TIDMTGR
RNS Number : 1153L
Tirupati Graphite PLC
29 December 2022
The information communicated within this announcement is deemed
to constitute inside information as stipulated under the Market
Abuse Regulations (EU) No. 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018. Upon the
publication of this announcement, this information is considered to
be in the public domain.
Thursday 29 December 2022
Tirupati Graphite plc
('Tirupati' or the 'Company')
Unaudited Half-Yearly Results
Tirupati Graphite plc (TGR.L, TGRHF.OTCQX), the specialist flake
graphite company, is pleased to announce its Interim Results for
the six months ended 30 September 2022. The Company's operations
include two primary graphite mining and processing projects in
Madagascar being developed in modules with both projects in
operation during the reporting period.
Highlights for the six-month period ending on 30 September
2022
-- Operations and development at both Vatomina and Sahamamy
projects continued in spite of disruptions caused by exceptionally
adverse weather conditions in the period.
-- 63% growth in production and 78% in sales were achieved
during the period compared to same period of the previous year
(year on year 'YoY').
-- Construction and Development continued across the two projects with activities focussed on:
o Progressing development of Sahamamy 18,000 tpa new mining and
processing facilities alongside development of hydro power
plant;
o Development and operationalisation of first 'pre concentrate'
unit at the mine pit head at the Vatomina project and start of
construction of the second pre concentrate plant; and
o Strengthening of road infrastructure throughout the Company's
networks across the two projects measuring c. 50 kilometres
("km").
-- Addition in fixed assets for the period amounted to
GBP3,869,417 representing investments made by the Company in the
development of the 18,000 tpa plant and Hydro Power project in
Sahamamy and investments in the Vatomina plant and infrastructure
across the two projects.
-- The first pre concentrate plant constructed at Vatomina for
substantially eliminating ore transport was commissioned and
successfully integrated, paving the way for its adoption in future
developments.
-- To tide over the lower grade at Vatomina and increasing plant
capacity to 12,000 tpa, construction of a second pre concentrate
plant was commenced at Vatomina.
-- Redevelopment of the 100-kilo watt Sahamamy hydro power plant
was completed and trial runs conducted. Integration of the plant
with the power supply system awaits certain corrections in the flow
system.
-- Extensive infrastructure strengthening for the c.50 km
internal and inter project connecting roads, bridges and culverts
was commenced post the rainy season and has now been completed.
-- Key operational and financial highlights for the period are as tabulated below:
Six Months Ending 30 Sep 2022 30 Sep 2021
Cost of Production GBP787,312 GBP255,193
--------------- ---------------
Quantity of Production (MT(1) 1,731 MT 1,060 MT
)
--------------- ---------------
Cost per MT of Production GBP454/MT GBP241/MT
--------------- ---------------
Total Sales (MT) 1,691 MT 950 MT
--------------- ---------------
Total Revenues GBP1,165,195 GBP560,058
--------------- ---------------
Achieved Basket Price (per US$833/GBP689 US$819/GBP590
MT) MT MT
--------------- ---------------
Gross Profit GBP377,883 GBP304,865
--------------- ---------------
Gross Margins (per MT) GBP223/MT GBP321/MT
--------------- ---------------
Gross Margin on Sales (%) 32% 54%
--------------- ---------------
Corporate and Administrative GBP1,010,774 GBP1,141,387
Costs
--------------- ---------------
EBIDTA GBP(632,891) GBP(836,522)
--------------- ---------------
Depreciation GBP793,173 GBP172,853
--------------- ---------------
Operating Profit/(Loss) GBP(1,426,064) GBP(1,009,375)
--------------- ---------------
1. MT = Metric Tonnes
As at 30 Sep 2022 31 March 2022
--------------- ---------------
Selected Balance Sheet items
Cash and cash equivalents GBP831,436 GBP1,534,023
--------------- ---------------
Net Assets GBP14,484,371 GBP15,747,196
--------------- ---------------
-- The revenue from sales during the period was GBP1,165,195 an increase of 108% YoY.
-- Gross Profit increased YoY from GBP304,865 to GBP377,883 representing an increase of 24%.
-- The percentage of operating margins reduced from 54% to 32%
YoY owing to increased costs with increased capacities but lower
capacity utilisation due to adverse weather conditions and
continued development activities with conservative capitalisation
of costs as per accounting standards and guidelines.
-- Administrative expenses reduced by 11% YoY from GBP1,141,387 to GBP1,010,774 YoY.
-- As an impact of increased operating profits and reduced
administrative costs the negative EBIDTA reduced by 24% from
GBP836,522 to GBP632,891.
-- The Company raised a gross sum of GBP1,862,500 from the issue
of convertible loan note with a term of 3 years, convertible to
Ordinary Shares of GBP0.025 each of the Company ("Ordinary Shares")
at a price of GBP0.60.
-- The Company continued to progress activities for completion
of the acquisition of Suni Resources SA, a Mozambique subsidiary of
Battery Minerals first announced through the RNS dated 17 August
2021 .
-- The completion of the acquisition, which is substantially
advanced, will add two globally significant fully permitted
Detailed Feasibility Studies completed graphite deposits in
Mozambique which will materially increase the Company's JORC
compliant mineral resource base by c.152 million tonnes at 8.5%
Total Graphitic Carbon ("TGC"). The acquisition will include:
o the construction initiated 100,000 tpa (2x50,000 tpa)
Montepuez Graphite Project;
o the c.58,000 tpa Balama Central Graphite Project; and
o provision of medium and small flake graphite resources
preferred for the anode of lithium-ion batteries, to complement
TG's Madagascan Jumbo and Large flake projects.
Post period events & Future Outlook
-- On 5 December 2022, the Company completed an oversubscribed
capital raise of GBP5,000,000 for funding the completion of
acquisition of Suni Resources SA and general working capital
through the issue of 14,285,714 Ordinary Shares at an issue price
of GBP0.35 per share.
-- The construction of the second preconcentrate unit at
Vatomina has been completed, the unit commissioned and integrated
with the final concentrate unit from third week of December
2022.
-- The 18,000 tpa Sahamamy facilities are in the final stages of
installation and commissioning with production ramp up expected to
be complete by end of January 2023, pushed back from end of
December 2022 owing to delays in final set of shipments for the
plant.
-- Graphite remains designated as a critical raw material by the
UK, USA and EU, being a key contributor to the green energy
transition and electrification of mobility.
-- The global flake graphite market is forecast to grow multiple
times over the decade, by the likes of UBS, World Bank, Roskill,
Benchmark Minerals owing to energy transition and other green
applications.
-- According to forecasts from independent sources, with growth
in the EV sector, the consumption of flake graphite in mobility is
expected to become the largest consuming sector in 2023 leading to
a supply gap in 2023.
-- The overall strengthening of our operations alongside
additional capacity additions has laid the foundations for the
Company to be a globally significant ex China source for mineral
flake graphite with further growth under its capacity build-up
plans.
-- The Company will continue to stabilise its operations at the
capacity of 30,000 tpa over the next half year.
Shishir Poddar, Executive Chairman of Tirupati Graphite,
said:
"We are pleased to report increasing production and sales in the
period which resulted in a reduction in negative EBIDTA, despite
challenging circumstances faced. The rapid action taken to address
these challenges with innovative and pragmatic solutions has laid
the path for our continued progress.
"We are making good progress towards completion of the
acquisition of Suni Resources with all key obstacles now addressed.
The projects are promising and pave the way for us to extensively
engage with the highest growth markets for flake graphite.
"In 2021, the Electric Vehicles market more than doubled to
above 6 million passenger cars and the trend continued this year,
with the number expected to exceed 10 million. Clean hydrogen is
gaining ground in other energy applications and flake graphite is
again one of the key ingredients for the fuel cells that generate
power using hydrogen. We believe the opportunities are immense and
we are one of only two listed companies outside China that has
taken a flake graphite project into production.
"As we progress further, we will continue to update the markets
on our progress towards our goal of building a globally significant
flake graphite source."
Enquiries:
Tirupati Graphite Plc admin@tirupatigraphite.co.uk
Puruvi Poddar - Chief of Corporate & Business +44 (0) 20 39849894
Development
Optiva Securities Limited (Broker)
Ben Maitland - Corporate Finance +44 (0) 20 3034 2707
Robert Emmet - Corporate Broking +44 (0) 20 3981 4173
FTI Consulting (Financial PR) +44 (0) 20 3727 1000
Ben Brewerton / Nick Hennis / Kelly Smith tirupati@fticonsulting.com
/ Karen Muperere
https://www.tirupatigraphite.co.uk/
MANAGEMENT'S CONDENSED REPORT
It is now just over two years since we achieved the feat of
being a listed entity with eyes on developing the Company's
business in the field of flake graphite, a critical mineral which
our founders and management specialise in and which is a key
constituent to the energy transition economy.
Graphite has a set of unique properties thus a diversity of
applications including in electric vehicles, smartphones, metal
forming, hydrogen power, fire safety and many more. The energy
transition economy is fast growing even in the current slowdown and
with flake graphite a key material in the transition economy we
have the opportunity to grow as we have planned.
The period under reporting was a challenging one, in as much as
we were engaged in building new capacities while streamlining
existing ones in the face of adverse weather conditions that played
a destructive role. The Company stood up to the challenges with
smart decisions and dedicated efforts of the team to insulate the
Company's operation from such conditions in the future.
By the end of the period under reporting, we had implemented the
split of our process flow sheet with preconcentrate units being
established at the mine pithead, which removed 80 - 90% of the
waste in the ore and the output being pumped to the final
processing unit, it eliminated the burden of transport of Ore from
the mine pithead to the processing plant. Prior to implementation
of the preconcentrate unit concept, the transport of Ore from the
mine pit head to the processing plant was one of the biggest
challenges, especially as a result of the adverse weather
conditions. This bottleneck would have grown with our capacities.
