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WRES W Resources Plc

2.65
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Last Updated: 01:00:00
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Share Name Share Symbol Market Type Share ISIN Share Description
W Resources Plc LSE:WRES London Ordinary Share GB00BKQN5R41 ORD 0.1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 2.65 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

W Resources PLC Final Results for the Year Ended 31 December 2018 (5803X)

30/04/2019 11:57am

UK Regulatory


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TIDMWRES

RNS Number : 5803X

W Resources PLC

30 April 2019

30 April 2019

W Resources Plc

("W" or the "Company")

Final Results for the Year Ended 31 December 2018

W Resources Plc (AIM: WRES), the tungsten, copper and gold exploration and development company with assets in Spain and Portugal, announces its audited financial results for the year ended 31 December 2018.

HIGHLIGHTS

La Parrilla, Tungsten and Tin, Spain

-- Completed the US$35m debt funding from BlackRock Financial Management Inc. in February 2018.

-- Awarded a grant of EUR5.3m for the La Parrilla Mine project by the Junta de Extremadura Government in Spain to W's 100% owned subsidiary, Iberian Resources Spain SL.

-- Completed Engineering, Design and Procurement for the La Parrilla mine and plant and installed power, water, road, warehouse and office facilities.

-- Completed construction and commissioning to design capacity of the Metso 350 tonne per hour Crusher Plant.

-- Completed construction of the Jig and Mill Plant and commenced commissioning in April 2019.

-- Awarded the Concentrator Plant contract to allmineral Aufbereitungstechnik GmbH & Co. KG of Germany and near construction completion.

   --       Commenced tungsten production and shipments. 

-- Secured offtake agreements with Wolfram Bergbau und Hütten AG and directly with a leading supplier to the USA tungsten markets for approximately 80% of planned production tonnage from the T2 phase.

-- Strengthened the W key Executive Team in September with the appointment of Juan Garcia Valledor as La Parrilla Operations Manager and Tomás Bragado as La Parrilla Plant Manager.

Regua and Tarouca, Tungsten, Portugal

-- Secured land access and approvals including purchase 20.3 hectares of land covering the main area of the Régua mine.

   --       Extended the Régua Trial Mine Licence for a further year to 19 June 2020. 

-- Completed a 1,515 metre Reverse Circulation ("RC") drilling campaign at the Tarouca tungsten and tin exploration licence which identified very high tungsten grade intersections.

Sao Martinho, Gold, Portugal

-- Completed a 2,000m RC drilling campaign at the São Martinho gold project during July which delivered very encouraging grades.

-- SRK Consulting (UK) Ltd completing an upgraded Australasian Joint Ore Reserves Committee compliant resource estimate.

-- Applied for a trial mine licence to advance São Martinho to trial mining and production.

Chairman of W, Michael Masterman commented: "La Parrilla is funded and near project completion. The project is on budget with tungsten and tin production and sales. The project is set to move to large scale production levels at low cost in the third quarter following construction completion of the new Concentrator Plant this quarter. This will allow W Resources to deliver a progressive increase in production in the third and fourth quarters of 2019.

"Régua in Portugal is approved and advanced and will follow closely behind the development of La Parrilla. The grade control and extension drilling has identified significant thick high-grade intersection which will be incorporated in resource estimates and mine plans. Exploration success at Tarouca will feed into and further enhance Régua hub development economics.

"We have advanced exploration progress at our São Martinho gold discovery and will move to the next phase of extension drilling and trial mine production.

"The Executive team with the strong support of the Board is executing development well and this is a credit to the calibre of the management team."

Financial Statements for the Year Ended 31 December 2018

A full copy of the W Resources Consolidated Financial Statements for the year ended 31 December 2018 is available on the Company's website at www.wresources.com. An extract of the Consolidated Financial Statements for the year ended 31 December 2018 is presented below.

Enquiries:

 
W Resources Plc                    Grant Thornton UK LLP 
 Michael Masterman                  Colin Aaronson / Seamus Fricker 
 T: +44 (0) 20 7193 7463            T: +44 (0) 20 7383 5100 
 www.wresources.co.uk 
Turner Pope Investments (TPI) Ltd  Gable Communications 
 Andy Thacker                       Justine James 
 T: +44 (0) 203 621 4120            T: +44 (0) 20 7193 7463 
 www.turnerpope.com                 M: +44 (0) 7525 324431 
 

APPIX I - JORC Compliant Mineral Reserves and Resource Estimates

La Parrilla Proven and Probable Mineral Reserves - JORC 2012

 
             Tonnes        Grade   Metal Content     Grade   Metal Content 
               '000  WO(3) (ppm)       WO(3) (t)  Sn (ppm)            Sn (t) 
----------  -------  -----------  --------------  --------  ---------------- 
Proven        1,177          995           1,171       251               295 
Probable     28,577          928          26,511       111             3,156 
----------  -------  -----------  --------------  --------  ---------------- 
Total        29,754          931          27,683       116             3,451 
----------  -------  -----------  --------------  --------  ---------------- 
 

Note: The La Parrilla mine reserves are set out in the table above are based on the optimal LOM Pit. Estimate for La Parrilla Deposit using a 330 ppm WO(3) Cut-Off Grade and 5% dilution. All tonnes quoted are dry tonnes. Differences in the addition of tonnes to the total displayed is due to rounding.

The La Parrilla JORC-compliant mineral reserves update was fully disclosed, with JORC Table 1 in a Company news release on 14 June 2017. Mr Aden Munoz of AYMA Mining Solutions SL, a Spanish Mining Engineering company based in Seville was the Competent Person responsible for the La Parrilla Proven and Probable Mineral Reserves. The mineral reserves are based on indicated and measured resources prepared by Golder Associated in March 2017 (RNS, 11 May 2017).

Mineral Resources for La Parrilla Deposit Using a 400 ppm WO(3) Cut-Off Grade within Mineralised Domains - JORC 2012

 
 Classification    Tonnage (Mt)   WO(3) (ppm)   Sn (ppm) 
----------------  -------------  ------------  --------- 
 Measured                     1         1,115        278 
 Indicated                   35         1,004        110 
 Inferred                    13           974         97 
----------------  -------------  ------------  --------- 
 Total                       49           998        110 
----------------  -------------  ------------  --------- 
 

The La Parrilla JORC-compliant mineral resource update was fully disclosed, with JORC Table 1 in a Company news release on 11 May 2017. Mr Andrew Weeks (Golder Associates Pty Ltd) was the Competent Person responsible for the Mineral Resource Estimate for the La Parrilla deposit.

