem for cash or convert into a variable quantity of
equity shares are classified separately as a loan and a derivative liability.
Where conversion results in a fixed number of equity shares, the fair value of the liability component
at the date of issue is estimated using the prevailing market interest rate for a similar non-convertible
instrument. The difference between the proceeds of issue and the fair value assigned to the liability
component, representing the embedded option to convert the liability into equity of the Group, is
included in equity. Where conversion is likely to result in a variable quantity of equity shares the
related derivative liability is valued and included in liabilities.
The interest expense on the liability component is calculated by applying the prevailing market
interest rate for similar nonconvertible debt to the instrument. The difference between this amount
and the interest paid is added to the carrying value of the convertible loan note.
Derivative liabilities are revalued at fair value at the balance sheet date, and changes in the valuation
amounts are credited or charged to the profit and loss account.
Financial assets
Cash and cash equivalents represent short term, highly liquid investments with an original maturity of
fewer than three months that are readily convertible to known amounts of cash and which are subject
to an insignificant risk of changes in value. At the end of 2020 and 2019, all cash amounts were in 100
percent liquid accounts.
The Group uses the ‘simplified method of expected credit losses’. Trade receivables are recognised
initially at fair value and subsequently measured at amortised cost using the effective interest rate
method, less provision for expected credit losses. Expected credit losses are recognised when there is
objective evidence that the Group will not be able to collect all amounts due according to the original
terms of the receivables.
m) Impairment
Whenever events or changes in circumstances indicate that the carrying value of an asset may not be
recoverable, that asset is reviewed for impairment. An asset's carrying value is written down to its
estimated recoverable amount (being the higher of the fair value less costs to sell and value in use) if
that is less than the asset's carrying amount.
Impairment reviews for exploration and evaluation costs are carried out on a project by project basis,
with each project representing a potential single cash generating unit. An impairment review is
undertaken when indicators of impairment arise, typically when one of the following circumstances
applies:
i) unexpected geological occurrences that render the resource uneconomic;
ii) title to the asset is compromised;
iii) variations in prices that render the project uneconomic; or
iv) variations in the currency of operation.
53
IOFINA PLC
Goodwill is allocated to those cash-generating units that are expected to benefit from synergies of the
related business combinations and represent the lowest level within the Group at which management
monitors goodwill.
Cash-generating units to which goodwill has been allocated are tested for impairment at least
annually. An impairment loss is recognised for the amount by which the asset's or cash generating
unit's carrying amount exceeds its recoverable amount, which is the higher of fair value less costs to
sell and value in use. To determine the value in use, management estimates expected future cash
flows from each cash-generating unit and determines a suitable discount rate in order to calculate the
present value of those cash flows. The data used for impairment testing procedures are directly linked
to the Group's latest approved budget, adjusted as necessary to exclude the effects of future
reorganisations and asset enhancements. Discount factors are determined individually for each cash-
generating unit and reflect their respective risk profiles as assessed by management.
Impairment losses for cash-generating units reduce first the carrying amount of any goodwill allocated
to that cash-generating unit. Any remaining impairment loss is charged pro rata to the other assets in
the cash-generating unit. With the exception of goodwill, all assets are subsequently reassessed for
indications that an impairment loss previously recognised may no longer exist. An impairment charge
is reversed if the cash-generating unit’s recoverable amount exceeds its carrying amount.
The Group assesses on a forward-looking basis the expected credit losses associated with its debt
instruments carried at amortised cost. The impairment methodology applied depends on whether
there has been a significant increase in credit risk.
For trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires
expected lifetime losses to be recognised from initial recognition of the receivables. Intercompany
loans due to the parent company from its subsidiaries are tested for impairment as part of the overall
investment in those subsidiaries, by reference to the present values of estimated future cash flows of
the subsidiaries, as further described in Note 2c.
n) Equity
Equity comprises the following:
▪
▪
▪
▪
▪
“Share capital” represents the nominal value of equity shares.
“Share premium” represents the excess over nominal value of the fair value of consideration
received for equity shares, net of expenses for the share issue.
“Share-based payment reserve” represents the cumulative fair value of options and warrants
issued by the Company and recognised in profit and loss.
"Retained losses" represents accumulated losses.
"Foreign currency reserve" represents the cumulative differences arising from translation of
foreign operations.
54
IOFINA PLC
o) Inventories
Inventories are stated at the lower of cost and net realisable value. Cost includes all expenses directly
attributable to the manufacturing process as well as suitable portions of related production
overheads, based on normal operating capacity. Costs of ordinarily interchangeable items are assigned
using the first in, first out cost formula. Cost excludes unrealised gains arising from intra-Group
transactions. Net realisable value is the estimated selling price in the ordinary course of business less
any applicable selling expenses. When inventory is sold the cost is included in Cost of Sales on the
Statement of Comprehensive Income.
p) Taxation
Tax expense recognised in profit or loss is the tax currently payable based on taxable profit for the
year and deferred tax not recognised directly in equity.
Deferred income taxes are calculated using the balance sheet liability method. Deferred tax is
generally provided on the difference between the carrying amounts of assets and liabilities and their
tax bases. However, deferred tax is not provided on the initial recognition of goodwill, nor on the initial
recognition of an asset or liability unless the related transaction is a business combination or affects
tax or accounting profit. Deferred tax on temporary differences associated with shares in subsidiaries
is not provided if reversal of these temporary differences can be controlled by the Group and it is
probable that reversal will not occur in the foreseeable future. In addition, tax losses available to be
carried forward, as well as other income tax credits to the Group, are assessed for recognition as
deferred tax assets according to the likelihood of their recoverability in the foreseeable future.
Deferred tax liabilities are provided in full, with no discounting. Deferred tax assets are recognised to
the extent that it is probable that the underlying deductible temporary differences will be able to be
offset against future taxable income. Current and deferred tax assets and liabilities are calculated at
tax rates that are expected to apply to their respective period of realisation, provided they are enacted
or substantively enacted at the balance sheet date.
Changes in deferred tax assets or liabilities are recognised as a component of tax expense in profit or
loss, except where they relate to items that are charged or credited directly to equity in which case
the related deferred tax is also charged or credited directly to equity.
q) Leases
Effective 1 January 2019, IFRS 16 has replaced IAS 17 Leases. Under this model, the Group recognises
a right-of-use asset and a lease liability on the balance sheet at the lease commencement date. The
right-of-use asset is initially measured at cost. This comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date and an estimate of any
costs to restore the underlying asset to the site on which it is located, less any lease incentives
received.
