Horizonte Minerals Plc: Final Results for the Year Ended 31 December 2020

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Horizonte Minerals Plc
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LONDON, April 01, 2021 (GLOBE NEWSWIRE) -- Horizonte Minerals Plc, (AIM: HZM, TSX: HZM) (‘Horizonte’ or ‘the Company’) the nickel company focused on Brazil, announces its final results for the year ended 31 December 2020.

Highlights:

  • Strong cash position of £10.9 million as at 31 December 2020 maintained and supplemented post year end through a £18 million placing in February 2021.

  • Significant progress made on the overall Project Finance package for the development of Araguaia.

  • A syndicate of five international financial institutions mandated for a US$325 million senior debt facility to part fund the development of Araguaia.

  • BNP Paribas, ING Capital LLC, Mizuho Bank, Ltd., Natixis (New York Branch), and Société Générale will act as the Mandated Lead Arrangers

  • Non-binding, conditional term sheet agreed with one major cornerstone equity investor.

  • Value engineering for the Araguaia project completed resulting in a number of improvements to enhance operational performance whilst remaining in line with 2018 Feasibility Study capex and opex values.

  • Appointment of Sepanta Dorri to the Board as Non-Executive Director.

  • Key appointments made across the operational and corporate teams in London and Brazil.

  • Inaugural Sustainability Report published on 17 August 2020. The Company recognises the importance of conveying its efforts and achievements around the areas of environmental stewardship, social responsibility and corporate governance to its various stakeholders as it moves towards construction at Araguaia.

  • The Company has continued to support local communities around its projects through the provision of food parcels and health and hygiene guidance in response to the Covid pandemic.

Post Period Events:

  • Successful completion of a £18 million fundraise with predominately new institutions.

  • Appointment of BMO Capital Market Limited as joint broker.

  • Appointment of Michael Drake as Head of Projects.

  • Award of power line licence to cover the full power requirement of the Araguaia project at nameplate capacity.

For further information, visit www.horizonteminerals.com or contact:

Horizonte Minerals plc
Jeremy Martin (CEO)
Anna Legge (Corporate Communications)

info@horizonteminerals.com
+44 (0) 203 356 2901

Peel Hunt (NOMAD & Joint Broker)
Ross Allister
David McKeown

+44 (0)20 7418 8900



BMO (Joint Broker)
Thomas Rider
Pascal Lussier Duquette
Andrew Cameron



+44 (0) 20 7236 1010

About Horizonte Minerals:
Horizonte Minerals plc is an AIM and TSX-listed nickel development company focused in Brazil. The Company is developing the Araguaia project, as the next major ferronickel mine in Brazil, and the Vermelho nickel-cobalt project, with the aim of being able to supply nickel and cobalt to the EV battery market. Both projects are 100% owned.

CHAIRMAN’S STATEMENT
In a year of unprecedented challenges for us all, I am delighted to report that not only has Horizonte reached significant business and project level milestones but, most importantly, our management team and all our staff have kept safe and well.

The health and well-being of our employees and wider team is our number one priority, and as we continue to tackle the COVID-19 pandemic our dedication to providing a safe and productive workplace will remain at the forefront of our decision-making process. The pandemic has completely changed the way in which we work. Some of these changes we will all be keen to see the end of but, others we will take forward, as we have learnt how to work more effectively, more respectfully and more sustainably.

Operational milestones

Horizonte is on a path to become a significant nickel producer. We are currently in the midst of the transition from being an explorer/developer to becoming a developer/producer. This transition is enabled by securing suitable funding, and this has been our focus for 2020. Araguaia will our first project into production, followed closely by the Vermelho project. The combination of our projects, in conjunction with the looming significant supply deficit in the nickel market, positions Horizonte as a unique opportunity for investors.

During the year the senior management team, working closely alongside Endeavour Financial, has made significant progress in advancing the project financing for Araguaia. This financing package comprises multiple components, and these are all progressing simultaneously. The completion of this funding will be transformational for Horizonte, and we look forward to updating the market on our progress later in the year.

The Vermelho project continues to progress. Our Social and Environmental team has spent the year collecting relevant data for baseline monitoring in preparation for the Environmental and Social Impact Assessment. This assessment is a key requirement for permitting and the feasibility study. With demand from the EV battery market accelerating exponentially, we will be seeking to expedite development of the project.

Growing our team

In addition to progressing our projects, it is critical that Horizonte develops as a major business entity. Most importantly this is about securing the best and most appropriate people required for a company with a large, scalable production profile. During the year we have hired 11 of the industry’s top talent in the areas of project development, project operation and capital markets. I was also delighted to welcome Ms. Sepanta Dorri to the Board as a Non-Executive Director. As the Vice President, Corporate Development at Teck Resources, Sepanta brings a wealth of experience and a fresh perspective to our Board. She has already made a meaningful contribution to the implementation of our overall strategic objectives. Sepanta is our first female board member, and her appointment marks an appointment milestone in promoting and facilitating gender diversity throughout all levels of the Company as we work to build a more representative team. We currently have a 41% female workforce.

Changing the way we work

The COVID-19 pandemic has forced us to work differently, as we adapted to working predominately remotely both from the corporate office in London and the operations in Brazil. During a phase in the Company’s development where all teams need to be in constant contact with multiple stakeholders, this has been a challenge. However, it has been a challenge that we have adapted to and overcome, enabling the Company to continue to reach the milestones necessary to progress. It is testament to the dedication and agility of the entire team that we have been able to report on another successful year in the face of the adverse impacts of the global pandemic.

A positive outcome of these changes has been a greater need to focus on well-being. Led by the senior management team, we have implemented further measures to ensure we are protecting and promoting the health, safety and well-being of our workforce. A greater use of technology has also enabled us to come together as a company more effectively. During the year, we hosted multiple all company video conference calls to update each other on each team’s progress and provide a constructive forum for all employees to ask questions and raise concerns. Whilst we have all missed human interaction, 2020 has taught has how to work more flexibly and more effectively. For example, the senior management team has participated in several international investor roadshows without the need to travel to multiple cities around the world. The savings made, both in time and money, are significant compared to what would have been spent attending in person. This is therefore one of the changes we will consider carefully once the pandemic has passed.

Supporting our communities

In addition to our employees, engagement with our communities has been critical this year. Our social team has worked tirelessly throughout the year to support our local communities in a COVID-safe manner. Advice and guidelines on how to stay safe have constantly changed throughout the year, but Horizonte has been proactive in ensuring our communities received and understood the correct measures in line with the World Health Organisation and the Brazilian Ministry of Health. We have also provided and distributed hundreds of food packages in partnership with the welfare departments of each municipality, to the most vulnerable families in our communities. This work continues into 2021. Horizonte would usually participate in many community engagements and social initiatives throughout the year. Whilst measures required to stop the spread of COVID have significantly limited these activities, the social team has continued to engage with and listen to our local communities, virtually where possible or at a safe physical distance where required. We look forward to returning to our normal level of participation in the community later in 2021.

Sustainability reporting

In August 2020, we published our maiden standalone sustainability report for activities during the financial year 2019. A report such as this is a huge undertaking, and therefore a rarity from junior pre-production companies. We believe this early commitment to sustainability reporting sets Horizonte apart and clearly demonstrates our pledge to the highest levels of sustainability performance. The report outlines our objectives in the areas of environmental stewardship, social development and corporate governance, as well as highlighting the significant work we have undertaken to date. We are committed to publishing a Sustainability Report alongside our Annual Report on an annual basis. This increased reporting schedule encapsulates our core values of transparency and accountability, sustainability and innovation.

The nickel market

Sustainability and innovation have been at the top of the political and media agenda for most of 2020, as all countries work to “build back better” after the COVID pandemic. This has pushed nickel into the commodity limelight. Nickel is a key base metal for building more sustainable societies due to its use in stainless steel and new battery technology. The World Bank reported in its “Minerals for Climate Action: The Mineral Intensity for the Clean Energy Transition” whitepaper that the production of metals such as nickel and cobalt could increase by nearly 500% by 2050 to meet the growing demand for clean energy technologies. In September 2020, Tesla CEO Elon Musk confirmed that high nickel-content batteries are the future for low-cost, long-range electric vehicles at Tesla’s Battery Day. The large stainless steel market and the rapidly expanding battery market are predicted to create a large supply deficit in the nickel market by 2040. Horizonte is one of very few nickel stories ready to supply this deficit, and our projects have the ability to supply both the stainless steel and battery markets.

Outlook

Firstly, I would like to thank Alex Christopher for his many years of service to the Board of Horizonte, and to welcome again Sepanta Dorri and all our other new members to the team in 2020. Secondly, I would like to applaud the hard work, dedication and resilience of all our team members led by our CEO, Jeremy Martin. The COVID-19 pandemic was unfortunately not an isolated event in 2020, it has continued in to 2021 and we will continue to feel its effects well into the medium term. However, with the accelerating rollout of a number of vaccines we are hopeful for a more certain, less interrupted year in 2021.

