Company registration number 14875999 (England and Wales)
ANR RP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
ANR RP LIMITED
COMPANY INFORMATION
Directors
Milos Amati
(Appointed 17 May 2023)
Adam Hewitson
(Appointed 17 May 2023)
Amy Lister
(Appointed 17 May 2023)
Company number
14875999
Registered office
100 Longwater Avenue
Green Park
Reading
RG2 6GP
Auditor
Azets Audit Services
Regis House
45 King William Street
London
EC4R 9AN
ANR RP LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Statement of comprehensive income
11
Statement of financial position
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 27
ANR RP LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the period ended 31 December 2023.

Review of the business

The Company participates in investment ownership and management with a view to delivering long term income and capital gains for its investors. It was incorporated on 17 May 2023 and made its investment in GLCR Limited on 23 June 2023, which is the parent company of the Rosh Pinah mine in Namibia. The Company is a special purpose vehicle under the delegated control of Appian Capital Advisory LLP ("Appian"). Appian is an advisor to private equity funds that invest in the metals, mining and infrastructure sectors.

 

Given the investment focus of the Company, it has been designated as an investment entity (as defined in IFRS 10) and therefore does not prepare group financial statements. Instead, the investments are held at fair value through profit and loss.

Principal risks and uncertainties

The Company is exposed to a variety of financial and operational risks as detailed below:

 

Liquidity and cash flow risk

This is the risk that the Company's available cash will not be sufficient to meet its financial obligations. This is mitigated by the Directors performing simple cash flow management techniques, which are non-complex given the straightforward nature of the Company's operations.

 

The primary imminent risk is the repayment of the investor loan owed to Appian at the end of 2024, however Appian have provided written confirmation of continued support for the Company which mitigates this risk.

 

Interest rate risk

At the balance sheet date, the Company is exposed to interest rate risk as its investment loans carry interest at a variable rate of return, whilst it pays at a fixed rate of 5% on the loans from shareholders. Given this fixed rate on borrowings, the Directors do not consider it necessary to hedge the Company's exposure to interest rate any further.

 

Currency risk

The Company has a small proportion of cash denominated in foreign currencies, whilst loans are in Namibian Dollars or underpinned by trading activities in an environment exposed to the influence of the Namibian Dollar. However, the impact of the foreign exchange is not pervasive and the majority of assets and liabilities are in US Dollars, therefore there is no additional hedging measures used by the Directors.

 

Exchange differences on translation of all Income Statement and Statement of Financial Position items are taken to the Income Statement.

ANR RP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 2 -

Credit and counterparty risk

Throughout the period the Company holds a significant portion of its assets with a major bank, giving rise to a direct exposure should such an institution be unable or unwilling to repay capital and/or interest on funds provided to it. The Company's bank accounts and deposits are only held with counterparties which have credit ratings that the Directors consider to be adequate and the credit quality and financial position of such counterparties are monitored. The credit quality of these assets were satisfactory throughout the reporting period.

 

Given the nature of its investments into the GLCR Limited Group, which include credit advances, the Company is also exposed to counterparty risk to the extent that the investments are unable to meet contractual obligations for repayment. Such credit challenges would also have an impact on the fair value of investment into GLCR. In order to mitigate this risk, the Directors oversee the activities of the investments and seek to monitor the financial performance on a regular basis, as well as liaising with local managers.

 

Operational risk

Given that the Company has no day to day operations beyond managing its investments, it does not have a formal business interruption plan.

 

Commodity risk

Given the value of the investment in GLCR Limited is intrinsically linked to commodity values of the metals produced by the Rosh Pinah mine, and the impact of those prices on the profitability and viability of extraction. These values manifest themselves in the fair value of the investment in GLCR Limited for the Company.

Capital risk

The group’s objectives when managing capital are to safeguard the company’s ability to continue as a going concern in order to provide returns for shareholder and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

 

The capital structure of the group consists of debt, which includes the current liabilities disclosed in the statement of financial position, cash and cash equivalents and equity as disclosed in the statement of financial position.

 

In order to maintain or adjust the capital structure, the company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

 

Consistent with others in the industry, the company monitors capital on the basis of the gearing ratio.

 

This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including ‘current and non‐current borrowings’ as shown in the statement of financial position) less cash and cash equivalents. The total capital is calculated as ‘equity’ as shown in the statement of financial position plus net debt. At 31 December 2023 the gearing ratio is 32.8% which is in line with expectations.