For example, for production of 30,000 tpa would have resulted in
requirement for transport of c.2400 tons ore per day. Thus the
Company realigned its ongoing development to the 30,000 tons
capacity setting up preconcentrate plants at mine pithead.
The Company remains engaged with its eyes on the long-term goals
and is progressing the proposed acquisition of Suni Resources from
Battery Minerals Ltd., which will add the globally significant
Montepuez and Balama Central flake graphite projects to the
Company's asset portfolio. The projects have more than 10 times
contained graphite as per the JORC 2012 resources and reserves as
compared to the Madagascan projects // Company, are licensed to
build >150,000 tons of flake graphite production and offer the
opportunity for us to reach our aim of producing c. 8% of global
flake graphite forecast demand by the turn of the decade.
To meet its business and development goals, the Company raised
GBP1,862,500 through the issue of a convertible loan note with a
term of 3 years, convertible to Ordinary Shares at a price of
GBP0.60, during the period. It has further raised a sum of
GBP5,000,000 through the issue of 14,285,714 Ordinary Shares at an
issue price of GBP0.35 per share for funding the completion of
acquisition of Suni Resources SA and general working capital. The
funding requirements for completion of the acquisition of Suni are
fully met and the Company is well placed in its capital
requirements. With the operations in Madagascar reaching the
critical point we expect the future capacity developments in
Madagascar to be built using internal resources and leveraging
future earnings.
The proposed acquisition of Tirupati Speciality Graphite Private
Limited has remained pending, as announced on 11 July 2022
because:
-- The acquisition requires the approval of the regulators in
India under The Foreign Exchange Management Act ("FEMA") since it
classifies TG as an Overseas Direct Investment ("ODI"); and
-- It has now determined that the independent valuation report
used to establish the share swap ratio is no longer valid and a new
report will need to be undertaken in terms of FEMA
requirements.
As such, the timing for obtaining regulatory approval and the
consideration for the proposed acquisition continues to remain
uncertain. Furthermore, TSG has advised the Company that it needs
to explore alternative sources of capital to maintain its
development.
In response, the Company is considering a number of alternative
options to meet the objective of ensuring that TG is able to
continue with its plans to develop a downstream and advanced
materials business.
These options include:
-- continued pursuit of regulatory approval for the Proposed
Acquisition as its preferred option and in doing so, considering
any revised valuation for TSG and changes to the terms of the
Proposed Acquisition to reflect this;
-- exploring the possible participation in alternative
investment vehicles for investment in TSG as may be permissible
with participation of TG shareholders; and
-- exploring possible commercial arrangements with TSG.
The Company, TSG and their respective advisors, remain engaged
in working through various possibilities and the Company will
update the market on further developments.
The highlights of the period and post period significant events
have been detailed above. The Company remains focussed on its goals
continuing to develop its flake graphite projects in Madagascar to
84,000 tons annual production capacity in the medium term as it
stabilises the currently established 30,000 tons capacity and
progress its business to make the most of the energy transition
economy as the world strives to progress towards a greener
world.
Your board and management remain aligned with the interests of
shareholders with no equity interest sold to date by any
member.
Responsibility Statement
We confirm that to the best of our knowledge:
-- the Interim Report has been prepared in accordance with
International Accounting Standards 34, Interim Financial Reporting,
as adopted by the UK; and
-- gives a true and fair view of the assets, liabilities,
financial position and profit/loss of the Group; and
-- the Interim Report includes a fair review of the information
required by DTR 4.2.7R of the Disclosure and Transparency Rules,
being an indication of important events that have occurred during
the first six months of the financial year and their impact on the
set of interim financial statements; and a description of the
principal risks and uncertainties for the remaining six months of
the year.
-- the Interim Report includes a fair review of the information
required by DTR 4.2.8R of the Disclosure and Transparency Rules,
being the information required on related party transactions.
The Interim Report was approved by the Board of Directors and
the above responsibility statement was signed on its behalf by:
Shishir Poddar
Executive Chairman & Managing Director
27 December 2022
Unaudited Condensed Consolidated Statement of Comprehensive
Income
For the half-year ended 30 September 2022
Notes 2022 2021
GBP GBP
Continuing operations
Revenue 6 1,165,195 560,058
===================================== ====== ============== ==============
Cost of Sales (787,312) (255,193)
Depreciation of Operating
Assets (639,079) (172,853)
Gross profit (261,196) 132,012
===================================== ====== ============== ==============
Administrative expenses 7 (1,164,868) (1,141,387)
Operating loss (1,426,064) (1,009,375)
Finance costs 9 (58,474) (75,833)
Loss before income tax (1,484,538) (1,085,208)
Income tax - (25,943)
===================================== ====== ============== ==============
Loss for the period attributable
to owners of the Company (1,484,538) (1,111,151)
===================================== ====== ============== ==============
Other comprehensive income:
Items that may be reclassified
to profit or loss:
===================================== ====== ============== ==============
Exchange differences on translation
of foreign operations 221,713 (372,931)
===================================== ====== ============== ==============
Total comprehensive loss
for the period attributable
to the Group (1,262,825) (1,484,082)
===================================== ====== ============== ==============
Earnings per share attributable Pence per Pence per
to owners of the Company share share
From continuing operations:
Basic 11 (1.45) (1.71)
Diluted* 11 (1.45) (1.71)
*Note: The Dilutive instruments like warrants & CLNs issued
by the company are resulting in anti-dilutive effect on EPS. Hence
diluted EPS is shown as equal to basic EPS following IFRS
requirements.
The accompanying accounting policies and notes are an integral
part of these financials
Unaudited Condensed Consolidated and Company Statement of
Financial Position
As at 30 September 2022
Notes Group Company
=========================== ====== ============================ ============================
Sep 2022 Mar 2022 Sep 2022 Mar 2022
=========================== ====== ============= ============= ============= =============
GBP GBP GBP GBP
=========================== ====== ============= ============= ============= =============
Non-current assets
=========================== ====== ============= ============= ============= =============
Investments in
subsidiaries 13 - - 3,921,348 3,901,023
=========================== ====== ============= ============= ============= =============
Property, plant
and equipment 14 10,432,365 7,356,121 268,842 -
=========================== ====== ============= ============= ============= =============
Deferred tax 24 84,325 75,242 - -
=========================== ====== ============= ============= ============= =============
Deposits 8,581 6,806 - -
=========================== ====== ============= ============= ============= =============
Intangible assets 12 3,546,764 3,571,196 40,970 40,970
--------------------------- ------ ------------- ------------- ------------- -------------
Total non-current
assets 14,072,035 11,009,365 4,231,160 3,941,993
--------------------------- ------ ------------- ------------- ------------- -------------
Current assets
===========================
Inventory 16 1,187,956 732,274 - -
===========================
Trade and other
receivables 15 2,529,223 4,242,635 16,113,887 13,858,647
===========================
Cash and cash equivalents 831,436 1,534,023 638,072 1,505,410
===========================
Total current
assets 4,548,615 6,508,932 16,751,959 15,364,057
--------------------------- ------ ------------- ------------- ------------- -------------
Current liabilities
===========================
Trade and other
payables 17 1,231,748 730,869 660,104 315,207
===========================
Borrowings 19 909,000 536,000 909,000 536,000
===========================
Total current
liabilities 2,140,748 1,266,869 1,569,104 851,207
--------------------------- ------ ------------- ------------- ------------- -------------
Net current assets 2,407,867 5,242,063 15,182,854 14,512,850
--------------------------- ------ ------------- ------------- ------------- -------------
Non-current liabilities
=========================== ====== ============= ============= ============= =============
Borrowings 19 1,962,500 473,000 1,962,500 473,000
=========================== ====== ============= ============= ============= =============
Other payables 17 33,031 31,232 - -
=========================== ====== ============= ============= ============= =============
Total non-current
liabilities 1,995,531 504,232 1,962,500 473,000
--------------------------- ------ ------------- ------------- ------------- -------------
NET ASSETS 14,484,371 15,747,196 17,451,514 17,981,843
--------------------------- ------ ------------- ------------- ------------- -------------
Equity
=========================== ====== ============= ============= ============= =============
Share capital 20 2,173,497 2,173,497 2,173,497 2,173,497
=========================== ====== ============= ============= ============= =============
Share premium account 19,975,356 19,975,356 19,975,356 19,975,356
=========================== ====== ============= ============= ============= =============
Warrant reserve 21 130,557 130,557 130,557 130,557
=========================== ====== ============= ============= ============= =============
Foreign exchange
reserve (554,495) (776,208) - -
=========================== ====== ============= ============= ============= =============
Retained losses (7,240,544) (5,756,006) (4,827,895) (4,297,566)
--------------------------- ------ ------------- ------------- ------------- -------------
Equity attributable
to owners of the
Company 14,484,371 15,747,196 17,451,514 17,981,843
=========================== ====== ============= ============= ============= =============
TOTAL EQUITY 14,484,371 15,747,196 17,451,514 17,981,843
--------------------------- ------ ------------- ------------- ------------- -------------
The Company has elected to take the exemption under section 408
of the Companies Act 2006 not to present the company statement of
comprehensive income.
The loss for the company for the period was GBP530,029 (2021:
GBP1,029,240).
The accompanying accounting policies and notes are an integral
part of these financial statements.
