Vast Resources plc
Report for the year to 30 April 2022
Contents
Highlights
Chairman’s Report
Strategic Report
Report of the directors
Statement of directors’ responsibilities
Independent Auditor’s' report
Group statement of comprehensive income
Group statement of changes in equity
Company statement of changes in equity
Group and Company statements of financial position
Group and Company statements of cash flow
Statement of accounting policies
Notes to the financial statements
Company Information
Page
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23-27
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33-38
39-64
65
Page 1 of 65
OVERVIEW OF THE YEAR ENDED 30th APRIL 2022
Vast Resources plc (‘Vast’ or the ‘Group’ or the ‘Company’) is focused on key mining opportunities in Romania,
Zimbabwe and Tajikistan. These opportunities comprise the Baita Plai Polymetallic Mine (“BPPM”) in Romania, the
Group’s anticipated diamond opportunity in Zimbabwe, and participation in a joint venture in Tajikistan which was
concluded after the year end. The Group continued to hold the Manaila Polymetallic Mine (“MPM”) on care and
maintenance during the reporting period and is in discussions with potential funders.
BPPM produced concentrate throughout the year and the Company continued to invest in BPPM to support the
transition to mechanised mining. Long-hole stopping was successfully introduced in calendar Q3 2022 as the
necessary step to significantly increase production volumes. The Company also entered into an agreement during
the period to provide services to upgrade and optimise the processing plant at the operating fluorite and galena mine
in Tajikistan.
Discussions continue regarding the conclusion of the Company’s diamond agreement with its Zimbabwe stakeholders
in line with previous expectations, save on timing.
Financial
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An increase in revenues in the year ended 30 April 2022 (US$3.8 million) compared to the year ended 30 April
2021 (US$ 0.9 million).
6.6% increase in other administrative and overhead expenses for the year ended 30 April 2022 (US$4.5 million)
compared to the year ended 30 April 2021 (US$4.2 million).
Foreign exchange losses of US$3.8 million for the year ended 30 April 2022 compared to gains of US$2.6
million for the year ended 30 April 2021. These losses arise from the Company’s USD denominated funding
of its Romanian Lei functional currency subsidiaries and are partly compensated by foreign exchange
translation gains of US$2.2 million. The Company funds its Romanian businesses in USD given this funding
will ultimately be repaid from USD denominated sales.
An increase in losses after taxation in the year ended 30 April 2022 (US$15.5 million) compared to the year
ended 30 April 2021 (US$7.7 million). Eliminating the effects of foreign exchange gains and losses, the loss
for the period has increased 14% from US$10.3 million for the year ended 30 April 2021 to US$11.7 million for
the year ended 30 April 2022.
•
Cash balances at the end of the period US$0.130 million compared to US$1.385 million at 30 April 2021.
Operational Development
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The Company continued to invest in BPPM to support the transition to mechanised mining and the
implementation of long hole stoping with the procurement of two Mantis CMR4 Jumbo drilling rigs and an
Aramine miniLoader L130D with remote control capability.
Mill feed production at BPPM increased from 14,452 tonnes for the year ended 30 April 2021 to 38,108 tonnes
for the year ended 30 April 2022.
As announced on 1 October 2021, the Company confirmed the suitability of X-Ray Sorting Technology (‘XRT’)
to optimise MPM’s production profile resulting in a substantial improvement in the economics of the mine. The
test results conducted by TOMRA indicate that an XRT machine can substantially reduce transportation and
production costs. It is for these reasons that the Company is planning to recommence production which will be
dependent upon obtaining financing which will be sought at the project level.
The Company acquired an interest in a Tajikistan mining project under which Vast is providing the necessary
services for the upgrade of the processing plant associated with a fluorite and galena mine. Vast is responsible
for the management and execution of the project and, through its interest in the venture, will receive the
equivalent of 12.25% royalty on sales of non-ferrous concentrate. Under the project agreements, the mine is
to produce approximately 7,000 tonnes per month of ore containing no less than 1.5-2% lead, 1.2-1.4% zinc
and 27% fluoride. Historically the Mine contained 30g/t silver and 1-2g/t gold in situ.
Continued discussions to conclude the agreement with Zimbabwe Consolidated Diamond Company (Pvt) Ltd
(“ZCDC”) regarding the right to mine diamonds for the Company at the community diamond concession.
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Post reporting date:
•
•
•
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The Company commenced long-hole stoping at BPPM in calendar Q3 2022.
A second milling circuit was completed at the processing plant at BPPM at the end of June 2022.
BPPM commenced molybdenum concentrate production in August 2022.
An official opening ceremony for the processing plant of the Tajikistan mine took place on 15 August 2022.
Funding
Equity:
Fundraising share issues during the year (gross proceeds before cost of issue):
£
2,886,940
645,600
1,057,884
4,590,424
$
Shares Issued
Issued to
3,927,568
855,428
1,400,000
6,182,996
78,395,870
53,580,952
145,366,144
277,342,966
Placing with investors
Subscription by investors
Settle debt
Post reporting date:
£
2,156,000
1,743,325
1,420,845
5,320,170
$
Shares Issued
Issued to
2,556,500
2,121,265
1,750,000
378,285,715
249,046,446
511,963,302
Placing with investors
Subscription by investors
Settle debt
6,427,765
1,139,295,463
•
On 6 May 2021 the Company concluded a capital reorganisation which comprised two distinct parts, firstly a
consolidation of the existing Ordinary Shares on a 1 for 100 basis, and then a subdivision of each resulting
ordinary share of 10p into one new Ordinary Share and eleven new Deferred Shares. The effect of this
reorganisation was to reduce the number of ordinary shares in issue by a factor of 100. Where relevant,
comparative figures have been adjusted to reflect the capital reorganisation.
Debt:
•
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During the period the Company repaid US$1,400,000 of principal of the first tranche of the Atlas facility through
the issuance of shares. Year end secured debt stood at US$ 10.075 million, comprising the Atlas facility of
US$5.1 million and the Mercuria facility of US$4.975 million.
Post reporting date:
On 16 May 2022, the Company repaid in full the outstanding bonds owed to Atlas and subsequently made a
US$1 million debt reduction to the amount owed to Mercuria. These repayments were in part financed by a
US$4 million asset backed debt facility from A&T Investments SARL.
Management
•
Appointment of Nigel Wyatt as independent Non-executive Director on 23 August 2021.
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•
•
Appointment of Andrew Hall as Commercial Director on 7 December 2021.
Roy Tucker relinquished his executive functions and remains a Non-Executive Director.
Political and Covid-19
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Covid-19 restrictions eased during the period but still continue to create additional costs and inefficiencies to
business activities.
The conflict in Ukraine has not had any direct adverse impact on Vast’s operations but has impacted commodity
markets.
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CHAIRMAN’S REPORT
The easing of Covid-19 pandemic restrictions was met by heightened geopolitical risks. While the conflict in Ukraine
has not directly impacted the running of our operations in Romania, the uncertainty regarding economic global growth
has contributed to copper prices being off their recent highs and impacted fuel, energy and transport costs generally.
We believe that the fundamental value of our Romanian businesses remains unchanged and that, in the short term,
the revenue diversification arising from the polymetallic composition of our deposits will provide some mitigation for
the depressed copper price. Despite these challenges the Company successfully refinanced the Atlas bond facility in
May 2022.
Romania
Production at the Baita Plai Polymetallic Mine (“BPPM”) increased over last year, and the Company made good
progress in transitioning to a mechanised mining methodology, culminating in the commencement of long-hole
stopping in calendar Q3 2022. This together with the completion of a second milling circuit in June 2022, will allow a
significant increase in production at the mine.
The many priorities and challenges during the period prevented us from working more extensively on the
recommencement of production at the Manaila Polymetallic Mine (“MPM”). The Company conducted an evaluation of
the economics of the mine, and as part of this process, has assessed the suitability of X-Ray Sorting Technology
(‘XRT’) to optimise the mine’s production profile. The assessment indicates that the implementation of XRT equipment
would significantly improve the economics of MPM by reducing transportation and production expenses and the
Company is actively engaging with potential new investors at the project level to support the re-start.
Zimbabwe
The Company continues discussions to conclude the agreement with Zimbabwe Consolidated Diamond Company
(Pvt) Ltd (“ZCDC”) regarding the right to mine diamonds for the Company at the community diamond concession. All
stakeholders continue to express their support and the Company anticipates that an agreement will be finalised in
due course.
Tajikistan
The Company’s participation in a mining joint venture in Tajikistan marks an exciting development for the Company
and is anticipated to provide an attractive income stream from the future sale of non-ferrous concentrates and other
metals produced.
Directors and management
Executive management
On 7 December 2021, Andrew Hall was appointed to the Board as Commercial Director. Andrew Hall has spent the
last fourteen years working in natural resources and finance linked businesses. Before joining the Company in
December 2018, Mr Hall previously worked at a natural resource-focussed merchant bank where he established and
managed the alternative finance distribution business covering asset managers, private equity, investment banks,
family offices and trading houses.
Non-Executive Directors
On 23 August 2021, Nigel Wyatt was appointed as an independent Non-Executive Director of the Company. Nigel
Wyatt is a Chartered Engineer, and a graduate of the Camborne School of Mines. He has held senior positions in
several mining and engineering companies primarily in Southern Africa. Nigel has wide ranging experience in ore and
diamond recovery technologies and the manufacture of electronic sorting equipment. His experience includes the
design and erection of ore sorting and treatment plants.
Funding
On 16 May 2022, the Company repaid in full the outstanding bonds owed to Atlas and subsequently made a US$1
million debt reduction to the amount owed to Mercuria. These repayments were part financed by a US$4 million asset
backed debt facility from A&T Investments SARL. The debt facility has a maturity of one year.
Share Capital
In May 2021 the Company’s ordinary share capital was reorganised and consolidated so that the number of ordinary
shares in issue was reduced by a factor of 100. The capital reorganisation comprised two distinct parts, firstly a
consolidation of the existing Ordinary Shares on a 1 for 100 basis, and then a subdivision of each resulting ordinary
share of 10p into one new Ordinary Share of 0.1p and eleven new Deferred Shares of 0.9p each.
Corporate Governance
As stated in the Strategic Report, the Company has adopted the Quoted Company Alliance (‘QCA’) code on Corporate
Governance. The Board strives to promote a corporate culture based on sound ethical values and behaviours. The
Company maintains a strict anti-corruption and whistle blowing policy and the Directors are not aware of any event in
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any jurisdiction in which it operates that might be considered to be a breach of this policy. The Company has formally
adopted Code of Conduct, Health and Safety, Environmental, and Human Rights policies which clearly articulate the
Board’s expectations and strengthen the control environment of the organisation. The Company continues to operate
a code for Directors’ and employees’ dealings in securities which is appropriate for a company whose securities are
traded on AIM and is in accordance with the requirements of the Market Abuse Regulation which came into effect in
2016. The Company is also committed to maintaining open dialogue with shareholders, employees and other
stakeholders.
Appreciation
The continued support and resolve of shareholders and other stakeholders through times that have been challenging
is much appreciated. To fellow directors, thank you for your advice and support, and to management and staff both
in Romania and Zimbabwe for their continued effort on behalf of the Company. Above all we wish all our stakeholders
well in these difficult times and remain committed to safeguarding the safety of our employees and the communities
in which we operate.
Brian Moritz
Chairman
Page 6 of 65
STRATEGIC REPORT
Principal activities, review of business and future developments
Vision
The vision of the Group continues to be to become a mid-tier mining group, one of the largest polymetallic (copper,
zinc, silver, and gold) producers in Romania, and a major player in the re-emergence of the mining industry in
Tajikistan and in Zimbabwe, where the Group now has a major focus on its diamond interests. The Group is also
looking to expand its polymetallic and diamond footprint further afield to complement its Romanian and Zimbabwe
strategy, and has recently entered into a joint venture in Tajikistan with a fluorite and galena mine to produce and
market non-ferrous concentrate.
Principal activities
In Romania the Group has focused on operating the Baita Plai Polymetallic Mine (“BPPM”) which commenced
production in October 2020. The Manaila Polymetallic Mine (“MPM”) has remained on care-and-maintenance during
the period and the Company is actively engaged with new investors to support the restart.
In Zimbabwe, the Group continues to focus on concluding the agreement with Zimbabwe Consolidated Diamond
Company (Pvt) Ltd (“ZCDC”) regarding the right to mine diamonds for the Company at the community diamond
concession.
In Tajikistan, the Group entered into a joint venture in Tajikistan with a fluorite and galena mine to produce and market
non-ferrous concentrate and other metals.
In both Romania and Zimbabwe, the Group holds further mining claims or other interests which are under appraisal.
Review of business
Romania
BPPM (100% interest)
Operations
The Company established a new mechanised plan at BPPM in March 2021 but experienced complications and delays
in Q2 of year ended 30 April 2022 due to encountering friable ground at the faces that required extra tunnelling to
come back into the resource. Despite these challenges, mill feed production at BPPM has increased from 14,452
tonnes for the year ended 30 April 2021 to 38,108 tonnes for the year ended 30 April 2022. The Company has
continued to invest time and resources to fully implement the transition to mechanised mining and successfully began
long-hole stoping in calendar Q3 2022 following the deliveries of two Mantis CMR4 Jumbo drilling rigs and an Aramine
miniLoader L130D with remote control capability. This represents a major achievement for the Company and will
support significantly increased production volumes going forward. We continue to hold MPM on care-and-
maintenance and are actively engaged with new investors to support the restart of MPM.
Resources
The JORC compliant Resource & Reserve Report for BPPM comprises an Indicated & Inferred mineral resource of
608,000 tonnes at 2.58% copper equivalent based on a copper metal price of US$ 6,655/tonne. Under JORC an
exploration target has been identified, which includes an historical mineral resource of between 1.8 million to 3 million
tonnes with a copper grade range of 0.50–2.00%, gold range of 0.20–0.80 g/t and silver range of 40-80g/t. Subsequent
to the publication of the JORC assessment, and following an analysis of historical data records, the exploration targets
previously reported under the JORC were increased from 1.8 million – 3.0 million tonnes to 3.2 million - 5.8 million
tonnes with copper grades in the range 0.50-2.00%, lead range 0.10-2.00%, zinc range 0.10-2.00%, gold range 0.20-
0.80g/t, and silver range 40-80g/t further reinforcing the value of BPPM. The mineral resource estimate underpins the
initial mine production life of approximately 3-4 years and the Company is in the process of conducting a drilling
campaign in anticipation of increasing the JORC resource.
MPM (100% interest)
The Manaila Carlibaba exploitation perimeter contains a JORC-2012 compliant Indicated Mineral Resource of 3.6
million tonnes grading 0.93% copper, 0.29% lead, 0.63% zinc, 0.23g/t gold and 24.9g/t silver with Inferred Mineral
Resources of 1.0 million tonnes grading 1.10% copper, 0.40% lead, 0.84% zinc, 0.24g/t gold and 29.2g/t silver. Under
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JORC underground exploration targets identified are 7.9 million – 23.6 million tonnes with copper grades in range of
0.4-1.3%, lead range 0.2-0.7%, zinc range 0.3-1.1%, and open pit exploration targets of 1.1 million – 3.2 million tonnes
with copper grades in range of 0.4-1.1%, lead 0.1-0.4%, and zinc range 0.2-0.6%.
The Company was granted the Manaila Carlibaba Exploitation License to 29 October 2025.
The increase in demand for copper together with production efficiencies confirmed by the assessment of the suitability
of X-Ray Sorting Technology (‘XRT’) to optimise the mine’s production profile results in a substantial improvement in
the economics of MPM. The test results conducted by TOMRA indicate that an XRT machine can substantially reduce
transportation and production costs. It is for these reasons that the Company is engaged with potential new investors
at the project level to support the restart of MPM.
Blueberry Polymetallic Gold Project (`Blueberry’) (29.41% effective interest).
The Group has an effective 29.41% economic interest in Blueberry through EMA Resources Ltd (‘EMA’) in a brown
field perimeter located at Baia de Aries in the ‘Golden Quadrilateral’ of Western Romania on which historic work has
demonstrated prospectivity for gold and polymetallic minerals. The Group has completed a drilling programme on the
perimeter which has established sufficient information to support a maiden JORC resource. The Company has
completed procedural and reporting requirements with the Romanian authorities. These have now been accepted
and will allow the Company to apply for an exploitation licence. The results and net assets of the Blueberry project
are immaterial to the Group and therefore have not been included in the Group financial statements under the equity
method of accounting.
Other Romanian prospects
Given the Company’s focus on BPPM, the application for an Exploration Licence for our current claims at Magura
Neagra and Piciorul Zimbrului (collectively known as ‘Zagra’) has been placed on hold and will recommence once
internal resources are available.
The Group continues to believe that exploitation of the many mining opportunities that have become dormant in
Romania over the last two decades will be an attractive prospect for global mining players seeking to capitalize on
the projected increase in demand globally for copper occasioned by the global transition to clean energy and electric
vehicles.The Group’s ‘first mover position’ in Romania has attracted interest in resuscitating the large-scale
polymetallic resource projects in Romania.
Zimbabwe
The Group has now focused its Zimbabwe strategy on mining its anticpated diamond concession in Zimbabwe. This
opportunity potentially offers high and near term positive cashflow and is unrestrained by tight currency controls.
Discussions with the various Zimbabwe stakeholders remain in line with previous expectations, other than on timing,
and we anticipate that we will be able to commence our mining operations in due course.
Tajikistan
The Company, as one of a collective group of partners, entered into a new joint venture project (the “Project”) in
Tajikistan with Open Joint Stock Company Korkhonai Boygardonii Takob (“Takob”).
The interest in the Project has been acquired as a result of the acquisition by a recently incorporated UK company,
Central Asia Investments Ltd, in which Vast has a 49 percent interest of a 50 percent interest in Central Asia Minerals
and Metals Ore Trading FZCO (“CAMM”) which has an agreement with Takob (the “Master Agreement”). Vast has an
effective 24.5 percent indirect interest in the Project.