The right-of-use asset is subsequently depreciated using the straight-line method from the
commencement date to the earlier of the end of the useful life of the right-of-use-asset or the end of
the lease term. Amounts relating to such assets are disclosed separately in note 12. In addition, the
Group assess the right-of-use asset for impairment when such indicators exist.
55
IOFINA PLC
At the commencement date, the lease liability is initially measured at the present value of the lease
payments discounted using the Group’s incremental borrowing rate at the date of transition as the
interest rate implicit in the lease could not be readily determined. Interest is charged at the same
discount rate used to calculate the present value of the lease.
The lease liability is re-measured if the Group changes its assessment of whether it will exercise a
purchase, extension or termination option. When the lease liability is re-measured in this way, a
corresponding adjustment is made to the carrying amount for the right-of-use asset, or is recorded in
profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases
that have a lease term of 12 months or less and leases of low value operating value. These are charged
to profit and loss on a straight-line basis over the period of the lease. At 31 December 2020 the Group
had one lease, for office space.
r) Share-based payments
The cost of equity settled transactions is measured at fair value at the grant date as measured by use
of the Black Scholes model. If vesting periods or other vesting conditions apply, the expense is
allocated over the vesting period, based on the best available estimate of the number of share options
expected to vest. Non-market vesting conditions are included in assumptions about the number of
options that are expected to become exercisable. Estimates are subsequently revised if there is any
indication that the number of share options expected to vest differs from previous estimates. Any
cumulative adjustment prior to vesting is recognised in the current period. No adjustment is made to
any expense recognised in prior periods if share options ultimately exercised are different to those
estimated on vesting.
Charges made to profit or loss, in respect to share-based payments, are credited to the share-based
payment reserve.
s) Segment reporting (Note 3)
In identifying its operating segments, management follows the Group's service lines, which represent
the main products provided by the Group and are based on the information presented to the chief
operating decision maker, which is the Board.
56
IOFINA PLC
2. Significant judgements and estimates
Judgements and estimates are regularly evaluated based on historical experience, current
circumstances and expectations of future events.
The critical estimates made in the preparation of the financial statements are set out below. The
resulting accounting estimate may not equal the related actual result, and management must also
make judgements about current circumstances and expectations of future events. Significant
judgements made by management include:
a.
Intangible and tangible assets are tested for impairment where there is an indication that they
may be impaired. In accordance with IAS 36 - Impairment of Assets, an intangible or tangible asset
is considered impaired when its carrying amount exceeds its recoverable amount on an individual
cash generating unit basis. The recoverable amounts of relevant cash generating units are based
on value in use calculations using management's best estimate of future business performance.
In carrying out impairment testing, management will make a number of significant estimates in
relation to the assumptions incorporated into their calculations. These will include factors such as
growth rates and discount rates. Details and carrying values of intangible assets, goodwill and
property, plant and equipment are provided in notes 10, 11 and 12.
b. Management reviews the useful lives of depreciable and amortisable assets at each reporting
date. The carrying amounts are analysed in notes 10 and 12. Management’s estimate of the useful
lives of plant and equipment as detailed in note 1k are common life expectancies for the industry.
In particular, the expected useful life attributed to each IOsorb® plant is 20 years. Changes in the
expected level of usage or other technological developments could impact the life and residual
value of these assets.
c. The initial carrying amount of the parent company’s investment in its subsidiaries of $33.6m
(2019: $52.7M), net of an existing impairment provision of $5.3m, has been evaluated for
impairment. For this purpose the two operating subsidiaries have been treated as one unit, given
the vertical integration of the Group’s operating activities. The carrying amount of the parent
company’s investment of $33.6m (2019: $52.7M) compares to carrying amounts of the
subsidiaries’ net assets, excluding loans from the parent company, of $20.8m (2019: $36.9m). An
assessment has been made of the present values of the future cash flows related to the operating
activities of the subsidiaries to determine whether any impairment losses should be recognised.
The Group has concluded that it is appropriate to reverse the impairment provision of $5.3m that
was established in 2017.
d. Management receives periodic operational reports on the progress of the production of hemp
seeds by Organic Vines OP LLC. Based on these reports management considers the appropriate
fair value of the investment to be the $900,000 invested.
57
IOFINA PLC
3. Segment reporting
a. Business segments - The Group’s operations comprise the exploration and production of iodine
with complete vertical integration into its specialty chemical halogen derivatives business, and are
therefore considered to fall within one business segment. In November 2019 the Group made an
investment of $900,000 in Organic Vines OP LLC, which was engaged in the production of hemp
seeds (see Note 16), and also purchased hemp biomass that had a carrying value of $113,965 in
inventory at 31 December 2019 and was impaired to Nil during 2020. There was no trading activity
in these items during 2019 or 2020, and therefore segment reporting below is limited to the
separate recognition of the assets.
Assets
Halogen Derivatives and Iodine
Hemp seeds
Hemp biomass
Total
Liabilities
Halogen Derivatives and Iodine
Total
31 December
2020
$
31 December
2019
$
38,934,005
900,000
–
$39,834,005
42,668,366
900,000
113,965
$43,682,331
19,179,168
$19,179,168
24,453,464
$24,453,464
b. Geographical segments - The Group reports by geographical segment. The Group's activities are
related to exploration for, and development of, iodine in certain areas of the USA and the
manufacturing of specialty chemicals in the USA with support provided by the UK office. In
presenting information on the basis of geographical segments, segment assets and the cost of
acquiring them are based on the geographical location of the assets.
58
IOFINA PLC
3. Segment reporting (continued)
Assets
UK
USA
Total
Liabilities
UK
USA
Total
Revenue
North America
Asia
South America
Europe
Other
Total
31 December
2020
$
31 December
2019
$
63,121
39,809,474
$39,834,005
824,645
42,857,686
$43,682,331
201,800
18,977,368
$19,179,168
18,319,622
6,133,842
$24,453,464
13,842,558
13,523,580
1,748,846
550,278
22,288
$29,687,550
14,024,475
12,919,398
1,782,450
473,022
45,883
$29,245,228
c. Significant customers - Iofina Chemical had three customers in excess of 5% of sales in 2020. One
customer represented 15 per cent of sales, one accounted for 9 per cent of sales, and another for 6
percent of sales. In 2019, one customer represented 15 percent of sales and four others each
accounted for 6 percent of sales.