We continue to be grateful for the support of our shareholders, and we are pleased to see increasing interest in the Horizonte story from new investors and strategic partners. Horizonte has reached an exciting phase of its journey, and we believe we are able to offer a unique and compelling investment opportunity.

Finally, I would like to thank fellow Board members for their contributions through the year.

David Hall
31 March 2021

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF HORIZONTE MINERALS PLC

For Canadian filing purposes

Opinion

We have audited the consolidated financial statements of Horizonte Minerals Plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the years ended 31 December 2020 and 31 December 2019 which comprise the consolidated statement of comprehensive income, the consolidated statement of financial position , the consolidated statement of changes in equity, the consolidated statement of cash flows and notes to the consolidated financial statements including a summary of significant accounting policies.

The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board (IASB). Our audit opinion does not cover the parent company financial statements.

In our opinion:

  • the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the group as at 31 December 2020 and 31 December 2019 and its consolidated financial performance and its cash flows for the years then ended; and

  • the consolidated financial statements have been properly prepared in accordance with IFRSs as issued by the IASB.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the group in accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code) together with the ethical requirements that are relevant to our audit of the group financial statements in the UK, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter

How the scope of our audit addressed the key audit matter



Carrying value of exploration and evaluation assets and mine development property

See notes 4.1, 10 and 11 to the consolidated financial statements

The group holds the Araguaia mine development property carried at a value of £30,706,818 and the Vermelho exploration and evaluation asset carried at a value of £ 6,062,625.

Each year management are required to assess whether there are any indicators that the mine development property and exploration and evaluation asset could be impaired. Management have carried out a review for indicators of impairment and have not identified any indicators.

Reviewing indicators of impairment and assessment of carrying values require significant estimates and judgements and therefore we identified this as a key audit matter.

We have reviewed management’s impairment assessments for both projects and our procedures included the following :

We considered whether management’s assessments of impairment had been carried out in accordance with the requirements of the accounting standards.


Key observations:

Based on our work we concur with management’s assessment of the carrying value of the group’s exploration and evaluation asset and mine development property.

Valuation of Royalty Funding Arrangement See notes 18 and 4.4 of the consolidated financial statements

In the prior year the group entered into a US$25m royalty funding agreement with Orion Mine Finance in exchange for future royalty payments linked to the future revenues of the Araguaia project. The royalty agreement includes a buyback option enabling the Group to reduce the royalty rate and other cash payment options (the call, make whole and put options) for part reduction in the royalty rate, which require the occurrence of certain events.

The accounting for this agreement is complex and therefore management obtained advice from an independent expert. The accounting analysis concluded that the agreement is a hybrid contract that contains a non-derivative host loan and prepayment options in the form of embedded derivatives which should be separated for accounting purposes. The embedded derivatives are initially recognised at fair value and subsequently revalued at each period end. Management has engaged an independent expert to calculate the fair value of the buyback option. The fair value calculation utilised Monte-Carlo simulation methodology.

The call, make whole and put options can only be exercised if two specific events occur, being:

Management assessed the probability of both of these events arising to be remote and have determined the valuation of these options at the inception of the loan and at the year end to be not material.

Judgement was required in determining the accounting treatment of the royalty funding agreement and the approach to valuing the options. The valuation of these financial instruments also required management to make a number of key estimates. Accordingly, the accounting for the royalty funding agreement is considered to be a key audit matter.



Our procedures in relation to the valuation of the royalty funding loan and embedded derivatives are set our below.

In respect of the host loan:

In respect of the fair value of the buyback option:

In respect of the call, make whole and put options:

We discussed with management their basis for concluding that the probability of the events allowing exercise of these options was remote. We corroborated this by reference to press announcements, internal board minutes and other operational documentation and concluded that their assessment was appropriate and supported by the evidence.

Key observations:

Based on our work, we concur with the judgements made by management in accounting for the royalty agreement and that the valuation methodology adopted for the host loan and the options is appropriate.

Other information

The other information comprises the information included in the annual report and the management discussion and analysis, other than the consolidated financial statements and our auditor’s report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Responsibilities of management

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRSs, and for such internal control as management determines 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 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. Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated 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 International Standards on Auditing (ISAs) 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.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the group’s consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group’s internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

  • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in the auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of the auditor’s report. However, future events or conditions may cause the group and the parent company to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation,

  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for the audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The partner in charge of the audit resulting in this independent auditors’ report is Stuart Barnsdall.

BDO LLP, Chartered Accountants

London, United Kingdom

31 March 2021

Consolidated Statement of Comprehensive Income
For the year ended 31 December 2020

Year ended

Year ended

31 December

31 December

2020

2019

Notes

£

£

Administrative expenses

6

(2,949,736

)

(2,563,880

)

Charge for share options granted

-

(326,413

)

Changes in estimate for contingent and deferred consideration

17

-

598,660

Fair value movement

(424,500

)

-

Gain/(Loss) on foreign exchange

751,313

(56,266

)

Operating loss

(2,622,923

)

(2,347,899

)

Finance income

8

236,986

110,036

Finance costs

8

-

(933,351

)

Loss before taxation

(2,385,937

)

(3,171,214

)

Income tax

9

108,526

-

Loss for the year from continuing
operations attributable to owners of the
parent

(2,277,411

)

(3,171,214

)

Other comprehensive income

Items that may be reclassified subsequently to profit or loss

Currency translation differences on translating foreign operations

16

(8,151,944

)

(2,626,939

)

Other comprehensive loss for the year, net of tax

(8,151,944

)

(2,626,939

)

Total comprehensive loss for the year attributable to owners of the parent

(10,429,355

)

(5,798,153

)

Loss per share from continuing operations attributable to owners of the parent

Basic and diluted loss per share (p)

21

(0.157

)

(0.219

)

The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.


Consolidated Statement of Financial Position
Company number: 05676866
As at 31 December 2020

31 December

31 December

2020

2019

Notes

£

£

Assets

Non-current assets

Intangible assets

10

6,220,872

7,057,445

Property, plant & equipment

11

30,839,947

32,260,544

37,060,819

39,317,989

Current assets

Trade and other receivables

270,540

134,726

Derivative financial asset

18

1,756,553

2,246,809

Cash and cash equivalents

12

10,935,563

17,760,330

12,962,656

20,141,865

Total assets

50,023,475

59,459,854

Equity and liabilities

Equity attributable to owners of the parent

Share capital

13

14,493,773

14,463,773

Share premium

14

41,848,306

41,785,306

Other reserves

16

(12,818,874

)

(4,666,930

)

Retained losses

(22,112,503

)

(19,835,092

)

Total equity

21,410,702

31,747,057

Liabilities

Non-current liabilities

Contingent consideration

17

5,927,025

6,246,071

Royalty Finance

18

22,053,341

20,570,411

Deferred tax liabilities

9

-

212,382

27,980,366

27,028,864

Current liabilities

Trade and other payables

17

632,407

683,933

632,407

683,933

Total liabilities

28,612,773

27,712,867

Total equity and liabilities

50,023,475

59,459,854

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

The Financial Statements were authorised for issue by the Board of Directors on 31 March 2021 and were signed on its behalf.

David J Hall

Jeremy J Martin

Chairman

Chief Executive Officer

Company Statement of Financial Position
Company number: 05676866
As at 31 December 2020

31 December

31 December

Notes

2020

£

2019

£

Non-Current Assets

Investment in subsidiaries

26

2,348,142

2,348,042

Loans to Subsidiaries

27

64,692,156

55,413,147

67,040,298

57,761,189

Current assets

Trade and other receivables

96,196

135,376

Cash and cash equivalents

12

5,308,954

17,393,773

5,405,150

17,529,149

Total assets

72,445,448

75,290,338

Equity and liabilities

Equity attributable to equity shareholders

Share capital

13

14,493,773

14,463,773

Share premium

14

41,848,306

41,785,306

Other reserves

16

10,888,760

10,888,760

Retained losses

(13,186,690

)

(16,564,099

)

Total equity

54,044,149

50,573,740

Liabilities

Non-current liabilities

Contingent consideration

17

5,927,025

6,246,071

5,927,025

6,246,071

Current liabilities

Trade and other payables

17

694,110

735,518

Loans from subsidiary

11,780,164

17,735,009

12,474,274

18,470,527

Total liabilities

18,401,299

24,716,598

Total equity and liabilities

72,445,448

75,290,338

The above Company Statement of Financial Position should be read in conjunction with the accompanying notes, profit for the period was £3,377,409 (2019: £ 2,037,780 loss). As permitted by section 408 of the Companies Act 2006, the statement of comprehensive income of the Parent Company is not presented as part of these Financial Statements.