Takob, a wholly owned subsidiary of the Tajikistan Open Joint Stock Company “TALCO”, the country’s largest group
of companies, is the owner of the operating Takob fluorite and galena mine (the “Mine”) in Tajikistan where the
strategic fluoride concentrate is sold to TALCO’s chemical division (“TALCO Chemical LLC”), for the production of
essential raw materials required for primary aluminium production.
Under the Master Agreement the Mine is to produce approximately 7,000 tonnes per month of ore containing no less
than 1.5-2% lead, 1.2-1.4% zinc and 27% fluoride. Under the Master Agreement CAMM is to provide equipment,
technology and technical expertise to upgrade and optimise the processing plant at the Mine, and will undertake the
responsibility for the management and execution of the Project. Takob will continue to mine ore at the Mine and
produce fluoride concentrate. Takob has undertaken to supply no less than 1,000,000 tonnes of ore to be processed
in line with the Project that is anticipated to run with the current Resource statement for 12 years.
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CAMM has also under the Master Agreement been appointed as exclusive agent for Takob to market and sell all non-
ferrous concentrates and precious metals from Takob’s Mine including but not limited to lead, zinc, gold and silver.
CAMM has secured financing and is fully funded for the Project. In consideration for CAMM’s financing obligations
and provision of services under the Master Agreement CAMM will be entitled to receive 50 percent of net revenue
from the sale of non-ferrous concentrate and precious metals.
In order for CAMM to provide the expertise required to fulfil its services and marketing obligations under the Master
Agreement CAMM has entered a services agreement with Vast to provide the services required. Under this agreement
Vast is entitled to charge for the services provided on the basis that 24.5 percent of the fees earned will be left
outstanding until they can be financed from revenue arising from the Project. In addition to fees receiveable under
the services agreement with CAMM Vast will receive the equivalent of 12.25 percent royalty of all sales of the non-
ferrous concentrate and any other metals produced for its participation in the collective group.
As announced on 24 May 2022, CAMM executed a Memoradum of Undertstanding (“MoU”) with Open Joint Stock
Company TALCO linked to processing the tailings produced by the Takob Mine processing facility. During the initial
soil sampling phase the company reported visible signs of Lead, Zinc and precious metals, including Gold, Silver &
Platinum Group Metals, in the tailings facility. Initial surface survey results show that there is a minimum of 1 million
tons and up to 3.3 million tons. Over the past 40 years of mining the processing plant was focused on Calcium Fluoride
recoveries, not on extraction of non-ferrous or precious metals.
Corporate
During the period the Company repaid US$1,400,000 of principal of the first tranche of the Atlas facility through the
issuance of shares.
On 16 May 2022, the Company repaid in full the outstanding bonds owed to Atlas and subsequently made a US$1
million debt reduction to the amount owed to Mercuria. These repayments were in part financed by a US$4 million
asset backed debt facility from A&T Investments SARL with maturity of one year.
Strategy
The Group’s strategy is to:
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•
•
•
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Attract ongoing funding for the Group – including from institutional investment
Attract appropriate joint venture partners and public institutions to invest in the Group and projects of mutual
interest
Grow into a mid-tier mining company both organically and through acquisitions financed principally by third
parties
Optimise operations to produce positive cashflows
Add value to operations by increasing resources and reserves
If expedient, hold significant minority stakes in new ventures operationally managed by the Group
Finance growth, where possible in a non-dilutive manner
Maintain exposure to Romania and Zimbabwe where the Group has acquired in-depth country knowledge
Develop the Company’s existing relationship in Tajikistan with Talco with a view to expanding its portfolio within
the country
Expand the Company’s polymetallic and diamond footprint further afield to complement its Romanian and
Zimbabwe strategy
Continue to work with Government and local communities in Zimbabwe in the diamond sector, and to develop
the diamond business in a transparent way for the benefit of all stake holders
Key performance indicators
In executing its strategy, the Board considers the Group’s key performance indicators to be:
Cash cost per tonne milled
•
Cash cost per tonne is derived from aggregate cash costs divided by tonnes milled and measures productivity.
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•
•
BPPM cash cost per tonne was US$180 for the year (2021: US$201) and is derived from aggregate cash costs
divided by tonnes milled and measures productivity.
There has been no production at MPM this and last year given the mine was on care and maintenance.
Cash costs per tonne of concentrate
•
•
Cash cost per tonne produced is calculated by dividing aggregate cash cost by concentrate tonnes produced
and measures productivity.
BPPM cash cost per tonne was US$7,654 for the year (2021: US$5,184) and is derived from aggregate cash
costs divided by the tonnes produced. The increase this financial year is due to spiral development costs
incurred to access higher grade resource to be mined. These costs have not been capitalised given their short
useful economic life.
•
There has been no production at MPM this year given the mine has been on care and maintenance.
Plant production volumes as a measure of asset utilisation
•
•
BPPM processed mill feed of 38,108 tonnes (2021: 14,452 tonnes).
There has been no production at MPM this and last year given the mine was on care and maintenance.
Total resources and reserves
•
These indicators measure our ability to discover and develop new ore bodies, including through acquisition of
new mines, and to replace and extend the life of our operating mines. We have published JORC-2012
compliant resource estimates for both BPPM and MPM which are described above. The alluvial diamond
interest in Zimbabwe where there is an expectation of a right to mine is considered very prospective, but by its
nature is not susceptible to the estimation of a JORC resource.
The rate of utilization of the Group’s cash resources. This is discussed further below.
Cash resources
The Group’s year end position was US$0.103 million (2021: US$1.385 million).
During the year cash used in operations were US$3.562 million, with a significant portion of the balance directly
related to developing, supporting and maintaining our mining assets.
Cash outflows from investing activities were US$1.844 million comprising additions to property, plant, and equipment
of $1.467 million in the Group’s Romanian operations and a $0.417 million investment in the Company’s associate,
CAMM.
Cash net inflows from funding activities were US$ 4.164 million, comprising the net of the proceeds from the issuance
of shares of US$4.528 million less repayment of loans and borrowings and finance expenses of US$0.364 million.
The Directors monitor the cash position of the Group closely to plan sufficient funds within the business to allow the
Group to meet is commitments and continue the development of assets. As part of this process, the Directors closely
monitor capital expenditure and the regulatory requirements of the licences to ensure they continue in good standing.
Principal risks and uncertainties
Risk – Going concern
The Group will require funding to make further debt reductions to the Mercuria loan, and to refinance the Alpha debt
facility which becomes due on 13 May 2023, and to provide general working capital. BPPM is currently producing and
is expected to be operationally profitable within the financial year to 30 April 2023. The Directors are confident that
the Company will be able to obtain funds for such requirements from debt providers and investors given the
fundamental value of its assets and project pipeline, supported by expectations for strong demand for copper, and
production at BPPM. However, while the Company is in discussions with potential investors and debt providers, no
binding funding agreement is in place at the date of this Report. These conditions indicate the existence of a material
uncertainty which may cast significant doubt about the Group's and Company's ability to continue as a going concern.
The financial statements do not include the adjustment that would result if the Group and Company were unable to
continue as a going concern.
Mitigation/Comments
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The Company is in discussions for financing that is better suited to its current operational and risk profile. This includes
medium-term financing at prices reflecting the reduced financial risk profile of the Company. The Board will also
continue to engage with providers of commodity trade finance, potential joint venture and other investors in order for
them to understand the fundamental strength of the Group’s business and attract additional funding when required.
The Board also will, whenever possible, retain sufficient cash margin to offset contingencies. The Group’s diamond
investments would not be subject to remittance restrictions as the Group is advised that foreign currency regulations
will allow export proceeds not required to meet costs in Zimbabwe to be retained offshore.
Risk – Mining
Mining of natural resources involves significant risk. Drilling and operating risks include geological, geotechnical,
seismic factors, industrial and mechanical incidents, technical failures, labour disputes and environmental hazards.
Mitigation/Comments
Use of strong technical management together with modern technology and electronic tools assist in reducing risk in
this area. Good employee relations are also key in reducing the exposure to labour disputes. The Group is committed
to following sound environmental guidelines and is keenly aware of the issues surrounding each individual project.
Risk - Commodity prices
Commodity prices are subject to fluctuation in world markets and are dependent on such factors as mineral output
and demand, global economic trends and geo-political stability.
Mitigation/Comments
The Group’s management constantly monitors mineral grades mined, cost of production, and commodity diversity to
ensure that mining output becomes or remains economic. The anticipated marginal contributions going forward at
both BPPM and the Zimbabwe diamond project opportunity are high versus fixed costs which provides a degree of
liquidity protection in the event prices decline significantly.
Risk – Management and Retention of Key Personnel
The successful achievement of the Group's strategies, business plans and objectives depend upon its ability to attract
and retain certain key personnel.
Mitigation/Comments
The Group’s policy is to foster a management culture where management is empowered and where innovation and
creativity in the workplace are encouraged. The Group has in place a “Share Appreciation Rights Scheme” for
Directors and senior executives to provide incentives based on the success of the business and continues to consult
third party benchmarks for remuneration. It has also introduced more specific incentive arrangements for the Group’s
diamond business in Zimbabwe.
Risk - Country and Political
The Group’s activities are based in Romania, Zimbabwe and Tajikistan. Emerging market economies could be subject
to greater risks, including legal, regulatory, economic, bribery and political risks, and are potentially subject to rapid
change. In addition, there are risks particular to Zimbabwe arising from a scarcity of foreign exchange, difficulty with
foreign remittances of funds and the, now albeit very substantially mitigated, risk of indigenisation.
Mitigation/Comments
The Group’s management team is experienced in its areas of operation and skilled at operating within the framework
of the local culture in Romania and Zimbabwe to progress its objectives. The Group routinely monitors political and
regulatory developments in each of its countries of operation. In addition, the Group actively engages in dialogue with
relevant government representatives to keep abreast of all key legal and regulatory developments applicable to its
operations. The Group has several internal processes and checks in place to ensure that it is wholly compliant with
all relevant regulations to maintain its mining or exploration licences within each country of operation.
Risk - Social, Safety and Environmental
The Group's success may depend upon its social, safety and environmental performance, as failures can lead to
delays or suspension of its mining activities.
Mitigation/Comments
The Group takes its responsibilities in these areas seriously and monitors its performance across these areas on a
regular basis. The Group has adopted and obtained ISO 9001:2015 for Quality, ISO 45001: 2018 for Safety, and ISO
140001: 2015 for Environment. The Group adheres to all Covid-19 rules, regulations, and guidelines in preventing
transmission of the infection through the workforce.
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Corporate Governance
The Company has adopted the QCA (Quoted Company Alliance) Code on corporate governance. Details of how the
Company complies with this are set out on the Company’s website. Principles which are required to be dealt with
under the Code in the Company’s Annual Report are set out below.
Business model and strategy
This is described above under Strategy and elsewhere in this Report.
Risk Management
In addition to its other roles and responsibilities, the Audit and Compliance Committee is responsible to the Board for
ensuring that procedures are in place and are being implemented effectively to identify, evaluate and manage the
significant risks faced by the Company.
The Directors have established procedures, as represented by this statement, for the purpose of providing a system
of internal control. An internal audit function is not considered necessary or practical due to the size of the Company
and the close day to day control exercised by the Executive Directors. The Board works closely with and has regular
ongoing dialogue with the Company Financial Director and other Executive Directors and has established appropriate
reporting and control mechanisms to ensure the effectiveness of its control systems.
The risks facing the Company are detailed above. The Board seeks to mitigate such risks so far as it is able to, as
explained above, but certain important risks cannot be controlled. The CEO is primarily responsible to the Board for
risk management.
In particular, the products the Company mines and is seeking to identify are traded globally at prices reflecting supply
and demand rather than the cost of production. In Romania, the Company seeks to protect its cash flow by means of
a long-term offtake agreement, but it does not hedge future production.
Maintenance of a well-functioning Board of Directors led by the Chairman
Membership of the Board at the date hereof is as follows:
Name
Brian Moritz
Andrew Prelea
Roy Tucker
Paul Fletcher
Craig Harvey
Nick Hatch
Nigel Wyatt
Andrew Hall Commercial Director 7 December 2021
Role
Non-executive Chairman
Chief Executive Officer
Non-Executive Director
Finance Director
Chief Operating Officer
Non-Executive Director
Non-Executive Director
Appointed
3 October 2016
1 March 2018
5 April 2005
6 November 2019
1 March 2018
9 May 2018
23 August 2021
The Non-executive Directors other than Roy Tucker are considered to be independent.
All the Directors are subject to re-election at intervals of no more than three years.
The table illustrates the success of the Board in refreshing its membership.
The Board is well balanced both in its skill sets and in the domicile of its members. Of the Executive Directors, Andrew
Prelea is resident in Romania, Andrew Hall and Paul Fletcher in the UK, and Craig Harvey splits his time between
Romania and Southern Africa, with the majority of his time now spent in Romania. All the Non-Executive Directors
are resident in the UK.
Non-executive Directors are committed to devote 3 days per month to the Company. Executive Directors devote
substantially the whole of their time to the Company.
Where possible Directors are physically present at board meetings. However, due to the wide divergence of locations,
Directors may be present by telephone. The position is also impacted currently by the Covid-19 situation.
Page 12 of 65
During the year ended 30 April 2022 there were 17 board meetings of the Company which save for the absence by
one Director on one occasion were attended by all the Directors. There were a further 10 meetings of a formal nature.
There was also one General Meeting in addition to the Annual General Meeting.
Appropriate skills and experience of the Directors
The CVs of the Directors - four executives and four non-executives - as disclosed on the website, are set out below.
In addition, the Company has employed the outsourced services of Ben Harber of Shakespeare Martineau as
company secretary.
Andrew Prelea – Chief Executive Officer
Andrew has been involved in the mining sector for 10 years and with Vast since 2013. He has spearheaded
the development of the Company’s Romanian portfolio. Beginning his career in the early 1990s as a bulk iron
ore and steel trader in Romania, he then went on to develop his career in the property and earthmoving sector
in Australia before returning to Romania in 2003, initially to focus on the development of properties for the
Romanian Ministry of Defence and latterly, private sector developments. Throughout his 29 year career,
Andrew has developed extensive investor and public relations experience and has advised the Romanian
government on wide ranging high-level topics including social housing and economic policy. He has built a
strong network of contacts across the mining and metals industries and Europe and southern Africa, in addition
to policy makers and governmental authorities in both Romania and Zimbabwe.
Brian Moritz - Chairman
Brian is a Chartered Accountant and former Senior Partner of Grant Thornton UK LLP, London; he formed
Grant Thornton’s Capital Markets Team which floated over 100 companies on AIM under his chairmanship. In
December 2004, he retired from Grant Thornton UK LLP to concentrate on bringing new companies to the
market. He specialises in natural resources companies, primarily in Africa, and was formerly chairman of Metal
Bulletin plc, African Platinum plc and Chromex Mining plc as well as currently being chairman of several junior
mining companies.
Roy Tucker – Non-Executive Director
Roy is a Chartered Accountant with some 50 years of high level and broad spectrum professional and business
experience. He has been the founder of a London banking group, served on bank boards and had a position
as a major shareholder of a substantial London commodity house. He is also the founder of Legend Golf and
Safari Resort in South Africa. He has substantial investment in the Romanian property sector.
Paul Fletcher – Finance Director
Paul is a Chartered Accountant and Fellow of the Association of Corporate Treasurers with 30 years’
experience working in the commodity and financial services industries. He has held a variety of senior
international finance and operational roles in trading, processing, and financial businesses in the US, Europe,
and Asia.
Andrew Hall – Commercial Director
Andrew has spent the last fourteen years working in natural resources and finance linked businesses. Before
joining the Company in December 2018, Andrew previously worked at a natural resources focussed merchant
bank where he established and managed the alternative finance distribution business covering asset
managers, private equity, investment banks, family offices and trading houses.
Craig Harvey – Chief Operating Officer
Craig began his career with Gold Fields of SA in 1988 as a bursary student in Economic Geology where he
worked on various gold, platinum, coal and exploration projects. At Harmony Gold he managed the mineral
resources on various operations and was involved in due diligence on acquisitions. He joined Simmer and
Jack with a focus on shallow hydro-thermal gold deposits in the Eastern Transvaal and later moved into a
corporate role managing and auditing the mineral resource process across all gold and uranium operations.
Craig spent 3 years in a Principal Consultant role for Ravensgate based in Perth, Australia, where he
conducted numerous resource estimations, valuations and technical reports mainly in gold, uranium, copper
and iron ore. Craig joined Vast Resources as a consultant in 2013 and became Chief Operating Officer in
March 2017. During his tenure with Vast Resources, he has been heavily involved in both Zimbabwe and
Romania.
Nick Hatch – Non-Executive Director
Page 13 of 65
Nick has more than 36 years’ experience in mining investment banking, primarily as a mining analyst and in
managing mining & metals research and equities teams. He was most recently Director of Mining Equity
Research at Canaccord Genuity in London. Nick’s experience includes researching and advising on mining
companies and projects across the globe and across the commodity spectrum and includes companies of all
sizes. Nick left investment banking in 2017, and has set up his own company, Nick Hatch Mining Advisory Ltd,
to provide mining research, business development and financing advice. He holds a degree in Mining Geology
and is a Chartered Engineer.
Nigel Wyatt – Non-Executive Director
Nigel is a Chartered Engineer, a graduate of the Camborne School of Mines. He has held senior positions in
several mining and engineering companies primarily in Southern Africa. These include CEO of Chromex
Mining Plc, group marketing director of a De Beers subsidiary group supplying specialised, materials,
engineering and technology to the mining and industrial sectors, and commercial director of Dunlop Industrial
Products (Pty) Ltd, South Africa. He has wide ranging experience in ore and diamond recovery technologies
and the manufacture of electronic sorting equipment. His experience includes the design and erection of ore
sorting and treatment plants.