4. Profit before taxation
Profit before taxation is stated after charging:
Depreciation expense
Amortisation expense
Year ended
31 December
2020
$
1,613,249
180,000
Year ended
31 December
2019
$
1,370,014
242,046
Other:
Annual audit fees for audit of parent company and
consolidated financial statements
Fees payable to the company’s auditor for other services
79,233
3,930
73,256
6,873
59
IOFINA PLC
4. Profit before taxation (continued)
Cost of sales – analysis by nature
Raw materials
Freight
Sales commission
Labour, manufacturing overhead and royalties
Administrative expenses – analysis by nature
Remuneration and benefits
Share-based payments
Office expenses
Professional services
Travel
Rent
Other
Depreciation
Amortisation
Year ended
31 December
2020
$
9,710,869
891,002
256,719
10,424,354
$21,282,945
Year ended
31 December
2019
$
9,649,838
819,183
226,339
10,304,415
$20,999,775
Year ended
31 December
2020
$
Year ended
31 December
2019
$
2,518,251
148,178
196,589
578,651
69,451
(36,728)
211,290
1,613,249
180,000
$5,478,931
2,469,198
219,668
192,741
607,788
194,195
(23,032)
162,874
1,370,014
242,046
$5,435,492
Research and development expenses recognised during the period were $279,151 (2019: $265,827),
and are included in administrative expenses above.
5. Staff numbers and costs
The average number of Group employees, including executive directors, and their costs were:
Production
Administrative
Sales
Total staff
Year ended
31 December
2020
Number
Year ended
31 December
2019
Number
81
14
1
96
68
13
1
82
60
IOFINA PLC
5. Staff numbers and costs (continued)
Wages and salaries
Social security costs
Year ended
31 December
2020
$
6,227,343
902,723
$7,130,066
Year ended
31 December
2019
$
5,363,252
932,117
$6,295,369
Of the total staff costs above, $4,800,244 (2019: $3,992,101) is included within cost of sales and
$2,329,821 (2019: $2,303,268) is included within administrative expenses.
Payments to executive directors and senior officers of subsidiaries (considered to be key management
personnel) for their services during the year were as follows:
Wages and salaries
Social security costs
Total directors’ cost
Year ended
31 December
2020
$
906,722
95,892
$1,002,614
Year ended
31 December
2019
$
870,304
102,311
$972,615
Included within wages and salaries above is $286,400 (2019: $275,600) in respect of the highest paid
director. No options were exercised by a director in 2020.
6.
Finance expense
Debt restructure 29 March 2019
Term loan notes interest paid
Arrangement fees
Bank facilities 16 September 2020
Term loan interest
Revolving loan facility interest
Interest swap liability
Refinancing fees
Other interest payable
IFRS16 lease interest
Year ended
31 December
2020
$
949,016
84,071
113,840
24,182
69,314
395,533
9,155
17,915
Year ended
31 December
2019
$
1,629,874
196,097
–
–
–
–
–
20,806
Amortisation of discount on September 2016 convertible loan
notes
Total finance expense
–
$1,663,027
821,649
$2,668,426
61
IOFINA PLC
7.
Finance income
Interest income
8.
Taxation
Tax reconciliation:
Profit on ordinary activities before tax
Tax at UK income tax rate of 19.00% (2019: 19.00%)
Effects of:
Temporary differences
Permanent differences
Losses not recognised for deferred tax purposes
Total tax charge/(credit)
Year ended
31 December
2020
$
Year ended
31 December
2019
$
15,145
$15,145
18,055
$18,055
Year ended
31 December
2020
$
Year ended
31 December
2019
$
1,277,792
242,780
323,480
28,581
(594,841)
–
552,425
104,961
176,308
43,032
(324,301)
–
The Group has accumulated US tax losses of approximately $24,000,000 (2019: $27,000,000) that may
be deductible from future taxable profits subject to agreement with the relevant tax authorities. To
the extent tax losses are not utilised to offset current income taxes they will begin to expire in 2029.
A deferred tax asset has not been recognised in respect of losses due to uncertainty over the timing
of the recovery of these tax losses.
9.
Earnings per share
The calculation of earnings per ordinary share is based on the profit attributable to shareholders of
$1,277,792 (2019 profit $552,425) and the weighted average number of ordinary shares outstanding
of 191,858,408 (2019: 162,972,387). After including the weighted average effect of dilutive share
options of 2,030,649 (2019: 3,393,864) and convertible notes of Nil (2019: 15,812,487) the diluted
weighted average number of ordinary shares outstanding was 193,889,057 (2019: 182,178,738).
62
IOFINA PLC
10. Intangible assets (Group)
Exploration &
Evaluation Assets
Montana
Atlantis
Field
$
3,358,405
–
3,358,405
(3,358,405)
–
3,358,405
–
3,358,405
–
(3,358,405)
–
Other
intangible
assets
(see below)
$
3,843,671
–
3,843,671
(25,000)
$3,818,671
2,779,029
242,046
3,021,075
180,000
(25,000)
$3,176,075
Total
$
7,202,076
–
7,202,076
(3,383,407)
$3,818,671
6,137,434
242,046
6,379,480
180,000
(3,383,407)
$3,176,075
–
–
–
1,064,642
$822,596
$642,596
1,064,642
$822,596
$642,596
Cost
At 1 January 2019
Additions
At 31 December 2019
Disposals
At 31 December 2020
Accumulated amortization
At 1 January 2019
Charge for the year
At 31 December 2019
Charge for the year
Disposals
At 31 December 2020
Carrying amounts
At 31 December 2018
At 31 December 2019
At 31 December 2020
Details of other intangible assets are set out below.
Other intangible assets
Cost
At 1 January 2019 and
31 December 2019
Disposals
At 31 December 2020
Accumulated amortization
At 1 January 2019
Charge for the year
At 31 December 2019
Charge for the year
Disposals
At 31 December 2020
Carrying amounts
At 31 December 2018
At 31 December 2019
At 31 December 2020
WET® patent
Customer
relationships
Patent
portfolio
EPA
registrations
$
$
$
$
Total
$
$2,700,000
–
$2,700,000
1,697,404
180,000
1,877,404
180,000
–
$2,057,404
1,002,596
822,596
$642,596
$660,671
–
$660,671
623,625
37,046
660,671
–
–
$660,671
37,046
–
–
$212,000
(25,000)
$187,000
$271,000
–
$271,000
$3,843,671
(25,000)
$3,818,671
187,000
25,000
212,000
–
(25,000)
$187,000
25,000
–
–
271,000
-
271,000
-
–
$271,000
2,779,029
242,046
3,021,075
180,000
(25,000)
$3,176,075
–
–
–
1,064,642
822,596
$642,596
Other intangible assets were acquired in the acquisition of H&S Chemical in 2009.