Unaudited Condensed Consolidated Statement of Changes in
Equity
For the half-year ended 30 September 2022
Attributable to the owners of the company
Share Share premium Foreign Share Retained TOTAL
capital exchange warrants losses EQUITY
reserve reserve
---------- -------------- ---------- ---------- ------------ ------------
GBP GBP GBP GBP GBP GBP
---------- -------------- ---------- ---------- ------------ ------------
Balance at
1 April 2021 1,871,084 10,426,988 (414,546) 130,557 (3,832,520) 8,181,563
---------- -------------- ---------- ---------- ------------ ------------
Loss for the
period - - - - (1,111,151) (1,111,151)
---------- -------------- ---------- ---------- ------------ ------------
Other Comprehensive
Income: Exchange
translation
loss on foreign
operations - - (372,931) - - (372,931)
---------- -------------- ---------- ---------- ------------ ------------
Total comprehensive
income for the
Period: - - (372,931) - (1,111,151) (1,484,082)
---------- -------------- ---------- ---------- ------------ ------------
Transactions
with owners
---------- -------------- ---------- ---------- ------------ ------------
Issue of ordinary
shares 284,111 9,357,389 - - - 9,641,500
---------- -------------- ---------- ---------- ------------ ------------
Total Transactions
with owners,
recognized directly
in equity: 284,111 9,357,389 - - - 9,641,500
---------- -------------- ---------- ---------- ------------ ------------
Balance at
30 September
2021 2,155,195 19,784,377 (787,477) 130,557 (4,943,671) 16,338,981
---------- -------------- ---------- ---------- ------------ ------------
Balance at
1 April 2022 2,173,497 19,975,356 (776,208) 130,557 (5,756,006) 15,747,196
---------- -------------- ---------- ---------- ------------ ------------
Loss for the
period - - - - (1,484,538) (1,484,538)
---------- -------------- ---------- ---------- ------------ ------------
Other Comprehensive
Income: Exchange
translation
loss on foreign
operations - - 221,713 - - 221,713
---------- -------------- ---------- ---------- ------------ ------------
Total comprehensive
income for the
Period: - - 221,713 - (1,484,538) (1,262,825)
---------- -------------- ---------- ---------- ------------ ------------
Transactions
with owners
---------- -------------- ---------- ---------- ------------ ------------
Shares issued - - - - - -
---------- -------------- ---------- ---------- ------------ ------------
Transactions
with Equity - - -
owners: - - -
---------- -------------- ---------- ---------- ------------ ------------
Balance at
30 September
2022 2,173,497 19,975,356 (554,495) 130,557 (7,240,544) 14,484,371
---------- -------------- ---------- ---------- ------------ ------------
The accompanying accounting policies and notes are an integral
part of these financial statements.
Share capital - Represents the nominal value of the issued share
capital.
Share premium account - Represents amounts received in excess of
the nominal value on the issue of share capital less any costs
associated with the issue of shares.
Retained losses - Represents accumulated comprehensive income
for the period and prior years excluding translation.
Foreign exchange reserve - Represents exchange differences
arising from the translation of the financial statements of foreign
subsidiaries and the retranslation of monetary items forming part
of the net investment in those subsidiaries.
Share warrant reserve - Represents reserve for equity component
of warrants issued as per IFRS 2 share-based payments.
Unaudited Condensed Company Statement of Changes in Equity
For the half-year ended 30 September 2022
Attributable to equity shareholders
Share Share premium Share warrants Retained TOTAL
capital reserve losses EQUITY
---------- -------------- --------------- ------------ ------------
GBP GBP GBP GBP GBP
---------- -------------- --------------- ------------ ------------
Balance at 1 April
2021 1,871,084 10,426,988 130,557 (2,897,425) 9,531,204
---------- -------------- --------------- ------------ ------------
Loss for the period - - - (1,029,240) (1,029,240)
---------- -------------- --------------- ------------ ------------
Total comprehensive
income: - - - (1,029,240) (1,029,240)
---------- -------------- --------------- ------------ ------------
Transactions with
owners
---------- -------------- --------------- ------------ ------------
Shares issued 284,111 9,357,389 - - 9,641,500
---------- -------------- --------------- ------------ ------------
Total Transactions
with owners: 284,111 9,357,389 - - 9,641,500
---------- -------------- --------------- ------------ ------------
Balance at 30
September 2021 2,155,195 19,758,356 130,557 (3,926,665) 18,143,464
---------- -------------- --------------- ------------ ------------
Balance at 1 April
2022 2,173,497 19,975,356 130,557 (4,297,566) 17,981,843
---------- -------------- --------------- ------------ ------------
Loss for the period - - - (530,029) (530,029)
---------- -------------- --------------- ------------ ------------
Total comprehensive
income: - - - (530,029) (530,029)
---------- -------------- --------------- ------------ ------------
Transactions with
owners
---------- -------------- --------------- ------------ ------------
Shares issued - - - - -
---------- -------------- --------------- ------------ ------------
Total Transactions
with Equity owners: - - - - -
---------- -------------- --------------- ------------ ------------
Balance at 30
September 2022 2,173,497 19,975,356 130,557 (4,827,895) 17,451,514
---------- -------------- --------------- ------------ ------------
The accompanying accounting policies and notes are an integral
part of these financial statements.
Share capital - Represents the nominal value of the issued share
capital.
Share premium account - Represents amounts received in excess of
the nominal value on the issue of share capital less any costs
associated with the issue of shares.
Retained losses - Represents accumulated comprehensive income
for the period and prior years.
Share warrant reserve - Represents reserve for equity component
of warrants issued as per IFRS 2 share-based payments.
Unaudited Condensed Consolidated Statement of Cash Flows
For the half-year ended 30 September 2022
2022 2021
GBP GBP
---------------------------------------- ------------ ------------
Cash used in operating activities
------------ ------------
Loss for the period (1,484,538) (1,111,151)
------------ ------------
Adjustment for:
------------ ------------
Depreciation 793,173 172,853
------------ ------------
Finance costs 58,474 75,833
------------ ------------
Income tax - (25,943)
------------ ------------
Working capital changes:
------------ ------------
Increase in inventories (455,682) (4,591)
------------ ------------
(Increase)/Decrease in receivables 1,713,412 (558,020)
------------ ------------
Increase in payables 500,879 (268,020)
------------ ------------
Increase/(Decrease) in DTA & Other
assets (10,858) 2,093
------------ ------------
Net cash used in operating activities (1,114,860) (1,716,946)
------------ ------------
Cash flows from investing activities:
------------ ------------
Purchase of tangible assets (3,626,178) (968,725)
------------ ------------
Advance for Capital Assets 2,906 (2,035,930)
------------ ------------
Net cash from investing activities (3,623,272) (3,004,655)
------------ ------------
Cash flows from financing activities
------------ ------------
Proceeds from Shares issued (net
of costs) - 9,641,500
------------ ------------
Proceeds /(redemption) from issue
of Convertible loan notes 1,862,500 (114,000)
------------ ------------
Finance cost (58,474) (75,833)
------------ ------------
Increase / (decrease) in Lease
& other long-term liability 1,799 37,859
------------ ------------
Net cash from financing activities 1,805,825 9,489,526
------------ ------------
Net increase in cash and cash
equivalents (702,587) 4,767,925
------------ ------------
Cash and cash equivalents at beginning
of period 1,534,023 1,644,189
------------ ------------
Cash and cash equivalents at end
of period 831,436 6,412,114
------------ ------------
The accompanying accounting policies and notes are an integral
part of these financial statements.
Notes to the Financial Statements
1. General information
Tirupati Graphite plc (the "Company") is incorporated in England
and Wales, under the Companies Act 2006. The registered office
address is given on Company Information page.
The Company is a public company, limited by shares. On 14
December 2021 the ordinary shares of the Company were admitted on
the official list of the FCA and to trading on the main market of
the London stock exchange through standard listing.
The principal activities of the Company and its subsidiaries
(the "Group") and the nature of the Group's operations are set out
in the Strategic Report.
These consolidated financial statements are presented in pounds
sterling since that is the currency of the primary economic
environment in which the Group and Company operates.
2. Adoption of new and revised International Accounting Standards as adopted by UK (IFRSs)
New standards
The Group and Company have adopted all recognition, measurement,
and disclosure requirements of IFRS, including any new and revised
standards and Interpretations of IFRS, in effect for annual periods
commencing on or after 1 April 2021. The adoption of these
standards and amendments did not have any material impact on the
financial result of position of the Group and Company.
Standards which are in issue but not yet effective:
At the date of authorisation of these financial statements, the
following Standards and Interpretation, which have not yet been
applied in these financial statements, were in issue but not yet
effective.
Standard or Description Effective
interpretation date
IAS 1 Amendments - Classification of Liabilities 1 January
as Current or Non-Current 2023
------------------------------------------- -----------
IAS 16 Amendments - Property, Plant and 1 January
Equipment 2022
------------------------------------------- -----------
IAS 8 Amendments - Definition of Accounting 1 January
Estimates 2023
------------------------------------------- -----------
IAS 1 Amendments - Disclosure of Accounting 1 January
Policies 2023
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IFRS Annual improvements to IFRS Standards 1 January
2018-2020 2022
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The Group and Company have not early adopted any of the above
standards and intends to adopt them when they become effective.
3. Significant accounting policies
Basis of preparation
These consolidated financial statements have been prepared in
accordance with international accounting standards in conformity
with the requirements of the Companies Act 2006 and in accordance
with the requirements of the Companies Act 2006.
The financial statements have been prepared on the historical
cost basis, except for financial instruments that are measured at
the fair values at the end of the reporting period. Historical cost
is generally based on the fair value of the consideration given in
exchange for goods and services.
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 accounting policies. The areas involving a higher
degree of judgement or complexity, or areas where assumptions and
estimates are significant to the consolidated financial statements,
are disclosed in Note 4.
The principal accounting policies adopted are set out on the
following pages.