The Company believes that the current balance of skills on the Board, as a whole, reflects the broad range of
commercial and professional skills that the Company requires. Among the Executive Directors, Andrew Prelea is
experienced in general management, including identifying and negotiating new business opportunities; Paul Fletcher
is a Chartered Accountant and Fellow of the Association of Corporate Treasurers with broad international and financial
management experience in the commodity sector, Craig Harvey is a qualified geologist experienced in constructing
and operating mines, and Andrew Hall is experienced in natural resource and finance linked businesses.
Among the Non-executives Brian Moritz is a Chartered Accountant with senior experience. In addition to his financial
skills he has former experience as a Registered Nominated Adviser. Roy Tucker is a Chartered Accountant with many
years’ experience in general executive management. Nick Hatch is a qualified geologist with experience in evaluating
mining companies and natural resource projects. Nigel Wyatt is a Chartered Engineer, a graduate of the Camborne
School of Mines with wide ranging experience in the commercial aspects of mining and in ore and diamond recovery
technologies.
Importantly, three Directors without geological qualifications have significant experience with junior companies in the
natural resources sector.
Evaluation of Board Performance
The Group is in the process of fast evolution and at this stage in the Company’s development it is not deemed
necessary to adopt formal procedures for evaluation of the Board or of the individual Directors. There is frequent
informal communication between members of the Board and peer appraisal takes place on an ongoing basis in the
normal course of events. However, the Board will keep this under review and may consider formalised independent
evaluation reviews at a later stage in the Company’s development.
Given the size of the Company, the whole Board is involved in the identification and appointment of new Directors
and as a result, a Nominations Committee is not considered necessary at this stage. The importance of refreshing
membership of the Board is recognised and has been implemented. In 2018 Andrew Prelea was appointed to replace
Roy Pitchford as CEO, and Nick Hatch replaced Brian Basham as a Non-executive Director. In November 2019, Paul
Fletcher was appointed to the Board as Finance Director, and in 2021 Nigel Wyatt was appointed to replace Eric
Diack as Non-executive Director, and Andrew Hall appointed to the Board as Commercial Director. Nevertheless, it
is envisaged that the Board will be strengthened in due course as and when new projects are operated by the
Company.
Maintenance of Governance Structures and Processes
The corporate governance structures which the Company is able to operate are limited by the size of the Board, which
is itself dictated by the current size and geographical spread of the Company’s operations, with Directors resident in
the UK, Romania and Southern Africa. With this limitation, the Board is dedicated to upholding the highest possible
standards of governance and probity.
The Chairman, Brian Moritz:
•
leads the Board and is primarily responsible for the effective working of the Board;
Page 14 of 65
•
•
in consultation with the Board ensures good corporate governance and sets clear expectations with regards
to Company culture, values and behaviour;
sets the Board’s agenda and ensures that all Directors are encouraged to participate fully in the activities and
decision-making process of the Board.
The CEO, Andrew Prelea:
•
•
•
•
•
is primarily responsible for developing Vast’s strategy in consultation with the Board, for its implementation
and for the operational management of the business;
is primarily responsible for new projects and expansion;
in conjunction with the CFO and Commercial Director is responsible for attracting finance and equity for the
Company;
runs the Company on a day-to-day basis;
implements the decisions of the Board;
•
monitors, reviews and manages key risks;
The Chief Operating Officer, Craig Harvey:
•
•
•
•
•
is responsible for operational improvements and efficiency of mining operations in Romania;
is responsible for expansion and exploration of projects at the mine level;
is responsible for the Baita Plai mine ramp-up;
assists and advises on the operation and expansion of other operations and projects;
provides technical input on new projects.
The Finance Director, Paul Fletcher:
•
•
•
•
•
•
is responsible for the administration of all aspects of the Group;
oversees the accounting and treasury function of all Group companies;
in conjunction with the CEO, is responsible for the financial risk management of the Company;
is responsible for financial modelling to support fund raising initiatives and structuring trade related funding;
is responsible for financial planning and analysis;
deals with all matters relating to the independent audit;
The Commercial Director, Andrew Hall:
•
•
•
•
works with the CEO on the Company’s strategic business initiatives and capital raising;
is responsible for offtake relationships;
is responsible for leading the Company’s external and investor communications;
is the main point of contact with the Company’s Nomad
Roy Tucker has assumed the role of Non-Executive Director during the year. Through a period of transition, Roy also
provides legal, consultancy and compliance services to the Company.
The Remuneration Committee is currently chaired by Nick Hatch and comprises Nick Hatch, Brian Moritz and Nigel
Wyatt. The Remuneration Committee is responsible for establishing a formal and transparent procedure for
developing policy on executive remuneration and to set the remuneration packages of individual Directors. The
Committee’s policy is to provide a remuneration package which will attract and retain Directors and management with
the ability and experience required to manage the Company and to provide superior long-term performance.
The Audit and Compliance Committee is currently chaired by Brain and comprises Brian Moritz and Nick Hatch. It
normally meets twice per annum to inter alia, consider the interim and final results. In the latter case the auditors are
present and the meeting considers and takes action on any matters raised by the auditors arising from their audit.
Matters reserved for the Board include:
•
•
Vision and strategy
Production and trading results
Page 15 of 65
•
•
•
•
•
•
•
Financial statements and reporting
Financing strategy, including debt and other external financing sources
Budgets, acquisitions and expansion projects, divestments and capital expenditure and business plans
Corporate governance and compliance
Risk management and internal controls
Appointments and succession plans
Directors’ remuneration
Shareholder Communication
The Board is committed to maintaining effective communication and having constructive dialogue with its
shareholders in accordance with Principle Two of the Quoted Companies Alliance Code as adopted by the Company.
The Company is desirous of obtaining an institutional shareholder base, and institutional shareholders and analysts
will have the opportunity to discuss issues and provide feedback at meetings with the Company.
The Investors section of the Company’s website provides all required regulatory information as well as additional
information shareholders may find helpful including: information on Board members, advisors and significant
shareholdings, a historical list of the Company’s Announcements, its corporate governance information, the
Company’s publications including historic annual reports and notices of annual general meetings, together with share
price information.
The results of shareholder meetings will be publicly announced through the regulatory system and displayed on the
Company’s website with suitable explanations of any actions undertaken as a result of any significant votes against
resolutions.
Section 172 (1) Statement
The Directors of the Company must act in accordance with a set of general duties. These duties are detailed in section
172 of the UK Companies Act 2006. This Section 172 statement explains how the Directors fulfil these duties.
Each Director must act in a way that they consider, in good faith, would be most likely to promote the Company’s
success for the benefit of its members as a whole, and in doing so have regard (among other matters) to:
S172(1) (a) “The likely consequences of any decision in the long term”
The Board has focused its resources primarily on two key mining opportunities in Romania and Zimbabwe. These
opportunities comprise BPPM in Romania, and the Group’s expected diamond concession in Zimbabwe. The Board
is also looking to expand the Company’s polymetallic and diamond footprint further afield to complement its Romanian
and Zimbabwe strategies. For further details on the Company’s strategy and the key performance indicators, please
see page 9 and 10. The Board has implemented processes to identify, measure, manage, and mitigate risks and
uncertainties arising from the implementation of its strategy. These risks and uncertainties are highlighted on pages
10, 11 and 12 and the processes by which they are managed are highlighted under the Risk Management principles
set out on the Corporate Governance section on page 12.
S172(1) (b) “The interests of the Company’s employees”
The successful achievement of the Group's strategies, business plans and objectives depend upon its ability to attract,
motivate, and protect the safety of its employees. Health and Safety, and Human Rights policies clearly articulate the
Board’s expectations and safeguard the interests of the Company’s employees. The Group’s policy is to foster a
management culture where management is empowered and where innovation and creativity in the workplace are
encouraged and rewarded. This is reflected in the performance programs that the Company has implemented.
S172(1) (c) “The need to foster the company’s business relationships with suppliers, customers and others”
The Company has ongoing dialogue with its customers and suppliers and ensures that a strong relationship is
maintained at the level of senior management. This ensures alignment with the Company’s business objectives and
promotes strong collaboration. As mentioned on page 16, under Shareholder Communication, the Board maintains
effective communication with its shareholders and provides updates and information through public announcements
on the regulatory system and on the Company website.
S172(1) (d) “The impact of the company’s operations on the community and the environment”
As mentioned on page 11, under Risk – Social, Safety and Environmental, the Group monitors its performance across
these areas on a regular basis. The Group has adopted and obtained ISO 9001:2015 for Quality, ISO 45001: 2018
Page 16 of 65
for Safety, and ISO 140001: 2015 for Environment. The Group adheres to all Covid-19 rules, regulations, and
guidelines in preventing transmission of the infection through the workforce. As mentioned in the Chairman’s Report
on pages 5 and 6, the Company has also implemented formal policies on these areas.
S172(1) (e) “The desirability of the company maintaining a reputation for high standards of business conduct”
As more fully explained on pages 5 and 6 of the Chairman’s Report and under the Corporate Governance section on
page 12 the Board strives to promote a culture based on high business conduct standards.
S172(1) (f) “The need to act fairly as between members of the company”
Having assessed all necessary factors, and as supported by the processes described above, the Directors consider
the best approach to delivering on the Company’s strategy. This is done after assessing the impact on all stakeholders
and is performed in such a manner so as to act fairly as between the Company’s members.
Outlook
The Company has continued to invest time and resources to implement the full transition to mechanised mining and
successfully began long hole stoping in calendar Q3 2022 following the deliveries of two Mantis CMR4 Jumbo drilling
rigs and an Aramine miniLoader L130D with remote control capability. This represents a major achievement for the
Company and will support significantly increased production volumes going forward. MPM continues to hold
significant value for the Company, supported by strong demand for copper and improved production techniques. The
priorities this year prevented the team from devoting time to realising the value of the asset and we are re-engaging
with investors to support at the project level the restart of MPM.
In Zimbabwe, we continue to anticipate that we will be able to conclude our mining agreement despite the delays; and
in Tajikistan we see near term opportunity to develop our position in the country in polymetallics.
The economic fundamentals for the Company’s polymetallic business are strong. Increased demand for copper and
tightness in supply have significantly lifted copper prices, despite recent declines due to the conflict in Ukraine. The
forecast global growth in electric vehicles remains likely to create, over the next decade, a shortage of copper as
producers struggle to meet demand as a consequence of declining grades, water supply issues and community
resistance holding back discovery and exploitation of new resources.
Management believes that the business environment in Zimbabwe will improve as the government seeks to establish
an attractive base for sustainable foreign investment, and that the Group, having established production at BPPM and
having acquired significant first mover know-how, will begin to see traction on its other Romanian opportunities.
Management believes that a combination of a bullish outlook on polymetallics together with a reduction in Romanian
and Zimbabwean country risk premiums has the potential to provide significant medium-term growth in the share price
and the financial performance of these businesses.
Many thanks to fellow Board members and management for the commitment and hard work that has been put into
the Group. I also thank all our stakeholders for their support through these challenging times.
On behalf of the Board,
Andrew Prelea
Group Chief Executive Officer
Page 17 of 65
REPORT OF THE DIRECTORS
for the year ended 30 April 2022
The Directors present their report together with the audited financial statements for the twelve-month period ended
30 April 2022.
Results and dividends
The Group statement of comprehensive income is set out on page 28 and shows the profit for the period.
The Directors do not recommend the payment of a dividend (2021: nil).
Financial instruments
Details of the use of financial instruments by the Company and its subsidiary undertakings are contained in note 21
of the financial statements.
Directors
The Directors who served during the period and up to the date hereof were as follows: -
Roy Tucker
Brian Moritz
Andrew Prelea
Craig Harvey
Nick Hatch
Paul Fletcher
Nigel Wyatt
Andrew Hall
Date of Appointment
5 April 2005
3 October 2016
1 March 2018
1 March 2018
9 May 2018
6 November 2019
23 August 2021
7 December 2021
Directors’ interests
The interests in the shares of the Company of the Directors who served during the period were as follows:
Andrew Hall
Nigel Wyatt
Paul Fletcher
Craig Harvey
Nick Hatch
Brian Moritz
Andrew Prelea
Roy Tucker
Total
30 April 2022
30 April 2021
Ordinary Shares
New Ordinary Shares
115,550
-
705,481
56,500
-
250,000
16,065,147
2,945,757
20,138,435
115,550
-
340,481
56,500
-
250,000
16,065,147
2,945,757
19,773,435
Page 18 of 65
Cash-settled share rights
The following rights are held by Directors in a cash-settled share rights performance programme:
Subscription
price
Outstanding
at 30 April
2021
Exercised during
last 12 months
Lapsed during
last 12 months
Outstanding at
30 April 2022
Roy
Tucker
Total
£6.00
27,500
-
(27,500)
27,500
-
(27,500)
-
-
See note 23 for further details of this programme.
Share Appreciation Rights Scheme
The following Directors have been granted rights under the Company’s Share Appreciation Rights Scheme:
In issue at
30 April 2021
Grant date
Awarded
during period
Exercised /
lapsed during
period
In issue at
30 April 2022
Vesting period
Start
Finish
Paul
Fletcher
Nick
Hatch
Craig
Harvey
Andrew
Prelea
Roy
Tucker
50,000
04-Nov-19
50,000
04-Nov-19
175,000
24-Nov-20
175,000
24-Nov-20
05-Jul-21
50,000
50,000
24-Nov-20
24-Nov-20
90,000
90,000
90,000
90,000
100,000
100,000
180,000
180,000
180,000
180,000
90,000
90,000
90,000
90,000
112,500
112,500
01-Mar-18
01-Mar-18
04-Nov-19
04-Nov-19
24-Nov-20
24-Nov-20
05-Jul-21
01-Mar-18
01-Mar-18
04-Nov-19
04-Nov-19
05-Jul-21
01-Mar-18
01-Mar-18
04-Nov-19
04-Nov-19
24-Nov-20
24-Nov-20
05-Jul-21
2,000,000
2,000,000
2,000,000
2,000,000
Andrew
Hall
50,000
50,000
04-Nov-19
04-Nov-19
(90,000)
(180,000)
(90,000)
50,000
50,000
04-Nov-19
03-Nov-22
04-Nov-19
31-Mar-23
175,000
24-Nov-20
23-Nov-23
175,000
2,000,000
31-Mar-21
31-Dec-22
31-Mar-24
31-Dec-25
50,000
50,000
24-Nov-20
31-Mar-21
23-Nov-23
31-Mar-24
0
90,000
90,000
90,000
100,000
100,000
2,000,000
0
180,000
180,000
180,000
2,000,000
0
90,000
90,000
90,000
112,500
112,500
2,000,000
31-Mar-19
31-Mar-20
04-Nov-19
04-Nov-19
24-Nov-20
31-Mar-21
31-Dec-22
31-Mar-22
31-Mar-23
03-Nov-22
31-Mar-23
23-Nov-23
31-Mar-24
31-Dec-25
31-Mar-19
31-Mar-20
04-Nov-19
04-Nov-19
31-Dec-22
31-Mar-22
31-Mar-23
03-Nov-22
31-Mar-23
31-Dec-25
31-Mar-19
31-Mar-20
04-Nov-19
04-Nov-19
24-Nov-20
31-Mar-21
31-Dec-22
31-Mar-22
31-Mar-23
03-Nov-22
31-Mar-23
23-Nov-23
31-Mar-24
31-Dec-25
50,000
50,000
04-Nov-19
04-Nov-19
03-Nov-22
31-Mar-23
Page 19 of 65
100,000
100,000
24-Nov-20
24-Nov-20
05-Jul-21
2,000,000
100,000
100,000
2,000,000
24-Nov-20
31-Mar-21
31-Dec-22
23-Nov-23
31-Mar-24
31-Dec-25
2,715,000
10,000,000
(360,000)
12,355,000
See note 23 for further details of the SARS.
Directors’ remuneration
2022
Salary/Fees
$’000
Other
$’000
20 -
7
-
-
-
193
192
30
31
258
-
135
75
-
10
Nigel Wyatt
Paul Fletcher
Craig Harvey
Nick Hatch
Brian Moritz
Andrew
Prelea
Roy Tucker
Andrew Hall
Total
934
17
Total
$’000
20
200
192
30
31
258
135
85
951
2021
Salary/Fees
$’000
-
132
180
29
29
Other
$’000
-
3
-
-
-
227
-
150
-
-
-
Total
$’000
-
135
180
29
29
227
150
-
747
3
750
* The Company has developed a practice of deferring payment of varying proportions of sums earned by Directors
until the Company liquidity position improves.
As at 30 April 2022 a total of US$647,230 was owed to Directors (Brian Moritz – US$88,442, Nick Hatch – US$78,040,
Roy Tucker US$222,463, Nigel Wyatt – US$20,095, Paul Fletcher US$90,453, Andrew Prelea US$83,059, Craig
Harvey US$56,960, and Andrew Hall – US$US$7,718). As at 30 April 2021 a total of US$346,646 was owed to the
Directors (Brain Moritz - US$55,086, Nick Hatch US$56,185, Eric Diack US$47,876, and Roy Tucker US$187,499).
Future developments
The Company’s plans for future developments are more fully set down in the Strategic Report, on pages 7 to 17.
Research and development
The Company has assessed the suitability of X-Ray Sorting Technology (‘XRT’) to optimise the production profile of
both BPPM and MPM. The test results received from TOMRA indicate that the implementation of XRT equipment
significantly improves the economics of both mines, and in the case of MPM the improvement is particularly significant.
Disabled employees
The Group gives full consideration to applications for employment from disabled persons where the candidate’s
particular aptitudes and abilities are consistent with adequately meeting the requirements of the job. Opportunities
are available to disabled employees for training, career development and promotion.