63
IOFINA PLC
Montana Atlantis Field
Intangible assets with a cost of $3,358,405 relating to the Montana Atlantis Field were 100%
depreciated in prior years to a net carrying amount of Nil. A disposal of these assets has now been
recorded as the abandonment of the Montana site was materially completed in 2020.
WET® Patent
The WET® Patent technology employs two different iodine extraction methods depending on brine
chemistry for optimal efficiency. We utilised a with and without analysis, a variation of the discounted
cash-flow method, to estimate the fair value of a WET® Patent at date of acquisition. The methodology
compared the cash flow generating capacity of Iofina Chemical assuming it was operating without the
benefit of the WET® Patent to the projected cash flow with the benefit of the patent. The contractual
life of the patent is in excess of 20 years; however, the useful life of the patent was estimated at 15
years based on the following:
▪ Management’s expectation for the expected viability of the technology
▪ Management’s expectations regarding the timing of significant substitute technology
▪ The lack of comparable substitute technologies as of the valuation date
▪ The remaining amortization period is 3.5 years
Patent portfolio
This includes all patents held by Iofina Chemical related to the production of its iodine derivatives,
specifically IPBC. The fair value of the general patent portfolio was estimated using the relief from
royalty cash-flow methodology of the income approach. Based on our search for technology licensing
agreements in the marketplace, we determined that a royalty rate of 1.5 percent was appropriate. An
8 year life was applied to the patent portfolio based on the historical life of the portfolio as well as the
intended future use of the asset.
11. Goodwill (Group)
Carrying amounts
At 31 December 2018, 31 December 2019 and 31 December 2020
$3,087,251
Goodwill arose on the acquisition of H&S Chemical in 2009 and is wholly allocated to the Iofina
Chemical cash generating unit of the Group. Goodwill impairment testing is conducted annually, based
on projected cash flow to be generated.
The Chemical business has been in operation for 35 years, and much of its products and customer
base are long established. For impairment testing, a long term growth rate of 1.00% per annum was
applied to budgeted cash flows and a discount rate of 10.71% per annum was used. On this basis the
net present value of cash flow exceeded the goodwill amount of $3,087,251.
64
IOFINA PLC
11. Goodwill (Group) (continued)
Sensitivity analysis
Projections based on the above assumptions show headroom of $7.1m between the value in use of
the business net of other assets of $27.8m and the carrying value of $20.7m, comprising goodwill of
$3.1m, other intangible assets of $0.64m, and net business trading assets of $16.9m. In order for the
value in use to equal the carrying value it would be necessary for the discount rate to rise to 16.2% or
the long term growth rate to be 5.4% negative or projected EBITDA to be lower by 22.6%. Based on
the results of this impairment testing management are satisfied that a reasonably possible change in
assumption would not lead to an impairment.
12. Property, plant and equipment (Group)
Exploration
and
Evaluation
Assets
Montana
Atlantis
Field
$
5,841,415
–
5,841,415
–
–
(5,605,436)
$235,979
5,521,415
81,006
–
5,602,421
–
Cost
At 1 January 2019
Additions
At 31 December 2019
Transfers
Additions
Disposals
At 31 December 2020
Accumulated
depreciation and
impairment
At 1 January 2019
Impairment
Charges for the year
At 31 December 2019
Charges for the year
Disposals
At 31 December 2020
(5,602,421)
–
Freehold
Land
$
209,000
–
209,000
–
–
–
$209,000
Buildings
$
1,665,909
407,670
2,073,579
–
10,770
–
$2,084,349
Equipment
and
Machinery
$
26,141,813
181,891
26,323,704
3,466,020
175,704
(4,901,010)
$25,064,418
Construction
in Progress
$
Total
$
378,973
1,461,075
1,840,048
(3,466,020)
2,262,168
–
$636,195
34,237,110
2,050,636
36,287,746
–
2,448,642
(10,506,446)
$28,229,940
–
–
–
–
–
–
–
380,084
–
147,992
528,076
168,959
–
$697,036
10,984,353
1,222,022
12,206,375
1,444,289
(4,899,563)
$8,751,101
–
–
–
–
–
–
16,885,852
81,006
1,370,014
18,336,872
1,613,249
(10,501,984)
$9,448,137
Carrying amounts
At 31 December 2018
At 31 December 2019
At 31 December 2020
320,000
238,994
$235,979
209,000
209,000
$209,000
1,285,825
1,545,503
$1,387,313
15,157,460
14,117,329
$16,313,317
378,973
1,840,048
$636,195
17,351,258
17,950,874
$18,781,803
65
IOFINA PLC
12. Property, plant and equipment (Group) (continued)
Right-of-use assets
With effect from 1 January 2019 the Group has appled IFRS 16 “Leases” to its lease on office premises
in Denver, Colorado. The lease runs from 1 March 2019 to 30 April 2022, and an amount of $354,648
has been capitalised as a right-of-use asset in the category of Buildings. The amount capitalised
represents the amount of rentals and associated payments over the term of the lease discounted at a
rate of 7.5%. Depreciation is charged on a straight line basis at a rate of $111,994 per annum, and
notional interest is accrued based on a 7.5% amortisation rate. Depreciation charged for 2020 was
$111,994 (2019 $93,328) and interest accrued was $17,915 (2019 $20,807). Lease liabilities due within
and after one year are shown in Note 19, and represent lease payments due over those periods net of
interest to be charged. There is an option to extend the lease, but it is considered unlikely that the
option will be exercised.
Montana Atlantis Field
Tangible assets with a cost of $5,841,415 relating to the Montana Atlantis Field have been depreciated
to a net carrying amount of $235,979, representing the estimated net sale value of a residual property.
A disposal of Montana Atlantis Field assets with a cost of $5,602,421 and a net carrying value of Nil
has now been recorded as the abandonment of the Montana site was materially completed in 2020.
Since 31 December 2020 the property has been disposed of for net proceeds of $255,308.
Equipment and Machinery
Assets of Iofina Resources, Inc. with a cost of $4,835,077 and a carrying value of Nil, relating to sites
that are no longer operational, have been treated as disposals in 2020. These assets had been fully
depreciated in previous years.