The Financial Statements were authorised for issue by the Board of Directors on 31 March 2021 and were signed on its behalf.

David J Hall

Jeremy J Martin

Chairman

Chief Executive Officer

Consolidated Statement of Changes in Equity
For the year ended 31 December 2020

Attributable to
owners of the parent

Share

Share

Retained

Other

capital

premium

losses

reserves

Total

£

£

£

£

£

As at 1 January 2019

14,325,218

41,664,018

(16,990,290

)

(2,039,991

)

36,958,955

Loss for the year

(3,171,214

)

(3,171,214

)

Other comprehensive income:

Currency translation differences on translating foreign operations

(2,626,939

)

(2,626,939

)

Total comprehensive income for the year

(3,171,214

)

(2,626,939

)

(5,798,153

)

Issue of ordinary shares

138,555

121,288

259,843

Issue costs

Share-based payments

326,413

326,413

Total transactions with owners, recognised directly in equity

138,555

121,288

326,413

586,256

As at 31 December 2019

14,463,773

41,785,306

(19,835,092

)

(4,666,930

)

31,747,057

Loss for the year

(2,277,411

)

(2,277,411

)

Other comprehensive income:

Currency translation differences on translating foreign operations

(8,151,994

)

(8,151,944

)

Total comprehensive income for the year

(2,277,411

)

(8,151,944

)

(10,429,355

)

Issue of ordinary shares

30,000

63,000

93,000

Issue costs

Share-based payments

Total transactions with owners, recognised directly in equity

30,000

63,000

93,000

As at 31 December 2020

14,493,773

41,848,306

(22,112,503

)

(12,818,874

)

21,410,702

A breakdown of other reserves is provided in note 16.

Company Statement of Changes in Equity

Attributable to equity
shareholders

Share

Share

Retained

Merger

capital

premium

losses

reserves

Total

£

£

£

£

£

As at 1 January 2019

14,325,218

41,664,018

(14,852,732

)

10,888,760

52,025,264

Profit and total comprehensive income for the year

(2,037,780

)

(2,037,780

)

Issue of ordinary shares

138,555

121,288

259,843

Issue costs

Share-based payments

326,413

326,413

Total transactions with owners, recognised directly in equity

138,555

121,288

(1,711,367

)

(1,451,524

)

As at 31 December 2019

14,463,773

41,785,306

(16,564,099

)

10,888,760

50,573,740

Profit and total comprehensive income for the year

3,377,409

3,377,409

Issue of ordinary shares

30,000

63,000

93,000

Issue costs

Share-based payments

Total transactions with owners, recognised directly in equity

30,000

63,000

3,377,409

3,470,409

As at 31 December 2020

14,493,773

41,848,306

(13,186,690

)

10,888,760

54,044,149

The above Statements of Changes in Equity should be read in conjunction with the accompanying notes.

Consolidated Statement of Cash Flows
For the year ended 31 December 2020

31 December

31 December

2020

2019

Notes

£

£

Cash flows from operating activities

Loss before taxation

(2,385,936

)

(3,171,214

)

Finance income

(236,986

)

(110,036

)

Finance costs

933,351

Charge for share options granted

326,413

Exchange differences

(751,313

)

(77,072

)

Change in fair value of contingent consideration

(598,660

)

Change in fair value of derivative asset

424,500

-

Operating loss before changes in working capital

(2,949,735

)

(2,697,218

)

Increase in trade and other receivables

(135,814

)

(110,483

)

Increase/(decrease) in trade and other payables

(51,526

)

403,758

Cash used in operating activities

(3,137,075

)

(2,403,943

)

Income taxes paid

(51,071

)

-

Net cash used in operating activities

(3,188,146

)

(2,403,366

)

Cash flows from investing activities

Purchase of exploration and evaluation assets

(3,992,757

)

Purchase of property, plant and equipment

11

(4,153,198

)

(238,701

)

Interest received

151,459

110,036

Net cash used in investing activities

(4,001,739

)

(4,121,422

)

Cash flows from financing activities

Proceeds from issue of royalty funding

18,241,205

Proceeds from issue of ordinary shares

93,000

Net cash generated from financing activities

93,000

18,241,205

Net increase/(decrease) in cash and cash equivalents

(7,045,814

)

11,715,130

Cash and cash equivalents at beginning of year

17,760,330

6,527,825

Exchange gain/(loss) on cash and cash equivalents

221,047

(482,625

)

Cash and cash equivalents at end of the year

12

10,935,563

17,760,330

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.


Company Statement of Cash Flows
For year ended 31 December 2020

31 December

31 December

2020

2019

Notes

£

£

Cash flows from operating activities

Profit/(loss) before taxation

3,428,478

(2,037,780

)

IFRS9 Expected credit loss (credit)/charge

(3,814,254

)

440,579

Finance income

(72,155

)

(78,420

)

Finance costs

445,065

344,952

Charge for share options granted

-

326,413

Exchange differences

(1,491,383

)

(64,047

)

Change in fair value of contingent consideration

(764,109

)

(598,660

)

Depreciation

-

-

Operating profit before changes in working capital

(2,268,358

)

(1,666,961

)

Increase/(decrease) in trade and other receivables

39,180

(116,049

)

(Decrease)/Increase in trade and other payables

(41,409

)

250,387

Cash flows generated from operating activities

(2,270,587

)

(1,532,625

)

Taxes paid

(51,071

)

-

Net Cash flows from operating activities

(2,321,658

)

(1,532,625

)

Cash flows from investing activities

Loans to subsidiary undertakings

(10,363,054

)

(4,353,284

)

Interest received

72,155

78,420

Net cash used in investing activities

(10,290,899

)

(4,274,864

)

Cash flows from financing activities

Proceeds from grant of Royalty

-

18,241,205

Proceeds from issue of ordinary shares

93,000

-

Issue costs

-

-

Net cash generated from financing activities

93,000

18,241,205

Net increase/(decrease) in cash and cash equivalents

(12,519,557

)

12,433,716

Exchange gain/(loss) on cash and cash equivalents

434,738

(527,342

)

Cash and cash equivalents at beginning of year

17,393,773

5,487,399

Cash and cash equivalents at end of the year

12

5,308,954

17,393,773

On the 24 January 2019 the Company issued 13,855,487 shares as a non cash settlement for $330,000 of deferred contingent consideration

The above Company Statement of Cash Flows should be read in conjunction with the accompanying notes.

Notes to the Financial Statements

1 General information

The principal activity of Horizonte Minerals Plc (‘the Company’) and its subsidiaries (together ‘the Group’) is the exploration and development of base metals. The Company’s shares are listed on the AIM market of the London Stock Exchange and on the Toronto Stock Exchange. The Company is incorporated and domiciled in England and Wales. The address of its registered office is Rex House, 4-12 Regents Street, London, SW1Y 4RG.

2 Summary of significant accounting policies

The principal accounting policies applied in the preparation of these Financial Statements are set out below. These policies have been consistently applied to all the years presented.

2.1 Basis of preparation

These Financial Statements have been prepared in accordance with in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and in accordance with International Financial Reporting Standards “IFRS” and their interpretations as issued by the IASB. The Financial Statements have been prepared under the historical cost convention as modified by the revaluation of share based payment charges and the valuation of derivative financial assets which are assessed annually.

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s Accounting Policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the Financial Statements, are disclosed in Note 4.

2.2 Going concern

The Group’s business activities together with the factors likely to affect its future development, performance and position are set out in the Chairman’s Statement on pages [4] and [5]; in addition note [3] to the Financial Statements includes the Group’s objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and its exposure to credit and liquidity risk.

The Financial Statements have been prepared on a going concern basis. Although the Group’s assets are not generating revenues and an operating loss has been reported, the Directors consider that the Group has sufficient funds to undertake its operating activities for a period of at least the next 12 months including any additional expenditure required in relation to its current exploration and development projects. The Group raised $26.2 million in February 2021 by way of issuing new shares and special warrants that are convertible into equity upon the publication of a short for prospectus in Canada. The funds held at the year end along with those raised post year end means the Group has cash reserves which are considered sufficient by the Directors to fund the Group’s committed expenditure both operationally and on its exploration project for the foreseeable future. However, as additional projects are identified and the Araguaia project moves towards production, additional funding will be required.

The uncertainty as to the future impact of the Covid-19 pandemic has been considered as part of the Group’s adoption of the going concern basis. In response to government instructions the Group’s offices in London and Brazil have been closed with staff working from home, international travel has stopped and all site work for the two projects has been restricted to a minimum level. However, a number of the key project milestones are still advancing and are currently on track being run by the teams in a virtual capacity.