Régua JORC Compliant Mineral Resource Estimate

 
Category     Tonnes  WO(3) %     Cut-off 
---------    ------  -------  ---------- 
Indicated    3.76mt    0.304  0.1% WO(3) 
Inferred     1.70mt    0.227  0.1% WO(3) 
---------    ------  -------  ---------- 
Total        5.46mt    0.280  0.1% WO(3) 
---------    ------  -------  ---------- 
 

The Régua JORC-compliant mineral resource update was fully disclosed, with JORC Table 1 in a Company news release on 27 October 2015. Mr Sia Khosrowshahi (Golder Associates Pty Ltd) was the Competent Person responsible for the Mineral Resource Estimate for the Régua deposit.

São Martinho Maiden JORC Compliant Mineral Resource Estimate

 
Category       Tonnes  Au (g/t)  Au Content  Cut-off 
                                       (Oz) 
----------   --------  --------  ----------  ------- 
                                             0.5 g/t 
Indicated     0.48 mt      1.03      17,363   Au 
                                             0.5 g/t 
Inferred      2.56 mt      1.05      94,624   Au 
-----------   -------  --------  ----------  ------- 
                                             0.5 g/t 
Total         3.04 mt      1.04     111,987   Au 
-----------   -------  --------  ----------  ------- 
 

The São Martinho maiden JORC-compliant mineral resource update was fully disclosed, with JORC Table 1 in a W Resources Plc RNS announcement on 8 June 2016. Mr Jorge Peres (Golder Associates Pty Ltd) was the Competent Person responsible for the Mineral Resource Estimate for the São Martinho deposit.

.

W RESOURCES PLC

CHAIRMAN'S STATEMENT

FOR THE YEARED 31 DECEMBER 2018

2018 was a pivotal year for W Resources, a year in which the Company made great headway towards achieving its mission to build a large-scale Tungsten, Tin and Gold production Company.

W started the year negotiating a US$35 million term loan facility from BlackRock Financial Management Inc. ("BlackRock") and received exceptionally strong local Government support with a EUR5.3 million grant from the Junta de Extremadura in Spain for W's flagship tungsten project, La Parrilla in South-western Spain.

With the commencement of production at La Parrilla in November and the first sale of tungsten concentrate in December 2018 and significant progress in development work to scale up the project, the Company is well positioned to deliver on its tungsten and tin production growth plans as it builds towards transitioning to a mid-tier mining Company.

Development work at the La Parrilla tungsten and tin mine, is the final phase with construction and commissioning of the mine and processing plant nearing completion.

Development work is also advancing at W's core Régua tungsten mine and São Martinho Gold discovery in Portugal.

TUNGSTEN & TIN

La Parrilla - Spain

La Parrilla is a large-scale, low-cost, long-life tungsten and tin project, located approximately 310km southwest of Madrid. It has Australasian Joint Ore Reserves Committee ("JORC") compliant resources totalling 49 million tonnes ("mt") at a grade of 998 parts per million ("ppm") of tungsten trioxide ("WO(3) ") and JORC compliant reserves of 29.8mt at a diluted grade of 931ppm WO(3) .

The project is on target to mine 2 million tonnes per annum ("mtpa") of Run of Mine ("ROM") and produce approximately 2,500 tonnes ("t") of tungsten concentrate and 200t of tin ("Sn") concentrate per annum ("T2"). With completion of development work imminent, the timing coincides well with continued strengthening in the European Ammonium paratungstate ("APT") price.

Project Funding

In February, W secured a US$35 million term loan facility from BlackRock to fund the La Parrilla mine development.

The funds were drawn in two tranches, with the second drawdown completing the US$35 million facility in May. As part of the completion of the funding W issued a total of 307,605,430 warrants on a pro-rata basis to the BlackRock funds that participated in the funding, representing 5% of W's fully diluted equity at the time.

In March, the Company was delighted to receive confirmation from the Junta de Extremadura Government in Spain who awarded a grant of EUR5,322,970 to W's 100% owned subsidiary, Iberian Resources Spain SL. The success of the application is testament to the skills and hard work from the team, who have built great on-the-ground relationships and appreciate the Government support.

Offtake Agreements

Two major long-term offtake agreements were signed in February. The first with Wolfram Bergbau und Hütten AG, ("WBH"), the largest tungsten processing company in Europe and the second is directly with a leading supplier to the USA tungsten markets.

With production commencing in November 2018, ahead of the ramp-up phase, W is pleased to have completed the first shipments of tungsten to date. The process is straightforward in that the offtaker arranges collection and the Company is then paid within three days.

Going forward, W will supply both with approximately 66% tungsten concentrate on competitive pricing terms. The offtake agreements cover the initial T2 development of the La Parrilla Mine and will account for approximately 80% of the planned production tonnage from this phase. There is significant demand for the balance of production which W plans to secure offtake following initial production start-up.

Contracts

In January, the third core design and construction contract for the Concentrator Plant was awarded to allmineral Aufbereitungstechnik GmbH & Co. KG of Germany ("allmineral") at a contract price of cEUR8 million. allmineral was also awarded the contract for the Jig & Mill Plant which provides important integration benefits for the project delivery and by September all contracts had been placed.

The Crusher Plant, the first of the three key contracts, was awarded in 2017 to Metso Minerals Portugal, Lda ("Metso"), a subsidiary of Metso Corporation for EUR1.2 million.

Development

With funding completed in May 2018, W Resources moved quickly to commence construction of the mine, Crusher, Jig and Mill, and large-scale Concentrator Plants together with critical water, power and other services.

The Crusher Plant concrete and civil works were completed during the summer and Metso and Ditecsa (steelwork contractor) structural steel delivered at the La Parrilla site. The Metso Crusher Plant equipment was fabricated in their plant in Mâcon, France and was delivered to site as steelwork which was erected on a just in time basis. The fully automated Crusher Plant is complete and fully commissioned to design capacity of 350t/hour.

The earthworks and foundations for the Jig & Mill Plant were completed in Q3 with mechanical completion of the Jig and Mill Plant in April 2019. Commissioning of the Jig & Mill Plant is now underway.

Construction of the large-scale Concentrator Plant is being built under a fixed price schedule contract with allmineral and is scheduled for completion and commencement of commissioning in Q2 2019.

Production and Shipments

Concentrate production commenced in October 2018, with first concentrate shipments in late November 2018. Initial production was from Tailings fed to the existing Concentrator Plant and a series of production runs on mined ore have been successfully completed.

Following the completion and commissioning of the Jig and Mill Plant, W Resources will be able to increase production rates using the new large-scale Crusher Plant, the Jig and Mill Plant and the existing Concentrator Plant. Production will move to a larger-scale of operation with the start-up of the new Concentrator Plant.

PORTUGUESE PROJECTS

Régua Tungsten Project

Progress at Régua continues apace. The high-grade, development-ready tungsten project with low capital cost has a Trial Mine Licence, with a current JORC compliant mineral resource of 5.46mt at a grade of 0.28% WO(3) , including an indicated resource of 3.76mt at a grade of 0.304% WO(3) . In July 2018, the Portuguese Secretary of State for Energy under the Ministry for the Economy granted a further one-year extension to the Régua Trial Mine Licence to 19 June 2020.