13. Inventories
Group
Raw materials
Work in progress
Finished goods
31 December
2020
$
6,588,439
2,813,011
254,569
$9,656,019
31 December
2019
$
4,360,028
1,414,766
302,476
$6,077,270
At year end, there were no provisions against the carrying value of inventories (2019: nil). During the
year, the cost of inventories recognised as expense and included in ‘cost of sales’ amounted to
$20,135,223 (2019: $19,954,253).
14. Financial instruments
The Board of directors determines, as required, the degree to which it is appropriate to use financial
instruments to mitigate risks. The main risks for which such instruments may be appropriate are
interest rate risk, foreign currency risk, credit risk, investment risk, liquidity risk and commodity risk.
The Group's principal financial asset is cash, which is invested with major banks. The Group has a term
loan and a revolving loan facility and no other borrowings.
66
Financial
liabilities at
amortised cost
$
Investment and
swap liability at
fair value
$
Loans and
receivables at
amortised cost
$
3,481,332
3,102,211
IOFINA PLC
14. Financial instruments (continued)
Financial assets and liabilities
Group
2020
Cash and cash equivalents
Trade receivables
Investment
Trade payables
Accrued liabilities
Lease liabilities
Term loan
Revolving loan facility
Government subsidies
Interest rate swap liability
2019
Cash and cash equivalents
Trade receivables
Investment
Trade payables
Accrued liabilities
Lease liabilities
Term loan notes
Company
2020
1,194,392
4,278,973
186,151
9,642,857
2,717,581
1,089,900
1,459,723
4,522,439
294,093
18,177,207
8,717,890
5,491,493
Loans and
receivables at
amortised cost
$
Financial
liabilities at
amortised cost
$
Cash and cash equivalents
Other receivables
Due from subsidiaries
59,983
3,138
21,712,094
Accruals
201,803
2019
Cash and cash equivalents
Other receivables
Due from subsidiaries
822,748
1,897
35,541,091
Accruals
Term loan notes
142,413
18,177,209
67
Total
$
3,481,332
3,102,211
900,000
$7,483,543
1,194,392
4,278,973
186,151
9,642,857
2,717,581
1,089,900
69,314
$19,179,168
8,717,890
5,491,493
900,000
$15,109,383
1,459,723
4,522,439
294,093
18,177,207
$24,453,462
900,000
69,314
900,000
Total
$
59,983
3,138
21,712,094
$21,775,216
201,803
$201,803
822,748
1,897
35,541,091
$36,365,736
142,413
18,177,209
$18,319,622
IOFINA PLC
14. Financial instruments (continued)
The interest rate swap liability at fair value is valued on the basis of Level 2 inputs as defined in IFRS
13.
Interest rate risk
Surplus funds are held within the Group’s checking and savings accounts. The benefit of fixing rates
for the longer term is kept under review, having regard to forecast cash requirements and the levels
of return available. Given the short term nature of Iofina’s surplus funds, the Group has limited
interest rate risk. As of 31 December 2020, all surplus funds were invested in checking and savings
accounts that had no terms and were 100% liquid. Bank facilities have variable interest rate terms and
therefore there is an exposure to increases in interest rates. This is mitigated by the use of an interest
rate swap to fix the rate on the majority of the term loan. Also the interest on the revolving credit
facility is reduced by arrangements to sweep surplus funds into that account.
Foreign currency risk
The Group has potential transactional currency exposure in respect of items denominated in foreign
currencies relating to the Group's administration in the UK. The balance of cash held in foreign
currency was $59,983 (GBP 44,432) as of year-end, and provides a hedge against GBP denominated
UK expenses.
Sales transactions are denominated in US Dollars, which is the operating currency. Other impacts of
foreign currency risk are not deemed material to these financial statements.
Credit risk
The maximum exposure is reflected by the carrying amount of financial assets. Because the
counterparties to Iofina’s holdings of cash and cash equivalents are prime financial institutions, Iofina
does not expect any counterparty to fail to meet its obligations. Additionally, the Group is exposed to
marginal credit risk in the form of receivables for product sales. Credit risk in this regard is mitigated
through long-term customer payment history, extensive credit analysis of large purchasers, use of
letters of credit, and the requirement for partial or total payment prior to shipment for some
customers.
Investment risk
There is a risk that short term investments may not realise their carrying value. At 31 December 2020
the Group held an investment of $900,000 as set out in Note 16. Recovery of this investment is
dependent on the returns generated by the underlying project.
Liquidity risk
The Group raises funds as required on the basis of forecast expenditure and cash inflows over the next
12 months. When necessary, the scope and rate of activity are adjusted to take account of the funds
available. There is a risk that the Group may not be able to raise sufficient funds to repay loans at their
maturity. The current situation in that regard is discussed in Note 1f.
68
IOFINA PLC
14. Financial instruments (continued)
The following table sets out the contractual maturities (representing undiscounted contractual cash
flows) of financial liabilities:
Up to 3
months
$
1,194,392
1,234,387
–
357,143
–
$2,785,922
Between 3
and 12
months
$
Between 1
and 2 years
$
Between 2
and 7 years
$
–
3,044,585
140,650
1,071,429
–
–
–
–
–
–
45,501
6,785,714
1,428,571
–
2,717,581
$4,256,664 $4,191,653 $6,785,714
Up to 3
months
$
1,459,723
1,336,855
–
–
$2,796,578
Between 3
and 12
months
$
–
3,185,584
119,926
18,177,207
$21,482,717
Between 1
and 2 years
$
–
–
174,167
–
$174,167
Between 2
and 7 years
$
–
–
–
–
–
Group
At 31 December 2020:
Trade payables
Accrued liabilities
Lease liabilities
Term loan
Revolving loan facility
Group
At 31 December 2019:
Trade payables
Accrued liabilities
Lease liabilities
Term loan notes
Commodity risk
The Group is exposed to movements in the price of raw iodine. Sales of iodine based products were
$18,506,546 (2019: $20,094,135). The effects of changes in the price of iodine on 2020 revenue and
profits are set out in the Financial Review on page 7. Iodine is produced internally and is the most
significant cost component for iodine based products.
