Effective periods | |
IFRS accounting standards | beginning on or after |
Amendments to IAS 1 Presentation of Financial Statements: | 1 January 2024 |
Classification of Liabilities as Current or Non-current and Non- | |
current Liabilities with Covenants | |
Amendments to IAS 7 Statement of Cash Flows and IFRS 7 | 1 January 2024 |
Financial Instruments: Disclosures: Supplier Finance | |
Arrangements | |
IFRS S1 General Requirements for Disclosure of Sustainability- | 1 January 2024 |
related Financial Information | |
IFRS S2 Climate-related disclosures | 1 January 2024 |
Amendments to IAS 21 The Effects of Changes in Foreign | 1 January 2025 |
Exchange Rates: Lack of Exchangeability | |
IFRS 18 Presentation and Disclosures in Financial Statements | 1 January 2027 |
Head office | Mine | Total | |
(UK) | development | ||
(Africa) | |||
£ | £ | £ | |
Year ended 31 May 2024 | |||
Administration fees | (2,281,864) | (185,600) | (2,467,464) |
Impairment of intangible | |||
assets | - | (23,157) | (23,157) |
Warrant issue costs | (5,613) | - | (5,613) |
Loss for the year from | |||
continuing operations | (2,287,477) | (208,757) | (2,496,234) |
Year ended 31 May 2023 | |||
Administration fees | (1,673,567) | (256,481) | (1,930,048) |
Impairment of intangible | |||
assets | - | (2,101,921) | (2,101,921) |
Warrant issue costs | (1,087,849) | - | (1,087,849) |
Loss for the year from | |||
continuing operations | (2,761,416) | (2,358,402) | (5,119,818) |
Discontinued | ||||
mine | ||||
Head office | Dormant | development | ||
(UK) | (Mali) | (Zimbabwe) | Group | |
£ | £ | £ | £ | |
2024 | ||||
Non-current assets | 5,811 | 43,670 | 16,546,990 | 16,596,471 |
Liabilities | (5,046,483) | (219,452) | (1,004,354) | (6,270,289) |
Capital Expenditure - | - | - | (186,008) | (186,008) |
PPE |
Capital Expenditure – | - | - | (977,516) | (977,516) |
intangible assets | ||||
Impairment Loss – | - | (23,157) | - | (23,157) |
Income Statement | ||||
2023 | ||||
Non-current assets | 40,071 | 86,831 | 16,086,831 | 16,213,733 |
Liabilities | (1,309,442) | (107,809) | (921,336) | (2,338,587) |
Capital Expenditure - | - | - | (1,885,763) | (1,885,763) |
PPE | ||||
Capital Expenditure – | - | - | (3,443,086) | (3,443,086) |
intangible assets | ||||
Impairment Loss – | - | (2,101,921) | - | (2,101,921) |
Income Statement |
31 May 2024 | 31 May 2023 | |||
Group | Company | Group | Company | |
Directors | 4 | 4 | 4 | 4 |
Senior management | 7 | - | 7 | - |
Staff | 22 | - | 74 | - |
33 | 4 | 85 | 4 | |
31 May 2024 | 31 May 2023 | |||
Group | Company | Group | Company | |
£ | £ | £ | £ | |
Directors’ fees | 120,000 | 120,000 | 104,000 | 104,000 |
Staff salaries | 574,803 | - | 588,052 | - |
Total personnel costs | 694,803 | 120,000 | 692,052 | 104,000 |
Loss before income tax is stated after | ||
charging: | Year | Year |
ended | ended | |
31 May 2024 | 31 May 2023 | |
£ | £ | |
Warrant charge | 5,613 | 1,087,849 |
Foreign exchange differences | 327 | 117,391 |
Depreciation | 45,487 | 46,015 |
The analysis of auditor’s remuneration is as | ||
follows: | Year | Year |
ended | ended | |
31 May 2024 | 31 May 2023 | |
£ | £ | |
Fees payable to the Company’s auditor and | ||
their associates for the audit of the | ||
Company’s annual accounts | 75,000 | 49,000 |
Fees payable to the component auditor for | ||