The Company has now secured all approvals, and in February 2018 W cleared the last hurdle for development when the purchase of 20.3 hectares of land covering the main area of the Régua mine, for a consideration of EUR300,000, was concluded. This land covers the outcropping resource of the deposit along with the trial mine facilities including the portals and the underground projected stopes.

Régua's high ROM grade (at greater than 0.3% WO(3) ) and proximity to a crushing facility are likely to prove beneficial to the project economics.

The Régua deposit remains open at depth and on all sides, with significant potential to boost the resource growth to the northeast including a 10m thick tungsten intersection.

Preparatory mine grade control drilling commenced in Q2 2018, with nearly 2,000m of RC drilling completed during July. Further evaluation concluded that additional drilling programme would be beneficial in order to complete an updated Resource estimate.

The Company completed a further 2.73 km of drilling which comprised of 916 metres of diamond core drilling plus 1,809 metres of reverse circulation ("RC") drilling in Q1 2019. The results confirmed exceptionally good grades with thick higher-grade zones closer to the planned two mine portals chosen for initial mining indicating the potential for higher ROM feed grades and lower unit costs.

The next phase will be to complete the updated Resource estimates and early indications bode well for increases in mine feed grades and overall resource tonnages. Once the updated Resource estimate has been received, planning for the preparatory mine works will commence.

Development planning for Régua is based on low-cost underground mining using adits (horizontal tunnels), trucking ore to a nearby existing Crusher Plant, and mobilisation of the existing La Parrilla Concentrator Plant to Régua, following new large scale La Parrilla Concentrator Plant start up.

Tarouca Tungsten Project

In 2015, trench sampling at the Tarouca project showed high grade tungsten results with 15 out of the 126 samples exceeding 0.5% WO(3) , including 0.8m at 11.4% WO(3) (TTR063). Together with the 15 holes drilled in 2014, this confirms an outstanding exploration target in the north-eastern area of the licence.

In April 2018, the technical team carried out a month-long RC drilling programme including 29 holes with 1,515 metres of total drilling, completed in depths of 5 to 70 metres. As announced on 7 June 2018, this identified very high tungsten grade intersections, including 1 metre at 2.851% WO(3) (TARC011) and 3 metres at 1.165% WO(3) (TARCO14). Over 11 assays reported over 1% WO(3) . The RC holes were drilled at an angle to the primary strike and the drilling programme has enabled the team to model the tungsten resource. The next step will be resource modelling with a view to prepare a trial mine application in 2019.

Initial results have reported some very high-grade tungsten zones have been intersected which provides greater reassurance that this project can provide additional high-grade feed to the Régua mine development, just 20km to the north. The results also provide greater clarity on the geological structure and the potential to follow grade extensions.

CAA Portalegre - Gold

São Martinho currently has a JORC gold resource of over 110,000oz. Results from the drilling campaign in 2017 provided very promising results with a thick intersection of over 55m of gold at 2.34g/t. These results provide a solid base to drive extension drilling with the potential for a materially larger resource.

In May 2018, the Portuguese technical team commenced a 15-hole, 2,000 metre RC drilling programme with a view to materially increase the JORC resource. Initial results were received in July 2018, which highlighted continued strong gold intersections, enabling the team to further delineate the deposit. The evaluation work on this programme remains ongoing.

The overall results of the RC drilling campaign will form part of the update for the upgrade to the JORC compliant mineral resource estimate.

In November, the Company appointed SRK Consulting (UK) Ltd to complete the upgraded São Martinho gold deposit resource estimate which is now scheduled for completion in Q2 2019.

Monforte-Tinoca - Copper

The Monforte-Tinoca Copper exploration licence, which contains the Tinoca and Azeiteiros former copper mines, was granted to W in July 2016. Geophysics surveys were carried out in 2018 using both Induced Polarisation / Electric Resistivity and Transient Electromagnetics methods across the target Copper zones. The RC drilling (1,500m in total) completed mid-year yielded limited results and as a result W has decided to discontinue this exploration licence and focus its resources on the higher value Gold and Tungsten opportunities in Portugal.

Finance

In April 2018, the Company completed a placing to raise GBP1.5 million through the placement of 300,000,000 ordinary shares of 0.1p per share ("Ordinary Shares") at 0.5p per Ordinary Share.

In November 2018, the Company completed a placing to raise GBP1.5m through the placement of 306,122,449 ordinary shares of 0.1p per share ("Ordinary Shares") at 0.49p per Ordinary Share. This brought the well-known institutional fund manager Miton Group on to the register and significantly strengthened institutional participation in the register.

Executive Appointments

Mr Pablo Neira and Mr James Argalas were appointed as Non-Executive Directors of the Company in September. As W transitions to a significant tungsten producer, the appointment of Pablo and James to the Board comes at a time when their significant industrial and financial experience is already providing valuable counsel, insight and support. Both are based in Madrid and bring real time Spain based networks and financial and operational capability to the W Resources team.

In the same month, the Company appointed Juan Garcia Valledor as La Parrilla Operations Manager and Tomás Bragado as La Parrilla Plant Manager. Both executives have extensive operational experience in the Spanish mining and metals industry and join W's executive team in the lead up to the start of mining and completion of construction of the Crusher Plant and Jig & Mill Plant prior to the end of the year and the Concentrator Plant in the new year.

Outlook

La Parrilla is fully funded and under full project development. The project is on budget and with all major plant and non-plant infrastructure complete with the exception of the large-scale Concentrator Plant which is on track for construction completion mid-year. Tungsten and tin production and sales have commenced and are set to rise to larger scale production levels at low cost in 2019. Achievement of this objective will transform W Resources.

Régua in Portugal is approved and has advanced and will follow closely behind the development of La Parrilla. Exploration success at Tarouca will feed into and further enhance Régua hub development economics.

Steady advanced exploration and trial mine progress at our São Martinho gold project will further enhance investor returns.

The team with the strong support of the Board is executing development well and this is a credit to the calibre of the management team.

Mr M Masterman, Chairman,

W Resources Plc

30 April 2019

W RESOURCES PLC

GROUP STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2018

The Directors present their strategic report of the company and the Group for the year ended 31 December 2018.

REVIEW OF BUSINESS

The results for the year and the financial position of the Group and the Company at the year-end are as shown in the annexed financial statements.

The Group has incurred a loss after tax of GBP4,051,000 for the year ended 31 December 2018. This is driven by exchange losses of GBP2,173,000 on translation of the US dollar denominated BlackRock loan into Sterling at 31 December 2018, finance costs associated with the Black Rock loan of GBP873,000 and an impairment charge of GBP317,000 on discontinuation of the Portuguese Monforte-Tinoca copper exploration licence. An operating loss of GBP806,000 was incurred in the year to 31 December 2018, compared to an operating loss of GBP711,000 for the year to 31 December 2017.