Whilst the board considers that the effect of Covid-19 on the Group’s financial results at this time is constrained to inefficiencies due to remote working, restrictions on travel and some minor potential delays to consultants work streams, the Board considers the pandemic could delay the Araguaia project financing timeline by a number of months (this will be dependent on the duration of the effects of the Covid-19 virus across global markets). However, the additional funding described above provides sufficient financing to enable the Company to continue its operations for at least 12 months should any additional cost arise as a result of any potential deterioration in the global Covid-19 situation.

As a result of considerations noted above, the Directors have a reasonable expectation that the Group and Company have adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing these Financial Statements.

2.2 (b) Assessment of the impact of COVID-19

During the period of these financial statements there has been an ongoing significant global pandemic which has had significant knock on effects for the majority of the world’s population, by way of the measures governments are taking to tackle the issue. This represents a risk to the Group’s operations by restricting travel, the potential to detriment the health and wellbeing of its employees, as well as the effects that this might have on the ability of the Group to finance and advance its operations in the timeframes envisaged. The Group has taken steps to try and ensure the safety of its employees and operate under the current circumstances and feels the outlook for its operations remains positive, however risk remain should the pandemic worsen or changes its impact on the Group. The assessment of the possible impact on the going concern position of the Group is set out in the going concern note above. In addition, because of the long term nature of the Group’s nickel projects and their strong project economics management do not consider that COVID has given rise to any impairment indicators. The Group has not received any government assistance.

2.3 Changes in accounting policy and disclosures

a) New and amended standards adopted by the Group

New standards impacting the Group that are adopted in the annual financial statements for the year ended 31 December 2020, are:

Standard

Detail

Effective
date

IFRS 7, IFRS 9, IAS 39

Amendments regarding pre-replacement issues in the context of the IBOR reform

1 January 2020

IAS 1, IAS 8

Amendment – regarding the definition of material

1 January 2020

The adopted amendments have not resulted in any changes to the Group Consolidated Financial Statements.

b) New and amended standards, and interpretations issued but not yet effective for the financial year beginning 1 January 2020 and not early adopted

At the date of authorisation of these Consolidated Financial Statements, the following new standards, amendments and interpretations to existing standards have been published but are not yet effective and have not been adopted early by the Group.

Standard

Detail

Effective date

IFRS 7, IFRS 9, IFRS 16, IAS 39

Amendments regarding pre-replacement issues in the context of the IBOR reform

1 January 2021

IAS 16

Amendments prohibiting a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use

1 January 2022

IAS 37

Amendments regarding the costs to include when assessing whether a contract is onerous

1 January 2022

IAS 1

Amendment – regarding the classification of liabilities

1 January 2023

Management anticipates that all the pronouncements will be adopted in the Group’s accounting policies for the first period beginning after the effective date of the pronouncement.

c) New accounting policy adopted

Following the commencement of the development of the Araguaia mine project the Group has adopted a new accounting policy for capitalisation of borrowing costs. The accounting policy is described in note 2.6 below.

2.4 Basis of consolidation and business acquisitions

Horizonte Minerals Plc was incorporated on 16 January 2006. On 23 March 2006 Horizonte Minerals Plc acquired the entire issued share capital of Horizonte Exploration Limited (HEL) by way of a share for share exchange. The transaction was treated as a group reconstruction and was accounted for using the merger accounting method as the entities were under common control before and after the acquisition.

Subsidiaries are entities controlled by the Group. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

The Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

  • The contractual arrangement with the other vote holders of the investee.

  • Rights arising from other contractual arrangements.

  • The Group’s voting rights and potential voting rights.

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

Other than for the acquisition of HEL as noted above, the Group uses the acquisition method of accounting to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred unless they result from the issuance of shares, in which case they are offset against the premium on those shares within equity.

If an acquisition is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss.

Any contingent consideration to be transferred by the Group is recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or a liability is recognised in accordance with IFRS9 either in profit or loss or as a change in other comprehensive income. The unwinding of the discount on contingent consideration liabilities is recognised as a finance charge within profit or loss. Contingent consideration that is classified as equity is not remeasured, and its subsequent settlement is accounted for within equity.

The excess of the consideration transferred and the acquisition date fair value of any previous equity interest in the acquiree over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognised directly in profit or loss.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with policies adopted by the Group.

Investments in subsidiaries are accounted for at cost less impairment.

The following 100% owned subsidiaries have been included within the consolidated Financial Statements (consistent with the prior year):

Subsidiary undertaking

Held

Registered Address

Country of incorporation

Nature of business

Horizonte Exploration Ltd

Directly

Rex House, 4-12 Regents Street, London SW1Y 4RG

England

Mineral Exploration

Horizonte Minerals (IOM) Ltd

Indirectly

1st Floor, Viking House, St Pauls Square, Ramsey, IM8 1GB, Ilse of Man

Isle of Man

Holding company

HM Brazil (IOM) Ltd

Indirectly

1st Floor, Viking House, St Pauls Square, Ramsey, IM8 1GB, Ilse of Man

Isle of Man

Holding company

Cluny (IOM) Ltd

Indirectly

1st Floor, Viking House, St Pauls Square, Ramsey, IM8 1GB, Ilse of Man

Isle of Man

Holding company

Champol (IOM) ltd

Indirectly

1st Floor, Viking House, St Pauls Square, Ramsey, IM8 1GB, Ilse of Man

Isle of Man

Holding company

Horizonte Nickel (IOM) Ltd

Indirectly

1st Floor, Viking House, St Pauls Square, Ramsey, IM8 1GB, Ilse of Man

Isle of Man

Holding company

Nickel Production Services B.V

Directly

Atrium Building, 8th floor, Strawinskylaan 3127, 1077 ZX, Amsterdam

The Netherlands

Provision of financial services

HM do Brasil Ltda

Indirectly

CNPJ 07.819.038/0001-30 com sede na Avenida Amazonas, 2904, loja 511, Bairro Prado, Belo Horizonte – MG. CEP: 30.411-186

Brazil

Mineral Exploration

Araguaia Níquel Metais Ltda

Indirectly

CNPJ 97.515.035/0001-03 com sede na Avenida Amazonas, 2904, loja 511, Bairro Prado, Belo Horizonte – MG. CEP: 30.411-186

Brazil

Mineral Exploration

Trias Brasil Mineração Ltda

Indirectly

CNPJ 23.282.280/0001-73 com sede na Alameda Ezequiel Dias, n. 427, 2º andar, bairro Funcionários, Município de Belo Horizonte, Estado de Minas Gerais, CEP 30.130-110

Brazil

Mineral Exploration

During the year two wholly owned subsidiaries of the group, Lontra Emprendimentos e Participacões Ltda and Typhon Brasil Mineração Ltda were closed down and their assets transferred to other Brazilian subsidiaries.

2.4 (b) Subsidiaries and Acquisitions
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is recognised where an investor is expected, or has rights, to variable returns from its investment with the investee, and has the ability to affect these returns through its power over the investee. Based on the circumstances of the acquisition an assessment will be made as to whether the acquisition represents an acquisition of an asset or the acquisition of asset. In the event of a business acquisition, the assets, liabilities and contingent liabilities of a subsidiary are measured at their fair value at the date of acquisition. Any excess of the cost of the acquisition over the fair values of the identifiable net assets acquired is recognised as a “fair value” adjustment.

If the cost of the acquisition is less than the fair value of net assets of the subsidiary acquired, the difference is recognised directly in profit or loss. In the event of an asset acquisition assets and liabilities are assigned a carrying amount based on relative fair value.

The results of subsidiaries acquired or disposed of during the year are included in the statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate.

Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies into line with those used by the Group.

Contingent consideration as a result of business acquisitions is included in cost at its acquisition date assessed value and, in the case of contingent consideration classified as a financial liability, remeasured subsequently through the profit and loss.

2.5 Intangible Assets

(a) Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets, liabilities and contingent liabilities of the acquired subsidiary at the date of acquisition. Goodwill arising on the acquisition of subsidiaries is included in ‘intangible assets’. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

Goodwill is allocated to cash generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose, identified according to operating segment.

(b) Exploration and evaluation assets

The Group capitalises expenditure in relation to exploration and evaluation of mineral assets when the legal rights are obtained and are initially valued and subsequently carried at cost less any subsequent impairment. Expenditure included in the initial measurement of exploration and evaluation assets and which are classified as intangible assets relate to the acquisition of rights to explore, topographical, geological, geochemical and geophysical studies, exploratory drilling, trenching, sampling and activities to evaluate the technical feasibility and commercial viability of extracting a mineral resource.