Going concern
The financial position of the Group and the Company, their cash
flows and liquidity positions are contained in the financial
statements. In December 2022, the Company raised equity capital to
meet its financial obligations and working capital
requirements.
As at the end of the reporting period, the Company had
commissioned and brought in regular operations its first
preconcentrate plant at Vatomina to tide over the difficulties it
faced during the period owing to adverse weather conditions
effecting its internal road network and resulting in lower than
expected production and sales. As at writing of this report the
second preconcentrate plant at Vatomina has been commissioned and
brought in regular operations thus enhancing its capacity at
Vatomina to 12,000 tpa annual capacity.
The Company has substantially completed its investment needs for
the under construction 18,000 tpa plant at Sahamamy in Madagascar,
which is in the final stages of installation, trials and
commissioning and expected to be in commercial production in the
next quarter.
The Company's current cost structure substantially captures the
costs of fixed nature it is expected to incur with enlarged
production from the 30,000 tpa capacity it shall have operating
from the next quarter. Additional costs for additional production
are directly variable costs like power, mining equipment
operations, packaging, logistics and similar variable costs. With
the additional 18,000 tpa capacity coming on stream and the
Vatomina plant uprated to 12,000 tpa capacity in regular operations
the Company's revenues are expected to substantially increase with
significantly lesser increase in total costs.
Taking in to account the comments above, the Directors have, at
the time of approving the financial statements, a reasonable
expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future, given its current
cash resources, installed capacities and operations.
Basis of consolidation
Subsidiaries are all entities (including structured entities)
over which the Group has control. The Group controls an entity when
the Group is exposed to, or has rights to, variable returns from
its involvement with the entity and has the ability to affect those
returns through its power over the entity. Subsidiaries are fully
consolidated from the date on which control is transferred to the
Group. They are deconsolidated from the date that control
ceases.
The Group re-assesses whether or not it controls an investee if
facts and circumstances indicate that there are changes to one or
more of the three elements of control. Assets, liabilities, income
and expenses of a subsidiary acquired or disposed of during the
period are included in the consolidated financial statements from
the date the Group gains control until the date the Group ceases to
control the subsidiary.
The Group consists of Tirupati Graphite plc and its wholly owned
subsidiaries Tirupati Madagascar Ventures and Establissements
Rostaing.
In the company financial statements, investments in
subsidiaries, joint ventures and associates are accounted for at
cost less impairment.
The consolidated financial statements incorporate those of
Tirupati Graphite plc and all of its subsidiaries (i.e. entities
that the group controls through its power to govern the financial
and operating policies so as to obtain economic benefits).
Subsidiaries acquired during the period are consolidated using the
purchase method. Their results are incorporated from the date that
control passes.
All financial statements are made up to 30 September 2022. Where
necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used into line with
those used by other members of the group.
All intra-group transactions, balances, and unrealised gains on
transactions between Group companies are eliminated on
consolidation.
Segment reporting
An operating segment is a component of the Group that engages in
business activity from which it may earn revenues and incur
expenses, including revenues and expenses that relate to
transactions with the Group's other components. All operating
segments' operating results, for which discrete financial
information is available, are reviewed regularly by the Group's
Board to make decisions about resources to be allocated to the
segment and assess its performance. The Group reports on a
three-segment basis - Holding Companies Expenses, Mining
Exploration and Development and Graphite Mining Extraction.
Revenue recognition
Revenue is measured at the fair value of the consideration
received or receivable and represents amounts receivable for goods
or services supplied in course of ordinary business, stated net of
discounts, returns and value added taxes. The Group recognises
revenue in accordance with IFRS 15 at either a point in time or
over time, depending on the nature of the goods or services and
existence of acceptance clauses.
Revenue from the sale of goods is recognised when delivery has
taken place and the performance obligation of delivering the goods
has taken place. The performance obligation of products sold are
transferred according to the specific delivery terms that have been
formally agreed with the customer, generally upon delivery when the
bill of lading is signed as evidence that they have accepted the
product delivered to them.
Foreign currencies
For the purposes of the consolidated financial statements, the
results and financial position of each Group company are presented
in pounds sterling, which is the functional currency of the
Company. At balance sheet date, monetary assets and liabilities
that are denominated in foreign currencies are retranslated at the
rates prevailing at that date. Income and expense items are
translated at the average exchange rates for the period.
Taxation
Income tax represents the sum of current tax and deferred
tax.
Current tax
Current tax is based on taxable profit or loss for the period.
Taxable profit or loss differs from net profit or loss as reported
in the income statement because it excludes items of income or
expense that are taxable or deductible in other periods and it
further excludes items that are never taxable or deductible. The
Group's liability for current tax is calculated using tax rates
that have been enacted or substantively enacted by the balance
sheet date.
A provision is recognised for those matters for which the tax
determination is uncertain, but it is considered probable that
there will be a future outflow of funds to a tax authority. The
provisions are measured at the best estimate of the amount expected
to become payable. The assessment is based on the judgement of tax
professionals within the Company supported by previous experience
in respect of such activities and in certain cases based on
specialist independent tax advice.
Deferred tax
Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in
the computation of taxable profit and is accounted for using the
balance sheet liability method.
Deferred tax liabilities are generally 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. Such assets and liabilities are not recognised if
the temporary difference arises from the initial recognition of
goodwill or from the initial recognition (other than in a business
combination) of other assets and liabilities in a transaction that
affects neither the taxable profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow
all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to
apply in the period when the liability is settled, or the asset is
realised based on tax laws and rates that have been enacted or
substantively enacted at the balance sheet date. Deferred tax is
charged or credited in the income statement, except when it relates
to items charged or credited in other comprehensive income, in
which case the deferred tax is also dealt with in other
comprehensive income.
The measurement of deferred tax liabilities and assets reflects
the tax consequences that would follow from the manner in which the
Group expects, at the end of the reporting period, to recover or
settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when there is a
legally enforceable right to set off current tax assets against
current tax liabilities and when they relate to income taxes levied
by the same taxation authority and the Group intends to settle its
current tax assets and liabilities on a net basis.
Current tax and deferred tax for the period
Current and deferred tax are recognised in profit or loss,
except when they relate to items that are recognised in other
comprehensive income or directly in equity, in which case, the
current and deferred tax are also recognised in other comprehensive
income or directly in equity respectively. Where current tax or
deferred tax arises from the initial accounting for a business
combination, the tax effect is included in the accounting for the
business combination.
Assets Under Construction
All expenditure on the construction, installation or completion
of infrastructure facilities is capitalised as construction in
progress within "Assets Under Construction". Once production
starts, all assets included in "Assets Under Construction" will be
transferred into "Property, Plant and Equipment". It is at this
point that depreciation/amortisation commences over its useful
economic life.
Assets Under Construction are stated at cost. The initial cost
comprises transferred Mining Exploration and Evaluation assets,
construction costs, infrastructure facilities, any costs directly
attributable to bringing the asset into operation, the initial
estimate of the rehabilitation obligation, and, for qualifying
assets, borrowing costs. Costs are capitalised and categorised as
construction in progress.
Property, Plant and Equipment
Property, Plant and Equipment in the course of construction for
production, supply or administrative purposes, or for purposes not
yet determined, are carried at cost, less any recognised impairment
loss. Costs includes professional fees and, for qualifying assets,
borrowing costs capitalised in accordance with the Group's
accounting policy. Depreciation of these assets, on the same basis
as other property assets, commences when the assets are ready for
their intended use.
Fixtures and equipment are stated at cost less accumulated
depreciation and any recognised impairment loss. Depreciation is
recognised so as to write off the cost or valuation of assets
(other than freehold land and properties under construction) less
their residual values over their useful lives, using the
straight-line method, on the following bases:
Plant and machinery 10%-25% per annum
Infrastructure and fixtures 10%-25% per annum
The estimated useful lives, residual values and depreciation
method are reviewed at the end of each reporting period, with the
effect of any changes in estimate accounted for on a prospective
basis.
An item of Property, Plant and Equipment is derecognised upon
disposal or when no future economic benefits are expected to arise
from the continued use of the asset. The gain or loss arising on
the disposal or scrappage of an asset is determined as the
difference between the sales proceeds and the carrying amount of
the asset and is recognised in income.
Development costs
Expenditure on research activities is recognised as an expense
in the period in which it is incurred.
An internally-generated intangible asset arising from
development (or from the development phase of an internal project)
is recognised if, and only if all of the following conditions have
been demonstrated:
-- the technical feasibility of completing the intangible asset
so that it will be available for use or sale;
-- the intention to complete the intangible asset and use or sell it;
-- the ability to use or sell the intangible asset;
-- how the intangible asset will generate probable future economic benefits;
-- the availability of adequate technical, financial and other
resources to complete the development and to use or sell the
intangible asset; and
-- the ability to measure reliably the expenditure attributable
to the intangible asset during its development.
The amount initially recognised for internally-generated
intangible assets is the sum of the expenditure incurred from the
date when the intangible asset first meets the recognition criteria
listed above. Where no internally-generated intangible asset can be
recognised, development expenditure is recognised in profit or loss
in the period in which it is incurred.
Subsequent to initial recognition, internally-generated
intangible assets are reported at cost less accumulated
amortisation and accumulated impairment losses, on the same basis
as intangible assets that are acquired separately.
Mining Exploration and Evaluation
Mining Exploration and Evaluation costs are carried forward in
respect of areas of interest where the consolidated entity's rights
to tenure are current, and where these costs are expected to be
recouped through successful development into production from the
area of interest or by sale or disposal of the project.
Alternatively, these costs are carried forward while active and
significant exploration and evaluation costs being incurred.