Detailed reviews of activities, business developments and projects are included within the Chairman's Statement.

PRINCIPAL RISKS AND UNCERTAINTIES

The Group uses various financial instruments. These include cash, loans and various other items, such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the Company's operations.

The existence of these financial instruments exposes the Company to a number of financial risks, which are described in more detail below. The Directors review and agree policies for managing each of these risks and they are summarised below. These policies have remained unchanged from previous years.

Price Risk

The Directors consider that the price of tungsten is an area of potential risk. This is reviewed on a constant basis by the Board and Senior Management.

Liquidity Risk

The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.

Currency Risk

The Group principally operates in GBP and EUR and has borrowings in US$. It does not currently consider the risk of exposure to be material. As such the Directors do not currently consider it necessary to enter into forward exchange contracts. This situation is monitored on a regular basis.

ON BEHALF OF THE BOARD:

...................................................

Mr Michael Masterman

Chairman

Date: 30 April 2019

W RESOURCES PLC

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEARED 31 DECEMBER 2018

 
                                                        2018      2017 
 CONTINUING OPERATIONS                       Notes   GBP'000   GBP'000 
 
 Revenue                                         2       196 
 
 Cost of sales                                         (196)         - 
                                                    --------  -------- 
 
 GROSS PROFIT                                              -         - 
 
 Administrative expenses                               (806)     (711) 
 
 OPERATING LOSS BEFORE EXCEPTIONAL ITEMS               (806)     (711) 
 
 Exceptional items                                       148         - 
                                                    --------  -------- 
 
 OPERATING LOSS                                        (658)     (711) 
 
 Finance costs                               4         (971)      (21) 
 Exchange losses                                     (2,173)         - 
 Impairment charge                                     (317)         - 
                                                    --------  -------- 
 
 LOSS BEFORE INCOME TAX                      5       (4,119)     (732) 
 
 Income tax                                      6        68     (126) 
                                                    --------  -------- 
 
 LOSS FOR THE YEAR                                   (4,051)     (858) 
 
 OTHER COMPREHENSIVE INCOME 
  Items that will not be reclassified to 
  profit or loss: 
 Translation reserve                                     819       433 
 Income tax relating to items that will 
  not be reclassified to profit or loss                    -         - 
                                                    --------  -------- 
 
 OTHER COMPREHENSIVE INCOME FOR THE YEAR, 
  NET OF INCOME TAX                                      819       433 
 
 TOTAL COMPREHENSIVE INCOME FOR THE YEAR             (3,232)     (425) 
                                                    ========  ======== 
 
 Loss per share expressed in pence per 
  share:                                     8 
 Basic                                                 -0.07     -0.02 
 Diluted                                               -0.07     -0.02 
                                                    ========  ======== 
 
 

W RESOURCES PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 DECEMBER 2018

 
 ASSETS                                               2018       2017 
 NON-CURRENT ASSETS                       Notes    GBP'000    GBP'000 
 
 Intangible assets                        9         23,867     13,618 
 Property, plant and equipment            10        16,640      2,204 
 Investments                              11             -          - 
                                                 ---------  --------- 
                                                    40,507     15,822 
                                                 ---------  --------- 
 
 CURRENT ASSETS 
 Inventories                              12           161         47 
 Trade and other receivables              13         5,901      1,055 
 Cash and cash equivalents                14         6,087        451 
                                                 ---------  --------- 
                                                    12,149      1,553 
                                                 ---------  --------- 
 
 TOTAL ASSETS                                       52,656     17,375 
                                                 =========  ========= 
 
 
 EQUITY 
 SHAREHOLDERS' EQUITY 
 Called up share capital                  15         5,784      5,157 
 Share premium                            16        26,488     24,146 
 Share based payment reserve              16         1,455         60 
 Merger reserve                           16           909        909 
 Translation reserve                      16         1,599        780 
 Retained earnings                        16      (19,100)   (15,049) 
                                                 ---------  --------- 
 
 TOTAL EQUITY                                       17,135     16,003 
                                                 ---------  --------- 
 
 LIABILITIES 
 NON-CURRENT LIABILITIES 
 Financial liabilities - borrowings 
 Interest bearing loans and borrowings    18        30,268          - 
                                                 ---------  --------- 
 
 CURRENT LIABILITIES 
 Trade and other payables                 17         5,253        902 
 Financial liabilities - borrowings 
 Interest bearing loans and borrowings    18             -        344 
 Tax payable                                             -        126 
                                                 ---------  --------- 
                                                     5,253      1,372 
                                                 ---------  --------- 
 
 TOTAL LIABILITIES                                  35,521      1,372 
                                                 ---------  --------- 
 
 TOTAL EQUITY AND LIABILITIES                       52,656     17,375 
                                                 =========  ========= 
 

The financial statements were approved by the Board of Directors on 30 April 2019 and were signed on its behalf by:

...................................................

Mr Michael Masterman

Chairman

W RESOURCES PLC

COMPANY STATEMENT OF FINANCIAL POSITION

31 DECEMBER 2018

 
 ASSETS                                               2018       2017 
 NON-CURRENT ASSETS                       Notes    GBP'000    GBP'000 
 
 Intangible assets                        9              -          - 
 Property, plant and equipment            10             -          - 
 Investments                              11         1,520      1,520 
                                                 ---------  --------- 
                                                     1,520      1,520 
                                                 ---------  --------- 
 
 CURRENT ASSETS 
 Trade and other receivables              13        46,386     17,665 
 Cash and cash equivalents                14         4,348        191 
                                                 ---------  --------- 
                                                    50,734     17,856 
                                                 ---------  --------- 
 
 TOTAL ASSETS                                       52,254     19,376 
                                                 =========  ========= 
 
 
 EQUITY 
 SHAREHOLDERS' EQUITY 
 Called up share capital                  15         5,784      5,157 
 Share premium                            16        26,488     24,146 
 Share based payment reserve              16         1,455         60 
 Merger reserve                           16           909        909 
 Translation reserve                      16          (98)       (98) 
 Retained earnings                        16      (12,741)   (11,267) 
                                                 ---------  --------- 
 
 TOTAL EQUITY                                       21,797     18,907 
                                                 ---------  --------- 
 
 LIABILITIES 
 NON-CURRENT LIABILITIES 
 Financial liabilities - borrowings 
 Interest bearing loans and borrowings    18        30,268          - 
                                                 ---------  --------- 
 
 CURRENT LIABILITIES 
 Trade and other payables                 17           189        344 
 Tax payable                                             -        125 
                                                 ---------  --------- 
                                                       189        469 
                                                 ---------  --------- 
 
 TOTAL LIABILITIES                                  30,457        469 
                                                 ---------  --------- 
 
 TOTAL EQUITY AND LIABILITIES                       52,254     19,376 
                                                 =========  ========= 
 

The financial statements were approved by the Board of Directors on 30 April 2019 and were signed on its behalf by:

...................................................