t he audit of the Company’s subsidiary | 5,504 | 6,053 |
Year | Year | |
ended | ended | |
31 May | 31 May | |
2024 | 2023 | |
Earnings | ||
Loss from operations for the period attributable | ||
to the equity holders of the Parent Entity | (3,799,059) | (6,709,569) |
Loss from continuing operations for the period | ||
attributable to the equity holders of the Parent | ||
Entity | (2,449,836) | (4,993,484) |
Loss from discontinued operations for the period | ||
attributable to the equity holders of the Parent | ||
Entity | (1,349,223) | (1,716,085) |
Number of Ordinary Shares | ||
Weighted average number of Ordinary Shares | ||
for the purpose of basic and diluted earnings per | ||
Ordinary Share (number) | 485,858,270 | 407,081,986 |
Basic and diluted loss per Ordinary Share | ||
(pence) | (0.78) | (1.65) |
Basic and diluted loss per Ordinary Share | ||
(pence) on continuing activities | (0.50) | (1.23) |
Basic and diluted loss per Ordinary Share | ||
(pence) on discontinued activities | (0.28) | (0.42) |
Year ended | Year ended | |
31 May 2024 | 31 May 2023 | |
£ | £ | |
Loss before tax | (2,496,234) | (5,119,818) |
Tax at UK corporation tax rate of 25% (2023: | (624,059) | (1,279,955) |
25%) | ||
Less: | ||
Tax effect of expenses that are not | 98,322 | 797,096 |
deductible for tax purposes | ||
Tax effect of UK losses not recognised | 525,737 | 482,859 |
Income tax recognised in profit or loss | - | - |
Year ended | Year ended | |
31 May 2024 | 31 May 2023 | |
£ | £ | |
Revenue | 64,218 | - |
Cost of sales | (408,548) | - |
Gross loss | (344,330) | - |
Administrative fees and other expenses | (1,583,131) | (1,716,085) |
Operating loss | (1,583,131) | (1,716,085) |
Finance expense | - | - |
Loss before tax | (1,927,461) | (1,716,085) |
Income tax | - | - |
Loss for the year from discontinued | ||
operations | (1,927,461) | (1,716,085) |
31 May 2024 | 31 May 2023 | |||
Group | Company | Group | Company | |
£ | £ | £ | £ | |
Monaf Investments | ||||
(Pvt) Limited | - | 1,413,100 | - | 1,413,100 |
Contango Gold Mali | ||||
Sarl | - | 1,922 | - | 1,922 |
Contango Holdings | ||||
Services Pty Limited | - | 55 | - | 55 |
Waraba Gold Limited | 5,811 | 5,811 | 40,071 | 40,071 |
5,811 | 1,420,888 | 40,071 | 1,455,148 | |
Country of | ||||
Incorporation | ||||
and principal | ||||
Proportion | place of | |||
Subsidiary | Held | business | Nature of Business | |
Monaf Investments (Pvt) Ltd | 70% | Zimbabwe | Mine development | |
Contango Gold Mali | 75% | Mali | Dormant | |
Contango Holdings Services Pty | 100% | Australia | Treasury services | |
Ltd | ||||
Year | Year | |
ended | ended | |
31 May | 31 May | |
2024 | 2023 | |
£ | £ | |
At start of period | 13,301,480 | 11,936,206 |
Additions – during year | 977,516 | 4,058,078 |
Reclassification as plant & equipment | - | (614,992) |
Foreign exchange movements | (19,427) | 24,109 |
Impairment of Mali licences | - | (2,101,921) |
Reclassification to disposal group | (14,259,569) | - |
Total | - | 13,301,480 |
Mining rights Zimbabwe (Muchesu Licence) | - | 13,301,480 |
Mining rights Mali (Garalo Licence) | - | - |
Mining rights Mali (Nthiela Licence) | - | - |
- | 13,301,480 |
Motor | Plant and | Office | Total | |
Vehicles | Equipment | Equipment | ||
£ | £ | £ | £ | |
Cost | ||||
At 1 June 2023 | 772,953 | 2,559,855 | 11,231 | 3,344,039 |
Additions | - | 184,405 | 1,603 | 186,008 |