 

There are no externally imposed capital requirements.

 

There have been no changes to what the entity manages as capital, the strategy for capital maintenance or externally imposed capital requirements from the previous year.

 

Exchange control risk

 

From time to time, countries similar in profile to the Namibian environment in which the company's investment operates or has interests have adopted measures to restrict the availability of the local currency or the repatriation of capital across borders. These measures are typically imposed by governments and/or central banks during times of local economic instability to prevent the removal of capital or the sudden devaluation of local currencies or to maintain in-country foreign currency reserves.

 

Namibia is part of the Common Monetary Area of Southern Africa ("CMA"). Exchange controls in the CMA require that dividends, loans, repayment of loans and payment of all invoices to parties outside the CMA by companies registered in the CMA receive prior approval. The controls, as they relate to Namibia, are applied by the Bank of Namibia. There can be no assurance that the Company's investments will obtain the requisite approvals in the future to repay loans or pay invoices to parties outside the CMA, including to this company. Thus, exchange controls may restrict the company from realising its returns.

ANR RP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 3 -
Development and performance

As this is the Company's first financial period, its results are considered to be in line with expectations by the Directors. However, key to understanding is that fair value of the investment in GLCR Limited is considered to approximate to historic cost of the investment for this purpose, given the proximity of the year end to the acquisition date.

Key performance indicators

Given the straightforward nature of operations, the Company does not have a complex number of KPI's::

Other performance indicators

In absence of trading activity in the Company beyond managing its investments, there are no non-financial KPI's which are monitored by the Directors.

Future developments

On 24 June 2024, the group restructured its financing by way of a loan novation.

$39.9m, representing a Namibian Dollar value of N$730.2m and included in investments in note 11, which was interest-free, unsecured, and owed by a subsidiary, has been novated to RP FC (Jersey) Limited ("RPFC"), a related party by virtue of common control. As part of the novation, the loan's currency denomination has been converted from NAD to USD at the exchange rate as of the novation date, resulting in a revaluation to $40.3m, and as a result the Company was then owed this amount from RPFC. The replacement loan carries interest at 8% per annum, is unsecured, and is repayable to the Company on demand.

 

Subsequent to this transaction, on the same day the Company entered into a deed of waiver which released RPFC from its obligation to pay the Company. This transaction created a deemed distribution under UK company law, which was subsequently identified to be contrary to the provisions of company law as the Company did not have sufficient realised retained profits to make this distribution.

 

Accordingly, on 25 October 2024 the Company obtained approval from its shareholders of the reversal of this dividend via the obligations of those shareholders to return the shortfall in realised retained profits. This reversal of the dividend restored the Company's net assets and realised retained profits to the position in which these would have been had the waiver on 24 June 2024 not occurred.

Directors' responsibilities under s172

At ANR RP Limited ("ANR"), the Directors act in a manner consistent with their duties under section 172 of the UK Companies Act 2006. In doing so, they promote the success of the Company for the benefit of its shareholders, taking into consideration the interests of all stakeholders including employees, customers, suppliers, the environment, and the wider community.

 

In this statement we outline the key aspects of our approach to Section 172 and how our Directors have fulfilled their duties throughout the year.

 

Although ANR was only incorporated during 2023, as a result of its acquisition of Rosh Pinah Zinc Corporation Limited ("RPZC") the trading activity of that company has seen significant change. The Directors believe that we have consistently acted in accordance with duties under Section 172 and imposed equivalent rules and mentalities on its subsidiaries since our acquisition, working to promote the success of the Company and safeguard the interests of shareholders, employees, and other stakeholders alike. We will continue to uphold these principles as we navigate the challenges and opportunities ahead, striving to create lasting value for all those connected to our business.

ANR RP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 4 -

The Directors take the following into consideration in their decision-making process.

 

1. The likely consequences of any decision in the long term

We are committed to making strategic decisions that drive long-term growth and value creation for our shareholders. Within trading groups this includes investments in further exploration and securing potential mining licences, whilst within ANR further development and acquisition opportunities are considered where the Directors believe that additional value can be achieved.

 

2. The interests of the Company's employees

ANR itself has no employees other than the Directors.

 

The success of our trading businesses would not be possible without the dedication of our workforce. Those staff view health, safety, wellbeing, training, compensation, and career opportunities as being important, and we recognise the importance of attracting, retaining, and developing a talented workforce.