Mr Michael Masterman

Chairman

W RESOURCES PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEARED 31 DECEMBER 2018

 
                                                                Share 
                                Called                          Based 
                                    up 
                                 Share   Retained     Share   Payment    Merger   Translation     Total 
                               Capital   Earnings   Premium   Reserve   Reserve       Reserve    Equity 
                               GBP'000    GBP'000   GBP'000   GBP'000   GBP'000       GBP'000   GBP'000 
 
 Balance at 1 January 
  2017                           4,360   (14,191)    22,381        60       909           347    13,866 
 
 Changes in equity 
 Issue of share capital            797          -     1,765         -         -             -     2,562 
 Total comprehensive income          -      (858)         -         -         -           433     (425) 
 Transactions with owners            -          -         -         -         -             -         - 
                              --------  ---------  --------  --------  --------  ------------  -------- 
 
 Balance at 31 December 
  2017                           5,157   (15,049)    24,146        60       909           780    16,003 
                              --------  ---------  --------  --------  --------  ------------  -------- 
 
 Changes in equity 
 Issue of share capital            627          -     2,342         -         -             -     2,969 
 Total comprehensive income          -    (4,051)         -         -         -           819   (3,232) 
 Transactions with owners            -          -         -     1,395         -             -     1,395 
                              --------  ---------  --------  --------  --------  ------------  -------- 
 
 Balance at 31 December 
  2018                           5,784   (19,100)    26,488     1,455       909         1,599    17,135 
                              ========  =========  ========  ========  ========  ============  ======== 
 

W RESOURCES PLC

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEARED 31 DECEMBER 2018

 
                                                                Share 
                                Called                          Based 
                                    up 
                                 Share   Retained     Share   Payment    Merger   Translation     Total 
                               Capital   Earnings   Premium   Reserve   Reserve       Reserve    Equity 
                               GBP'000    GBP'000   GBP'000   GBP'000   GBP'000       GBP'000   GBP'000 
 
 Balance at 1 January 
  2017                           4,360   (11,261)    22,381        60       909          (98)    16,351 
 
 Changes in equity 
 Issue of share capital            797          -     1,765         -         -             -     2,562 
 Total comprehensive income          -        (6)         -         -         -             -       (6) 
 Transactions with owners            -          -         -         -         -             -         - 
                              --------  ---------  --------  --------  --------  ------------  -------- 
 
 Balance at 31 December 
  2017                           5,157   (11,267)    24,146        60       909          (98)    18,907 
                              --------  ---------  --------  --------  --------  ------------  -------- 
 
 Changes in equity 
 Issue of share capital            627          -     2,342         -         -             -     2,969 
 Total comprehensive income          -    (1,475)         -         -         -             -   (1,475) 
 Transactions with owners            -          -         -     1,395         -             -     1,395 
                              --------  ---------  --------  --------  --------  ------------  -------- 
 
 Balance at 31 December 
  2018                           5,784   (12,742)    26,488     1,455       909          (98)    21,796 
                              ========  =========  ========  ========  ========  ============  ======== 
 

W RESOURCES PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEARED 31 DECEMBER 2018

 
                                                         2018      2017 
 Cash flows from operating activities        Notes    GBP'000   GBP'000 
 
 Cash generated from operations              1          5,372     (709) 
 Interest paid                                           (98)      (21) 
 Finance costs paid                                   (4,764)         - 
 Tax paid                                                (58)         - 
                                                    ---------  -------- 
 Net cash from operating activities                       452     (730) 
                                                    ---------  -------- 
 
 Cash flows from investing activities 
 Purchase of intangible fixed assets                  (9,364)   (1,577) 
 Purchase of tangible fixed assets                   (12,839)     (311) 
                                                    ---------  -------- 
 Net cash from investing activities                  (22,203)   (1,888) 
                                                    ---------  -------- 
 
 Cash flows from financing activities 
 New loans in year                                     24,761       168 
 Loan repayments in year                                (344)      (35) 
 Amount introduced by directors                             -        16 
 Share issue                                              627       797 
 Share issue premium                                    2,463     1,879 
 Share issue costs                                      (120)     (113) 
                                                    ---------  -------- 
 Net cash from financing activities                    27,387     2,712 
                                                    ---------  -------- 
 
 Increase in cash and cash equivalents                  5,636        94 
 Cash and cash equivalents at beginning 
  of year                                    2            451       357 
                                                    ---------  -------- 
 Cash and cash equivalents at end of year    2          6,087       451 
                                                    =========  ======== 
 

W RESOURCES PLC

COMPANY STATEMENT OF CASH FLOWS

FOR THE YEARED 31 DECEMBER 2018

 
                                                         2018      2017 
 Cash flows from operating activities        Notes    GBP'000   GBP'000 
 
 Cash generated from operations              1       (20,307)   (2,570) 
 Interest paid                                            (1)         - 
 Finance costs paid                                   (3,910)         - 
 Tax paid                                                (56)         - 
                                                    ---------  -------- 
 Net cash from operating activities                  (24,274)   (2,570) 
                                                    ---------  -------- 
 
 Cash flows from investing activities 
 Interest received                                        700        85 
 Net cash from investing activities                       700        85 
                                                    ---------  -------- 
 
 Cash flows from financing activities 
 New loans in year                                     24,761         - 
 Share issue                                              627       797 
 Share issue premium                                    2,463     1,879 
 Share issue costs                                      (120)     (113) 
                                                    ---------  -------- 
 Net cash from financing activities                    27,731     2,563 
                                                    ---------  -------- 
 
 Increase in cash and cash equivalents                  4,157        78 
 Cash and cash equivalents at beginning 
  of year                                    2            191       113 
                                                    ---------  -------- 
 Cash and cash equivalents at end of year    2          4,348       191 
                                                    =========  ======== 
 

W RESOURCES PLC

NOTES TO THE STATEMENTS OF CASH FLOWS

FOR THE YEARED 31 DECEMBER 2018

   1.       RECONCILIATION OF (LOSS) / PROFIT BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS 
 
                                                 2018      2017 
 Group                                        GBP'000   GBP'000 
 
 Loss before income tax                       (4,119)     (732) 
 Depreciation charges                             226       212 
 Translation reserve                              652       (7) 
 Share warrants issued                            237         - 
 Share options issued                             103         - 
 Impairment of intangible assets                  317         - 
 Finance costs                                    971        21 
 Exchange losses on new loans                   2,648         - 
                                            ---------  -------- 
                                                1,035     (506) 
 
 Increase in inventories                        (114)      (47) 
 (Increase) / decrease in trade and other 
  receivables                                     100     (163) 
 Increase in trade and other payables           4,351         7 
                                            ---------  -------- 
 Cash generated from operations                 5,372     (709) 
                                            =========  ======== 
 