Intangible assets comprise of exploration costs purchased as part
of the acquisition in prior periods continuing in relation to the
areas of interest and it is too early to make reasonable assessment
of the existence or otherwise of economical production from the
area of interest.
Costs incurred by the Company on behalf of its subsidiaries and
associated with exploration and evaluation activities are
capitalised on a project-by-project basis pending commencement of
production from the project. Costs incurred include appropriate
technical and administrative expenses but not general overheads. If
the exploration and evaluation activities lead to economic
production from the project, the related expenditures will be
written-off over the estimated life of 10 years (useful economic
life) on straight line method.
Impairment reviews are carried out regularly by the Directors of
the Company. Where a project is abandoned, or is considered to be
of no further commercial value, the related costs will be written
off to the Statement of Comprehensive Income.
The recoverability of these costs is dependent upon the
exploration and evaluation activities successfully transitioning
into production from the project, the ability of the Group to
obtain necessary financing to complete the development of the
project and derive future profitable production or proceeds from
the sale or disposal of the project.
Intangible assets (i.e. Exploration and evaluation assets)
recorded at fair-value on business combination
Exploration assets which are acquired as part of a business
combination are recognised at fair value in accordance with IFRS 3.
When a business combination results in the acquisition of an entity
whose only significant assets are its exploration asset and/or
rights to explore, the Directors consider that the fair value of
the exploration assets is equal to the consideration. Any excess of
the consideration over the capitalised exploration asset is
attributed to the fair value of the exploration asset.
Exploration and evaluation assets are recorded and held at
cost
Exploration and evaluation assets are not subject to
amortisation, as such at the period-end all intangibles held have
an indefinite life, but are assessed annually for impairment. The
assessment is carried out by allocating exploration and evaluation
assets to cash generating units ('CGU's'), which are based on
specific projects or geographical areas. The CGU's are then
assessed for impairment using a variety of methods including those
specified in IFRS 6. Whenever the exploration for and evaluation of
mineral resources in cash generating units does not lead to the
discovery of commercially viable quantities of mineral resources
and the Group has decided to discontinue such activities of that
unit, the associated expenditures are written off to the Income
Statement.
Derecognition of intangible assets
An intangible asset is derecognised on disposal, or when no
future economic benefits are expected from use or disposal. Gains
or losses arising from derecognition of an intangible asset,
measured as the difference between the net disposal proceeds and
the carrying amount of the asset, are recognised in profit or loss
when the asset is derecognised.
Inventories
Inventories are stated at the lower of cost and net realisable
value. Cost comprises direct materials and, where applicable,
direct labour costs and those overheads that have been incurred in
bringing the inventories to their present location and condition.
Cost is calculated using the weighted average method. Net
realisable value represents the estimated selling price less all
estimated costs of completion and costs to be incurred in
marketing, selling and distribution.
Investments
Investments in subsidiaries are held at cost less any
impairment.
Financial instruments
Financial assets and financial liabilities are recognised in the
Group's balance sheet when the Group becomes a party to the
contractual provisions of the instrument.
Financial assets
Initial recognition and measurement
The Group applies IFRS 9 "Financial Instruments" and elected the
simplified approach method.
The Group classifies its financial assets in the following
categories: loans and receivables and fair value through profit and
loss. The classification depends on the nature of the assets and
the purpose for which the assets were acquired. Management
determines the classification of its financial assets at initial
recognition and this designation at every reporting date.
Loans and receivables
Loans and receivables are non -- derivative financial assets
with fixed or determinable payments that are not quoted in an
active market. The principal financial assets of the Company are
loans and receivables, which arise principally through the
provision of goods and services to customers (e.g. trade
receivables) but also incorporate other types of contractual
monetary assets. They are included in current assets, except for
maturities greater than twelve months after the balance sheet date.
These are classified as non-current assets.
The Group's loans and receivables comprise trade and other
receivables and cash and cash equivalents in the Consolidated
Statement of Financial Position.
Financial assets are measured upon initial recognition at fair
value plus transaction costs directly attributable to the
acquisition of the financial assets, except for financial assets
measured at fair value through profit or loss in respect of which
transaction costs are recorded in profit or loss. Other financial
assets are classified into the following specified categories:
financial assets as "at fair value through profit and loss" and
"loans and receivables". The classification depends on the nature
and purpose of the financial assets and is determined at the time
of initial recognition.
The fair value of the liability portion of a convertible bond is
determined using a market rate of interest rate for an equivalent
non-convertible bond. This amount is recorded as a liability on an
amortised cost basis until extinguished on conversion or maturity
of the bonds. The remainder of the proceeds is allocated to the
conversion option. This is recognised and included in shareholders'
equity, net of income tax effects.
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at
call with banks and other short-term highly liquid investments with
maturities of three months or less. Bank overdrafts that are
repayable on demand and form an integral part of the Group's cash
management are included as a component of cash and cash equivalents
in the consolidated cash flow statement.
Financial assets - impairment
The Group assesses on a forward-looking basis the expected
credit losses associated with its instruments carried at amortized
cost and Fair Value Through Profit or Loss ("FVTPL"). The
impairment methodology applied depends on whether there has been a
significant increase in credit risk. For trade receivables, the
Group applies the simplified approach permitted by IFRS 9, which
requires expected lifetime losses to be recognised from initial
recognition of the receivables.
Non-financial assets - impairment
At each balance sheet date, the Group reviews the carrying
amounts of its tangible and intangible assets, including Goodwill,
to determine whether there is any indication that these assets have
suffered an impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated to determine the
extent of the impairment loss (if any). Provision is made for any
impairment and immediately expensed in the period.
The recoverable amount is the higher of fair value less costs to
sell and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of
the time value of money and the risks specific to the asset for
which the estimates of future cash flows have not been
adjusted.
If the recoverable amount of an asset (or cash-generating unit)
is estimated to be less than its carrying amount, the carrying
amount of the asset (or cash-generating unit) is reduced to its
recoverable amount. An impairment loss is recognised as an expense
immediately, unless the relevant asset is carried at a revalued
amount, in which case the impairment loss is treated as a
revaluation decrease.
Financial liabilities and equity instruments issued by the
Group
Financial liabilities and equity instruments are classified
according to the substance of the contractual arrangements entered
into. An equity instrument is any contract that evidences a
residual interest in the assets of the Group after deducting all of
its liabilities. Equity instruments issued by the Group are
recorded at the proceeds received, net of direct issued costs.
Trade payables
Trade payables are initially measured at fair value, and are
subsequently measured at amortised costs, using the effective
interest rate method.
Leases
At inception of a contract, the Group assesses whether a
contract is, or contains, a lease. A contract is, or contains, a
lease if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for
consideration. To assess whether a contract conveys the right to
control the use of an identified asset, the Group uses the
definition of a lease in IFRS 16.
The Group recognises a right-of-use asset and a lease liability
at the lease commencement date. The right-of use asset is initially
measured at cost, which comprises the initial amount of the lease
liability adjusted for any lease payments made at or before the
commencement date, plus any initial direct costs incurred and an
estimate of costs to dismantle and remove the underlying asset or
to restore the underlying asset or the site on which it is located,
less any lease incentives received.
The right-of-use asset is subsequently depreciated using the
straight-line method from the commencement date to the end of the
lease term, unless the lease transfers ownership of the underlying
asset to the Group by the end of the lease term or the cost of the
right-of-use asset reflects that the Group will exercise a purchase
option. In that case the right-of-use asset will be depreciated
over the useful life of the underlying asset, which is determined
on the same basis as those of property and equipment. In addition,
the right-of-use asset is periodically reduced by impairment
losses, if any, and adjusted for certain remeasurements of the
lease liability.
The lease liability is initially measured at the present value
of the lease payments that are not paid at the commencement date,
discounted using the interest rate implicit in the lease or, if
that rate cannot be readily determined, the Group's incremental
borrowing rate. Generally, the Group uses its incremental borrowing
rate as the discount rate.
The Group determines its incremental borrowing rate by obtaining
interest rates from various external financing sources and makes
certain adjustments to reflect the terms of the lease and type of
the asset leased. The lease liability is measured at amortised cost
using the effective interest method. It is remeasured when there is
a change in future lease payments.
When the lease liability is remeasured in this way, a
corresponding adjustment is made to the carrying amount of the
right-of-use asset, or is recorded in profit or loss if the
carrying amount of the right-of-use asset has been reduced to
zero.
Borrowings
These financial liabilities are all non-interest bearing (except
borrowing made through convertible loan notes) and are initially
recognised at amortised costs and include the transaction costs
directly related to the issuance. The transaction costs are
amortised using the effective interest rate method over the life of
the liability.
Financial liabilities at Fair Value Through Profit or Loss
("FVTPL")
Financial liabilities at FVTPL comprise of the Company's
convertible loan notes payable. Financial liabilities are
classified as at FVTPL when the financial liability is (i)
contingent consideration that may be paid by an acquirer as part of
a business combination to which IFRS 3 applies, (ii) held for
trading, or (iii) it is designated as at FVTPL.
A financial liability is classified as held for trading if:
-- it has been incurred principally for the purpose of repurchasing it in the near term; or
-- on initial recognition it is part of a portfolio of
identified financial instruments that the Company manages together
and has a recent actual pattern of short-term profit-taking; or
-- it is a derivative that is not designated and effective as a hedging instrument.
A financial liability other than a financial liability held for
trading or contingent consideration that may be paid by an acquirer
as part of a business combination may be designated as at FVTPL
upon initial recognition if:
-- such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would otherwise
arise; or
-- the financial liability forms part of a group of financial
assets or financial liabilities or both, which is managed and its
performance is evaluated on a fair value basis, in accordance with
the Company's documented risk management or investment strategy,
and information about the grouping is provided internally on that
basis; or
-- it forms part of a contract containing one or more embedded
derivatives, and IAS 39 Financial Instruments: Recognition and
Measurement permits the entire combined contract (asset or
liability) to be designated as at FVTPL.