Where existing employees become disabled, it is the Company’s policy to provide continuing employment wherever
practicable in the same or an alternative position and to provide appropriate training to achieve this aim.
Auditors
All of the current Directors have taken all the steps that they ought to have taken to make themselves aware of any
information needed by the Group's auditors for the purposes of their audit and to establish that the auditors are aware
of that information. The Directors are not aware of any relevant audit information of which the auditors are unaware.
Page 20 of 65
Vast’s auditor, Crowe U.K. LLP, was initially appointed on 25 April 2016 and it is proposed by the Board that they be
reappointed as auditors at the forthcoming AGM.
Events after the reporting date
These are more fully disclosed in Note 27.
By order of the Board
Ben Harber
Secretary
29 October 2022
Page 21 of 65
Statement of Directors' responsibilities
The Directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements
in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the
Directors have elected to prepare the financial statements in accordance with UK-adopted International Accounting
Standards and applicable law.
Under company law the Directors must not approve the financial statements unless they are satisfied that they give
a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that
period. In preparing these financial statements, the Directors are required to:
*
select suitable accounting policies and then apply them consistently;
* make judgments and accounting estimates that are reasonable and prudent;
*
*
state whether applicable accounting standards have been followed, subject to any material departures
disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the
company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the
Group’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and enable
them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud
and other irregularities.
They are further responsible for ensuring that the Strategic Report and the Report of the Directors and other
information included in the Annual Report and Financial Statements is prepared in accordance with applicable law in
the United Kingdom.
The maintenance and integrity of the Group’s website is the responsibility of the Directors.
Legislation in the United Kingdom governing the preparation and dissemination of the accounts and the other
information included in annual reports may differ from legislation in other jurisdictions.
Page 22 of 65
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF VAST RESOURCES PLC
Opinion
We have audited the financial statements of Vast Resources plc (the “Parent Company”) and its subsidiaries (the
“Group”) for the year ended 30 April 2022, which comprise:
•
•
•
•
•
•
the Group statement of comprehensive income for the year ended 30 April 2022;
the Group and Parent Company statement of changes in equity for the year ended 30 April 2022;
the Group and Parent Company statements of financial position as at 30 April 2022;
the Group and Parent Company statements of cash flows for the year then ended; and
the notes to the financial statements, including a summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the financial statements is applicable
law and UK-adopted International Accounting Standards.
In our opinion the financial statements:
•
•
•
give a true and fair view of the state of the Group’s and of the Parent Company's affairs as at 30 April 2022
and of the Group’s loss for the period then ended;
have been properly prepared in accordance with UK-adopted International Accounting Standards; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (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 the 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.
Material uncertainty related to going concern
We draw attention to the basis of preparation and going concern assessment note on page 33 in the financial
statements, which indicates that the group will require the receipt of additional funds from either debt providers,
investors or royalty financiers and whilst discussions are on-going no binding agreements are in place. As stated in
this note, these events or conditions, along with the other matters as set forth in the note, indicate that a material
uncertainty exists that may cast significant doubt on the company’s and group’s ability to continue as a going concern.
Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the directors use of the going concern basis of accounting
in the preparation of the financial statements is appropriate. Our evaluation of the directors’ assessment of the group
and company’s ability to continue to adopt the going concern basis of accounting included:
• Obtaining managements going concern assessment and testing the mathematical accuracy of the model;
• Considering the key assumptions into the model including metal prices, operating expenditure and
production volumes and agreeing to forecast data;
• Reviewing the disclosures made in the financial statements relating to going concern and agreeing it is
consistent with management’s assessment; and
• Performing our own sensitivity analysis having regard to the risk that key financing events are delayed or do
not occur. This included assessing the ability of management to raise finance in the past, and the current
progress in any new financing negotiations.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant
sections of this report.
Page 23 of 65
Overview of our audit approach
Materiality
In planning and performing our audit we applied the concept of materiality. An item is considered material if it could
reasonably be expected to change the economic decisions of a user of the financial statements. We used the concept
of materiality to both focus our testing and to evaluate the impact of misstatements identified.
Based on our professional judgement, we determined overall materiality for the Group financial statements as a
whole to be $210,000 (2021: $230,000), based on approximately 1% of the Group’s assets. Materiality for the
Parent Company financial statements as a whole was set at $125,000 (2021: $140,000).
We use a different level of materiality (‘performance materiality’) to determine the extent of our testing for the audit of
the financial statements. Performance materiality is set based on the audit materiality as adjusted for the judgements
made as to the entity risk and our evaluation of the specific risk of each audit area having regard to the internal control
environment. This is set at $140,000 (2021: $172,000) for the Group and $87,500 (2021: $105,000) for the Parent
Company.
Where considered appropriate performance materiality may be reduced to a lower level, such as, for related party
transactions and directors’ remuneration.
We agreed with the Audit Committee to report to it all identified errors in excess of $6,000. Errors below that threshold
would also be reported to it if, in our opinion as auditor, disclosure was required on qualitative grounds.
Overview of the scope of our audit
Of the Group’s reporting components, in addition to the Parent Company, we identified two entities comprising one
component requiring audit procedures to be performed for group reporting purposes, the component is located in
Romania. The components within the scope of our work accounted for 100% of the group’s total assets and 100% of
the result for the period. The work on these components was performed by local auditors under our direction and
review.
We issued instructions to the local auditors which included details of the significant areas to be covered, including the
key audit matters detailed below, and the information required to be reported back. We reviewed the audit work
performed by the component auditors, communicated our findings therefrom and any further work required by us was
then performed by the local auditor.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial statements of the current period and include the most significant assessed risks of material misstatement
(whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the
overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These
matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the ‘Material uncertainty related to going concern section, we have determined
the following key audit matters. This is not a complete list of all risks identified by our audit.
Key audit matter
How the scope of our audit addressed the key audit
matter
Carrying value of property, plant
and equipment
At 30 April 2022 the group had property,
plant and equipment of $16.2million
(2021: $17.3million). The group incurred a
loss from operations of $12.9million and
therefore there could be evidence that
these assets are impaired.
We reviewed management’s assessment as to whether there
is any indication of impairment to the assets in line with IAS 36
– Impairment of assets. That assessment concluded that there
whilst there were indications of impairment in relation to the
reduction of market capitalisation of the business, as well as
an operating loss, this was due to the assets either being
under care and maintenance until resources are available to
put them into production or the assets being in their early stage
of production following a period of additional capital
expenditure. In particular, we had regard to:
Page 24 of 65
• whether there was any evidence that the estimates of
reserves had changed during the year;
• whether metal prices had decreased indicating that
the value of those reserves could be less than the
carrying amount of the assets;
• management’s plans for the development of the
•
assets in the current year and also for
commercialisation of the assets in future periods; and
the adequacy of disclosures made in the financial
statements in relation to the property plant and
equipment.
We obtained management’s assessment of the impairment of
investment in subsidiaries and the intercompany receivables.
This is intrinsically linked to the assessment to the carrying
value of property, plant and equipment. In addition to the work
undertaken on that account area, we considered the following
matters:
•
The reasonableness of the assumptions used by
management in assessing the forecast cashflows of
the underlying assets in the subsidiary and thus the
ability of the subsidiaries to generate profit and
ultimately remit that to the Parent Company; and
• Sensitivity analysis on these cashflows.
Carrying value of investments and
intercompany receivables – Parent
Company
as well
receivables
$23.3million
The carrying value of investments in
subsidiaries in the Parent Company
financial statements at 30 April 2022
as
was
intercompany
of
$25.2million. The valuation of these
investments and the recovery of the
intercompany receivables are almost
entirely dependent on the successful
execution of the business plan. Failure
to execute the business plan would
likely result in an impairment to the
carrying value of the investments in
loans to subsidiaries.
Our audit procedures in relation to these matters were designed in the context of our audit opinion as a whole. They
were not designed to enable us to express an opinion on these matters individually and we express no such
opinion.
Other information
The directors are responsible for the other information contained within the annual report. The other information
comprises the information included in the annual report, other than the financial statements and our auditor’s report
thereon. Our opinion on the financial statements does not cover the other information and, except to the extent
otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to
be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are
required to determine whether this gives rise to a material misstatement in the financial statements themselves. If,
based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion based on the work undertaken in the course of our audit
•
•
the information given in the strategic report and the directors' report for the financial year for which the
financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable legal
requirements.
Page 25 of 65
Matters on which we are required to report by exception
In light of the knowledge and understanding of the group and the parent company and their environment obtained in
the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to
you if, in our opinion:
•
adequate accounting records have not been kept by the parent company, or returns adequate for our audit
have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
•
•
certain disclosures of directors' remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Responsibilities of the directors for the financial statements
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of
the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the
directors determine is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and Parent Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or the Parent Company or to
cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with ISAs (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:
We obtained an understanding of the legal and regulatory frameworks within which the Group operates, focusing on
those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the
financial statements. The laws and regulations we considered in this context were relevant company law and
taxation legislation in the UK and Romania being the principal jurisdictions in which the Group operates.
We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to
be the override of controls by management. Our audit procedures to respond to these risks included enquiries of
management about their own identification and assessment of the risks of irregularities, sample testing on the
posting of journals and reviewing accounting estimates for biases in particular where significant judgements are
involved (see Key Audit Matters above).
Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of the
financial statements may not be detected, even though the audit is properly planned and performed in accordance
with the ISAs (UK).
The potential effects of inherent limitations are particularly significant in the case of misstatement resulting from
fraud because fraud may involve sophisticated and carefully organised schemes designed to conceal it, including
deliberate failure to record transactions, collusion or intentional misrepresentations being made to us.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting
Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Page 26 of 65
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the
Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those
matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's
members as a body, for our audit work, for this report, or for the opinions we have formed.
John Glasby (Senior Statutory Auditor)
for and on behalf of
Crowe U.K. LLP
Statutory Auditor
London
29 October 2022
Page 27 of 65
Group statement of comprehensive income
for the year ended 30 April 2022
Note
2
2, 23
2
4
4
5
Revenue
Cost of sales
Gross loss
Overhead expenses
Depreciation of property, plant and equipment
Profit / (loss) on sale of property, plant and equipment
Share option and warrant expense
Sundry income
Exchange gain / (loss)
Other administrative and overhead expenses
Fair value movement in available for sale investments
Loss from operations
Finance income
Finance expense
Loss before taxation from continuing operations
Taxation charge
Total (loss) taxation for the period
Other comprehensive income
Items that may be subsequently reclassified to either profit or
loss
Exchange gain /(loss) on translation of foreign operations
Total comprehensive expense for the period
Total profit / (loss) attributable to:
- the equity holders of the parent company
- non-controlling interests
Total comprehensive profit / (loss) attributable to:
- the equity holders of the parent company
- non-controlling interests
(Loss) per share - basic and diluted – US$ cents
8
30 Apr 2022
30 Apr 2021
12 Months
12 Months
Group
$’000
3,781
(7,403)
(3,622)
(9,380)
(812)
-
(356)
59
(3,754)
(4,517)
(3)
(13,005)
-
(2,487)
(15,492)
Group
$’000
896
(2,642)
(1,746)
(2,439)
(724)
2
(178)
88
2,612
(4,239)
(29)
(4,214)
4
(3,509)
(7,719)
-
-
(15,492)
(7,719)
2,219
(13,273)
(1,740)
(9,459)
(15,492)
-
(15,492)
(13,273)
-
(13,273)
(5.73)
(7,755)
36
(7,719)
(9,495)
36
(9,459)
(4.90)
The accompanying accounting policies and notes on pages 33 to 64 form an integral part of these financial
statements.
Page 28 of 65
Group statement of changes in equity
for the year ended 30 April 2022
At 30 April 2020
Total comprehensive loss for the period
Share option and warrant charges
Share options and warrants lapsed
VBP NCI acquisition
Shares issued:
- for cash consideration
- for NCI acquisition
- to settle liabilities
Share
capital
$’000
27,096
Share
premium
$’000
82,997
-
-
-
-
-
-
-
-
9,674
3,790
532
3,582
2,653
116
Share
option
reserve
$’000
2,983
-
178
(179)
-
-
-
-
Foreign
currency
translation
reserve
$’000
Retained
deficit
$’000
(855)
(107,377)
(1,740)
(7,755)
-
-
-
-
-
-
-
179
(6,756)
-
-
-
-
Total
$’000
4,844
(9,495)
178
-
(6,756)
13,256
6,443
648
At 30 April 2021
41,092
89,348
2,982
(2,595)
(121,709)
9,118
Total comprehensive loss for the period
Share option and warrant charges
Share options and warrants lapsed
Share warrants issued under share issuance
Shares issued:
- for cash consideration
- to settle liabilities
-
-
-
-
175
191
-
-
-
(203)
4,353
1,209
-
356
(967)
203
-
2,219
(15,492)
-
-
-
-
-
-
967
-
-
-
(13,273)
356
-
-
4,528
1,400
At 30 April 2022
41,458
94,707
2,574
(376)
(136,234)
2,129
The accompanying accounting policies and notes on pages 33 to 64 form an integral part of these financial statements.
Non-controlling
interests
$’000
(349)
36
-
-
313
-
-
-
-
-
-
-
-
-
-
-
Page 29 of 65
Company statement of changes in equity
for the year ended 30 April 2022
At 30 April 2020
27,096
82,997
2,983
(4,954)
(83,494)
Share capital
$’000
Share premium
$’000
Share option
reserve
$’000
Foreign currency
translation reserve
$’000
Retained
deficit
$’000
Total comprehensive loss for the period
Share option and warrant charges
Share options and warrants lapsed
Shares issued:
- for cash consideration
- for NCI acquisition
- to settle liabilities
-
-
-
9,674
3,790
532
-
-
-
3,582
2,653
116
-
178
(179)
-
-
-
-
-
-
-
-
-
(4,464)
-
179
-
-
-
Total
$’000
24,628
(4,464)
178
-
13,256
6,443
648
At 30 April 2021
41,092
89,348
2,982
(4,954)
(87,779)
40,689
Total comprehensive loss for the period
Share option and warrant charges
Share options and warrants lapsed
Share warrants issued under share issuance
Shares issued:
- for cash consideration
- to settle liabilities
-
-
-
-
175
191
-
-
-
(203)
4,353
1,209
-
356
(967)
203
-
-
-
-
-
-
-
-
(3,448)
-
967
-
-
-
(3,448)
356
-
-
4,528
1,400
At 30 April 2022
41,458
94,707
2,574
(4,954)
(90,260)
43,525
The accompanying accounting policies and notes on pages 33 to 64 form an integral part of these financial statements.
Page 30 of 65
Group and Company statements of financial position
As at 30 April 2022
Assets
Non-current assets
Property, plant and equipment
Available for sale investments
Investment in subsidiaries
Investment in associates
Loans to group companies
Current assets
Inventory
Receivables
Cash and cash equivalents
Total current assets
Total Assets
Equity and Liabilities
Capital and reserves attributable to equity
holders of the Parent
Share capital
Share premium
Share option reserve
Foreign currency translation reserve
Retained deficit
Non-controlling interests
Total equity
Non-current liabilities
Loans and borrowings
Provisions
Trade and other payables
Current liabilities
Loans and borrowings
Trade and other payables
Total current liabilities
Total liabilities
Total Equity and Liabilities
Note
10
16
11
12
13
14
15
22
22
17
19
20
17
18
30 Apr 2022
Group
$’000
30 Apr 2021
Group
$’000
30 Apr 2022
Company
$’000
30 Apr 2021
Company
$’000
16,212
891
-
417
-
17,284
891
-
-
17,520
18,175
839
2,834
103
3,776
21,296
936
3,207
1,385
5,528
23,703
3
891
23,302
417
25,402
50,015
-
648
86
734
50,749
4
891
23,302
20,373
44,570
-
499
1,315
1,814
46,384
41,458
94,707
2,574
(376)
(136,234)
2,129
-
2,129
41,092
89,348
2,982
(2,595)
(121,709)
9,118
41,458
94,707
2,574
(4,954)
(90,260)
43,525
41,092
89,348
2,982
(4,954)
(87,779)
40,689
-
-
-
9,118
43,525
40,689
-
1,145
1,954
3,099
10,316
5,752
16,068
19,167
21,296
-
1,206
-
1,206
9,593
3,786
13,379
14,585
23,703
-
-
-
-
-
-
-
-
5,300
1,924
7,224
7,224
50,749
5,064
631
5,695
5,695
46,384
The accompanying accounting policies and notes on pages 33 to 64 form an integral part of these financial statements.
The parent Company reported a loss after taxation for the year of US$ 3.448 million (2021: US$ 4.464 million loss).
The financial statements on pages 28 to 64 were approved and authorised for issue by the Board of Directors on 29
October 2022 and were signed on its behalf by:
Paul Fletcher
Director
Registered number 5414325
29 October 2022
Page 31 of 65
Group and Company statements of cash flow
for the year ended 30 April 2022
CASH FLOW FROM OPERATING ACTIVITIES
Loss before taxation for the period
Adjustments for:
Depreciation and impairment charges
Profit on sale of property, plant, and equipment
Share option expense
Finance expense
Unrealised foreign currency exchange loss / (gain)
Changes in working capital:
Decrease (increase) in receivables
Decrease (increase) in inventories
Increase (decrease) in payables
30 Apr 2022
Group
$’000
30 Apr 2021
Group
$’000
30 Apr 2022
Company
$’000
30 Apr 2021
Company
$’000
(15,492)
(7,719)
(3,448)
(4,464)
812
-
356
2,487
3,946
(7,891)
373
97
3,859
4,329
724
(2)
178
3,509
(2,623)
(5,933)
(683)
(469)
1,128
(24)
-
-
356
1,979
-
-
-
178
2,969
-
(1,113)
(1,317)
(149)
-
1,294
1,145
(171)
-
(317)
(488)
Taxation paid
-
-
-
-
Cash (used in) / generated by operations
(3,562)
(5,957)
32
(1,805)
Investing activities:
Payments to acquire property, plant and equipment
Proceeds on disposal of property, plant and equipment
Payments to acquire investments in associates
(Increase) decrease in loans to group companies
Total cash used in investing activities
Financing Activities:
Proceeds from the issue of ordinary shares
Repayment of loans and borrowings
Total proceeds from financing activities
Increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
(1,467)
-
(417)
-
(1,884)
4,528
(364)
4,164
(1,282)
1,385
103
(4,391)
2
-
-
.