Exploration and evaluation assets arising on business combinations are included at their acquisition-date fair value in accordance with IFRS 3 (revised) ‘Business combinations’. Other exploration and evaluation assets and all subsequent expenditure on assets acquired as part of a business combination are recorded and held at cost.

Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an asset may exceed its recoverable amount. The assessment is carried out by allocating exploration and evaluation assets to cash generating units, which are based on specific projects or geographical areas.

Impairment reviews for deferred exploration and evaluation expenditure are carried out on a project by project basis, with each project representing a potential single cash generating unit. In accordance with the requirements of IFRS 6, an impairment review is undertaken when indicators of impairment arise such as:

(i) unexpected geological occurrences that render the resource uneconomic;

(ii) title to the asset is compromised;

(iii) variations in mineral prices that render the project uneconomic;

(iv) substantive expenditure on further exploration and evaluation of mineral resources is neither budgeted nor planned; and

(v) the period for which the Group has the right to explore has expired and is not expected to be renewed.

See note 2.7 for impairment review process if impairment indicators are identified.

Whenever the exploration for and evaluation of mineral resources does not lead to the discovery of commercially viable quantities of mineral resources or the Group has decided to discontinue such activities of that unit, the associated expenditures are written off to profit or loss. Whenever a commercial discovery is the direct result of the exploration and evaluation assets, upon the decision to proceed with development of the asset and initial funding arrangements are in place the costs shall be transferred to a Mine Development asset within property, plant and equipment.

(c) Acquisitions of Mineral Exploration Licences

Acquisitions of Mineral Exploration Licences through acquisition of non-operational corporate structures that do not represent a business, and therefore do not meet the definition of a business combination, are accounted for as the acquisition of an asset and recognised at the fair value of the consideration. Related future consideration if contingent is recognised if it is considered that it is probable that it will be paid.

2.6 Property, plant and equipment
Mine development property

Following determination of the technical feasibility and commercial viability of a mineral resource, the relevant expenditure is transferred from exploration and evaluation assets to mine development property.

Further development costs are capitalised to mine development properties, if and only if, it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably. Cost is defined as the purchase price and directly attributable costs. Once the asset is considered to be capable of operating in a manner intended by management, commercial production is declared, and the relevant costs are depreciated. Evaluated mineral property is carried at cost less accumulated depreciation and accumulated impairment losses.

Short lived Property, plant and equipment

All other property, plant and equipment such as office equipment and vehicles are stated at historic cost less accumulated depreciation. Historic cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. Major repairs and maintenance are capitalised, all other repairs and maintenance costs are charged to profit or loss during the financial period in which they are incurred.

Depreciation and amortisation

Mine development property is not depreciated prior to commercial production but is reviewed for impairment annually (see “Impairment of assets” section below). Upon commencement of commercial production, mine development property is transferred to a mining property and is depreciated on a units-of-production basis. Only proven and probable reserves are used in the tonnes mined units of production depreciation calculation.

Depreciation is charged on a straight-line basis for all other property, plant and equipment, so as to write off the cost of assets, over their estimated useful lives, using the straight-line method, on the following bases:

Office equipment

25%

Vehicles and other field equipment

25% – 33%

The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.

An asset’s carrying amount is written down immediately to its recoverable amount if the assets carrying amount is greater than its estimated recoverable amount.

Capitalisation of borrowing costs

Borrowing costs are expensed except where they relate to the financing of construction or development of qualifying assets. Borrowing costs directly related to financing of qualifying assets in the course of construction are capitalised to the carrying value of the Araguaia mine development property. Where funds have been borrowed specifically to the finance the Project, the amount capitalised represents the actual borrowing costs incurred net of all interest income earned on the temporary re-investment of these borrowings prior to utilisation. Borrowing costs capitalised include:

  • Interest charge on royalty finance

  • Adjustments to the carrying value of the royalty finance

  • Unwinding of discount and adjustment to carrying value on contingent consideration payable for Araguaia

The capitalisation of adjustments to the carrying values as a result of changes in estimates is an accounting policy choice under IFRS and management have selected to capitalise.

All other borrowing costs are recognized as part of interest expense in the year which they are incurred.

2.7 Impairment of non-financial assets

Assets that have an indefinite useful life, such as goodwill are not subject to amortisation and are tested annually for impairment. Exploration assets and property, plant and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date.

2.8 Foreign currency translation

(a) Functional and presentation currency

Items included in the Financial Statements of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the ‘functional currency’). The functional currency of the UK and Isle of Man entities is Pounds Sterling and the functional currency of the Brazilian entities is Brazilian Real. The functional currency of the project financing subsidiary incorporated in the Netherlands is USD. The Consolidated Financial Statements are presented in Pounds Sterling, rounded to the nearest pound, which is the Company’s functional and Group’s presentation currency.

(b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where such items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

(c) Group companies

The results and financial position of all the Group’s entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

(1) assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;

(2) each component of profit or loss is translated at average exchange rates during the accounting period (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and

(3) all resulting exchange differences are recognised in other comprehensive income.

On consolidation, exchange differences arising from the translation of the net investment in foreign entities, and of monetary items receivable from foreign subsidiaries for which settlement is neither planned nor likely to occur in the foreseeable future are taken to other comprehensive income. When a foreign operation is sold, such exchange differences are recognised in profit or loss as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and retranslated at the end of each reporting period.

2.9 Financial instruments

Financial instruments are measured as set out below. Financial instruments carried on the statement of financial position include cash and cash equivalents, trade and other receivables, trade and other payables, derivative assets, royalty finance liability and loans to group companies.

Financial instruments are initially recognised at fair value when the group becomes a party to their contractual arrangements. Transaction costs directly attributable to the instrument’s acquisition or issue are included in the initial measurement of financial assets and financial liabilities, except financial instruments classified as at fair value through profit or loss (FVTPL). The subsequent measurement of financial instruments is dealt with below.

Financial assets

On initial recognition, a financial asset is classified as:

  • Amortised cost;

  • Fair value through other comprehensive income (FVTOCI) - equity instruments; or

  • FVTPL.

The group does not currently have any financial assets classified as FVTOCI.

Fair value through profit or loss

This category comprises in-the-money derivatives. They are carried in the statement of financial position at fair value with changes in fair value recognised in the profit loss statement.

Amortised cost

Financial assets that arise principally from assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows 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.

Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains or losses, together with foreign exchange gains or losses. Impairment losses are presented as separate line item in the statement of profit or loss. A gain or loss on a debt investment that is subsequently measured at FVTPL is recognised in profit or loss and presented net within other gains or losses in the period in which it arises. On derecognition of a financial asset, the difference between the proceeds received or receivable and the carrying amount of the asset is included in profit or loss.

Financial assets at amortised cost consist of trade receivables and other receivables (excluding taxes), cash and cash equivalents, and related party intercompany loans

Impairment provisions for receivables and loans to related parties are recognised based on using the general approach to determine if there has been a significant increase in credit risk since initial recognition and whether the receivables and loans are credit impaired. The methodology used to determine the amount of the provision is based on whether there has been a significant increase in credit risk since initial recognition of the financial asset. For those where the credit risk has not increased significantly since initial recognition of the financial asset, twelve month expected credit losses along with gross interest income are recognised. For those for which credit risk has increased significantly, lifetime expected credit losses along with the gross interest income are recognised. For those that are determined to be credit impaired, lifetime expected credit losses along with interest income on a net basis are recognised.

Cash and cash equivalents

Cash and cash equivalents are carried in the statement of financial position at cost. For the purpose of the cash flow statement, cash and cash equivalents comprise cash on hand, deposits held at call with banks, other short term highly liquid investments with a maturity of three months or less at the date of purchase.

Financial liabilities

The Group classifies its financial liabilities into one of two categories, depending on the purpose for which the liability was acquired.

Fair value through profit or loss

The group does not currently have any financial liabilities carried at Fair value through Profit and loss.

Other financial liabilities

Financial liabilities are initially valued at fair value and subsequently measured at amortised cost using the effective interest method, except for financial liabilities designated at fair value through profit or loss, that are carried subsequently at fair value with gains and losses recognised in the profit and loss statement.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period.

The Group’s financial liabilities initially measured at fair value and subsequently recognised at amortised cost include accounts payables and accrued liabilities as well as the Group’s Royalty liability.

2.10 Taxation

The tax credit or expense for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

The charge for current tax is calculated on the basis of the tax laws enacted or substantively enacted by the end of the reporting period in the countries where the company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred tax is accounted for using the liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill; deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss.

Deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Deferred tax assets are recognised on tax losses carried forward to the extent that the realisation of the related tax benefit through future taxable profits is probable.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred tax assets and liabilities relate to taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

Deferred tax is calculated at the tax rates (and laws) that have been enacted or substantively enacted by the Statement of Financial Position date and are expected to apply to the period when the asset is realised or the liability is settled.