Financial liabilities at FVTPL are stated at fair value, with
any gains or losses arising on remeasurement recognised in profit
or loss. The net gain or loss recognised in profit or loss
incorporates any interest paid on the financial liability and is
included in the 'other gains and losses' line item in the income
statement.
Other financial liabilities
Other financial liabilities are initially measured at fair
value, net of transaction costs. Other financial liabilities are
subsequently measured at amortised cost using the effective
interest method, as set out above, with interest expense recognised
on an effective yield basis.
Convertible Loan Notes (CLNs)
Convertible Loan Notes are recorded at their issue price and are
carried at their face value. Any interest due on these CLNs is
recorded on accrual basis. On conversion/redemption the face value
of converted CLNs is reduced from the total carried value. Interest
at 12% p.a. is paid semi-annually in June and December.
Share based payments
Equity-settled share-based payments are measured at fair value
at the date of grant by reference to the fair value of the equity
instruments granted using the Black-Scholes model. The fair value
determined at the grant date is expensed on a straight-line basis
over the vesting period, based on the estimate of shares that will
eventually vest. A corresponding adjustment is made to equity.
When the terms and condition of equity settled share-based
payments at the time they were granted are subsequently modified,
the fair value of the share-based payment under the original terms
and conditions and under the modified terms and conditions are both
determined at the date of the modification. Any excess of the
modified fair value over the original fair value is recognised over
the remaining vesting period in addition to the grant date fair
value of the original share-based payment. The share-based payment
expense is not adjusted if the modified fair value is less than the
original fair value.
Cancellations or settlements are treated as an acceleration of
vesting and the amount that would have been recognised over the
remaining vesting period is recognised immediately.
As a result of the increase in share price and the impact of the
estimation of share-based payments the Group has now recognised an
expense for the outstanding share options and warrants.
4. Critical accounting estimates and judgements
The preparation of financial statements in conformity with
adopted IFRSs requires the use of estimates and assumptions that
affect the reported amounts of assets and liabilities at the date
of the financial statements and the reported amounts of sales and
expenses during the reporting period. Although these estimates are
based on management's best knowledge of the amount, event or
action, actual results ultimately may differ from those
estimates.
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.
The Group makes estimates and assumptions concerning the future.
The resulting accounting estimates will, by definition, seldom
equal the related actual results. The estimates and assumptions
that have a significant risk of causing a material adjustment to
the carrying amounts of assets and liabilities within the next
financial period are discussed below.
a) Impairment of assets
The Company is required to test, on an annual basis, whether its
non-current assets have suffered any impairment. Determining
whether these assets are impaired requires an estimation of the
value in use of the cash-generating units to which the assets have
been allocated. The value in use calculation requires the Directors
to estimate the future cash flows expected to arise from the
cash-generating unit and a suitable discount rate to calculate the
present value. Subsequent changes to the cash generating unit
allocation or to the timing of cash flows could impact on the
carrying value of the respective assets.
Intragroup receivables
The Company assessed the recoverability of intragroup
receivables, and it does not require any impairment adjustment in
current financial period.
Production assets
The Group is required to perform an impairment review on its
production assets. The calculation is most sensitive to the
following assumptions:
-- Production volumes
-- Sales volumes
-- Graphite prices
-- Operating overheads
-- Inventory Estimated production volumes are based on the
production capability of the plant and estimated customer
demand.
The directors have assessed the value of its production assets.
In their opinion there has been no impairment loss to these
intangible assets in the period.
Useful economic lives of property, plant and equipment
The annual depreciation charge for property, plant and equipment
is sensitive to changes in the estimated useful economic lives and
residual values of the assets, taking into account that the assets
are not used throughout the whole period due to the seasonality of
the locations. The useful economic lives and residual values are
re-assessed annually. They are amended when necessary to reflect
current estimates, based on economic utilisation and the physical
condition of the assets. See note 14 for the carrying amount of the
property plant and equipment and note 3 for the useful economic
lives for each class of assets.
Provision for restoration costs
The Company makes good any provision for the cost of
rehabilitating the end-of-life production sites and related
production facilities at the same time as production. The
rehabilitation costs are charged to the Income statement as
incurred. As is privy to the Group's environment and sustainability
initiatives management take note of the Environment Commitment Book
which underlines in-county regulations set out by the Malagasy
Government, and the environmental conditions within the mining
permit, which covers the Group's obligations towards restauration
and rehabilitation. The group has adopted a principle of ongoing
rehabilitation activities. The directors do not believe any further
provision Is required because the project areas in Madagascar are
located within a moderately undulating area and the Company's mine
planning takes this into consideration the topographic advantage.
In addition, the nature of the deposit and pit design is such that
rehabilitation and restoration of mining areas is an ongoing and
concurrent activity undertaken by the Group. In line with the
requirements of the licence, they have already incurred costs
relating to the construction of anti-erosion infrastructures, dam
cleaning, wall making, soil restoration and some reforestation of
areas.
Following limited and small-scale production to date, the
Group's operations after the period end will significantly increase
and management will therefore undertake another detailed analysis
of their environmental and restoration obligations following
increased activity in line with its second Sustainability Report
which shall be formulated against the Global Reporting Initiative
(GRI) Index, one of leading industry benchmarks which has been
adopted by the Company. The Sustainability Report will provide
deeper insights on the various mechanisms and steps taken by the
Company to meet their legal obligations and improve the lives of
people in some of the most deprived regions and its workplaces,
reduce environmental impacts and to have environment friendly
operations across the various legs of its business. The
Sustainability Report will also highlight the goals and targets set
by the Company for the longer-term and the green technologies
developed by the Company. Once this exercise is completed,
management will review the findings and assess whether any
activities are to be performed in this regard.
5. Segmental analysis
The Management believes, under IFRS 8 - "Segmental Information",
the Group operated in three primary business segments in 2022,
being Holding Companies Expenses and Graphite Mining
Extraction.
Segmentation by continuing businesses
Segment results
Half year ended Half year ended Year ended
30 September 30 September 31 March
2022 2021 2022
GBP GBP GBP
------------------------------- ---------------- ---------------- ------------
Revenue to external customers
------------------------------- ---------------- ---------------- ------------
Graphite Mining Extraction 1,165,195 560,058 1,645,308
(Loss) before income tax
------------------------------- ---------------- ---------------- ------------
Holding Companies Expenses (604,150) (729,334) (1,400,142)
Graphite Mining Extraction (880,388) (355,874) (571,615)
Net assets/(liabilities)
------------------------------- ---------------- ---------------- ------------
Holding Company Expenses 12,747,333 17,257,360 19,381,985
=============================== ================ ================ ============
Graphite Mining Extraction 1,737,038 (918,379) (3,634,789)
------------------------------- ---------------- ---------------- ------------
Segmentation by geographical area:
Half year ended Half year ended Year ended
30 September 30 September 31 March
2022 2021 2022
Revenue to external GBP GBP GBP
customers
---------------------- ---------------- ---------------- ------------
UK 1,165,195 559,986 1,645,308
Madagascar - 72 -
(Loss) before income
tax
---------------------- ---------------- ---------------- ------------
UK (604,150) (1,400,142) (1,400,142)
Madagascar (880,388) (571,615) (571,615)
Net assets
---------------------- ---------------- ---------------- ------------
UK 12,747,333 19,381,985 19,381,985
Madagascar 1,737,038 (3,634,789) (3,634,789)
---------------------- ---------------- ---------------- ------------
6. Expenses by nature
Half year Half year
ended 30 ended 30
September September
2022 2021
GBP GBP
The following items have been included
in arriving at operating loss
Depreciation on other assets 154,094 -
======================================== =========== ===========
Net foreign exchange loss 35,798 671
======================================== =========== ===========
PR/IR Expenses 55,777 70,390
======================================== =========== ===========
Professional Fees 71,911 52,084
======================================== =========== ===========
Remuneration of Board & Management 410,325 438,704
======================================== =========== ===========
7. Finance cost
Half year Half year
ended 30 ended 30
September September
2022 2021
GBP GBP
Interest Expense 58,474 75,833
------------------ ----------- -----------
8. Earnings per share
Basic and diluted
Earnings per share is calculated by dividing the loss
attributable to the equity holders of the Company by the weighted
average number of Ordinary shares in issue during the period.
Half year Half year
ended 30 ended 30
September September
2022 2021
Continuing operations:
-------------------------------------------- ------------ ------------
Loss attributable to equity holders of
the Company (GBP) (1,262,825) (1,484,082)
Weighted average number of ordinary shares
in issue 86,939,832 85,132,285
============================================ ============ ============
Loss per share (pence) (1.45) (1.71)
-------------------------------------------- ------------ ------------
Half year Half year
ended 30 ended 30
September September
2022 2021
Diluted number of ordinary shares in issue 93,570,323 92,114,998
============================================ ============= =============
Given the loss for the period, the diluted earnings per share
was the same as basic earnings per share as this would otherwise be
dilutive.
9. Intangible Assets
Group
Cost GBP
At 1 April 2022 3,571,196
Additions -
Forex Change (24,432)
----------------------- ----------
At 30 September 2022 3,546,764
----------------------- ----------
Accumulated amortisation
At 1 April 2022 -
Charge for the period -
---------------------------- ----------
At 30 September 2022 -
Net book value
At 1 April 2021 3,571,196
At 31 March 2022 3,546,764
----------------------------- ----------
Intangible assets comprise exploration and evaluation costs.