15. Trade and other receivables Group
Trade receivables
Prepayments and other receivables
Company
Prepayments and other receivables
31 December
2020
$
3,102,211
182,793
$3,285,004
31 December
2020
$
3,140
$3,140
31 December
2019
$
5,491,493
634,957
$6,126,450
31 December
2019
$
1,897
$1,897
69
IOFINA PLC
15. Trade and other receivables (continued)
All receivables and prepayments are short term in nature. The carrying values are considered a
reasonable approximation of fair value. There are no expected credit losses.
The Group and the Company have not received a pledge of any assets as collateral for any receivable
or asset.
16. Investment
Investment in Organic Vines Op LLC
31 December
2020
$
900,000
$900,000
31 December
2019
$
900,000
$900,000
In November 2019 the Group invested $900,000 through its subsidiary IofinaEX Inc. in 900,000 non-
voting Class C Units of Organic Vines OP LLC, a Limited Liability Company registered in Colorado. The
company is controlled by the Group’s chairman Lance Baller, and has produced over 22 million
organically certified hemp seeds. It is believed that these seeds will be sold for a profit, but the
timeframe for disposals is currently unkown. The Class C Units have first call on the distribution of
revenue up to a maximum of three times the amount invested and no further entitlement thereafter.
17. Cash and cash equivalents
Group
Cash in US Dollar accounts
Cash in GB Pound Sterling accounts
Company
Cash in GB Pound Sterling accounts
31 December
2020
$
3,421,349
59,983
$3,481,332
31 December
2019
$
7,895,142
822,748
$8,717,890
31 December
2020
$
59,983
$59,983
31 December
2019
$
822,748
$822,748
70
IOFINA PLC
18. Trade and other payables
Group
Trade payables
Accrued expenses and deferred income
Company
Accrued expenses
31 December
2020
$
1,194,392
4,278,973
$5,473,365
31 December
2019
$
1,459,723
4,522,439
$5,982,162
31 December
2020
$
201,803
$201,803
31 December
2019
$
142,413
$142,413
All trade and other payables are considered short term. The carrying values are considered to be a
reasonable approximation of fair value.
Except as regards the term loans, the Group and Company have not pledged any assets as collateral
for any liabilities or contingent liabilities.
19. Lease liabilities
Lease liabilities – current
Lease liabilities – non-current
31 December
2020
$
140,650
45,501
$186,151
31 December
2019
$
119,926
174,167
$294,093
Lease liabilities are measured at the present value of the contractual payments due to the lessor over
the lease term, with the discount rate determined by reference to the Group’s incremental borrowing
rate on commencement of the lease. Lease liabilities increase as a result of interest charged at a
constant rate on the balance outstanding and are reduced for lease payments made.
71
IOFINA PLC
20. Term loans and Revolving loan facility
At 1 January 2019
Convertible loan notes restructured as term loans
At 29 March 2019
Debt for equity conversion 14 June 2019
Term loan repaid 20 June 2019
At 31 December 2019
Repaid 30 June 2020
Repaid 16 September 2020
First Financial Bank Facilities:
Term loan drawn 16 September 2020
Revolving loan facility drawn 16 September 2020
Term loan instalment repayments
Revolving loan facility net payments
At 31 December 2020
Due within one year
Due after one year
2020 Term
loan
$
2020
Revolving
loan facility
$
2019 Term
loans
$
3,263,529
22,371,946
25,635,475
(4,194,737)
(3,263,529)
$18,177,209
(2,726,581)
(15,450,628)
10,000,000
(357,143)
$9,642,857
3,000,000
(282,419)
$2,717,581
$1,428,571
$8,214,286
–
$2,717,581
–
–
–
At the end of June 2020, the Group repaid 15% of debt outstanding, amounting to $2.73 million. In
September 2020, the Group completed the refinancing of all its then outstanding debt of $15.45
million. Fully secured facilities of a 7-year $10 million term loan and a 2 year revolving line of credit of
up to $8 million have been provided by First Financial Bank, Ohio. The total amount drawn on
completion was $13 million, representing the term loan of $10 million and $3 million relating to the
revolving line of credit. With the addition of $2.45 million from the Group’s cash resources the existing
debt balance of $15.45 million was repaid in full, together with accrued interest. The principal terms
applying to the new facilities are:
a) The $10 million term loan is repayable in full by equal monthly instalments over the 7 years to 30
September 2027. There are accelerated repayments based on 25% of 2021 and 2022 surpluses of
EBITDA over the total of capital expenditure and debt payments of principal and interest, payments
to be made on 30 June 2022 and 2023 respectively. The interest rate on $7 million of the loan has
been fixed to maturity by a swap contract at 3.99%, and the interest rate on the balance is variable
monthly at 2.50% above LIBOR, subject to a minimum LIBOR rate of 1.00%, and is currently 3.50%.
Repayment of all or part of the loan may be made at any time, subject to the cost or benefit of
unwinding the swap contract. At 31 December 2020 the amount outstanding after instalment
payments was $9.64 million.
b) The $8 million revolving line of credit has a 2 year term and may be drawn and repaid in variable
amounts at the Group’s discretion, with the amount available at closing being fixed at $3 million.
Amounts that may be drawn are subject to a borrowing base of sufficient eligible discounted monthly
values of receivables and inventory, and compliance on a quarterly basis with trailing 12 months
financial covenant ratios of 1) a maximum multiple of 2.5 total debt to EBITDA, and 2) a minimum
72
IOFINA PLC
20. Term loans and Revolving loan facility (continued)
multiple of 1.2 EBITDA net of capital expenditure to the total of principal and interest payments on
the total debt. The interest rate is variable monthly at 2.25% above LIBOR, subject to a minimum LIBOR
rate of 1.00%, and is currently 3.25%. At 31 December the amount outstanding after net payments
was $2.72 million.
The swap contract described above has been valued by reference to market expectations for future
LIBOR rates, and a liability of $69,314 has been recognised and charged to finance expense (Note 6).
The actual cost of the swap from its inception on 17 September 2020 to 31 December 2020 was
$9,986.
21. Share capital
Authorised:
Ordinary shares of £0.01 each
Allotted, called up and fully paid:
Ordinary shares of £0.01 each
31 December
2020
31 December
2019
- number of shares
- nominal value
1,000,000,000
£10,000,000
1,000,000,000
£10,000,000
- number of shares
- nominal value
191,858,408
£1,918,584
191,858,408
£1,918,584
There was no change in share capital in 2020. Movements in share capital during 2019 were as
follows:
At 1 January 2019
Issue of shares:
- for cash
-on conversion of loan notes
Expenses of issue
Shares issued
Nominal value
$
Share
premium
$
127,569,398
$2,292,683
$48,991,647
43,839,655
20,449,355
-
551,941
262,171
-
8,279,119
3,932,569
(516,740)
At 31 December 2019 & 2020
191,858,408
$3,106,795
$60,686,595
On 14 June 2019 43,839,655 ordinary shares of £0.01 each were issued at a price of 16p per share for
a total gross consideration of £7,014,345 ($8,831,060). The shares issued comprised 33,804,375
placing shares, 570,625 directors’ subscription shares, and 9,464,655 open offer shares.