Disposals | - | (524) | - | (524) |
Exchange | ||||
differences | (9,450) | (58,617) | 63 | (68,004) |
Reclassification | ||||
to disposal | ||||
group | (680,253) | (2,597,041) | (10,162) | (3,287,456) |
At 31 May 2024 | 83,250 | 88,078 | 2,735 | 174,063 |
Accumulated | ||||
Depreciation | ||||
At 1 June 2023 | 219,603 | 247,577 | 4,677 | 471,857 |
Charge for | ||||
period | 161,289 | 494,051 | 3,231 | 658,571 |
Reclassification | ||||
to disposal | ||||
group | (297,642) | (696,913) | (5,480) | (1,000,035) |
At 31 May 2024 | 83,250 | 44,715 | 2,428 | 130,393 |
Net Book Value | ||||
At 31 May 2024 | - | 43,363 | 307 | 43,670 |
At 31 May 2023 | 553,350 | 2,312,278 | 6,554 | 2,872,182 |
2024 | 2024 | 2023 | 2023 | |
Group | Company | Group | Company | |
£ | £ | £ | £ | |
Non-current | ||||
Subsidiary loans | - | 15,866,081 | - | 13,720,405 |
- | 15,866,081 | - | 13,720,405 | |
Current | ||||
Prepayments | 28,545 | 23,351 | 29,849 | 24,594 |
Other receivables | 135,840 | 131,994 | 187,051 | 130,946 |
164,385 | 155,345 | 216,900 | 155,540 |
2024 | 2024 | 2023 | 2023 | |
Group | Company | Group | Company | |
£ | £ | £ | £ | |
Financial assets at | ||||
amortised cost | ||||
Cash and cash equivalents | 1,166 | 1 | 75,692 | 4,382 |
Loan to Monaf Investments | - | 15,866,081 | - | 13,487,858 |
Loan to Contango Holdings | ||||
Services Pty Limited | - | - | - | 232,547 |
Investments | 5,811 | 1,420,888 | 40,071 | 1,455,148 |
Financial liabilities at | ||||
amortised cost | ||||
Trade and other payables | 1,081,195 | 858,201 | 1,286,381 | 257,236 |
Investor loans | 4,184,740 | 4,184,740 | 1,052,206 | 1,052,206 |
2024 | 2024 | 2023 | 2023 | |
Group | Company | Group | Company | |
£ | £ | £ | £ | |
Cash at Bank | 1,166 | 1 | 75,692 | 4,382 |
2024 | 2024 | 2023 | 2023 | |
Group | Company | Group | Company | |
£ | £ | £ | £ | |
Trade payables | 536,127 | 318,526 | 1,142,510 | 113,829 |
Accruals and other payables | 545,068 | 539,675 | 143,871 | 143,407 |
1,081,195 | 858,201 | 1,286,381 | 257,236 | |
Investor loans | 4,184,740 | 4,184,740 | 1,052,206 | 1,052,206 |
5,265,935 | 5,042,941 | 2,338,587 | 1,309,442 |
Year ended | |
31 May 2024 | |
£ | |
Assets of disposal group classified as | |
held for sale | |
Property, plant and equipment (Note 13) | 2,287,421 |
Intangible assets (Note 12) | 14,259,569 |
Cash at bank | 24,690 |
Other current assets | 96,093 |
Total | 16,667,773 |
Liabilities of disposal group classified as | |
held for sale | |
Other current liabilities | (1,004,354) |
Net assets of disposal group classified as | |
held for sale | 15,663,419 |
Number of | ||||
Ordinary | ||||
Shares | ||||
issued and | Share | Total Share | ||
fully paid | Capital | Share Premium | Capital | |
£ | £ | £ | ||
As at 1 June 2023 | 472,724,023 | 4,580,245 | 17,479,175 | 22,059,420 |
Prior period adjustment | - | 146,995 | (146,995) | - |
(see Note 23) | ||||
As at 1 June 2023 | 472,724,023 | 4,727,240 | 17,332,180 | 22,059,420 |
(restated) | ||||
Shares issued | 94,000,000 | 940,000 | - | 940,000 |
Less share issue costs | - | - | (47,000) | (47,000) |
As at 31 May 2024 | 566,724,023 | 5,667,240 | 17,285,180 | 22,952,420 |
Number | Exercise | Vesting Date | Expiry Date | Fair Value of |
Price | Individual | |||
Warrant | ||||
41,666,666 | £0.12 | 24 Nov 2021 | 24 Nov 2024 | £0.033 * |