Deferred tax assets and liabilities are not discounted.

2.11 Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

2.12 Trade payables

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.

Trade payables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method.

2.13 Leases

All leases are accounted for by recognising a right-of-use assets due to a lease liability except for:

> Lease of low value assets; and

> Leases with duration of 12 months or less

The Group only has such short duration leases and lease payments are charged to the income statement.

2.14 Share-based payments and incentives

The Group operates equity-settled, share-based compensation plans, under which the entity receives services from employees as consideration for equity instruments (options) of the Group. The fair value of employee services received in exchange for the grant of share options are recognised as an expense. The total expense to be apportioned over the vesting period is determined by reference to the fair value of the options granted:

> including any market performance conditions;

> excluding the impact of any service and non-market performance vesting conditions; and

> including the impact of any non-vesting conditions.

Non-market performance and service conditions are included in assumptions about the number of options that are expected to vest. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each reporting period the Group revises its estimate of the number of options that are expected to vest.

It recognises the impact of the revision of original estimates, if any, in profit or loss, with a corresponding adjustment to equity.

When options are exercised, the Company issues new shares. The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium.

The fair value of goods or services received in exchange for shares is recognised as an expense.

2.15 Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Executive Officer, the Company’s chief operating decision-maker (“CODM”).

2.16 Finance income

Interest income is recognised using the effective interest method, taking into account the principal amounts outstanding and the interest rates applicable.

2.17 Provisions and Contingent Liabilities
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount can be reliably estimated.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as finance cost.

Contingent liabilities are potential obligations that arise from past events and whose existence will only be confirmed by the occurrence of one or more uncertain future events that, however, are beyond the control of the Group. Furthermore, present obligations may constitute contingent liabilities if it is not probable that an outflow of resources will be required to settle the obligation, or a sufficiently reliable estimate of the amount of the obligation cannot be made.

The company has contingent consideration arising in respect of mineral asset acquisitions. Details are disclosed in note 4.2.

Restoration, Rehabilitation and Environmental Provisions

Management uses its judgement and experience to provide for and amortise the estimated mine closure and site rehabilitation over the life of the mine. Provisions are discounted at a risk-free rate and cost base inflated at an appropriate rate. The ultimate closure and site rehabilitation costs are uncertain and cost estimates can vary in response to many factors including changes to relevant legal requirements or the emergence of new restoration techniques. The expected timing and extent of expenditure can also change, for example in response to changes in ore reserves or processing levels. As a result, there could be significant adjustments to the provisions established which could affect future financial results. Currently there is no provision as all restoration and rehabilitation for activities undertaken to date in line with the agreements for access to land. Once construction and mining operations commence however this is anticipated to become more significant.

Trade and other payables
Accounts payable and other short term monetary liabilities, are initially recognised at fair value, which equates to the transaction price, and subsequently carried at amortised cost using the effective interest method.

3 Financial risk management

The Group is exposed through its operations to the following financial risks:

  • Credit risk

  • Interest rate risk

  • Foreign exchange risk

  • Price risk, and

  • Liquidity risk.

In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note describes the Group's objectives, policies and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements. There have been no substantive changes in the Group's exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in this note.

(i) Principal financial instruments

The principal financial instruments used by the Group, from which financial instrument risk arises, are as follows:

  • Trade and other receivables

  • Cash and cash equivalents

  • Trade and other payables

  • Royalty finance

  • Derivative financial assets

3.1 Financial risk factors

The main financial risks to which the Group’s activities are exposed are liquidity and fluctuations on foreign currency. The Group’s overall risk management programme focusses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance.

Risk management is carried out by the Board of Directors under policies approved at the quarterly Board meetings. The Board frequently discusses principles for overall risk management including policies for specific areas such as foreign exchange.

(a) Liquidity risks

In keeping with similar sized mineral exploration groups, the Group’s continued future operations depend on the ability to raise sufficient working capital through the issue of equity share capital. Liquidity risk arises from the Group's management of working capital and the expenditure profile of the group. At present is does not have any finance charges and principal repayments that require settlement as the only liabilities it has are contingent upon reaching production. There is however a risk that the Group will encounter difficulty in meeting its financial obligations as they fall due. The Group's policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due. To achieve this aim, it seeks to maintain cash balances (or agreed facilities) to meet expected requirements for a period of at least 6 months. All cash, with the exception of that required for immediate working capital requirements, is held on short-term deposit.

The Board receives rolling 12-month cash flow projections on a quarterly basis as well as information regarding cash balances and (as noted above) the value of the Group's deposits. At the end of the financial year, these projections indicated that the Group expected to have sufficient liquid resources to meet its obligations under all reasonably expected circumstances. The liquidity risk of each group entity is managed centrally by the group treasury function. Each operation has a facility with group treasury, the amount of the facility being based on budgets. The budgets are set locally and agreed by the board in advance, enabling the Group's cash requirements to be anticipated.

The following table sets out the contractual maturities of undiscounted financial liabilities:

Group

At 31 December 2020

Up to 3
Months

Between 3 &
12 Months

Between 1 &
2 Years

Between 2 &
5 Years

Over 5 years

£

£

£

£

£

Trade & other payables

632,407

-

-

-

Royalty financing arrangement

-

-

-

9,263,974

148,448,937

Contingent consideration

-

-

-

3,659,485

4,391,382

Total

632,407

-

-

12,923,459

152,840,319

The cash flows related to the royalty finance represent the estimated future payments in future years.

At 31 December 2019

Up to 3
Months

Between 3 &
12 Months

Between 1 &
2 Years

Between 2 &
5 Years

Over 5 years

£

£

£

£

£

Trade & other payables

683,933

-

-

-

Royalty financing arrangement

-

-

-

8,781,200

136,016,637

Contingent consideration

-

-

-

8,295,626

-

Total

683,933

-

-

17,076,826

136,016,637

The cash flows related to the royalty finance represent the estimated future payments in future years.

Company

At 31 December 2020

Up to 3
Months

Between 3 &
12 Months

Between 1 &
2 Years

Between 2 &
5 Years

Over 5 years

£

£

£

£

£

Trade & other payables

280,179

-

-

-

-

Intercompany loans

12,194,094

-

-

-

-

Contingent consideration

-

-

-

3,659,485

4,391,382

Total

12,474,273

-

-

3,659,485

4,391,382


At 31 December 2019

Up to 3
Months

Between 3 &
12 Months

Between 1 &
2 Years

Between 2 &
5 Years

Over 5 years

£

£

£

£

£

Trade & other payables

735,518

-

-

-

-

Intercompany loans

17,735,009

-

-

-

-

Contingent consideration

-

-

-

8,295,626

-

Total

18,470,527

-

-

8,295,626

-

(b) Foreign currency risks

The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Brazilian Real, US Dollar and the Pound Sterling.

Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations that are denominated in a foreign currency. The Group holds a proportion of its cash in US Dollars and Brazilian Reals to hedge its exposure to foreign currency fluctuations and recognises the profits and losses resulting from currency fluctuations as and when they arise. The volume of transactions is not deemed sufficient to enter into forward contracts.

At 31 December 2020, if the Brazilian Real had weakened/strengthened by 20% against Pound Sterling with all other variables held constant, post tax loss for the year would have been approximately £1,204,049 (2019: £102,936) lower/higher mainly as a result of foreign exchange losses/gains on translation of Brazilian Real expenditure and denominated bank balances. If the USD:GBP rate had increased by 5% the effect would be £372,488 (2019: £799,698).

As of 31 December 2020 the Group's net exposure to foreign exchange risk was as follows:

Functional Currency

Group

USD
2020

USD
2019

GBP
2020

GBP
2019

BRL
2020

BRL
2019

Total
2020

Total
2019

Currency of net

£

£

£

£

£

£

£

£

Financial assets/(liabilities)

GBP

-

-

-

-

-

-

-

-

USD

-

-

(1,440,779

)

10,822,512

-

-

(1,440,779

)

10,822,512

BRL

5,433,840

-

-

-

-

5,433,840

-

CAD

-

-

57,683

28,686

-

-

57,683

28,686

EUR

72,610

-

-

-

-

-

72,610

-

Total net exposure

5,506,450

-

(1,383,096

)

10,851,198

-

-

4,123,354

10,851,198


Company

GBP
2020

GBP
2019

Total
2020

Total
2019

Currency of net

£

£

£

£

Financial assets/liabilities

USD

(1,569,868

)

10,822,512

(1,569,868

)

10,822,512

CAD

30,000

28,686

30,000

28,686

Total net exposure

(1,539,868

)

10,851,198

(1,539,868

)

10,851,198

(c) Interest rate risk

As the Group has no borrowings, it is not exposed to interest rate risk on financial liabilities. The Group’s interest rate risk arises from its cash held on short-term deposit for which the Directors use a mixture of fixed and variable rate deposits. As a result, fluctuations in interest rates are not expected to have a significant impact on profit or loss or equity.