Exploration and evaluation assets are all internally generated,
except for those acquired at fair value as part of a business
combination.
The projects in Madagascar have a current JORC compliant mineral
resource of 25.1 million tonnes. Further exploration across the two
projects is ongoing. There are no JORC (Joint Ore Reserves
Committee) or non-JORC compliant resource estimates available to
enable value in use calculations to be prepared. The Directors
therefore undertook an assessment of the following areas and
circumstances that could indicate the existence of impairment:
-- The Group's right to explore in an area has expired, or will
expire in the near future without renewal;
-- No further exploration or evaluation is planned or budgeted for;
-- A decision has been taken by the Board to discontinue
exploration and evaluation in an area due to the absence of a
commercial level of reserves; or
-- Sufficient data exists to indicate that the book value will
not be fully recovered from future development and production.
Following their assessment, the Directors concluded that no
impairment charge was required at 30 September 2022
10. Investments
Company Shares in group undertaking
Cost GBP
At 1 April 2022 3,901,023
Addition 20,325
At 30 September 2022 3,921,348
----------------------- -----------------------------
Net book value
====================== =============================
At 1 April 2021 3,901,023
----------------------- -----------------------------
At 30 September 2022 3,921,348
----------------------- -----------------------------
The Company's investments at the Statement of Financial Position
date in the share capital of companies include the following:
Subsidiaries
Tirupati Madagascar Ventures
Registered: Lot II N 95 SB BIS E, Ambatobe, Antananarivo 103,
Madagascar
Nature of business: Graphite mining extraction
%
------------------------------------------------ ------------------------
Class of share Holding
Ordinary shares 98*
------------------------------------------------ ------------------------
*indirectly through Tirupati Resources Mauritius. Tirupati
Resources Mauritius was liquidated on 28(th) May 2021 and the
shares have been transferred to Tirupati Graphite Plc. Balance 1%
each is held by Mr. Shishir & Mr. Hemant respectively on behalf
of the company.
Establissements Rostaing
Registered: Lot II N 95 SB BIS E, Ambatobe, Antananarivo 103,
Madagascar
Nature of business: Graphite mining extraction
%
------------------------------------------------ -------------------------
Class of share Holding
Ordinary shares 100*
------------------------------------------------ -------------------------
* indirectly by Tirupati Resources Mauritius. Tirupati Resources
Mauritius was liquidated on 28(th) May 2021 and the shares are
transferred to Tirupati Graphite Plc
11. Property, plant and equipment
Group Plant and Infrastructure Assets under Total
Machinery & Fixtures* construction
GBP GBP GBP GBP
-------------------- ----------- --------------- -------------------- --------------------
Cost
=========== =============== ==================== ====================
At 1 April 2022 5,778,410 2,004,824 632,029 8,415,263
=========== =============== ==================== ====================
Additions 2,616,413 192,855 1,060,149 3,869,417
=========== =============== ==================== ====================
At 30 September
2022 8,394,823 2,197,679 1,692,178 12,284,680
-------------------- ----------- --------------- -------------------- --------------------
At 1 April 2022 883,895 175,247 - 1,059,142
=========== =============== ==================== ====================
Additions 639,079 154,094 - 793,173
=========== =============== ==================== ====================
At 30 September
2022 1,522,974 329,341 - 1,852,315
-------------------- ----------- --------------- -------------------- --------------------
Carrying amount
=========== =============== ==================== ====================
As at 1 April 2022 4,894,515 1,829,577 632,029 7,356,121
-------------------- ----------- --------------- -------------------- --------------------
At 30 September
2022 6,871,849 1,868,338 1,692,178 10,432,365
-------------------- ----------- --------------- -------------------- --------------------
Company Assets under Total
construction
GBP GBP
-------------------------------------------------- -------------------- --------------------
Cost GBP
==================== ====================
At 1 April 2022 - -
==================== ====================
Additions 268,842 268,842
==================== ====================
At 30 September 2022 268,842 268,842
-------------------------------------------------- -------------------- --------------------
At 1 April 2022 - -
==================== ====================
Depreciation - -
==================== ====================
At 30 September 2022 - -
-------------------------------------------------- -------------------- --------------------
Carrying amount
==================== ====================
As at 1 April 2022 - -
-------------------------------------------------- -------------------- --------------------
As at 31 March 2022 268,842 268,842
-------------------------------------------------- -------------------- --------------------
12. Trade and other receivables
Group Company
30 September 31 March 30 September 31 March
2022 2022 2022 2022
GBP GBP GBP GBP
Trade receivables 442,150 532,370 442,150 532,370
Advance for Capex 768,772 2,592,163 768,772 2,592,163
VAT Refunds 1,095,326 942,458 16,601 12,274
Other debtors 222,975 106,423 83,126 2,898
Prepayments - 69,220 - 99,221
Amounts owed by group
undertakings - - 14,803,238 10,619,721
2,529,223 4,242,634 16,113,887 13,858,647
----------------------- ------------- ---------- ------------- -----------
Trade receivables are amounts due from customers for goods sold
in the ordinary course of business. They are generally due for
settlement within 30 days and therefore are all classified as
current. Trade receivables are recognised initially at the amount
of consideration that is unconditional. The Group holds the trade
receivables with the objective to collect the contractual cash
flows and therefore measures them subsequently at amortised cost
using the effective interest method. All sales of the company are
in USD.
The Group applies the IFRS 9 simplified approach to measuring
expected credit losses which uses a lifetime expected loss
allowance for all trade receivables. To measure the expected credit
losses, trade receivables have been grouped based on the days past
due.
Trade receivables are provided for when there is no reasonable
expectation of recovery. Indicators that there is no reasonable
expectation of recovery include, amongst others, the failure of a
debtor to engage in a repayment plan with the Group, and a failure
to make contractual payments for a period of greater than 120 days
past due. There are no significant known risks, and therefore no
provision is made as at 3 March 2022 & 30 September 2022.
13. Inventories
Group
30 September 31 March
2022 2022
Cost and net book value GBP GBP
Raw materials and consumables 962,244 563,923
Finished and semi-finished goods 225,712 168,351
1,187,956 732,274
---------------------------------- ------------- ---------
14. Trade and other payables
Current:
Group Company
30 September 31 March 30 September 31 March
2022 2022 2022 2022
GBP GBP GBP GBP
Trade payables 990,498 548,906 514,610 188,534
Social security and other
taxes 38,841 18,817 - -
Accruals 202,409 163,146 145,494 126,673
1,231,748 730,869 660,104 315,207
--------------------------- ------------- --------- ------------- ---------
In the Directors' opinion, the carrying amount of payable is
considered a reasonable approximation of fair value.
Non-current:
Group Company
30 September 31 March 30 September 31 March
2022 2022 2022 2022
GBP GBP GBP GBP
Lease liability 33,031 31,232 - -
----------------- ------------- --------- ------------- ---------
33,031 31,232 - -
----------------- ------------- --------- ------------- ---------
15. Provisions
No provisions have existed within the financial year or persist
at year end.
16. Borrowings
In the half-year ended 30 September 2022, Interest on the
convertible loan note instrument ("CLN") is chargeable at 12%.
30 September 31 March
2022 2022
----------------------- ------------- ----------
Within one year 909,000 536,000
Between 2 and 5 years 1,962,500 473,000
----------------------- ------------- ----------
2,871,500 1,009,000
----------------------- ------------- ----------
The loan notes shall be redeemed by the Company, at any time
after the first anniversary of an Initial Public Offering up to the
Maturity Date or by the Noteholder or the Company, on the Maturity
Date being 3 years from date of issue.
Conversion can be made 15 Business Days after the date of
completion of a successful Initial Public Offering to convert all
of the Notes outstanding into fully paid Ordinary Shares at a price
equal to the price per Share paid by investors participating in the
Initial Public Offering.
17. Share capital
30 September 30 September 31 March 31 March
2022 2022 2022 2022
Number GBP Number GBP
========================= ============= ============= =========== ==========
Allotted, called up and
fully paid
Ordinary shares of 2.5p
each 86,939,832 2,173,497 86,939,832 2,173,497
Shares were issued during the half-year as follows:
Cost of issue Number of shares
(GBP) issued
-------------- -----------------
- -
-------------- -----------------
18. Financial instruments
Financial risk management
The Group has exposure to the following risks from its use of
financial instruments:
-- Capital risk management
-- Market risk
-- Credit risk
-- Liquidity risk
-- Currency risk
This note presents information about the Group's exposure to
each of the above risks, the Group's management of capital, and the
Group's objectives, policies and procedures for measuring and
managing risk.
The Board of Directors has overall responsibility for the
establishment and oversight of the Group's risk management
framework.
The Group's risk management policies are established to identify
and analyse the risks faced by the Group, to set appropriate risk
limits and controls, and to monitor risks and adherence to limits.
Risk management policies and systems are reviewed regularly to
reflect changes in market conditions and the Group's
activities.
The Group Audit Committee oversees how management monitors
compliance with the Group's risk management policies and procedures
and reviews the adequacy of the risk management framework in
relation to the risks faced by the Group.
Capital risk management
The Group manages its capital to ensure that entities in the
Group will be able to continue as a going concern while maximising
the return to stakeholders as well as sustaining the future
development of the business. In order to maintain or adjust the
capital structure, the Group may adjust dividends paid to
shareholders, return capital to shareholders, issue new shares or
sell assets to reduce debt.
The capital structure of the Group consists of net debt, which
includes loans, cash and cash equivalents, and equity attributable
to equity holders of the company, comprising issued capital and
retained earnings.