62,500,000 | £0.09 | 07 Nov 2022 | 06 Nov 2025 | £0.014** |
8,333,334 | £0.08 | 12 Jul 2022 | 11 Jul 2024 | £0.011*** |
2,083,333 | £0.08 | 03 Mar 2022 | 02 Mar 2025 | £0.031**** |
2,776,389 | £0.06 | 07 Nov 2022 | 06 Nov 2025 | £0.022***** |
117,359,722 |
Granted | ||||
during the | ||||
year | ||||
4,700,000 | £0.01 | 11 Apr 2024 | 10 Apr 2027 | £0.0012****** |
122,059,722 |
2024 | 2024 | 2023 | 2023 | |
Group | Company | Group | Company | |
£ | £ | £ | £ | |
Cash and cash equivalents | 1,166 | 1 | 75,692 | 4,382 |
Net funds | 1,166 | 1 | 75,692 | 4,382 |
Investor loans | 4,184,740 | 4,184,740 | 1,052,206 | 1,052,206 |
Net debt | 4,184,740 | 4,184,740 | 1,052,206 | 1,052,206 |
Group | Company | |
£ | £ | |
Net funds | ||
At 1 June 2022 | 610,546 | 14,218 |
Cash flows | (452,403) | (142,100) |
Currency translation | (82,451) | 132,264 |
At 31 May 2023 | 75,692 | 4,382 |
Cash flows | (104,144) | 18,799 |
Currency translation | 29,618 | (23,180) |
At 31 May 2024 | 1,166 | 1 |
Investor loans | ||
At 1 June 2022 | - | - |
Cash flows | 860,861 | 860,861 |
Facility fees | 191,345 | 191,345 |
At 31 May 2023 | 1,052,206 | 1,052,206 |
Cash flows | 2,220,500 | 2,220,500 |
Facility fees | 949,534 | 949,534 |
Converted to equity | (37,500) | (37,500) |
At 31 May 2024 | 4,184,740 | 4,184,740 |
Net debt at: | ||
31 May 2023 | (4,183,574) | (4,184,739) |
31 May 2024 | (976,514) | (1,047,824) |
Monaf | Contango Gold Mali | Group | ||||
2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
£ | £ | £ | £ | £ | £ | |
Summarised Balance | ||||||
Sheet | ||||||
Current assets | 120,783 | 94,445 | 10,111 | 10,629 | 130,894 | 105,074 |
Current liabilities | (1,004,354) | (921,336) | (219,452) | (107,809) | (1,223,806) | (1,029,145) |
Current net liabilities | (883,571) | (826,891) | (209,341) | (97,180) | (1,092,912) | (924,071) |
Non-current assets | 7,936,622 | 7,585,494 | 43,670 | 86,831 | 7,980,292 | 10,643,884 |
Non-current liabilities | (15,866,081) | (13,487,858) | - | - | (15,866,081) | (13,487,858) |
Non-current net | ||||||
(liabilities)/assets | (7,929,459) | (5,902,364) | 43,670 | 86,831 | (7,885,789) | (2,843,974) |
Net assets/(liabilities) | (8,813,030) | (6,729,255) | (165,671) | (10,349) | (8,978,701) | (3,768,045) |
Accumulated NCI | (1,625,024) | (999,892) | (41,418) | (2,587) | 1,334,571 | 1,969,080 |
Summarised Statement | ||||||
of Comprehensive | ||||||
Income | ||||||
Revenue | 64,218 | - | - | - | 64,218 | - |
Profit/(loss) for the | ||||||
period | (1,927,461) | (996,001) | (185,600) | 501,928 | (2,113,061) | (494,073) |
Other comprehensive | ||||||
income | (9,740) | 146,575 | (27,801) | 32,302 | (37,541) | 178,877 |
Total comprehensive | ||||||
income | (1,937,201) | (849,426) | (213,401) | 534,230 | (2,150,602) | (315,196) |
Profit/(loss) allocated to | ||||||
NCI | (625,131) | 722,661 | (38,832) | 152,974 | (634,509) | 645,798 |
Summarised cash flows | ||||||
Cash Flows from | ||||||
Operating Activities | (2,395,936) | (5,564,289) | (23,384) | (102,612) | (2,419,320) | (5,666,901) |
Cash Flows from | ||||||
Investing Activities | - | - | - | - | - | - |
Cash Flows from | ||||||
Financing Activities | 2,378,223 | 5,568,904 | 23,157 | (1,683,312) | 2,401,380 | 3,885,592 |
Net Increase/(Decrease) | ||||||
in Cash | (17,713) | 4,615 | (227) | (1,785,924) | (17,940) | (1,781,309) |