(d) Commodity price risk

The group is exposed to the price fluctuation of its primary product from the Araguaia project, being FerroNickel. The Group has a royalty over its Araguaia project which is denominated as a fixed percentage of the product over a certain number of tonnes produced. Given the Group is current in the development phase and is not yet producing any revenue, the costs of managing exposure to commodity price risk exceed any potential benefits. The Directors monitor this risk on an ongoing basis and will review this as the group moves towards production. The Groups exposure to nickel price amounted to the carrying value of the Royalty liability of £22,053,341 (2019: £20,570,411). If the long term nickel price assumption used in the estimation were to increase or decrease by 10% then the effect on the carrying value of the liability would be an increase/decrease of £2,279,818 (2019: £2,107,418).

(e) Credit risk

Credit risk arises from cash and cash equivalents and outstanding receivables including intercompany loan receivable balances. The Group maintains cash and short-term deposits with a variety of credit worthy financial institutions and considers the credit ratings of these institutions before investing in order to mitigate against the associated credit risk.

The Company’s exposure to credit risk amounted to £10,935,563, (2019: £17,760,330) and represents the Group cash positions.

The Company’s exposure to credit risk amounted to £70,001,110, (2019: £73,189,301). Of this amount £64,692,156 (2019: £55,795,528) is due from subsidiary companies and £5,308,954 represents cash holdings (2019: £17,393,773). See note 27 for adjustments for provisions for expected credit losses for the intercompany receivables from subsidiary companies.

3.2 Capital risk management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern, in order to provide returns for shareholders and to enable the Group to continue its exploration and evaluation activities. The Group has no repayable debt at 31 December 2020 and defines capital based on the total equity of the Group. The Group monitors its level of cash resources available against future planned exploration and evaluation activities and may issue new shares in order to raise further funds from time to time.

As indicated above, the Group holds cash reserves on deposit at several banks and in different currencies until they are required and in order to match where possible with the corresponding liabilities in that currency.

3.3 Fair value estimation

The carrying values of trade receivables and payables are assumed to be approximate to their fair values, due to their short-term nature. The value of contingent consideration is estimated by discounting the future expected contractual cash flows at the Group’s current cost of capital of 7% based on the interest rate available to the Group for a similar financial instrument.

During the prior year the Group entered into a royalty funding arrangement with Orion Mine Finance securing a gross upfront payment of $25,000,000 before fees in exchange for a royalty over the first 426k tonnes of nickel produced from the Araguaia Ferronickel project. The agreement includes several prepayment options embedded within the agreement enabling the Group to reduce the royalty rate, these options are carried at fair value. Details of this agreement are included in note [18].

The future expected nickel price and, volatility of the nickel prices are key estimates that are critical in the fair value of the Buy Back Option associated with the Royalty financing.

The fair value of cash, other receivables, accounts payable and accrued liabilities approximate their carrying values due to the short-term nature of the instruments.

Fair value measurements recognised in the statement of financial position subsequent to initial fair value recognition can be classified into Levels 1 to 3 based on the degree to which fair value is observable.

Level 1 – Fair value measurements are those derived from quoted prices in active markets for identical assets and liabilities.

Level 2 – Fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly, or indirectly.

Level 3 – Fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data.

Information relating to the basis of determination of the level 3 fair value for the buyback option and consideration of sensitivity to changes in estimates is disclosed in note [18b]). ]

There were no transfers between any levels of the fair value hierarchy in the current or prior years.

4 Critical accounting estimates and judgements

The preparation of the Financial Statements in conformity with IFRSs requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the end of the reporting period and the reported amount of expenses during the year. Actual results may vary from the estimates used to produce these Financial Statements.

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Significant items subject to such estimates and judgements include, but are not limited to:

Estimates

Company – Application of the expected credit loss model prescribed by IFRS 9

IFRS 9 requires the Parent company to make assumptions when implementing the forward-looking expected credit loss model. This model is required to be used to assess the intercompany loan receivables from the company’s Brazilian subsidiaries for impairment.

Arriving at the expected credit loss allowance involved considering different scenarios for the recovery of the intercompany loan receivables, the possible credit losses that could arise and the probabilities for these scenarios. The following was considered; the exploration project risk for Vermelho as well as the potential economics as derived from the PFS, positive NPV of the Araguaia projects as demonstrated by the Feasibility Study, ability to raise the finance to develop the projects, ability to sell the projects, market and technical risks relating to the project, participation of the subsidiaries in the Araguaia projects. See note 27 for a discussion on the adjustment passed concerning the impairment loss.

Valuation of derivative financial assets

Valuing derivatives inherently relies on a series of estimates and assumptions to derive what is deemed to be a fair value estimate for a financial instrument. The royalty financing arrangement entered into by the Group includes a Buyback option, an embedded derivatives which was valued using a Monte Carlo simulation method. This methodology of determining fair value is reliant upon estimations including the probability of certain scenarios occurring, the estimated production rate and timeline of production from the Araguaia project, future nickel prices as well as discount factors. The most important estimates in determining the valuation of the Buyback option are the future nickel price and its price volatility. The sensitivity of the valuation to these estimates are considered in note 18b).

Judgements

4.1 Impairment of exploration and evaluation costs

Exploration and evaluation costs which relate solely to Vermelho have a carrying value at 31 December 2020 of [£6,062,624] (2019: £6,846,859). Each exploration project is subject to an annual review by either a consultant or senior company geologist to determine if the exploration results returned to date warrant further exploration expenditure and have the potential to result in an economic discovery. This review takes into consideration long-term metal prices, anticipated resource volumes and grades, permitting and infrastructure. In the event that a project does not represent an economic exploration target and results indicate there is no additional upside, a decision will be made to discontinue exploration. The judgement exercised by management relates to whether there is perceived to be an indicator of impairment and that management have concluded that there is not, due to the recovery in the Nickel prices, favourable economics of the Pre-Feasibility Study as well as the fundamentals of the nickel market and expected supply gap in the mid-term.

4.2 Contingent consideration

Contingent consideration has a carrying value of £5,927,026 at 31 December 2020 (2019: £6,246,071). There are two contingent consideration arrangements in place as at 31 December 2020:

  • Payable to Glencore in respect of the Araguaia acquisition - $5m

  • Payable to Vale in respect of the Vale acquisition - $6m

In prior years Management judged that the projects had advanced to a stage that it was probable that the consideration would be paid and so should be recognised in full. This remains the position. In addition, a key estimate in determining the estimated value of the contingent consideration for both Glencore and Vale is the timing of the assumed date of first commercial production.

Please refer to Note [17] for an analysis of the contingent and deferred consideration.

4.3 Current and deferred taxation

The Group is subject to income taxes in numerous jurisdictions. Judgment is required in determining the worldwide provision for such taxes. The Group recognises liabilities for anticipated tax issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will affect the current and deferred income tax assets and liabilities in the period in which such determination is made.

Deferred tax liabilities have been recognised on the fair value gains in exploration assets arising on the acquisitions of Araguaia Níquel Metais Ltda (formerly Teck Cominco Brasil S.A) and Lontra Empreendimentos e Participações Ltda in 2010. A deferred tax asset in respect of the losses has been recognised on acquisition of Araguaia Níquel Metais Ltda to the extent that it can be set against the deferred tax liability arising on the fair value gains. In determining whether a deferred tax asset in excess of this amount should be recognized management must make an assessment of the probability that the tax losses will be utilized and a deferred tax asset is only recognised if it is considered probable that the tax losses will be utilized.

Other estimates include but are not limited to future cash flows associated with assets, useful lives for depreciation and fair value of financial instruments.

4.4 Accounting for the royalty finance arrangements

The Group has a $25m royalty funding arrangement which was secured in order to advance the Araguaia project towards construction. The royalty pays a fixed percentage of revenue to the holder for production from the first 426k tonnes of nickel produced from the Araguaia project. The treatment of this financing arrangement as a financial liability, calculated using the effective interest rate methodology is a key judgement that was made by the Company in the prior year and which was taken following obtaining independent expert advice. The carrying value of the financing liability is driven by the expected future cashflows payable to the holder on the basis of the production profile of the mine property. It is also sensitive to assumptions regarding the royalty rate, which can vary based upon the start date for construction of the project and future nickel prices. The contract includes certain embedded derivatives, including the Buy Back Option which has been separated and carried at fair value through profit and loss.

The future price of nickel and date of commencement of commercial production are key estimates that are critical in the determination of the carrying value of the royalty liability.