Fair value of financial assets and liabilities for the group
Valuation, Book value Fair value Book value Fair value
30 September 30 September 31 March 31 March
Methodology 2022 2022 2022 2022
and hierarchy GBP GBP GBP GBP
========================= =============== ============= ============= =========== ===========
Financial assets
Cash and cash
equivalents (a) 831,436 831,436 1,534,023 1,534,023
Loans and receivables,
net of impairment (a) 2,529,223 2,529,223 4,242,635 4,242,635
========================= =============== ============= ============= =========== ===========
Total at amortised
cost 3,360,659 3,360,659 5,776,658 5,776,658
========================================== ============= ============= =========== ===========
Financial liabilities
Trade and other
payables (a) 1,231,748 1,231,748 730,869 730,869
Borrowings and
provisions (a) 2,871,500 2,871,500 1,009,000 1,009,000
Lease Liabilities (a) 33,031 33,031 31,232 31,232
Total at amortised
cost 4,136,279 4,136,279 1,771,101 1,771,101
------------------------------------------ ------------- ------------- ----------- -----------
Fair value of financial assets and liabilities for the
company
Valuation, Book value Fair value Book value Fair value
30 September 30 September 31 March 31 March
Methodology 2022 2022 2022 2022
and hierarchy GBP GBP GBP GBP
========================= =============== ============= ============= =========== ===========
Financial assets
Cash and cash
equivalents (a) 638,072 638,072 1,505,410 1,505,410
Loans and receivables,
net of impairment (a) 16,113,887 16,113,887 13,858,647 13,858,647
========================= =============== ============= ============= =========== ===========
Total at amortised
cost 16,751,959 16,751,959 15,364,057 15,364,057
========================================== ============= ============= =========== ===========
Financial liabilities
Trade and other
payables (a) 660,104 660,104 315,207 315,207
Borrowings and
provisions (a) 2,871,500 2,871,500 1,009,000 1,009,000
Total at amortised
cost 3,531,604 3,531,604 1,324,207 1,324,207
------------------------------------------ ------------- ------------- ----------- -----------
Valuation, methodology and hierarchy
The carrying amounts of cash and cash equivalents, trade and
other receivables, trade and other payables and deferred income,
and Borrowings are all stated at book value. All have the same fair
value due to their short-term nature.
Market risk
Market price risk arises from uncertainty about the future
valuations of financial instruments held in accordance with the
Group's investment objectives. These future valuations are
determined by many factors but include the operational and
financial performance of the underlying investee companies, as well
as market perceptions of the future of the economy and its impact
upon the economic environment in which these companies operate.
Credit risk
Credit risk is the risk that counterparties to financial
instruments do not perform their obligations according to the terms
of the contract or instrument. The Group is exposed to counterparty
credit risk when dealing with its customers and certain financing
activities.
The immediate credit exposure of financial instruments is
represented by those financial instruments that have a net positive
fair value by counterparty at 30 September 2022.
The Group considers its maximum exposure to be:
30 September 31 March
2022 2022
GBP GBP
Financial assets
Cash and cash equivalents 831,436 1,534,023
Loans and receivables, net of impairment 2,529,223 4,242,635
------------------------------------------ ------------- ----------
3,360,659 5,776,658
------------------------------------------ ------------- ----------
The company considers its maximum exposure to be:
30 September 31 March
2022 2022
GBP GBP
Financial assets
Cash and cash equivalents 638,072 1,505,410
Loans and receivables, net of impairment 16,113,887 13,858,647
------------------------------------------ ------------- -----------
16,751,959 15,364,057
------------------------------------------ ------------- -----------
All cash balances are held with an investment grade bank who is
our principal banker. Although the Group has seen no direct
evidence of changes to the credit risk of its counterparties, the
current focus on financial liquidity in all markets has introduced
increased financial volatility. The Group continues to monitor the
changes to its counterparties' credit risk.
Liquidity risk
Liquidity risk is the risk the Group will encounter difficulty
in meeting its obligations associated with financial liabilities as
they fall due. The Board are jointly responsible for monitoring and
managing liquidity and ensures that the Group has sufficient liquid
resources to meet unforeseen and abnormal requirements. The current
forecast suggests that the Group has sufficient liquid
resources.
Available liquid resources and cash requirements are monitored
using detailed cash flow and profit forecasts these are reviewed at
least quarterly, or more often as required. The Directors decision
to prepare these accounts on a going concern basis is based on
assumptions which are discussed in the going concern note
above.
The following are the contractual maturities of financial
liabilities for the group:
6 to 2 to
Carrying Contractual 6 months 12 1 to 2 5
amount cash flows or less months years years
30 September
2022 GBP GBP GBP GBP GBP GBP
Non-derivative
financial
liabilities
Trade and
other payables 1,231,748 - 1,231,748 - - -
Borrowings 2,871,500 - 436,000 473,000 - 1,962,500
31 March
2022
Non-derivative
financial
liabilities
Trade and
other payables 730,869 - 730,869 - - -
Borrowings 1,009,000 - 116,000 420,000 473,000 -
----------------- ---------- ------------ ---------- -------- -------- -------------------
The following are the contractual maturities of financial
liabilities for the company:
6 to 2 to
Carrying Contractual 6 months 12 1 to 2 5
amount cash flows or less months years years
30 September
2022 GBP GBP GBP GBP GBP GBP
Non-derivative
financial
liabilities
Trade and
other payables 660,104 - 660,104 - - -
Borrowings 2,871,500 - 436,000 473,000 - 1,962,500
31 March
2022
Non-derivative
financial
liabilities
Trade and
other payables 315,207 - 315,207 - - -
Borrowings 1,009,000 - 116,000 420,000 473,000 -
----------------- ---------- ------------ --------- -------- -------- -------------------
Cash flow management
The Group produces an annual budget which it updates quarterly
with actual results and forecasts for future periods for profit and
loss, financial position and cash flows. The Group uses these
forecasts to report against and monitor its cash position. If the
Group becomes aware of a situation in which it would exceed its
current available liquid resources, it would apply mitigating
actions involving reduction of its cost base. The Group would also
employ working capital management techniques to manage the cash
flow in periods of peak usage.
Currency risk
The Group operates internationally and is exposed to foreign
exchange risk. Foreign exchange risk arises from future commercial
transactions and recognised assets and liabilities denominated in a
currency that is not the functional currency of the relevant Group
entity. The Group's primary currency exposure is to US Dollar,
which is the currency of all intra-group transactions as well as
denomination of selling price of the products. The group also has
some exposure to Malagasy ariary due to its operating subsidiaries
in Madagascar.
Considering the natural hedge available the Group currently
doesn't hedge the currency risk. The Group's and Company's exposure
to foreign currency risk at the end of the reporting period is
summarised below. All amounts are presented in GBP equivalent.
USD MGA USD MGA
30 September 30 September 31 March 31 March
Group 2022 2022 2022 2022
GBP GBP GBP GBP
Cash and cash equivalents 79,387 193,235 19,405 18,550
Trade & other receivables 1,210,922 1,218,575 3,127,431 1,003,709
Trade & other payables (514,610) (571,644) (188,534) (415,662)
--------------------------- -------------- -------------- ---------- ----------
Net Exposure 775,699 840,166 2,958,302 606,597
--------------------------- -------------- -------------- ---------- ----------
USD USD
30 September 31 March
Company 2022 2022
GBP GBP
Cash and cash equivalents 25,251 9,342
Loans to subsidiaries 14,803,238 9,797,683
Trade & other receivables 1,210,922 3,949,469
Trade & other payables (514,610) (224,937)
--------------------------- -------------- -----------
Net Exposure 15,524,801 13,531,557
--------------------------- -------------- -----------
19. Related party transactions
Tirupati Speciality Graphite Private Limited (TSG) is an entity
incorporated in India. The Company is connected to TSG in that both
Shishir Poddar and Hemant Poddar were directors and shareholders of
TSG during the year. At period end, a net amount was receivable of
GBP768,772 (2021 - GBP221,176), revenue of GBP291,275 (2021 -
GBP56,610), Specialized machinery purchased of GBP742,757 (2021:
GBP578,736) from TSG.
Haritmay Ventures LLP (HV) is an entity incorporated in India
and engaged in manufacturing proprietary tailor-made flake graphite
processing machinery and equipment which the Company uses in its
projects. The Company is connected to HV in that Shishir Poddar is
partner and shareholder of HV during the year. At period end,
Specialized machinery purchased of GBP861,368 (2021:
GBP160,384)
Optiva Securities Limited is an entity incorporated in the
United Kingdom. The Company is a stock brokerage firm connected to
the Company being the sole broker of the Company and Christian
Gabriel St.John-Dennis one of the directors of the Company and
holding a position with Optiva Securities Limited during the year.
At period end, the Company incurred brokerage and consultancy fees,
business development fees of GBP15,000 (2021 - GBP433,000).
20. Events after the reporting period
In December 2022, the company completed commissioning and
integration of its second pre concentrate plant in the Vatomina
project enhancing the nameplate capacity of the project to 12,000
tpa flake graphite production. The second preconcentrate unit has
been successfully integrated with the existing operations without
any significant difficulty and as of writing this report, is in
regular production.
On 5 December 2022, the company completed an oversubscribed
placing of 14,285,714 new ordinary shares of GBP0.025 in the
capital of the Company at a placing price of at a price of GBP0.35
and raised gross proceeds of GBP5,000,000 by way of an
institutional and private placing. The Company further agreed to
vary the terms of its acquisition agreement for Suni Resources SA
from Battery Minerals Limited so as to facilitate the payment of
Capital Gains Tax by Battery Minerals as assessed by Governmental
authorities in Mozambique while maintaining the cost of acquisition
to the Company.
On 25 November 2022 the Company appointed Mr. Douglas J Wright
as a Non-Executive Director on the Board of the Company.
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END
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