(4,389)
13,256
(2,003)
11,253
907
478
1,385
-
-
(417)
(5,029)
(3)
-
-
(8,677)
(5,446)
(8,680)
4,528
(343)
4,185
(1,229)
1,315
86
13,256
(1,846)
11,410
925
390
1,315
The accompanying notes and accounting policies on pages 33 to 64 form an integral part of these financial statements.
Page 32 of 65
Statement of accounting policies
for the year ended 30 April 2022
General information
Vast Resources plc and its subsidiaries (together “the Group”) are engaged principally in the exploration for and
development of mineral projects in Sub-Saharan Africa and Eastern Europe. Since incorporation the Group has built
an extensive and interesting portfolio of projects in these jurisdictions, and has this year invested in a mineral joint
venture in Central Asia. The Company’s ordinary shares are listed on the AIM market of the London Stock Exchange.
Vast Resources plc was incorporated as a public limited company under UK Company Law with registered number
05414325. It is domiciled in England and Wales with its registered office at 60 Gracechurch Street, London EC3V
0HR.
Basis of preparation and going concern assessment
The principal accounting policies adopted in the preparation of the financial information are set out below. The policies
have been consistently applied throughout the current year and prior year, unless otherwise stated. These financial
statements have been prepared in accordance with UK-adopted International Accounting Standards and the
Companies Act 2006.
The financial statements are prepared under the historical cost convention on a going concern basis. In certain
prescribed circumstances the use of fair value accounting has been adopted.
The Group made a loss for the year of $15.49 million (2021: $7.72 million). The Group recorded net cash used in
operating activities of $3.56 million (2021: $5.96 million). At the reporting date the group held cash and cash
equivalents of $0.1 million (2021: $1.39 million) and had net current liabilities of $12.29 million (2021: $7.85 million).
Subsequent to the year end, the Company raised approximate $6.4million from the placing of new shares to part
settle debts owed to Atlas and Mercuria and the remaining balance used for mine operations, capital expenditure and
general working capital.
The Group will require funding to make further debt reductions to the Mercuria loan and to refinance the Alpha debt
facility which becomes due on 13 May 2023, and to provide general working capital. BPPM is currently producing and
is expected to be operationally profitable within the financial year to 30 April 2023. The Directors are confident that
the Company will be able to obtain funds for such requirements from debt providers and investors given the
fundamental value of its assets and project pipeline, supported by expectations for strong demand for copper, and
production at BPPM. However, while the Company is in discussions with potential investors and debt providers, no
binding funding agreement is in place at the date of this Report. These conditions indicate the existence of a material
uncertainty which may cast significant doubt about the Group's and Company's ability to continue as a going concern.
The financial statements do not include the adjustment that would result if the Group and Company were unable to
continue as a going concern.
Changes in Accounting Policies
At the date of authorisation of these financial statements, a number of Standards and Interpretations were in issue
but were not yet effective. The Directors do not anticipate that the adoption of these standards and interpretations, or
any of the amendments made to existing standards as a result of the annual improvements cycle, will have a material
effect on the financial statements in the year of initial application.
Areas of estimates and judgement
The preparation of the Group financial statements in conformity with International Financial Reporting Standards
(IFRS) requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Although these estimates are based on management’s best
knowledge of current events and actions, actual results may ultimately differ from those estimates. The estimates and
assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities in the next financial year are discussed below:
Accounting estimates
Impairment of mining assets
a)
The Group reviews, on an annual basis, whether deferred exploration costs, acquired either as intangible assets, as
property, plant and equipment, or as mining options or licence acquisition costs, have suffered any impairment. The
recoverable amounts are determined based on an assessment of the economically recoverable mineral reserves, the
ability of the Group to obtain the necessary financing to complete the development of the reserves and future profitable
production or proceeds from the disposition of recoverable reserves.
Page 33 of 65
The Company uses discounted cash flow techniques (“DCF”) and, as relevant industry benchmarks, to assess
whether any impairment is necessary. Revenue projections used in DCF are based on production plans associated
with the Company’s estimate of economically recoverable mineral reserves and are modelled using prevailing
commodity market prices with an appropriate down stress applied. Production cost inputs used in DCF are referenced
to observable inputs in accordance with the production plan and are applied conservatively. The Company applies a
discount rate of 12.5% in its DCF modelling, reflecting its assessment of the market cost of capital for such assets
under the Capital Asset Pricing Model (“CAPM”). The results of these assessments indicate that the fair value of the
Company’s mining assets is significantly more than their carry value. There have been no fundamental changes in
the quality and condition of these assets versus the previous year.
Estimates of fair value
b)
The Group will, from time to time, enter into financial instruments, which are required by IFRS to be recorded at fair
value within the financial statements. In determining the fair value of such instruments, the Directors are required to
apply accounting estimates in selecting the inputs used in valuation models such as the Black Scholes or Monte Carlo
models. Inputs over which the Directors may be required to form judgements relate to volatility, vesting periods, risk
free interest rates, commodity price assumptions and discount rates. In addition, where a valuation requires more
complex fair value considerations the Directors may appoint third party advisers to assist in the determination of fair
value.
Provisions
c)
The Group is required to estimate the cost of its obligations to realise and rehabilitate its mining properties.
The estimation of the cost of complying with the Group’s obligations at future dates and in economically unpredictable
regions, and the application of appropriate discount rates thereto, gives rise to significant estimation uncertainties.
Accounting judgements
Going concern and Inter-company loan recoverability
d)
The recoverability of inter-Company loans advanced by the Company to subsidiaries depends also on the subsidiaries
realising their cash flow projections. The going concern considerations are highlighted above. The carrying value of
these loans are assessed for impairment by Company by using DCF techniques as mentioned earlier. The results of
these assessments indicate that the fair value of the Company’s loans to its subsidiaries are significantly more than
their carry value.
VAT recoverable
e)
In countries where the Group has productive mining operations carried out by its subsidiaries those subsidiaries are
registered for Value Added Tax (VAT) with their respective local taxation authorities and, as their outputs are
predominantly zero-rated for VAT, receive net refunds of VAT in respect of input tax borne on their inputs. This amount
is carried as a receivable until refunded by the State
The amount carried as a receivable is determined in accordance with the returns submitted to the taxation authorities.
Basis of consolidation
Where the Company has control over an investee, it is classified as a subsidiary. The Company controls an investee
if all three of the following elements are present: power over the investee, exposure to variable returns from the
investee, and the ability of the investor to use its power to affect those variable returns. Control is reassessed
whenever facts and circumstances indicate that there may be a change in any of these elements of control.
The consolidated financial statements present the results of the Company and its subsidiaries ("the Group") as if they
formed a single entity. Inter-company transactions and balances between Group companies are therefore eliminated
in full.
The consolidated financial statements incorporate the results of business combinations using the acquisition method.
In the statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially
recognised at their fair values at the acquisition date. The results of acquired operations are included in the
consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated
from the date on which control ceases.
Financial instruments
The Group’s principal financial assets are cash and cash equivalents and receivables. The Group also holds a long-
term investment available for sale. The Group’s principal financial liabilities are trade and other payables, and loans
and borrowings.
The Group's accounting policy for each category of financial asset is as follows:
Financial assets held at amortised cost
Page 34 of 65
Trade receivables and other receivables are classified as financial assets held at amortised cost as they are held
within a business model whose objective is to collect contractual cashflows which are solely payments of principal
and interest. They are initially recognised at fair value plus transaction costs that are directly attributable to their
acquisition or issue and are subsequently carried at amortised cost using the effective interest rate method, less
provision for impairment.
Impairment provisions are recognised under the expected loss model with changes in the provision being recorded in
the statement of comprehensive income. For receivables, which are reported net, such provisions are recorded in a
separate allowance account with the loss being recognised within administrative expenses in the statement of
comprehensive income. On confirmation that the receivable will not be collectable, the gross carrying value of the
asset is written off against the associated provision.
Financial assets held at fair value
Investments available for sale are measured at fair value through the profit and loss account as their value will be
recovered through sale.
Cash and cash equivalents
These amounts comprise cash on hand and balances with banks. Cash equivalents are short term, highly liquid
accounts that are readily converted to known amounts of cash. They include short-term bank deposits and short-term
investments.
Financial liabilities
The Group’s financial liabilities consist of trade and other payables (including short terms loans) and long term secured
borrowings. These are initially recognised at fair value and subsequently carried at amortised cost, using the effective
interest method. Where any liability carries a right to convertibility into shares in the Group and the Group has an
unconditional right to avoid delivering cash, the fair value of the equity and liability portions of the liability is determined
at the date that the convertible instrument is issued, by use of appropriate discount factors.
Foreign currency
The functional currency of the Company and all of its subsidiaries outside Romania is the United States Dollar, while
the functional currency of the Company’s Romanian subsidiaries is the Romanian Lei (RON). These are the currencies
of the primary economic environment in which the Company and its subsidiaries operate.
Transactions entered into by the Group entities in a currency other than the currency of the primary economic
environment in which it operates (the “functional currency”) are recorded at the rates ruling when the transactions
occur. Foreign currency monetary assets and liabilities are translated at the rates ruling at the date of the statement
of financial position. Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are
similarly recognised immediately in profit or loss.
For consolidation purposes, the results and financial position of a Group entity whose functional currency differs from
the Group’s presentation currency is translated into the Group’s presentation currency as follows: assets and liabilities
are translated at the closing rate; income and expenses are translated at the average rate for the period, and; all
resulting exchange differences are recognised in other comprehensive income.
The exchange rates applied at each reporting date were as follows:
•
•
•
30 April 2022
30 April 2021
30 April 2020
$1.2572: £1 and
$1.3818: £1 and
$1.2604: £1 and
$1: RON 4.6774
$1: RON 4.0621
$1: RON 4.4541 and $1: ZWL 25
and $1: ZWL 159.35
and $1: ZWL 85.75
On 22 February 2019 all United States dollar balances in Zimbabwe were restated as RTGS (Real Time Gross
Settlement) balances, later renamed Zimbabwe Dollar (ZWL), as a separate and distinct currency tradeable against
the US dollar. On 27 March 2020 the Government of Zimbabwe pegged the rate of exchange at $1: 25. Subsequent
to the balance sheet date, the ZWL has depreciated significantly. This has an immaterial impact on the balance sheet
and profit and loss for the year ended 30 April 2021 and for the ongoing financial position of our operations in
Zimbabwe.
Intangible assets - Mining rights
Mineral rights are recorded at cost less amortisation and provision for diminution in value. Amortisation will be over
the estimated life of the commercial ore reserves on a unit of production basis.
Licences for the exploration of natural resources will be amortised over the lower of the life of the licence and the
estimated life of the commercial ore reserves on a unit of production basis.
Page 35 of 65
Inventories
Inventories are initially recognised at cost, and subsequently at the lower of cost and net realisable value. Cost
comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their
present location and condition. Weighted average cost is used to determine the cost of ordinarily inter-changeable
items.
Mining inventory includes run of mine stockpiles, minerals in circuit, finished goods and consumables. Stockpiles,
minerals in circuit and finished goods are valued at their cost of production to their point in process using a weighted
average cost of production, or net realisable value, whichever is the lower. Low grade stockpiles are only recognised
as an asset when there is evidence to support the fact that some economic benefit will flow to the Company on the
sale of such inventory. Consumables are valued at their cost of acquisition, or net realisable value, whichever is the
lower.
Investment in subsidiaries and associates
The Company’s investment in its subsidiaries and associates is recorded at cost less any impairment. In the Group
accounts, associates are accounted for under the equity accounting method under which the equity investment is
initially recorded at cost and subsequently adjusted to reflect the Group’s share of net assets of the associate.
Associates
Where the Group has the power to participate in (but not control) the financial and operating policy decisions of
another entity, it is classified as an associate. Associates are initially recognised in the consolidated statement of
financial position at cost. Subsequently associates are accounted for using the equity method, where the Group's
share of post-acquisition profits and losses and other comprehensive income is recognised in the consolidated
statement of profit and loss and other comprehensive income (except for losses in excess of the Group's investment
in the associate unless there is an obligation to make good those losses).
Profits and losses arising on transactions between the Group and its associates are recognised only to the extent of
unrelated investors' interests in the associate. The investor's share in the associate's profits and losses resulting from
these transactions is eliminated against the carrying value of the associate.
Any premium paid for an associate above the fair value of the Group's share of the identifiable assets, liabilities and
contingent liabilities acquired is recognised as goodwill and included in the carrying amount of the associate. Where
there is objective evidence that the investment in an associate has been impaired the carrying amount of the
investment is tested for impairment in the same way as other non-financial assets.
Non-controlling interests
For business combinations completed on or after 1 January 2010 the Group has the choice, on a transaction by
transaction basis, to initially recognise any non-controlling interest in the acquiree which is a present ownership
interest and entitles its holders to a proportionate share of the entity's net assets in the event of liquidation at either
acquisition date fair value or, at the present ownership instruments' proportionate share in the recognised amounts of
the acquiree's identifiable net assets. Other components of non-controlling interest such as outstanding share options
are generally measured at fair value.
The total comprehensive income of non-wholly owned subsidiaries is attributed to owners of the parent and to the
non-controlling interests in proportion to their relative ownership interests.
Revenue
Revenue from the sales of goods is recognised when the Group has performed its contractual obligations and it is
probable that the Group will receive the previously agreed upon payment. These criteria are considered to be met
when the goods are loaded at the plant and consigned to the buyer. Where the buyer has a right of return, the Group
defers recognition of revenue until the right to return has lapsed. Revenue for services is recognised as those services
are performed under contractual obligations with the customer.
Under IFRS 15, the freight service on export commodity contracts with CIF/CFR terms represents a separate
performance obligation, and a portion of the revenue earned under these contracts, representing the obligation to
perform the freight service, is deferred and recognised over time as this obligation is fulfilled, along with the associated
costs for which the point of recognition is dependent on the contract sales terms. Similarly, the Group’s agreed terms
with its sole buyer of concentrates, require that the seller must contract for and pay the costs and freight necessary
to bring the goods to the named port of loading.
Provided the amount of revenue can be measured reliably and it is probable that the Group will receive any
consideration, revenue for services is recognised in the period in which they are rendered. Payment is due once the
services have been rendered.
Pension costs
Contributions to defined contribution pension schemes are charged to profit or loss in the year to which they relate.
Page 36 of 65
Production expenses
Production expenses include all direct costs of production but exclude depreciation of property plant and equipment
involved in the mining process, and mine and Company overhead.
Property, plant, and equipment
Land is not depreciated. Items of property, plant and equipment are initially recognised at cost and are subsequently
carried at depreciated cost. As well as the purchase price, cost includes directly attributable costs and the estimated
present value of any future costs of dismantling and removing items. The corresponding liability is recognised within
provisions.
Depreciation is provided on all other items of property and equipment so as to write off the carrying value of items
over their expected useful economic lives. It is applied at the following rates:
–
Buildings
Plant and machinery
–
Fixtures, fittings & equipment –
–
Computer assets
–
Motor vehicles
2.5% per annum, straight line
15% per annum, reducing balance
20% per annum, reducing balance
33.33% per annum, straight line
15% per annum, reducing balance
Capital works in progress: Property, plant and equipment under construction are carried at its accumulated cost of
construction and not depreciated until such time as construction is completed or the asset put into use, whichever is
the earlier.
Proved mining properties
Depletion and amortisation of the full-cost pools is computed using the units-of-production method based on proved
reserves as determined annually by management.
Provision for rehabilitation of mining assets
Provision for the rehabilitation of a mining property on the cessation of mining is recognised from the commencement
of mining activities. This provision accounts for the full cost to rehabilitate the mine according to good practice
guidelines in the country where the mine is located, which may involve more than the stipulated minimum legal
commitment.
When accounting for the provision the Company recognises a provision for the full cost to rehabilitate the mine and a
matching asset accounted for within the non-current mining asset. The rehabilitation provision is discounted using a
risk-free rate, which is linked to the currency in which the costs are expected to be incurred, and the applicable inflation
rate applied to the cash flows. The unwinding of the discounting effect is recognised within finance expenses in the
income statement.
Share based payments
Equity-settled share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit
or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of
equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over
the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into
the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective
of whether the market vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve
a market vesting condition.
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options,
measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting
period.
Where equity instruments are granted to persons other than employees, the fair value of goods and services received
is charged to profit or loss, except where it is in respect to costs associated with the issue of shares, in which case, it
is charged to the share premium account.
Remuneration shares
Where remuneration shares are issued to settle liabilities to employees and consultants, any difference between the
fair value of the shares on the date of issue and the carrying amount of the liability is charged to profit or loss.
Stripping costs
Costs incurred in stripping the overburden to gain access to mineral ore deposits are accounted for as follows:
Stripping costs incurred during the development phase of the mine (before production begins) are capitalised as part
of the depreciable cost of building, developing and constructing the mine. Capitalised costs are amortised using the
units of production method, once production begins.
Page 37 of 65
Stripping costs incurred during the production phase of the mine which give rise to the production of usable inventory
are accounted for in accordance with the principles contained in the Group’s policy on Inventories. Stripping costs
incurred in the production phase of the mine which result in improved access to ore are capitalized and recognized
as additions to non-current assets provided that it is probable that the future economic benefit from improved access
to the ore body associated with the stripping activity will flow to the Company, that it is possible to identify the
component of the ore body to which access has been improved and that the costs relating to the stripping activity
associated with that component of the ore body can be measured reliably.