The future expected nickel price and, volatility of the nickel prices are key estimates that are critical in the determination of the fair value of the Buy Back Option associated with the Royalty financing.

Further information relating to the accounting for this liability, the embedded derivative and the sensitivity of the carrying value to these estimates is provided in note 18a) and 18b).

4.5 Determination of commencement of capitalisation of borrowing costs

The date at which the Group commenced capitalisation of borrowing costs was determined to be the point at which the Araguaia Project moved forwards with undertaking an exercise of value engineering to get the project construction ready. This was deemed by management to be at the start of 2020.

5 Segmental reporting

The Group operates principally in the UK and Brazil, with operations managed on a project by project basis within each geographical area. Activities in the UK are mainly administrative in nature whilst the activities in Brazil relate to exploration and evaluation work. The separate subsidiary responsible for the project finance for the Araguaia Project is domiciled in the Netherlands. The operations of this entity are reported separately and so it is recognised as a new segment. The reports used by the chief operating decision-maker are based on these geographical segments.





2020

UK
2020
£

Brazil
2020
£

Netherlands
2020
£

Total
2020
£

Intragroup sales

219,844

(219,884

)

-

-

Administrative expenses

(2,488,200

)

(292,492

)

(169,044

)

(2,949,738

)

Profit/(loss) on foreign exchange

1,491,281

(547,877

)

(192,091

)

751,313

Loss from operations per reportable segment

(777,073

)

(1,218,233

)



(361,135



)

(2,198,423

)

Finance income

236,986

-

-

236,986

Finance costs

-

-

-

-

Changes in estimate for contingent and deferred consideration

-

-

-

-

Fair value movement

-

-

(424,500

)

(424,500

)

Loss before taxation

(540,089

)

(1,218,233

)

(785,635

)

(2,385,937

)

Depreciation charges

-

-

-

-

Additions to non-current assets

-

4,017,419

-

4,017,419

Capitalisation of borrowing costs

-

2,100,521

-

2,100,521

Reportable segment assets

42,658,016

1,960,308

50,023,475

Reportable segment non-current assets

-

37,060,819

-

37,060,819

Reportable segment liabilities

5,927,122

346,127

22,059,443

28,377,692


2019

UK
2019
£

Brazil
2019
£

Netherlands
2019
£

Intragroup sales

171,712

(171,712

)

-

-

Administrative expenses

(1,840,348

)

(723,532

)

-

(2,563,880

)

Loss on foreign exchange

6,796

(78,843

)

15,782

(56,266

)

Loss from operations per reportable segment

(1,833,552

)

(802,376

)



15,782

(2,620,146

)

Finance income

78,420

31,616

-

110,036

Finance costs

(344,953

)

-

(588,398

)

(933,351

)

Share based payment charge

(326,413

)

-

-

(326,413

)

Changes in estimate for contingent and deferred consideration

598,660

-

-

598,660

Fair value movement

-

-

-

-

Loss before taxation

(1,827,838

)

(770,760

)

(572,616

)

(3,171,214

)

Depreciation charges

-

-

-

-

Additions to non-current assets

-

3,595,775

-

3,595,775

Reportable segment assets

17,785,624

39,428,141

2,246,089

59,459,854

Reportable segment non-current assets

-

39,317,989

-

39,317,989

Reportable segment liabilities

6,572,952

569,434

20,925,425

28,067,791

Inter segment revenues are calculated and recorded in accordance with the underlying intra group service agreements.

A reconciliation of adjusted loss from operations per reportable segment to loss before tax is provided as follows:

2020
£

2019
£

Loss from operations per reportable segment

(2,198,423

)

(2,620,146

)

Changes in estimate for contingent and deferred consideration (refer note 17)

-

598,660

Charge for share options granted

-

(326,413

)

Fair value movement on derivative

(424,500

)

-

Finance income

236,986

110,036

Finance costs

-

(933,351

)

Tax credit/(charge)

108,526

-

Loss for the year from continuing operations

(2,277,411

)

(3,171,214

)

An analysis of non current assets by geographic region is shown below:

2020

2019

Group

£

£

Netherlands

2,334,039

-

Isle of Man

15,151,088

-

Brazil

19,575,692

39,317,989

Total

37,060,819

39,317,989

This has been presented following the restructuring of the group to include closure of two subsidiaries that are no longer required and the transfer of some project related assets and intercompany loans within the group.

6 Expenses by nature

2020

2019

Group

£

£

Employment related costs

1,067,047

1,070,636

Professional fees

1,093,299

615,579

Exploration costs expensed

343,695

723,628

Other

445,695

154,037

Total Administrative expenses

2,949,736

2,563,880

Charge for share options granted

326,413

Depreciation (note 11)

7 Auditor remuneration

During the year the Group (including its overseas subsidiaries) obtained the following services from the Company’s auditor and its associates:

Group

2020
£

2019
£

Fees payable to the Company’s auditor and its associates for the audit of the parent company and consolidated financial statements

64,700

47,300

Fees payable to the Company’s auditor and its associates for other services:
– Audit of subsidiaries

10,000

7,000

– Audit related assurance services

35,000

-

–Tax compliance services

35,244

48,563

8 Finance income and costs

Group

2020
£

2019
£

Finance income:

– Interest income on cash and short-term bank deposits

151,459

110,036

Finance costs:

– Contingent consideration: unwinding of discount

(445,066

)

(344,953

)

– Contingent consideration: change in estimates

764,109

– Amortisation of royalty financing

(3,244,873

)

(572,294

)

– Adjustment of royalty financing from change in estimates

910,834

(91,476

)

– movement in fair value of derivative asset

-

75,372

Total finance costs

(1,863,537

)

(933,351

)

Less finance costs capitalised

2,100,521

Net finance income

236,986

(823,315

)

Interest costs that are directly attributable to the development of a qualifying asset have been capitalised. This represents 100% of the interest on the financing obtained for the Araguaia project, and is a capitalisation rate of 14.5%.

9 Income Tax

Group

2020
£

2019
£

Tax charge:

Current tax charge for the year

(51,071

)

Deferred tax credit for the year

159,597

Tax on loss for the year

108,526

Reconciliation of current tax

Group

2020
£

2019
£

Loss before income tax

(2,385,936

)

(3,171,214

)

Current tax at 19% (2019: 19%)

(453,328

)

(602,530

)

Effects of:

Expenses not deducted for tax purposes

255,888

281,391

Utilisation of tax losses brought forward

Tax losses carried forward for which no deferred income tax asset was recognised

83,060

473,130

Prior year adjustment

(51,071

)

Effect of higher overseas tax rates

114,380

(88,990

)

Total tax

(51,071

)

No tax charge or credit arises on the loss for the year.

The corporation tax rate in Brazil is 34%, the Netherlands 21% and the United Kingdom 19%. The group incurred expenses in all of these jurisdictions during the year, in 2019 and 2020 the effective rate was 19% as all of the losses arose in the UK.

Deferred income tax

An analysis of deferred tax assets and liabilities is set out below.

Group

2020
£

2019
£

Deferred tax assets

1,624,891

1,412,509

Deferred tax liabilities

– Deferred tax liability to be settled after more than 12 months

1,624,891

1,624,891

Deferred tax liabilities (net)

-

(212,382

)

The movement on the net deferred tax liabilities is as follows:

Group

2020
£

2019
£

At 1 January

(212,382

)

(228,691

)

Exchange differences

52,785

16,309

Adjustment to Deferred tax

159,597

-

At 31 December

-

(212,382

)

Deferred tax assets are recognised on tax losses carried forward to the extent that the realisation of the related tax benefit through future taxable profits is probable.

Deferred tax liabilities are recognised in respect of fair value adjustments to the carrying value of intangible assets as a result of the acquisition of such assets.

The Group has tax losses of approximately £17,603,004 (2019: £16,810,975) in Brazil and excess management charges of approximately £2,288,011 (2019: £1,188,011) in the UK available to carry forward against future taxable profits. Deferred tax assets have been recognised up to the amount of the deferred tax liability arising on the fair value adjustments. Potential deferred tax assets of £6,419,743 (2019: £5,941,453) have not been recognised.

Tax losses are available indefinitely.

10 Intangible assets

Intangible assets comprise exploration licenses, exploration and evaluation costs and goodwill. Exploration and evaluation costs comprise acquired and internally generated assets.

Group

Goodwill
£

Exploration
Licenses
£

Exploration
and
evaluation
costs
£

Total
£

Cost

At 1 January 2019

226,757

6,130,296

29,380,849

35,737,903

Transfer to PPE

-

(3,483,363

)

(29,808,123

)

(33,291,486

)

Additions

-

3,324,005

2,604,911

5,928,916

Exchange rate movements

(16,172

)

(813,572

)

(488,143

)

(1,317,887

)

Net book amount at 31 December 2019

210,585