On 14 June 2019 20,449,355 ordinary shares of £0.01 each were also issued at a price of 16p per share
for a total gross consideration of £3,271,897 ($4,194,737). These shares were issued as consideration
for the conversion of $4,194,737 term loan into equity of the company.
73
IOFINA PLC
22. Share based payments
On 16 December 2020 options over 1,232,450 ordinary shares of the Company, representing 0.64% of
the Company’s issued share capital at that date, were granted to directors and key management
personnel. The options are exercisable at the closing share price on 16 December 2020 of 12.5p per
share, with 50% vesting after one year on 16 December 2021 and 50% vesting after two years on 16
December 2022. The options expire ten years from the date of grant.
The above options were valued using the Black Scholes model and the exercise price of 12.50p, an
expected term of 5.75 years, historical volatility of 88.11% and a risk free rate of 0.51%. The resulting
valuation of $148,218 is being amortised over the vesting periods, and $4,568 has been charged as an
expense in respect of the period from 16 December to 31 December 2020.
Details of options outstanding at 31 December 2020 are as follows:
Date of Grant
2 July 2011
13 June 2018
13 June 2018
25 July 2019
25 July 2019
16 December 20
16 December 20
Weighted average
Number
of
Options
Vesting
Date
2 July 2012
985,000
13 June 2019
990,000
13 June 2020
990,000
25 July 2020
492,250
492,250
25 July 2021
616,225 16 December 21
616,225 16 December 22
5,181,950
Share
Price
£
0.300
0.162
0.162
0.213
0.213
0.125
0.125
£0.19
Exercise
Price
£
0.300
0.162
0.162
0.213
0.213
0.125
0.125
£0.19
Exercise
Price
2020
$
0.41
0.22
0.22
0.29
0.29
0.17
0.17
$0.26
Exercise
Price
2019
$
0.40
0.21
0.21
0.28
0.28
–
–
$0.28
The weighted average contractual life of options outstanding at 31 December 2020 was 6.9 years
(2019 7.0 years).
Exercise prices shown in USD are based on the US Dollar/Pounds Sterling exchange rate at 31
December 2020 of 1.365 (2019 1.318). Options outstanding at 31 December 2020 expire the earlier
of ten years from grant date or 90 days after the termination of service to the Company.
Weighted
average
exercise price
£
$
2020
Number of
Options
Weighted
average
exercise price
£
$
2019
Number of
Options
£0.21
£0.125
£0.19
$0.28
$0.17
$0.26
3,949,500
1,232,450
5,181,950
£0.21
£0.21
£0.21
$0.27
$0.28
$0.28
2,965,000
984,500
3,949,500
£0.23
£0.21
$0.30
$0.28
1,975,000
3,457,250
£0.30
£0.23
$0.38
$0.30
985,000
1,975,000
Options outstanding
At 1 January
Granted during the year
At 31 December
Options exercisable
At 1 January
At 31 December
No options lapsed or were forfeited or exercised during the year.
74
IOFINA PLC
23. Related party transactions
In September 2016 Iofina plc executed a convertible note in the amount of $15,000,000 with Stena
Investment S.à.r.l., who held in excess of 5% of the outstanding common shares. On 14 June 2019
Rene Nominees IOM Limited converted $4,194,737 debt into equity of Iofina plc. On conclusion of this
transaction Rene Nominees IOM Limited held in excess of 10% of the outstanding common shares.
Both these transactions were deemed related party transactions pursuant to AIM Rule 13.
In November 2019 the Group made an investment of $900,000 in Organic Vines OP LLC, a company
which is controlled by Lance Baller, Iofina’s chairman, and in which he has a substantial personal
investment.
There are intercompany transactions between the members of the Group. In both 2019 and 2020 all
iodine produced by Iofina Resources was sold to Iofina Chemical. Related party balances are as follows:
31 December
2020
$
31 December
2019
$
Iofina plc
Iofina Resources
Iofina Chemical
IofinaEX
Due to
21,712,094
Due from
–
900,000 27,257,881
40,000
900,000
5,585,787
–
Due to
40,820,284
Due from
–
900,000 44,925,964
5,000
900,000
4,110,680
–
Additional related party transactions with directors, who are considered to be key management
personnel, are set out in the Corporate Governance Statement on page 24. Option grants as described
in note 22 are to employees and Directors.
The Company has entered into a number of unsecured related party transactions with its subsidiary
undertakings. The most significant transactions carried out between the Company and its subsidiary
undertakings are financing.
24. 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 as shown in
the balance sheet. The Directors continue to monitor the level of capital as compared to the Group’s
commitments and adjust the level of capital as is determined to be necessary by issuing new shares.
Iofina plc is not subject to any externally imposed capital requirements. The Directors consider the
capital of the Group to be the total equity attributable to the equity holders of the parent of $20.69
million as at 31 December 2020 (2019: $19.23 million).
75
IOFINA PLC
25. Subsidiary undertakings
Investment in subsidiaries
Cost
Balance at 31 December 2018, 2019 and 2020
Due from subsidiaries
Investment in
subsidiaries
$
$17,199,362
2020
$
2019
$
Cost
At 1 January
Finance expense paid by subsidiaries
Loans repaid
Plc management fees
Net funding to/(from) subsidiaries
Reversal of impairment of amount due from Iofina Resources
At 31 December
35,541,091
(1,033,087)
(18,177,209)
100,000
(18,699)
5,300,000
$21,712,095
33,685,812
(1,825,971)
–
100,000
3,581,250
–
$35,541,091
The new debt arrangements entered into during the year (see Note 20) were made on a joint and
several basis with all Group companies excluding dormant subsidiaries. The principal beneficiary of
these arrangements is Iofina Resources, Inc., and therefore the debt is accounted for in that company
and the consolidated balance sheet, and does not appear in the balance sheet of Iofina Plc.
An impairment of $5,300,000 in respect of amounts due from Iofina Resources, Inc. has been reversed
in 2020 (Note 2c).