Tax
The major components of income tax on the profit or loss include current and deferred tax.
Current tax
Current tax is based on the profit or loss adjusted for items that are non-assessable or disallowed and is calculated
using tax rates that have been enacted or substantively enacted by the reporting date.
Tax is charged or credited to the statement of comprehensive income, except when the tax relates to items credited
or charged directly to equity, in which case the tax is also dealt with in equity.
Deferred tax
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the statement
of financial position differs to its tax base, except for differences arising on:
•
•
•
The initial recognition of goodwill;
The initial recognition of an asset or liability in a transaction which is not a business combination and at the
time of the transaction affects neither accounting or taxable profit; and
Investments in subsidiaries where the Group is able to control the timing of the reversal of the difference and
it is probable that the differences will not reverse in the foreseeable future.
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be
available against which the difference can be utilised.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by
the reporting date and are expected to apply when deferred tax liabilities/(assets) are settled/(recovered). Deferred
tax balances are not discounted.
New IFRS accounting standards
A number of new standards and amendments to standards and interpretations have been issued but are not yet
effective.
At the date of authorisation of these financial statements, the Directors have reviewed the standards in issue by the
International Accounting Standards Board (“IASB”), which are effective for annual accounting periods ending on or
after the stated effective date. In their view, none of these standards would have a material impact on the consolidated
financial statements.
Page 38 of 65
Notes to financial statements
for the year ended 30 April 2022
1
Segmental analysis
The Group operates in one business segment, the development and mining of mineral assets. The Group has
interests in two geographical segments being Southern Africa (primarily Zimbabwe and focusing on diamond
opportunities) and Europe and Central Asia (primarily Romania and Tajikistan focusing on polymetallic opportunities).
The group combines its Tajikistan and Romanian operations into one geographical segment, Europe and Central
Asia, as these operations are managed together as a single geography utilising common resources and leveraging
commercial and strategic synergies.
The Group’s operations are reviewed by the Board (which is considered to be the Chief Operating Decision Maker
(‘CODM’)) and split between mining exploration and development and administration and corporate costs.
Exploration and development is reported to the CODM only on the basis of those costs incurred directly on projects.
All costs incurred on the projects are capitalised in accordance with IFRS 6, including depreciation charges in respect
of tangible assets used on the projects.
Administration and corporate costs are further reviewed on the basis of spend across the Group.
Decisions are made about where to allocate cash resources based on the status of each project and according to the
Group’s strategy to develop the projects. Each project, if taken into commercial development, has the potential to be
a separate operating segment. Operating segments are disclosed below on the basis of the split between exploration
and development and administration and corporate.
Revenue comprise of the sale of concentrates of $2.25million (2021: $0.9million) and services rendered of
$1.53million (2021: $nil). The Group derives revenue from two customers (2021: One), each exceeding 10% of total
revenues.
Year to 30 April 2022
Revenue
Production costs
Gross profit (loss)
Depreciation
Profit (loss) on sale of property, plant and
equipment
Share option and warrant expense
Sundry income
Exchange (loss) gain
Other administrative and overhead expenses
Fair value movement in available for sale
investments
Finance income
Finance expense
Taxation (charge)
Profit (loss) for the year
30 April 2022
Total assets
Total non-current assets
Additions to non-current assets
Total current assets
Total liabilities
Mining, exploration, and
development
Europe & Central
Asia
$’000
Africa
$’000
3,781
(7,403)
(3,622)
(806)
-
-
59
(3,359)
(2,565)
-
-
(508)
-
(10,801)
19,614
16,549
1,467
3,065
11,938
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Admin
and
corporate
Total
$’000
$’000
-
-
-
(6)
-
3,781
(7,403)
(3,622)
(812)
-
(356)
-
(395)
(1,952)
(356)
59
(3,754)
(4,517)
(3)
-
(3)
-
(1,979)
(2,487)
-
-
(4,691)
(15,492)
1,682
971
-
711
7,229
21,296
17,520
1,467
3,776
19,167
Page 39 of 65
Mining, exploration, and
development
Admin and
corporate
Total
Europe
$’000
Africa
$’000
$’000
$’000
Year to 30 April 2021
Revenue
Production costs
Gross profit (loss)
Depreciation
Profit (loss) on sale of property, plant and equipment
Share option and warrant expense
Sundry income
Exchange (loss) gain
Other administrative and overhead expenses
Fair value movement in available for sale investments
Finance income
Finance expense
Profit on disposal of discontinued operations
Taxation (charge)
Profit (loss) for the year
30 April 2021
Total assets
Total non-current assets
Additions to non-current assets
Total current assets
Total liabilities
896
(2,642)
(1,746)
(718)
2
-
88
1,939
(2,036)
-
-
(545)
-
-
(3,016)
20,913
17,198
4,390
3,715
8,878
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(6)
-
(178)
-
673
(2,203)
(29)
4
(2,964)
-
-
896
(2,642)
(1,746)
(724)
2
(178)
88
2,612
(4,239)
(29)
4
(3,509)
-
-
(4,703)
(7,719)
2,790
977
1
1,813
5,707
23,703
18,175
4,391
5,528
14,585
Page 40 of 65
2 Group loss from operations
Group loss from operations
Operating loss is stated after charging/ (crediting):
Auditors' remuneration (note 3)
Depreciation
Employee pension costs
Share option expense
Foreign exchange (gain) / loss
Loss (gain) on disposal of property, plant and equipment
3
Auditor’s remuneration
Fees payable to the Company's auditor for the audit of the Company's annual
accounts
Fees payable to the Company's auditor for other services:
- Audit of the accounts of subsidiaries
- Other services
4
Finance income and expense
Finance income
Interest received on bank deposits
Other interest received
Finance expense
Interest on secured borrowings
Interest on unsecured borrowings
2022
Group
$’000
91
812
283
356
3,754
-
2021
Group
$’000
94
724
170
178
(2,612)
(2)
2022
Group
$’000
2021
Group
$’000
60
60
31
-
91
34
-
94
2022
Group
$’000
-
-
-
2022
Group
$’000
2,473
14
2,487
2021
Group
$’000
-
4
4
2021
Group
$’000
3,505
4
3,509
Page 41 of 65
5
Taxation
Income tax on profits
Deferred tax charge
Tax charge (credit)
Group
$’000
Group
$’000
-
-
-
-
-
-
2022
Group
$’000
2021
Group
$’000
The tax assessed for the year is lower than the standard rate of corporation tax in the
UK. The differences are explained as follows:
Loss before taxation
Loss before taxation at the standard rate of corporation tax in the UK of 19% (2021:
19%)
(15,492)
(7,719)
2,943
1,466
Difference in tax rates in foreign jurisdictions
Income not chargeable to tax
Expenses not allowed for tax
Short term timing differences
Loss carried forward
Income tax charge on profits
(348)
-
304
14
(2,913)
(72)
384
167
(383)
(1,562)
-
-
There was no taxation charge during the year (2021: US$ nil).
Deferred tax assets are only recognised in the Group where the company concerned has a reasonable expectation
of future profits against which the deferred tax asset may be recovered.
Tax losses
2022
Group
$’000
2021
Group
$’000
2022
Company
$’000
2021
Company
$’000
Accumulated tax losses
65,240
65,397
40,649
37,557
However, these losses will only be recoverable against future profits, the timing of which is uncertain, and a deferred
tax asset has not been recognised in respect of these losses. A deferred tax asset has not been recognised in respect
of accumulated tax losses for the Company.
Page 42 of 65
6
Employees
Staff costs (including directors) consist of:
Wages and salaries – management
Wages and salaries – other
Consultancy fees
Social Security costs
Healthcare costs
Pension costs
The average number of employees (including directors) during
the year was as follows:
Management
Other operations
2022
Group
$’000
1,318
5,712
7,030
185
64
-
283
7,562
15
352
367
2021
Group
$’000
966
4,179
5,145
231
37
14
170
5,597
10
216
226
7
Directors’ remuneration
Directors’ emoluments
Company contributions to pension schemes
Healthcare costs
Directors and key management remuneration
2022
Group
$’000
934
16
1
951
2021
Group
$’000
747
3
-
750
The Directors are considered to be the key management of the Group and Company.
Five of the Directors at the end of the period have share options receivable under long term incentive schemes. The
highest paid Director received an amount of US$258,259 (2021: US$227,227).
Page 43 of 65
8
Earnings per share
Profit and loss per ordinary share has been calculated using the weighted average
number of ordinary shares in issue during the relevant financial year.
The weighted average number of ordinary shares in issue for the period is:
Loss for the period: ($’000)
Loss per share basic and diluted (cents)
The effect of all potentially dilutive share options is anti-dilutive.
30 Apr 2022
Group
30 Apr 2021
Group
270,291,660
158,339,542
(15,492)
(5.73)
(7,755)
(4.90)
9
Loss for the financial year
The Company has adopted the exemption allowed under Section 408(1b) of the Companies Act 2006 and has not
presented its own income statement in these financial statements.
Page 44 of 65
10
Property, plant, and equipment
Group
Plant and
machinery
$’000
Fixtures, fittings
and equipment
$’000
Computer
assets
$’000
Motor
vehicles
$’000
Cost at 1 May 2020
Additions during the period
Reclassification
Foreign exchange movements
Cost at 30 April 2021
Additions during the year
Reclassification
Foreign exchange movements
Cost at 30 April 2022
Depreciation at 1 May 2020
Charge for the year
Reclassification
Foreign exchange movements
Depreciation at 30 April 2021
Charge for the year
Reclassification
Foreign exchange movements
Depreciation at 30 April 2022
Net book value at 1 May 2020
Net book value at 30 April 2021
Net book value at 30 April 2022
3,064
27
1,188
275
4,554
28
(568)
(571)
3,443
2,397
313
-
239
2,949
281
-
(392)
2,838
667
1,605
605
48
17
6
4
75
5
2
(10)
72
47
15
(5)
8
65
14
(4)
(10)
65
1
10
7
150
3
-
12
165
12
-
(17)
160
78
9
5
8
100
16
4
(13)
107
72
65
53
Buildings
and
Improvements
$’000
3,093
-
-
233
3,326
-
168
(348)
3,146
875
101
-
113
1,089
138
-
(190)
1,037
2,218
2,237
2,109
265
7
425
41
738
45
98
(118)
763
151
21
-
53
225
27
-
(62)
190
114
513
573
Mining
assets
$’000
6,127
2,359
3,271
371
12,128
256
892
(1,206)
12,070
1,066
265
-
82
1,413
336
-
(165)
1,584
5,061
10,715
10,486
Capital Work
in progress
$’000
5,206
1,978
(4,890)
449
2,743
1,121
(592)
(289)
2,983
604
-
-
-
604
-
-
-
604
4,602
2,139
2,379
Total
$’000
17,953
4,391
-
1,385
23,729
1,467
-
(2,559)
22,637
5,218
724
-
503
6,445
812
-
(832)
6,425
12,735
17,284
16,212
Page 45 of 65
10
Property, plant, and equipment (cont.)
Company
Cost at 30 April 2020
Additions during the period
Disposals during the period
Cost at 30 April 2021
Additions during the year
Disposals during the year
Cost at 30 April 2022
Depreciation at 30 April 2020
Charge for the period
Disposals during the period
Depreciation at 30 April 2021
Charge for the year
Disposals during the year
Depreciation at 30 April 2022
Net book value at 30 April 2021
Net book value at 30 April 2022
Plant and
machinery
$’000
Fixtures,
fittings and
equipment
$’000
Computer
assets
$’000
Motor
vehicles
$’000
Buildings
and
Improvements
$’000
Mining
assets
$’000
Capital
Work in
progress
$’000
Total
$’000
30
-
-
30
-
-
30
30
-
-
30
-
-
30
-
-
5
-
-
5
-
-
5
5
-
-
5
-
-
5
-
-
25
3
-
28
-
-
28
23
1
-
24
1
-
25
4
3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
60
3
-
63
-
-
63
58
1
-
59
1
-
60
4
3
Page 46 of 65
11
Investments in subsidiaries
Cost at the beginning of the year
Additions during the year
Cost at the end of the year
2022
Company
$’000
23,302
-
2021
Company
$’000
1,297
22,005
23,302
23,302
The principal subsidiaries of Vast Resources plc, all of which are included in these consolidated Annual Financial
Statements, are as follows:
Company
Country of
registration
Class
Proportion held by
group
Nature of business
Vast Baita Plai SA (formerly
African Consolidated Resources
SRL)
Sinarom Mining Group SRL
Vast Resources Romania Ltd
Vast Resources Zimbabwe
(Private) Limited
Romania
Ordinary
100%
2022
2021
100%
Romania
Ordinary
100%
100%
United
Kingdom
Zimbabwe
Ordinary
100%
100%
Ordinary
100%
100%
Mining exploration and
development
Mining exploration and
development
Holding company
Mining exploration and
development
The table above shows the principal subsidiaries of the Company. A full list of all group subsidiaries is given in Note 28,
at the end of this report.
12
Investment in associates
Investment in associates comprises the acquisition cost of an effective interest of 24.5% in Central Asia Minerals and
Metals Ore Trading FZCO (“CAMM”). The net assets of CAMM at 30 April 2022 are immaterial.
13 Loans to group companies
Loans to Group companies are repayable on demand. The treatment of this balance as non-current reflects the
Company’s expectation of the timing of receipt. Recoverability of these balances is linked to the future cashflows
expected to be generated from the underlying asset and that these support a valuation exceeding the carrying value
of the receivable.
Page 47 of 65
14
Inventory
Minerals held for sale
Production stockpiles
Consumable stores
15 Receivables
Trade receivables
Other receivables
Short term loans
Prepayments
VAT
Apr 2022
Group
$’000
Apr 2021
Group
$’000
Apr 2022
Company
$’000
Apr 2021
Company
$’000
185
6
648
839
266
6
664
936
-
-
-
-
-
-
-
-
Apr 2022
Group
$’000
Apr 2021
Group
$’000
Apr 2022
Company
$’000
Apr 2021
Company
$’000
151
1,658
312
183
530
2,834
899
1,218
309
89
692
3,207
-
268
246
118
16
648
-
233
243
23
-
499
Of which:
Of which: not impaired as at 30
April 2022 and past due in the
following periods:
Carrying
amount before
deducting any
impairment
loss
Related
Impairment
loss
Net
carrying
amount
Neither
impaired
nor past
due on 30
April 2022
Not
more
than
three
months
More than
three months
and not
more than
six months
Trade
receivables
Other
receivables
151
-
151
63
1,658
-
1,658
1,658
-
-
48
-
More
than six
months
40
-
1,809
-
1,809
1,721
-
48
40
At the reporting date, included within VAT receivable is an amount in respect of VAT owed to Vast Baita Plai SA
(formerly African Consolidated Resources SRL) of US$ 432,766 (RON 2,024,222). The amount represents VAT paid
on the Baita Plai Mine’s care operations. As reported previously, ANAF, the Romanian revenue authority had refused
to accept amounts included in this balance as a legitimate VAT receivable as a mining licence was not then in place
for Baita Plai Mine. On 15th October 2018, the mining licence was granted. The Romanian Court instructed an
independent VAT audit which has been completed satisfactorily and supported the Group’s claim for repayment.
Page 48 of 65
Accordingly, the Court ruled in favour of Vast Baita Plai SA. The tax authorities have appealed against the decision
and the Company continues to maintain that the case has no merit.
16 Available for sale investments
In the year to 30 April 2020, the Company acquired an investment in the Convertible 15% Loan Notes of EMA of
principal value US$750,000. The transaction value was US$891,164. These notes fund EMA’s and Blueberry’s
working capital and capital expenditure requirements in relation to exploration at the Blueberry mine and other matters
necessary for the purpose of achieving an IPO. The conversion feature of the loan notes allows the holder to convert
every US$ 10,000 of principal into 0.075% of shares at the time of the IPO. These notes are held for sale and are
carried at fair value through the profit and loss account as their value will be recovered through sale. Management is
targeting a sale in the financial year ended 30 April 2024 and has therefore classified the investment in non-current
assets. The project is its early stages of development and there is insufficient more recent information to reliably
measure the fair value of the project, on the basis management consider cost to be the best estimate of fair value of
the instrument.
17 Loans and borrowings
Non-current
Secured borrowings
less amounts payable in less than 12 months
Current
Unsecured borrowings
Bank overdrafts
Current portion of long-term borrowings - secured
Total loans and borrowings
Current secured borrowings consist of:
Apr 2022
Group
$’000
Apr 2021
Group
$’000
Apr 2022
Company
$’000
Apr 2021
Company
$’000
10,075
(10,075)
9,325
(9,325)
5,100
(5,100)
4,847
(4,847)
-
-
-
-
240
1
10,075
10,316
10,316
266
2
9,325
9,593
9,593
199
1
5,100
5,300
5,300
215
2
4,847
5,064
5,064
• US$5,100,000 (2021: US$ 4,847,300) in respect of the first tranche of US$15,000,000 Convertible Bond facility
from Atlas Capital Markets Limited. The Bonds are secured by a charge on the assets held by Vast Baita Plai SA
which is the holder of the rights to the Baita Plai Mine and by a pledge on both Vast Resources PLC and AP
Mining Group’s shares in Vast Baita Plai SA. The loan bears interest at 5%. The first tranche of bonds were
initially repayable on 29 January 2022. However, this was extended to 31 July 2022. On 16 May 2022, the first
tranche bonds were repaid in full.