 Company 
 (Loss) / profit before income tax            (1,544)       119 
 Increase in inter-group loans               (22,669)   (2,624) 
 Share warrants issued                            237         - 
 Share options issued                             103         - 
 Finance costs                                    720         - 
 Finance income                                 (700)      (85) 
 Exchange losses on new loans                   2,648         - 
                                             (21,205)   (2,590) 
 
 (Increase) / decrease in trade and other 
  receivables                                   1,011       (6) 
 (Decrease) / increase in trade and other 
  payables                                      (113)        26 
                                            ---------  -------- 
 Cash generated from operations              (20,307)   (2,570) 
                                            =========  ======== 
 
 
 
   2.      CASH AND CASH EQUIVALENTS 

The amounts disclosed on the Statements of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

 
                                           Group                   Company 
 
                              31.12.18     1.1.18    31.12.18            1.1.18 
                               GBP'000    GBP'000     GBP'000           GBP'000 
 Year ended 31 December 
  2018 
 Cash and cash equivalents       6,087        451       4,348               191 
                             =========   ========   =========   =============== 
 
 
                              31.12.17     1.1.17    31.12.17            1.1.17 
                               GBP'000    GBP'000     GBP'000           GBP'000 
 Year ended 31 December 
  2017 
 Cash and cash equivalents         451        357         191               113 
                             =========   ========   =========   =============== 
 
 

W RESOURCES PLC

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARED 31 DECEMBER 2018

   2.        REVENUE 

Segmental reporting

 
 2017 
                                                                   Mineral 
 By Business Segment:                              Corporate   Exploration      Total 
                                                     GBP'000       GBP'000    GBP'000 
 
 Revenue                                                   -             -          - 
 Gain / (loss) 
  for the year                                          (26)         (832)      (858) 
                                                  ----------  ------------  --------- 
 
 Balance Sheet                  - Segment Assets         229        17,146     17,375 
    - Segment Liabilities                              (361)       (1,011)    (1,372) 
                                                  ----------  ------------  --------- 
 Net Assets                                            (132)        16,135     16,003 
                                                  ==========  ============  ========= 
 
 
 By Geographical                                      Iberia            UK      Total 
  Sector 
                                                     GBP'000       GBP'000    GBP'000 
 
 Revenue                                                   -             -          - 
 Gain / (loss) 
  for the year                                         (832)          (26)      (858) 
                                                  ----------  ------------  --------- 
 
 Balance Sheet                  - Segment Assets      17,146           229     17,375 
    - Segment Liabilities                            (1,011)         (361)    (1,372) 
                                                  ----------  ------------  --------- 
 Net Assets                                           16,135         (132)     16,003 
                                                  ==========  ============  ========= 
 
 2018 
                                                                   Mineral 
 By Business Segment:                              Corporate   Exploration      Total 
                                                     GBP'000       GBP'000    GBP'000 
 
 Revenue                                                   -           196        196 
 Gain / (loss) 
  for the year                                       (3,138)         (913)    (4,051) 
 
 Balance Sheet                  - Segment Assets       7,617        45,038     52,655 
    - Segment Liabilities                           (30,385)       (5,135)   (35,520) 
                                                  ----------  ------------  --------- 
 Net Assets                                         (22,768)        39,903     17,135 
                                                  ==========  ============  ========= 
 
 
 By Geographical                                      Iberia            UK      Total 
  Sector 
                                                     GBP'000       GBP'000    GBP'000 
 
 Revenue                                                 196             -        196 
 Gain / (loss) 
  for the year                                         (913)       (3,138)    (4,051) 
 
 Balance Sheet                  - Segment Assets      45,038         7,617     52,655 
    - Segment Liabilities                            (5,135)      (30,385)   (35,520) 
                                                  ----------  ------------  --------- 
 Net Assets                                           39,903      (22,768)     17,135 
                                                  ==========  ============  ========= 
 
   4.        NET FINANCE COSTS 
 
                            2018      2017 
 Finance costs:          GBP'000   GBP'000 
  Other finance costs         98        21 
  Loan costs                 873         - 
                        --------  -------- 
                             971        21 
                        ========  ======== 
 
   5.        LOSS BEFORE INCOME TAX 

The loss before income tax is stated after charging / (crediting):

 
                                                 2018      2017 
                                              GBP'000   GBP'000 
 Depreciation - owned assets                      171       157 
 Intangible assets amortisation                    55        54 
 Auditors' remuneration                            25        26 
 Auditors' remuneration for non-audit work          3         2 
 Impairment charge                                317         - 
 Exceptional items                              (148)         - 
                                             ========  ======== 
 

A total of GBP272,000 (2017: GBP120,000) relating to M Masterman's consultancy fees were capitalised in intangible assets in 2018.

An exceptional loss of (GBP148,0000) in 2016 related to a review by HMRC of the Company's VAT position resulting in the suspension of the Company's VAT registration number and a deemed irrecoverability of VAT, which was provided for in the financial statements. The Company disputed HMRC's decision and the review was concluded during this financial year.

It was concluded at tribunal that the Company's VAT registration be reinstated and that VAT may be claimed from 1 July 2014 onwards. During the current year and in previous years no VAT was reclaimed and expenditure in 2017 and 2018 is shown gross of VAT. In 2018 however, an adjustment has been made to reverse the provision made in 2016 and to adjust the Statement of profit and loss for all unclaimed VAT. The reduction is shown as an exceptional gain in 2018, and totals GBP148,000.

The impairment charge of GBP317,000 relates only to the Monforte-Tinoca copper exploration area. The assay results did not demonstrate a regular distribution of significant mineralisation or grade, nor any potential extension of the ore body, to justify a positive future financial return. Given these results, the Company decided not to extend nor renew the exploration licence. The area was discontinued effective from 6 November 2018, resulting in this impairment charge and equal to the capitalised exploration expenditure incurred form the date it was awarded until 31 December 2018.

   6.   INCOME TAX 

Analysis of tax (income) / expense

 
                                                            2018      2017 
                                                         GBP'000   GBP'000 
 Current tax: 
 Tax                                                        (68)       126 
                                                        --------  -------- 
 Total tax (income) / expense in consolidated 
  statement of profit or loss and other comprehensive 
  income                                                    (68)       126 
                                                        ========  ======== 
 

Factors affecting the tax expense

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

 
                                                 2018      2017 
                                              GBP'000   GBP'000 
 Loss before income tax 
                                              (4,119)     (732) 
 Loss multiplied by the standard rate of 
  corporation tax in the UK of 19% (2017 - 
  19%)                                          (783)     (139) 
 
 Effects of: 
 Share options cost disallowed                   (20)         - 
 Share warrants cost disallowed                  (45)         - 
 
 Benefit of losses brought forward            (3,684)   (3,544) 
 Benefit of losses carried forward              4,464     3,684 
 Interest taxed above current year losses           -       123 
 Effect of change in rate of tax                    -         2 
 Tax (income) / expense                          (68)       126 
                                             ========  ======== 
 
   8.        LOSS PER SHARE 

Basic loss per share is calculated by dividing the loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

Diluted loss per share is calculated using the weighted average number of shares adjusted to assume the conversion of all dilutive potential ordinary shares. The share options issued during 2016 and 2018 are considered to be anti-dilutive in accordance with IAS 33 as on conversion they would decrease loss per share from continuing operations.