Subsidiary undertakings
Company
Country of
incorporation and
operation
United States/CO
Iofina, Inc.
United States/CO
Iofina Resources, Inc.
United States/DE
Iofina Chemical, Inc.
United States/KY
IofinaEX, Inc.
United States/CO
Iofina Resources, LLC
United States/TX
Iofina Resources, LLC
Iofina Resources, LLC
United States/OK
Atlantis Water Solutions, LLC United States/MT
Principal activity
Holding company
Iodine production
Specialty chemical
CBD development
Dormant
Dormant
Dormant
Dormant
Interest in
ordinary shares
and voting rights
100%
100%
100%
100%
100%
100%
100%
100%
76
IOFINA PLC
25. Subsidiary undertakings (continued)
Iofina, Inc. was established in February 2006 and is a wholly owned subsidiary of Iofina plc. Iofina, Inc.
owns the whole of the issued share capital of Iofina Resources, Inc. and Iofina Chemical, Inc. Other
entities are subsidiaries of Iofina Resources, Inc., the iodine production company.
The registered offices of the above companies are as follows:
Company
Registered office
Iofina, Inc.
Iofina Resources, Inc.
Iofina Chemical, Inc.
IofinaEX, Inc.
Iofina Resources, LLC (CO)
Iofina Resources, LLC (TX)
Iofina Resources, LLC (OK)
Atlantis Water Solutions, LLC
8480 East Orchard Road, Greenwood Village CO 80111, USA
8480 East Orchard Road, Greenwood Village CO 80111, USA
306 W. Main Street, Frankfort, KY 40601, USA
212 N 2nd St., Suite 100, Richmond, KY 40475
8480 East Orchard Road, Greenwood Village CO 80111, USA
815 Brazos Street, Austin TX 78701, USA
26610 CR 500, Alva OK 73717, USA
16192 Coastal Highway, Lewes DE 19958, USA
26. Capital commitments
At 31 December 2020 the Group had no capital commitments.
27. Post balance sheet events
In mid May 2020 the Group’s operating subsidiaries, Iofina Chemical, Inc. and Iofina Resources, Inc.,
received loans totalling US$1.09m under the US Small Business Administration’s Paycheck Protection
Program (‘PPP’), which is part of the Coronavirus Aid Relief and Economic Security Act (‘CARES Act’).
PPP loans, or a portion of the loan, may be forgivable if loan proceeds are used for eligible purposes,
including employee retention and payroll. The Group has received notice of 100% forgiveness from
the US Small Business Administration, as of 22 January 2021 as regards $552,500 in respect of iofina
Resources, Inc., and as of 27 January 2021 as regards $537,400 in respect of Iofina Chemical, Inc. The
amounts forgiven will be recognised as income in 2021.
28. Contingent liabilities
All previous disclosed liabilities have been settled and are not material events for the Group.
29. Ultimate controlling party
There is no ultimate controlling party of the Group.
77
IOFINA PLC
Iofina and the environment
Iofina promotes, wherever possible, environmental sustainability in its working practices and seeks to
minimise, mitigate, or remedy any harmful effects from the Group’s operations on the environment
at each of its operational sites. To continue that effort through all aspects of business, this report has
been produced to minimise its effect on the environment by using thinner paper, fewer pages, smaller
type set, and non‐colour printing as much as possible. As part of this effort Iofina is trying to move
attention to its online annual reports available at www.iofina.com. By being a better steward of the
environment, Iofina saves valuable shareholder funds instead of producing glossy magazine pages
throughout the whole document.
This page does not form part of the statutory financial statements.
78
4190 - Iofina cover 2021_Layout 1 25/05/2021 16:45 Page 4
improve
Iodine is essential for life and industry.
Iodine compounds are added to cosmetics
products for the prevention of growth and
transfer of harmful bacteria.
Iodine compounds are used to manufacture
high-tech LCD displays allowing
for
superior image quality.
Iodine formulations protect dairy cows and
humans from
infections that can be
transferred through milk.
imaging
Iodine compounds
contrast in the body when used with CT
scans, MRI’s and X-rays helping doctors
diagnose patients more effectively.
Iodine compounds are added to paints and
protective coatings because they are
effective in preventing the growth of molds
and other pathogens.
Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F
NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O
HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I
C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I
LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI
NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN
CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI
NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2
CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O
HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I
C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3
NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6
KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl
C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2
C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2
CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I
C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3
Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F
NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O
HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 NaI C8H12INO2 C3H3N6Cl3 NaIO4
C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3
IKO4 AgI NaIO3 Ca(IO3)2 C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3
C6H6FN CH2I2 CH3F NH4I CH2BrI C2H5I ICl C4H9I C3H7I LiI C4H4ClNO2 CF3I H5IO6 KIO3 IKO4 AgI NaIO3 Ca(IO3)2
C7H7ClNO2SNa3H2O HI3 KI NaI C8H12INO2 C3H3N6Cl3 NaIO4 C6H6FN CH3I C3H3N6Cl3 C6H6FN CH2I2 CH3F NH4I
Iodine compounds are used as catalysts in
a variety of industrial transformations. One
example of this is the use of iodine species
in the production of acetic acid which is
diluted and used as household vinegar or
can be transformed into other compounds
such as polyvinyl acetate which has many
adhesive applications.
Insufficient iodine causes Iodine Deficiency
Disorder (IDD). IDD has been medically
proven
cretinism, goiter
(enlargement of the thyroid gland) and
depressed intellectual function in children
and adults which affects more than
600 million people worldwide.
Iodine derivatives are used to produce
many essential pharmaceuticals which
provide doctors with powerful new drugs
to fight diseases.
Iodine is supplemented to table salt thereby
insuring adequate daily intake of this vital
micro nutrient.
Iodine is an essential element touching our
lives everyday.
cause
to
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Iofina plc
Registered Office
48 Chancery Lane
London WC2A 1JF
(c/o Keystone Law;
Attn: Simon Holden)
Iofina, Inc.
8480 East Orchard Road
Suite 4900
Iofina Resources, Inc.
8480 East Orchard Road
Suite 4900
Greenwood Village, CO 80111
+1 303-222-1215
Iofina Chemical, Inc.
1025 Mary Laidley Drive
Covington, Kentucky 41017
Greenwood Village, Colorado 80111
+1 859-356-8000
+1 303-222-1215
Email: information@iofina.com • Website: www.iofina.com