• US$4,975,129 (2021: US$4,468,626) secured offtake finance from Mercuria Energy Trading SA. The loan is
secured by a charge on the assets held by Sinarom Mining Group SRL which is the holder of the rights to the
Manaila Mine and by a pledge on the shares of Vast Resources PLC 100% holding. The loan bore interest during
the period of 7.6%. The repayment of the loan is to be made from surplus cashflows generated from BPPM.
• US$NIL (2021: US$8,504) asset financing loans secured on the underlying movable assets belonging to Vast
Baita Plai SA.
Current unsecured borrowing consists of:
• US$40,753 (2021: US$50,976) loans owed to the former non-controlling interests in Vast Baita Plai SA. These
include amounts owed to the following directors: Andrew Prelea (US$17,239) and Roy Tucker (US$10,579).
Page 49 of 65
These loans are interest free and have no fixed terms of repayment. There is no expectation that these loans will
be called in the short-term.
• US$199,266 (2021: US$215,367) loan from M Semere bearing an interest rate of 6%. There is no expectation
that this loan will be called in the short-term.
Reconciliation of liabilities arising from financing activities
2022 Group
01-May-21 Cash -flows
$'000s
$'000s
Non-cash changes
Amortised
finance
charges
$'000s
Loans
repaid in
shares
$'000s
Maturity
classifications
Long-term borrowings
Short-term borrowings
-
9,593
(364)
2,487
(1,400)
-
-
30-Apr-22
$'000s
-
10,316
Total liabilities
from financing activities
9,593
(364)
2,487
(1,400)
-
10,316
2021 Group
01-May-20 Cash -flows
$'000s
$'000s
Non-cash changes
Amortised
finance
charges
$'000s
Loans
repaid in
shares
$'000s
Maturity
classifications
30-Apr-21
$'000s
Long-term borrowings
8,343
(8,343)
-
Short-term borrowings
392
(2,003)
3,509
(648)
8,343
9,593
Total liabilities
from financing activities
8,735
(2,003)
3,509
(648)
9,593
2022 Company
Long-term borrowings
Short-term borrowings
Total liabilities
from financing activities
2021 Company
Long-term borrowings
Short-term borrowings
Total liabilities
from financing activities
Non-cash changes
01-May-21
$'000s
Cash -flows
$'000s
-
5,064
-
(343)
Amortised
finance
charges
$'000s
Loans
repaid in
shares
$'000s
Maturity
classifications
30-Apr-22
$'000s
1,979
(1,400)
-
-
-
5,300
5,064
(343)
1,979
(1,400)
-
5,300
Non-cash changes
01-May-20
$'000s
4,589
Cash -flows
$'000s
-
Amortised
finance
charges
$'000s
Loans
repaid in
shares
$'000s
-
(1,846)
2,969
(648)
Maturity
classifications
(4,589)
4,589
30-Apr-21
$'000s
-
5,064
4,589
(1,846)
2,969
(648)
5,064
Page 50 of 65
18 Trade and other payables
Trade payables
Other payables
Other taxes and social security taxes
Accrued expenses
Maturity profile of trade and other payables
Apr 2022
Group
Apr 2021
Group
Apr 2022
Company
$’000
2,608
1,751
1,325
68
5,752
$’000
1,434
789
1,528
35
3,786
$’000
548
1,262
80
34
1,924
Apr 2021
Company
$’000
151
478
2
-
631
Total
$'000
2,608
1,751
30 days
1,490
501
60 days
53
90 days
53
120 days
307
121 days
or more
705
-
-
-
1,250
Trade payables
Other payables
19 Provisions
Provision for rehabilitation of mining properties
- Provision brought forward from previous periods
- Liability recognised during period
- Adjustment to provision during year
Apr 2022
Group
$’000
Apr 2021
Group
$’000
Apr 2022
Company
Apr 2021
Company
$’000
$’000
1,206
-
(61)
1,145
420
-
786
1,206
-
-
-
-
-
-
-
As more fully set out in the Statement of Accounting Policies on page 37, the Group provides for the cost of the
rehabilitation of a mining property on the cessation of mining. Provision for this cost is recognised from the
commencement of mining activities.
This provision accounts for the estimated full cost to rehabilitate the mine at Manaila according to good practice
guidelines in the country where the mine is located, which may involve more than the stipulated minimum legal
commitment.
When accounting for the provision the Group recognises a provision for the full cost to rehabilitate the mine and a
matching asset accounted for within the non-current mining asset.
20 Trade and other payables
Vast Baita Plai SA (‘VBP’) reached an agreement in principle with ANAF in December 2021 to defer the current payroll
tax liability over a five year period. The final repayment schedule was established on 20 May 2022. The amounts
included in trade and other payables (non-current liabilities) represent those amounts that are due for repayment
beyond one year from the balance sheet date.
Page 51 of 65
Amounts due between one and two years
Amounts due between two and three years
Amounts due between three and four years
Amounts due between four and five years
Apr 2022
$000's
340
Apr 2021
$000's
-
409
493
712
-
-
-
21 Financial instruments – risk management
Significant accounting policies
Details of the significant accounting policies in respect of financial instruments are disclosed on page 34. The Group’s
financial instruments comprise available for sale investments, cash and items arising directly from its operations such
as trade and other receivables, trade payables and loans.
Financial risk management
The Board seeks to minimise its exposure to financial risk by reviewing and agreeing policies for managing each
financial risk and monitoring them on a regular basis. No formal policies have been put in place in order to hedge the
Group and Company’s activities to the exposure to currency risk or interest risk; however, the Board will consider this
periodically. No derivatives or hedges were entered into during the year.
The Group and Company is exposed through its operations to the following financial risks:
•
•
•
Credit risk
Market risk (includes cash flow interest rate risk and foreign currency risk)
Liquidity risk
The policy for each of the above risks is described in more detail below.
The principal financial instruments used by the Group, from which financial instruments risk arises are as follow:
•
•
•
•
Receivables
Cash and cash equivalents
Trade and other payables (excluding other taxes and social security) and loans
Available for sale investments
The table below sets out the carrying value of all financial instruments by category and where applicable shows the
valuation level used to determine the fair value at each reporting date. The fair value of all financial assets and
financial liabilities is not materially different to the book value.
Loans and receivables
Cash and cash equivalents
Receivables
Loans to Group Companies
Available for sale financial assets
Available for sale investments
Other liabilities
Trade and other payables (excl. short term
loans)
Loans and borrowings
2022
Group
$’000
103
2,834
-
2021
Group
$’000
2022
Company
$’000
2021
Company
$’000
1,385
3,207
-
86
648
25,163
1,315
499
20,373
891
891
891
891
5,752
10,316
3,786
9,593
1,924
5,300
631
5,064
Credit risk
Financial assets, which potentially subject the Group and the Company to concentrations of credit risk, consist
principally of cash, short-term deposits, an available for sale investment in 15% loan notes funding the Blueberry
Page 52 of 65
project, and other receivables. Cash balances are all held at recognised financial institutions. The 15% loan notes are
considered fully recoverable given the project prospects. Receivables are presented net of allowances for doubtful
receivables.
The Company has a credit risk in respect of inter-company loans to subsidiaries. The recoverability of these balances
is dependent on the commercial viability of the exploration activities undertaken by the respective subsidiary
companies. The credit risk of these loans is managed as the directors constantly monitor and assess the viability and
quality of the respective subsidiary's investments in intangible mining assets.
Maximum exposure to credit risk
The Group’s maximum exposure to credit risk by category of financial instrument is shown in the table below:
Cash and cash equivalents
Receivables
Available for sale investments
2022
Carrying
value
$’000
103
2,834
891
2022
Maximum
exposure
$’000
103
2,834
891
2021
Carrying
value
$’000
1,385
3,207
891
2021
Maximum
exposure
$’000
1,385
3,207
891
The Company’s maximum exposure to credit risk by category of financial instrument is shown in the table below:
Cash and cash equivalents
Receivables
Available for sale investments
Loans to Group Companies
2022
Carrying
value
$’000
86
648
891
2022
Maximum
exposure
2021
Carrying
value
2021
Maximum
exposure
$’000
86
648
891
$’000
1,315
499
891
$’000
1,315
499
891
25,163
25,163
20,373
20,373
Market risk
Cash flow interest rate risk
The Group has adopted a non-speculative policy on managing interest rate risk. Only approved financial institutions
with sound capital bases are used to borrow funds and for the investments of surplus funds.
The Group and the Company seeks to obtain a favourable interest rate on its cash balances through the use of bank
deposits. At the reporting date, the Group had a cash balance of $0.103 million (2021: $1.385 million) which was
made up as follows:
Sterling
United States Dollar
Euro
Lei (Romania)
2022
Group
$’000
2021
Group
$’000
3
41
42
17
1,300
14
1
70
103
1,385
At the reporting date, the Company had a cash balance of $0.086 million (2021: $1.315 million) which was made up
as follows:
Page 53 of 65
2022
Company
$’000
2021
Company
$’000
Sterling
4
1,300
United States Dollar
39
10
Euro
Lei (Romania)
42
1
1
4
86
1,315
The Group had interest bearing debts at the current year end of US$10.275 million (2021: US$9.542 million). These
are made up as follows:
Interest
rate
2022 Group 2021 Group
2022 Company
2021 Company
Secured short-term loans
Unsecured loans
5-8%
0-6%
$'000
10,075
200
10,275
$'000
9,325
217
9,542
$'000
5,100
200
5,300
$'000
4,847
217
5,064
Borrowings of US$4.975 million carry a floating interest rate with the remainder having fixed rates. An increase in
interest rates of 1% would increase the annual finance expense by US$49,750. All Company borrowings are at fixed
rates.
Foreign currency risk
Foreign exchange risk is inherent in the Group’s and the Company’s activities and is accepted as such. The
Company’s production, underlying value, and funding is referenced to and denominated in the United States Dollar
and therefore foreign currency exchange risk arises where any balance is held, or costs incurred, in currencies other
than United States Dollars. At 30 April 2022 and 30 April 2021, the currency exposure of the Group was as follows:
Currency exposure - Group
At 30 April 2022
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Available for sale investments
Sterling
$’000
3
30
(1,004)
-
US Dollar
$’000
41
582
(585)
891
Euro
$’000
42
170
(330)
-
RON
$’000
17
2,052
(3,833)
-
Total
$’000
103
2,834
(5,752)
891
At 30 April 2021
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Available for sale investments
1,300
24
(326)
-
The effect of a 10% strengthening of Sterling against the US dollar at the reporting date, all other variables held
constant, would have resulted in increasing post tax losses by $97,000 (2021: $99,700 decrease). Conversely the
70
2,527
(3,094)
-
1
150
(133)
-
14
506
(233)
891
1,385
3,207
(3,786)
891
Page 54 of 65
effect of a 10% weakening of Sterling against the US dollar at the reporting date, all other variables held constant,
would have resulted in decreasing post tax losses by $97,000 (2021: $99,700 increase)
At 30 April 2022 and 30 April 2021, the currency exposure of the Company was as follows:
Currency exposure - Company
At 30 April 2022
Cash and cash equivalents
Trade and other receivables
Loans to Group companies
Trade and other payables
Available for sale investments
At 30 April 2021
Cash and cash equivalents
Trade and other receivables
Loans to Group companies
Trade and other payables
Available for sale investments
Sterling
$’000
4
30
-
(1,003)
-
US Dollar
$’000
39
513
25,163
(584)
891
1,300
23
-
(326)
-
10
476
20,373
(232)
891
Euro
$’000
42
105
-
(330)
-
1
-
-
(73)
-
RON
$’000
1
-
-
(7)
-
4
-
-
-
-
Total
$’000
86
648
25,163
(1,924)
891
1,315
499
20,373
(631)
891
Liquidity risk
Any borrowing facilities are negotiated with approved financial institutions at acceptable interest rates. All assets and
liabilities are at fixed and floating interest rate. The Group and the Company seeks to manage its financial risk to
ensure that sufficient liquidity is available to meet the foreseeable needs both in the short and long term. See also
references to Going Concern disclosures in the Strategic Report on page 10.
The Group’s total contractual future cashflows for loans and borrowings are shown in the table below:
2022
Carrying
value
2022
Total Contractual
Future Cashflows
2021
Carrying
value
2021
Total Contractual
Future Cashflows
Loans and borrowings
10,316
10,754
9,593
11,798
The Group’s estimated future interest charges are shown in the table below:
Estimated future interest charges for the Group within one year.
Apr 2022
$000's
438
Apr 2021
$000's
1,155
The Company’s contractual future cashflows for loans and borrowings are shown in the table below:
Page 55 of 65
2022
Carrying
value
2022
Total Contractual
Future Cashflows
2021
Carrying
value
2021
Total Contractual
Future Cashflows
Loans and borrowings
5,300
5,364
5,064
6,959
The Company’s estimated future interest charges are shown in the table below:
Estimated future interest charges for the Company within one year.
The maturity of the Group’s and Company’s loans and borrowings are shown below:
Apr 2022
$000's
64
Apr 2021
$000's
835
Secured short-term loans
Unsecured loans
These loans are repayable as
follows:
-Within 1 year
-Between 1 and 2 years
-In more than 2 years
Interest
rate
5-8%
0-6%
2022 Group 2021 Group
2022 Company
2021 Company
$'000
10,075
241
10,316
10,316
-
-
$'000
9325
268
9,593
9,593
-
-
$'000
5,100
200
5,300
5,300
-
-
$'000
4,847
217
5,064
5,064
-
-
As set out in Note 18 of the consolidated trade and other payables balance of US$4.359 million, US$1.991 million is
due for payment within 60 days of the reporting date. The maturity profile of interest-bearing debts are highlighted
above.
Capital
The objective of the Directors is to maximise shareholder returns and minimise risks by keeping a reasonable balance
between debt and equity.
Debt equity ratio
The Group’s debt to equity ratio is 479.7% (2021: 90.0%), calculated as follows:
Loans and borrowings
Less: cash and cash equivalents
Net debt
Total equity
Debt to capital ratio (%)
22 Share capital
Apr 2022
$000’s
10,316
(103)
10,213
2,129
479.7%
Apr 2021
$'000
9,593
(1,385)
8,208
9,118
90.0%
Page 56 of 65
As at 30 April 2020
Issued during the
period *
As at 30 April 2021
Capital
Reorganization
Issued during the
year *
As at 30 April 2022
Ordinary 0.1p
Deferred 0.9p
TOTAL
No of shares
10,679,222,622
Nominal
value
14,246
No of shares
863,562,664
Nominal
value
12,850
10,621,266,878
13,996
-
-
21,300,489,500
28,242
863,562,664
12,850
Share
Capital
27,096
13,996
41,092
(21,087,484,605)
(27,959) 2,343,053,845
27,959
-
277,342,966
366
-
-
366
490,347,861
649 3,206,616,509
40,809
41,458
Share
premium
82,997
6,351
89,348
-
5,359
94,707
* Details of the shares issued during the year are as shown in the table below and in the Statement of Changes of
Equity on pages 29-30.
There were no shares reserved for issue under share options at 30 April 2022 (2021: nil).
On 6 May 2021 the Company concluded a capital reorganisation which comprised two distinct parts, firstly a
consolidation of the existing Ordinary Shares on a 1 for 100 basis, and then a subdivision of each resulting ordinary
share of 10p into one new Ordinary Share and eleven new Deferred Shares. The effect of this reorganisation was to
reduce the number of ordinary shares in issue by a factor of 100. The effect of this capital reorganisation is highlighted
in the above table.
The deferred shares carry no rights to dividends or to participate in any way in the income or profits of the Company.
They may receive a return of capital equal to the amount paid up on each deferred share after the ordinary shares
have received a return of capital equal to the amount paid up on each ordinary share plus £10,000,000 on each
ordinary share, but no further right to participate in the assets of the Company. The Company may, subject to the
Statutes, acquire all or any of the deferred shares at any time for no consideration. The deferred shares carry no
votes.
The ordinary shares carry all the rights normally attributed to ordinary shares in a company subject to the rights of the
deferred shares.
See also Note 27 on page 63 for details of share issues after the reporting date.
Date of issue
2022
06-May-21
13-Aug-21
13-Aug-21
13-Aug-21
24-Aug-21
03-Nov-21
11-Nov-21
30-Nov-21
01-Dec-21
02-Dec-21
11-Jan-22
24-Feb-22
24-Mar-22
30-Mar-22
12-Apr-22
20-Apr-22
20-Apr-22
20-Apr-22
20-Apr-22
20-Apr-22
21-Apr-22
No of shares
0
5,611,110
2,380,952
1,200,000
18,784,760
10,000,000
44,000,000
1,512,416
1,540,160
1,577,229
4,676,536
14,806,819
13,195,122
14,772,333
19,400,315
17,857,143
5,952,381
2,380,952
5,952,381
17,857,143
48,414,060
Issue price (p) Purpose of issue
0.000
6.300
6.300
6.300
6.300
2.500
2.500
2.470
2.430
2.370
1.570
1.240
0.860
0.770
0.590
0.840
0.840
0.840
0.840
0.840
0.480
CAPITAL REORGANISATION
Placing with investors
Subscription by investors
Subscription by investors
Placing with investors
Placing with investors
Placing with investors
To settle liabilities
To settle liabilities
To settle liabilities
To settle liabilities
To settle liabilities
To settle liabilities
To settle liabilities
To settle liabilities
Subscription by investors
Subscription by investors
Subscription by investors
Subscription by investors
Subscription by investors
To settle liabilities
Page 57 of 65
25-Apr-22
25,471,154
0.450
To settle liabilities
277,342,966
Date of issue
2021
05-May-20
22-May-20
22-May-20
22-May-20
02-Jun-20
04-Jun-20
26-Jun-20
30-Jun-20
30-Jun-20
30-Jun-20
03-Jul-20
06-Jul-20
06-Jul-20
28-Jul-20
29-Jul-20
04-Sep-20
16-Sep-20
24-Sep-20
30-Oct-20
09-Nov-20
25-Nov-20
15-Dec-20
23-Dec-20
04-Jan-21
13-Jan-21
01-Feb-21
29-Apr-21
No of shares
15,582,523
200,000,000
23,333,333
6,666,667
370,944,440
16,911,058
215,000,000
29,000,000
22,000,000
10,000,000
13,915,053
611,055,555
830,416
27,130
10,936,641
12,643,763
233,333,333
888,666,666
189,375,000
905,125,000
2,850,000,000
755,587,515
2,916,063,924
12,212
376,374
323,880,177
98
10,621,266,878
Issue price (p) Purpose of issue
0.153 To settle liabilities interest
0.15 Placing
0.15 Subscription management
0.15 Subscription management
0.15 Placing
0.142 To settle liabilities interest
0.18 Placing
0.18 Subscription
0.18 Subscription
0.18 Subscription
0.173 To settle liabilities interest
0.18 Placing
0.5 Exercise of open offer warrants
0.5 Exercise of open offer warrants
0.209 To settle liabilities interest
0.176 To settle liabilities interest
0.15 Placing
0.15 Placing
0.16 Placing
0.16 Placing
0.17 Purchase of AP Mining Group
0.132 Placing
0.132 Placing
0.5 Exercise of open offer warrants
0.5 Exercise of open offer warrants
0.113 To settle liabilities
0.1 Equity issuance for share consolidation post year-end
23 Share based payments
Equity – settled share-based payments
The Company has granted share options and warrants to Directors, staff and consultants.