 
 Reconciliations are set out below                           2018 
                                                           Weighted 
                                                            Average 
                                                             Number   Per Share 
                                                  Loss    of Shares      Amount 
                                               GBP'000   (millions)       Pence 
 Basic loss per share 
 Loss attributable to ordinary shareholders    (4,051)        5,423       -0.07 
 Effect of dilutive securities                       -            -           - 
                                              --------  -----------  ---------- 
 
 Diluted loss per share 
 Adjusted loss                                 (4,051)        5,423       -0.07 
                                              ========  ===========  ========== 
 
 
 Reconciliations are set out below                            2017 
                                                           Weighted 
                                                            Average 
                                                             Number   Per Share 
                                                  Loss    of Shares      Amount 
                                               GBP'000   (millions)       Pence 
 Basic loss per share 
 Loss attributable to ordinary shareholders      (858)        4,763       -0.02 
 Effect of dilutive securities                       -            -           - 
                                              --------  -----------  ---------- 
 
 Diluted loss per share 
 Adjusted loss                                   (858)        4,763       -0.02 
                                              ========  ===========  ========== 
 
   9.        INTANGIBLE ASSETS 
 
                           Exploration 
 Group                    & Evaluation 
                                 Costs 
                               GBP'000 
 COST 
 At 1 January 2018              13,847 
 Additions                      10,479 
 Exchange differences              144 
                         ------------- 
 At 31 December 2018            24,470 
                         ------------- 
 
 AMORTISATION 
 At 1 January 2018                 229 
 Amortisation for year              55 
 Impairments                       317 
 Exchange differences                2 
                         ------------- 
 At 31 December 2018               603 
                         ------------- 
 
 NET BOOK VALUE 
 At 31 December 2018            23,867 
                         ============= 
 
 
                                                        Exploration 
 Group                                                 & Evaluation 
                                                              Costs 
                                                            GBP'000 
 COST 
 At 1 January 2017                                           11,887 
 Additions                                                    1,577 
 Exchange differences                                           383 
                                                      ------------- 
 At 31 December 2017                                         13,847 
                                                      ------------- 
 
 AMORTISATION 
 At 1 January 2017                                              169 
 Amortisation for year                                           54 
 Exchange differences                                             6 
                                                      ------------- 
 At 31 December 2017                                            229 
                                                      ------------- 
 
 NET BOOK VALUE 
 At 31 December 2017                                         13,618 
                                                      ============= 
 
 The above represents capitalised testing works and 
  concessions costs acquired. 
 
   10.      PROPERTY, PLANT AND EQUIPMENT 
 
 Group                     Plant & 
                         Machinery 
                           GBP'000 
 COST 
 At 1 January 2018           2,748 
 Additions                  14,583 
 Exchange differences           30 
                        ---------- 
 At 31 December 2018        17,361 
                        ---------- 
 
 DEPRECIATION 
 At 1 January 2018             544 
 Charge for year               171 
 Exchange differences            6 
                        ---------- 
 At 31 December 2018           721 
                        ---------- 
 
 NET BOOK VALUE 
 At 31 December 2018        16,640 
                        ========== 
 
 
 Group                     Plant & 
                         Machinery 
                           GBP'000 
 COST 
 At 1 January 2017           2,357 
 Additions                     311 
 Exchange differences           80 
                        ---------- 
 At 31 December 2017         2,748 
                        ---------- 
 
 DEPRECIATION 
 At 1 January 2017             374 
 Charge for year               157 
 Exchange differences           13 
                        ---------- 
 At 31 December 2017           544 
                        ---------- 
 
 NET BOOK VALUE 
 At 31 December 2017         2,204 
                        ========== 
 
   11.      INVESTMENTS 
 
 Company                    Shares in 
                                Group 
                         Undertakings 
                              GBP'000 
 COST 
 At 1 January 2018 
 and 31 December 2018           1,520 
                        ------------- 
 
 NET BOOK VALUE 
 At 31 December 2018            1,520 
                        ============= 
 
 At 31 December 2017            1,520 
                        ============= 
 
 
 
 Company                    Shares in 
                                Group 
                         Undertakings 
                              GBP'000 
 COST 
 At 1 January 2017 
 and 31 December 2017           1,520 
                        ------------- 
 
 NET BOOK VALUE 
 At 31 December 2018            1,520 
                        ============= 
 

The Group or the Company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Subsidiaries

Iberian Resources Spain SL

Registered office: Finca La Parrilla, 10132 Almoharin Caceres, Spain

Nature of business: Tungsten mining, production, exploration

 
                                         % 
 Class of shares:                  Holding 
 Ordinary                           100.00 
                                                2018      2017 
                                             GBP'000   GBP'000 
 Aggregate capital and reserves              (3,718)   (2,402) 
                                            ========  ======== 
 

Copper Gold Resources Plc (Group)

Registered office: 27/28 Eastcastle Street, London W1W 8DH

Nature of business: Tungsten mining exploration, development

 
                                         % 
 Class of shares:                  Holding 
 Ordinary                           100.00 
                                                2018      2017 
                                             GBP'000   GBP'000 
 Aggregate capital and reserves                (211)       233 
                                            ========  ======== 
 

Iberian Resources Portugal LDA

Registered office: Lugar das Mozes, 5110-159 Armamar, Portugal

Nature of business: Mineral Exploration

 
                                         % 
 Class of shares:                  Holding 
 Copper Gold Resources Plc owns     100.00 
                                                2018      2017 
                                             GBP'000   GBP'000 
 Aggregate capital and reserves                (280)       121 
                                            ========  ======== 
 
   12.      INVENTORIES 
 
                                   Group 
                               2018      2017 
                            GBP'000   GBP'000 
 
 Concentrate for re-sale        161        47 
                           ========  ======== 
 
   13.      TRADE AND OTHER RECEIVABLES 
 
                                                Group                     Company 
                                          2018       2017              2018       2017 
                                       GBP'000    GBP'000           GBP'000    GBP'000 
 Current: 
 Other debtors                             930        410                52         10 
 Other prepayments                       1,079        645                28         25 
 Finance cost prepayments                  953          -               781          - 
 >1 year: 
 Amounts owed by group undertakings          -          -            43,116     17,630 
 Finance cost prepayments                2,939          -             2,409          - 
                                      --------   --------        ----------   -------- 
                                         5,901      1,055            46,386     17,665 
                                      ========   ========        ==========   ======== 
 
 
   14.      CASH AND CASH EQUIVALENTS 
 
                                      Group                     Company 
                                2018       2017              2018       2017 
                             GBP'000    GBP'000           GBP'000    GBP'000 
 
 Bank accounts                 6,087        451             4,348        191 
                            ========   ========        ==========   ======== 
 
 
   15.      CALLED UP SHARE CAPITAL 
 
                                                    Nominal        2018        2017 
 Number                                   Class       Value     GBP'000     GBP'000 
 
 5,784,197,054 (2017: 5,156,646,034)   Ordinary        0.1p       5,784       5,157 
                                                   ========    ========    ======== 
 

627,551,020 Ordinary Shares of 0.1p were issued during the year for cash as follows:

- On 21 February 2018, 21,428,571 Ordinary Shares of 0.1p each were issued at a premium of 0.32p raising GBP90,000. This was the exercise of 21,428,571 share warrants issued last year.