In June 2015, the Company also established a Share Appreciation Scheme to incentivise Directors and senior
executives. The basis of the Scheme is to grant a fixed number of 'share appreciation rights' (SARs) to participants.
Each SAR is credited rights to receive at the discretion of the Company ordinary shares in the Company or cash to a
value of the difference in the value of a share at the date of exercise of rights and the value at date of grant. The
SARS are subject to various performance conditions.
The tables below reconcile the opening and closing number of SAR’s in issue at each reporting date:
Page 58 of 65
Exercise
price
Options
19.8p
19.8p
19.8p
25p
25p
30p
45p
50p
50p
In issue at 30
April 2021*
Issued
during year*
Lapsed during
year
Exercised
during
year
In issue at 30
April 2022
Final
exercise
date
700,000
700,000
520,000
620,000
200,000
50,000
480,000
470,000
3,740,000
10,000,000
(200,000)
(480,000)
10,000,000
(680,000)
-
10,000,000
700,000
700,000
520,000
620,000
Dec-25**
Nov-23
Mar-24
Nov-22
Mar-23
Mar-22
50,000 Dec-22***
Mar-22
Mar-23
-
-
470,000
13,060,000
* Prior years SARS awards have been restated to reflect the share capital reorganisaiton effected on 6 May 2022
**Vests upon one day VWAP share price reaching not less than 20p for a continuous period of 20 consecutive business
days where the first of such days falls on or before 31 December 2022
***Extended from 30 June 2020 to 31 December 2022
Exercise
price
Options
19.8p
19.8p
25p
25p
30p
45p
50p
50p
In issue at 30
April 2020*
Issued
during year
Lapsed during
year**
Exercised
during
year
In issue at 30
April 2021*
700,000
700,000
520,000
620,000
200,000
50,000
470,000
470,000
2,330,000
10,000
1,400,000
10,000
-
700,000
700,000
520,000
620,000
200,000
50,000
480,000
470,000
3,740,000
Final
exercise
date
Nov-23
Mar-24
Nov-22
Mar-23
Mar-22
Dec-22**
Mar-22
Mar-23
* Prior years SARS awards have been restated to reflect the share capital reorganisation effected on 6 May 2022
**Included within lapsed are 10,000 SARS at exercise price of 0.5p that were
reinstated
The tables below reconcile the opening and closing number of share option and warrants in issue at each reporting
date:
Exercise
price
0.525 p
26p*
variable
In issue at 30
April 2021*
Issued
Lapsed
during year
during year
Exercised
during year
In issue at 30 April
2022*
Final exercise
date
- 160,000,000
-
5,176,048
5,176,048
23,150,000
160,000,000
-
28,326,048
160,000,000
-
-
-
-
-
-
-
-
-
-
160,000,000
5,176,048
Dec-25
Jan-23
165,176,048
23,150,000
188,326,048
See Note
*Prior years warrants issued have been restated to reflect the share capital reorganisation effected on 6 May 2022
Page 59 of 65
Exercise
price
In issue at 30
April 2020*
Issued
Lapsed
during year
during year
Exercised
during year
In issue at 30 April
2021*
Final exercise
date
26p
50p
variable
variable
variable
5,176,048
5,209,154
145,833
66,138
10,597,173
23,150,000
33,747,173
* Extended from June 2019
-
-
-
-
-
-
-
-
(5,196,693)
(145,833)
(66,138)
(5,408,664)
-
(5,408,664)
-
(12,461)
-
-
(12,461)
-
(12,461)
5,176,048
Jan-23
-
-
-
5,176,048
23,150,000
28,326,048
See Note
Note: These warrants are only exercisable in the event of a default in repayment of the Mercuria Tranche
A pre-payment off-take facility of US$4,975,129 (Mercuria Warrants).
Outstanding at the beginning of the year
Granted during the year
Lapsed during the year
Exercised during the year - Adjusted 17
million
Outstanding at the end of the year
Exercisable at the end of the year
2022
Weighted
average
exercise price
(pence)
27.77
1.66
44.12
-
2.80
2.80
Number
8,916,048
170,000,000
(680,000)
-
178,236,048
8,236,048
2021
Weighted
average
exercise price
(pence)
33.77
19.80
40.02
50.00
27.77
27.77
Number
12,927,172
1,400,000
(5,398,663)
(12,461)
8,916,048
8,916,048
The weighted average remaining lives of the SARs, share options or warrants outstanding at the end of the period is
14 months (2021: 23 months). Of the 178,236,048 SARs, options and warrants outstanding at 30 April 2022
(2021: 8,916,048), 8,236,048 (2021: 8,916,048) are fully vested in the holders and are exercisable at that date.
Fair value of share options
The fair values of share options and warrants granted have been calculated using the Black Scholes pricing model
which takes into account factors specific-to-share incentive plans such as the vesting periods of the plan, the expected
dividend yield of the Company’s shares and the estimated volatility of those shares. Based on the above assumptions,
the fair values of the options granted are estimated to be:
Share
Option
or
Warrant
Exercise
Price
45
50
25
25
26
19.8
19.8
19.8
0.525
Grant
date
Jun-17
Mar-18
Nov-19
Nov-19
Jan-20
Nov-20
Nov-20
Jul-21
Apr-22
Vesting
periods
Dec-22
Mar-23
Nov-22
Mar-23
Jan-23
Nov-23
Mar-24
Dec-25
Apr-23
Share
price at
date of
grant
40
57
29
29
32.5
17.5
17.5
7.15
0.525
Volatility
Life
(years)
Dividend
yield
Risk free
interest rate
Fair
value
90%
95%
90%
90%
93%
88%
88%
87%
105%
5.55
5.00
3.00
4.00
3.00
3.00
3.33
3.42
1
nil
nil
nil
nil
nil
nil
nil
nil
nil
0.50%
0.50%
0.71%
0.71%
0.71%
0.05%
0.05%
0.05%
0.69%
7
31
17
19
20
9
10
2.57
0.21
Page 60 of 65
Volatility has been based on historical share price information. A higher rate of volatility is used when determining the
fair value of certain options in order to reflect the special conditions attached thereto.
Based on the above fair values the expense arising from equity-settled share options and warrants made was
$356,015 (2021: $177,551).
Cash-settled share-based payments
The Directors of the Company had set up an Employee Benefit Trust (EBT) in which a number of employees and
directors were participants (the ‘Participants’). The EBT held shares on behalf of Participants until such time as those
Participants exercised their right to require the EBT to sell the shares. On the sale of the shares the Participants
would have received the appreciation of the value in the shares above the market price on the date that the shares
were purchased by the EBT, subject to the first 5% in growth in the share price, on an annual compound basis, being
retained by the EBT. The Participants were to pay 0.01p per share to acquire their rights.
In view of the large reduction in the Company’s share price since the EBT was set up, the value of the rights of the
Participants under the EBT has become negligible, and accordingly the EBT was terminated in the year ended 30
April 2019 by the sale of the shares and the application of the sale proceeds in repayment of the loan by The Company
to the EBT. The rights lapsed during the year.
The EBT rights of Participants are set out in the table below.
Exercise
price
£6.00
£6.00
Outstanding at
30 April 2021*
Exercised
during last 12
months
Lapsed during Last
12 months
Granted
during last 12
months
Outstanding at 30
April 2022
77,500
77,500
155,000
-
-
-
(77,500)
(77,500)
(155,000)
-
-
-
-
-
-
*Prior years options issued have been restated to reflect the share capital reorganisation effected on 5 May 2022
Exercise
price
Outstanding at
30 April 2020*
Exercised
during last 12
months
Lapsed during Last
12 months
Granted
during last 12
months
Outstanding at 30
April 2021*
£8.75
£8.75
£9.00
£9.00
£6.00
£6.00
60,000
60,000
25,000
25,000
77,500
77,500
325,000
-
-
-
-
-
-
-
(60,000)
(60,000)
(25,000)
(25,000)
-
-
(170,000)
-
-
-
-
-
-
-
-
-
-
-
77,500
77,500
155,000
*Prior years options issued have been restated to reflect the share capital reorganisation effected on 5 May 2022
Warrant and Share option expense
Warrant and share option expense:
-
-
In respect of remuneration contracts
In respect of financing arrangements
Total expense / (credit)
2022
Group
$’000
356
-
356
2021
Group
$’000
178
-
178
Page 61 of 65
24 Reserves
Details of the nature and purpose of each reserve within owners’ equity are provided below:
•
•
•
•
•
Share capital represents the nominal value at 0.1p each of the shares in issue.
Share premium represents the balance of consideration received net of fund-raising costs in excess of the par
value of the shares.
The share options reserve represents the accumulated balance of share benefit charges recognised in respect
of share options granted by the Company, less transfers to retained losses in respect of options exercised or
lapsed.
The foreign currency translation reserve represents amounts arising on the translation of the Group and
Company financial statements from Sterling to United States Dollars, as set out in the Statement of Accounting
Policies on page 35, prior to the change in functional currency to United States Dollars, together with
cumulative foreign exchange differences arising from the translation of the Financial Statements of foreign
subsidiaries; this reserve is not distributable by way of dividends.
The retained deficit reserve represents the cumulative net gains and losses recognised in the Group statement
of comprehensive income.
25 Related party transactions
Company and group
Directors and key management emoluments are disclosed in notes 6 and 7.
Group
At the reporting date, there was an amount owing by Vast Baita Plai SA (formerly African Consolidated Resources
SRL) to Ozone Homes SRL (Ozone) of US$3,586 (2021: US$4,129) in respect of transactions undertaken by Ozone
in 2014. Ozone is a company controlled by Andrew Prelea, the Group CEO and senior Group executive in Romania.
During the year, the company had a service contract with Roy Tucker to provide office premises and associated
services totalling US$24,360 including VAT (2021: US$23,869).
During the year, the Company provided services of US$1.528 million to CAMM, its 24.5% associate company, who
provides these services on a back-to-back basis to Takob, a third party. These amounts have been recognised in
revenues. CAMM has settled US$1.895 million by the year-end which includes an advance of US$0.367 million for
services provided after the period end. This amount has been included in creditors at the year end.
26 Contingent liabilities
In the normal course of conducting business in Romania, the Company’s Romanian businesses are subject to a
number of legal proceedings and claims. These matters mainly comprise claims by the Romanian tax authorities. The
Company records liabilities related to such matters when management assesses that settlement of the exposure is
probable and can be reasonably estimated. Based on current information and legal advice, management does not
expect any such proceedings or claims to result in liabilities and therefore no liabilities have been recorded at 30 April
2022. However, these matters are subject to inherent uncertainties and there exists the remote possibility that the
outcome of these proceedings and claims could have a material impact on the Group.
Page 62 of 65
27 Events after the reporting date
Ordinary Shares issued and warrants exercised post reporting date
£
2,156,000
1,743,325
1,420,845
5,320,170
$
Shares Issued
Issued to
2,556,500
2,121,265
1,750,000
378,285,715
249,046,446
511,963,302
Placing with investors
Subscription by investors
Settle debt
6,427,765
1,139,295,463
On 16 May 2022, the Company repaid in full the outstanding bonds owed to Atlas and subsequently made a
US$1million debt reduction to the amount owed to Mercuria. These repayments were in part financed by a US$4
million asset backed debt facility from A&T Investments SARL.
28 Group subsidiaries
A full list of all subsidiary companies and their registered offices is given below:
Country of
registration
Reg.
office
note
Group
Interest
2021
2020
Nature of business
Company
Sinarom Mining Group SRL
Vast Baita Plai SA*
AP Mining Group Ltd
Vast Resources Enterprises Limited
Vast Resources Nominees Limited **
Vast Resources Romania Limited
Accufin Investments (Private) Limited
Aeromags (Private) Limited
Cadex Investments (Private) Limited
Campstar Mining (Private) Limited
Central Asia Investments Ltd
Chaperon Manufacturing (Private) Limited
Charmed Technical Mining (Private) Limited
Chianty Mining Services (Private) Limited
Conneire Mining (Private) Limited
Corampian Technical Mining (Private) Limited
Dashaloo Investments (Private) Limited
Deep Burg Mining Services (Private) Limited
Deft Mining Services (Private) Limited
Exchequer Mining Services (Private) Limited
Febrim Investments (Private) Limited
Romania
Romania
UK
UK
UK
UK
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
United
Kingdom
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Heavystuff Investment Company (Private) Limited
Zimbabwe
Hemihelp Investments (Private) Limited
Isiyala Mining (Private) Limited
Zimbabwe
Zimbabwe
2
1
3
3
3
3
5
5
4
5
3
5
5
5
5
5
5
5
5
5
5
5
5
5
100%
100% Mining production
100%
100%
100%
80% Mining development
nil Dormant
nil Mining investment
100%
100% Nominee company
100%
100% Mining investment
100%
100% Dormant
100%
100% Dormant
100%
100% Claim holding
100%
100% Dormant
100%
100% Holding company
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Claim holding
100%
100% Dormant
100%
100% Claim holding
100%
100% Dormant
100%
100% Dormant
100%
100% Claim holding
100%
100% Dormant
100%
100% Claim holding
100%
100% Dormant
100%
100% Dormant
Page 63 of 65
Katanga Mining (Private) Limited
Kengen Trading (Private) Limited
Kielty Investments (Private) Limited
Lafton Investments (Private) Limited
Lomite Investments (Private) Limited
Lucciola Investment Services (Private) Limited
Malaghan Investments (Private) Limited
Methven Investment Company (Private) Limited
Mimic Mining (Private) Limited
Monteiro Investments (Private) Limited
Mystical Mining (Private) Limited
Naxten Investments (Private) Limited
Nedziwe Mining (Private) Limited
Notebridge Investments (Private) Limited
Olebile Investments (Private) Limited
Perkinson Investments (Private) Limited
Pickstone-Peerless Mining (Private) Limited
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Possession Investment Services (Private) Limited
Zimbabwe
Prudent Mining (Private) Limited
Rania Haulage (Private) Limited
Regsite Mining Services (Private) Limited
Riberio Mining Services (Private) Limited
Sackler Investments (Private) Limited
Schont Mining Services (Private) Limited
Swadini Miners (Private) Limited
Tamahine Investments (Private) Limited
The Salon Investments (Private) Limited
Vast Resources Zimbabwe (Private) Limited
Vono Trading (Private) Limited
Wynton Investment Company (Private) Limited
Zimchew Investments (Private) Limited
* Formerly African Consolidated Resources SRL
**Formerly ACR Nominees Ltd
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
Zimbabwe
5
5
5
4
4
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Claim holding
100%
100% Claim holding
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Claim holding
100%
100% Asset holding
100%
100% Dormant
100%
100% Dormant
100%
100% Claim holding
100%
100% Claim holding
100%
100% Dormant
100%
100% Claim holding
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Claim holding
100%
100% Claim holding
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
100%
100% Mining investment
100%
100% Dormant
100%
100% Dormant
100%
100% Dormant
Notes -
Addresses of Registered offices:
1
2
3
4
5
Sat Iacobeni,Str.Minelor Nr.20, Jud. Suceava, Romania
Str.9 Mai, Nr.20, Baia Mare, Jud.Maramures, 430274 Romania
Nettlestead Place, Nettlestead, Maidstone, Kent ME18 6HE, United Kingdom
121 Borrowdale Road, Gun Hill, Harare, Zimbabwe
6, John Plagis Avenue, Alexandra Park, Harare, Zimbabwe
Page 64 of 65
Directors
Secretary and registered office
Company information
Brian Moritz
Richard Prelea
Andrew Hall
Craig Harvey
Paul Fletcher
Roy Tucker
Nicholas Hatch
Nigel Wyatt
Ben Harber
60 Gracechurch Street,
London,
EC3V 0HR
Non-Executive Chairman
Chief Executive Officer
Commercial Director
Chief Operations Officer
Finance Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Country of incorporation
United Kingdom
Legal form
Website
Auditors
Nominated & Financial Adviser
Joint Corporate Brokers
Registrars
Public Limited Company
www.vastplc.com
Crowe U.K. LLP
55 Ludgate Hill
London
EC4M ZJW
Beaumont Cornish Limited
Building 3
566 Chiswick High Road
London
W4 5YA
Shore Capital Stockbrokers Limited
Cassini House
57 St James's Street,
London, SW1A 1LD
Axis Capital Markets Ltd
St Clements House
27 Clements Lane
London
EC4N 7AE
Share Registrars Limited
27-28 Eastcastle Street
London, W1W 8DH
Registered number
5414325
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