- On 05 April 2018, 300,000,000 Ordinary Shares of 0.1p each were issued at a premium of 0.40p raising GBP1,500,000.

- On 27 November 2018, 306,122,449 Ordinary Shares of 0.1p each were issued at a premium of 0.39p raising GBP1,500,000.

At the year-end there were 554,034,000 Share Warrants in issue that were yet to be exercised. (2017: 267,857,141). An early exercise option has been offered to warrant holders since the balance sheet date, per note 20.

   16.      RESERVES 
 
                                                 Share 
 Group                                           Based 
                          Retained     Share   Payment 
                          Earnings   Premium   Reserve 
                           GBP'000   GBP'000   GBP'000 
 
 At 1 January 2018        (15,049)    24,146        60 
 Deficit for the year      (4,051)         -         - 
 Cash share issue                -     2,462         - 
 Cost of share issue             -     (120)         - 
 Share warrants issued           -         -     1,292 
 Share options issued            -         -       103 
                         ---------  --------  -------- 
 At 31 December 2018      (19,100)    26,488     1,455 
                         =========  ========  ======== 
 
 
 Group                            Merger   Translation 
                                 Reserve       Reserve    Totals 
                                 GBP'000       GBP'000   GBP'000 
 
 At 1 January 2018                   909           780    10,846 
 Deficit for the year                  -             -   (4,051) 
 Cash share issue                      -             -     2,462 
 Cost of share issue                   -             -     (120) 
 Trans to translation reserve          -           819       819 
 Share warrants issued                 -             -     1,292 
 Share options issued                  -             -       103 
                                --------  ------------  -------- 
 At 31 December 2018                 909         1,599    11,351 
                                ========  ============  ======== 
 
 
                                                 Share 
 Company                                         Based 
                          Retained     Share   Payment 
                          Earnings   Premium   Reserve 
                           GBP'000   GBP'000   GBP'000 
 
 At 1 January 2018        (11,267)    24,146        60 
 Deficit for the year      (1,475)         -         - 
 Cash share issue                -     2,463         - 
 Cost of share issue             -     (120)         - 
 Share warrants issued           -         -     1,292 
 Share options issued            -         -       103 
                         ---------  --------  -------- 
 At 31 December 2018      (12,742)    26,489     1,455 
                         =========  ========  ======== 
 
 
 Company                   Merger   Translation 
                          Reserve       Reserve    Totals 
                          GBP'000       GBP'000   GBP'000 
 
 At 1 January 2018            909          (98)    13,750 
 Deficit for the year           -             -   (1,475) 
 Cash share issue               -             -     2,462 
 Cost of share issue            -             -     (120) 
 Share warrants issued          -             -     1,292 
 Share options issued           -             -       103 
                         --------  ------------  -------- 
 At 31 December 2018          909          (98)    16,013 
                         ========  ============  ======== 
 
   17.      TRADE AND OTHER PAYABLES 
 
                                                Group                     Company 
                                          2018       2017              2018       2017 
                                       GBP'000    GBP'000           GBP'000    GBP'000 
 Current: 
 Trade creditors                         5,188        740                54         70 
 Amounts owed to group undertakings          -          -                73        115 
 Other creditors                             1        136                 1        136 
 Accrued expenses                           64         26                61         23 
                                      --------   --------        ----------   -------- 
                                         5,253        902               189        344 
                                      ========   ========        ==========   ======== 
 
 
   18.      FINANCIAL LIABILITIES - BORROWINGS 

In November 2017, a loan of GBP133,097 was granted by the Banco Bilbao Vizcaya to Iberian Resources Spain SL. Repayment. This loan was repaid in its entirety in February 2018.

On 20 October 2014, Beronia Investments Pty granted Iberian Resources Spain SL a short-term loan of EUR200,000 to cover VAT receivables. This remained outstanding at 31 December 2017, and it was repaid in its entirety on 21 February 2018. This loan had an interest rate of 5% per annum. Interest in the year was recognised in the profit and loss account of GBPNil (2017 GBP16,000). The converted balance included in financial liabilities - borrowings at the year-end was GBPNil (2017; GBP211,000).

On 14 February 2018, W Resources signed a Credit and Guaranty Agreement with BlackRock Financial Management Inc. to provide a US$35 million secured term loan facility to the Company to fund the La Parrilla mine development. The first US$13.125 million was drawn in February 2018 and the balance of US$21.875 million was funded in May 2018.

The key terms of the Credit and Guaranty Agreement with BlackRock Financial Management Inc. are as follows:

- The Loan is for a scheduled term of five years, with a two year non-call period. The Company has the right to repay the Loan after two years for a premium of 5%, after three years for a premium of 3%, and after four years for no premium; the Loan is secured over the value of the Group's intangible and tangible assets in Spain and in Portugal as well as the stream of future revenues expected from off take agreements.

- Subject to any early repayment permitted or required under the Agreement, repayment will be made by way of a cash flow sweep, utilising free cash to repay the loan; it is not expected that cash will be available within the initial two-year period and therefore the full amount of the loan has been recognised as payable between 2-5 years.

- The Loan is subject to an average 5-year interest rate of 12.6%, being 14% in the first year, 13% in the second year and 12% thereafter;

- First year interest is added to the value of the principal, while 50% of the second-year interest is added to the value of the principal and 50% is payable in cash; from the third year onwards interest will be fully payable in cash on quarterly anniversaries of the loan agreement.

- Lenders received a non-refundable upfront fee of 3% of the face value of each of the respective Loan disbursements;

- Lenders received warrants totalling 5% of W Resources Plc fully diluted equity. These have been valued at 5% of the total loan value GBP1,292,000 (note 21)

- The value of the loan included in the statement of financial position at the balance sheet date is GBP30,268,000 (2017: Nil)

- During the year interest of GBP2,801,000 was incurred on the Loan. This was added to the loan capital during the year and recharged by W Resources PLC to its subsidiary Iberian Resources Spain SL where it was capitalised in Intangible and in Tangible assets in proportion to the expenditure on each of these categories during the year, and in accordance with the Groups accounting policy for loan interest.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

FR LLFSISRIIVIA

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