 

We are committed to providing a safe and inclusive working environment, and challenge local leadership groups to maintain the highest operational standards.

 

Our trading business RPZC has further invested in the development of both the Rosh Pinah town and living environment, and also in the healthcare facilities in the town which underpin the health of the employees of our mine.

 

3. The need to foster the Company's business relationships with suppliers, customers, and others

ANR itself has no key customers or suppliers, but instead focuses on maximising the value of its investments.

 

Within our trading businesses, we believe that maintaining strong relationships with our stakeholders is essential for long-term success. In particular, all zinc and lead concentrate sales are with a sole customer which places emphasis on maintaining a good relationship with that customer.

4. The impact of the Company's operations on the community and the environment

With no trading, ANR has no direct impact on the community or environment.

 

For the trading businesses, the Directors are aware that the Rosh Pinah site uniquely impacts the local community as it is one of two major employers in the region, which underpins the Rosh Pinah township's very existence. The Group has investments in ownership of the township.

 

Whilst mining has an unavoidable impact on the environment, the Directors seek strategic partnerships where possible to mitigate this impact. On 7 April 2021 the group entered into a 15 year renewable energy power purchase agreement with Emerging Markets Energy Services Company ("EMESCO") for the supply of solar power to the Rosh Pinah Mine.

 

5. The desirability of the Company maintaining a reputation for high standards of business conduct

Our Directors are committed to upholding the highest standards of ethical conduct and ensuring compliance with all relevant laws and regulations, both within ANR and its investments.

 

6. The need to act fairly between members of the Company

The Board aims to understand the views of its shareholders and always act in their best interest, whilst also balancing this with local decision-making requirements within trading investments.

On behalf of the board

Amy Lister
Director
1 November 2024
ANR RP LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 5 -

The directors present their annual report and financial statements for the period ended 31 December 2023.

Principal activities

The principal activity of the company is that of a holding company for a portfolio of investments in the natural resources sector.

 

Disclosures required under s416(4) of the Companies Act 2006 are commented upon in the strategic report as the directors consider them to be of strategic importance to the group,

Results and dividends

The results for the period are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Milos Amati
(Appointed 17 May 2023)
Adam Hewitson
(Appointed 17 May 2023)
Amy Lister
(Appointed 17 May 2023)
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the period. These provisions remain in force at the reporting date.

Post reporting date events

On 24 June 2024, the group restructured its financing by way of a loan novation.

$39.9m, representing a Namibian Dollar value of N$730.2m and included in investments in note 11, which was interest-free, unsecured, and owed by a subsidiary, has been novated to RP FC (Jersey) Limited ("RPFC"), a related party by virtue of common control. As part of the novation, the loan's currency denomination has been converted from NAD to USD at the exchange rate as of the novation date, resulting in a revaluation to $40.3m, and as a result the Company was then owed this amount from RPFC. The replacement loan carries interest at 8% per annum, is unsecured, and is repayable to the Company on demand.

 

Subsequent to this transaction, on the same day the Company entered into a deed of waiver which released RPFC from its obligation to pay the Company. This transaction created a deemed distribution under UK company law, which was subsequently identified to be contrary to the provisions of company law as the Company did not have sufficient realised retained profits to make this distribution.

 

Accordingly, on 25 October 2024 the Company obtained approval from its shareholders of the reversal of this dividend via the obligations of those shareholders to return the shortfall in realised retained profits. This reversal of the dividend restored the Company's net assets and realised retained profits to the position in which these would have been had the waiver on 24 June 2024 not occurred.

Auditor

Azets Audit Services Limited were appointed as auditor to the company on 26 March 2024 and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Energy and carbon report

The company's UK emissions and energy consumption was less than 40,000 kWh of energy in the reporting period. As such the company qualifies as a low energy user and is exempt from reporting under SECR regulations.

ANR RP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 6 -
Statement of disclosure to auditor

Each director in office at the date of approval of this annual report confirms that:

 

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

Going concern

As part of the regular budgeting and forecast process, the Directors have prepared cash flow forecasts covering a period in excess of 12 months from the date of approval of the financial statements and are satisfied that the company will have sufficient cash to meet its obligations as they fall due during this period.

The company has received a support letter from its shareholders, Appian Natural Resources Fund GP III and Appian Natural Resources (UST) Fund III LP, which confirms they will provide support to the company, including not recalling the borrowings of $50m which fall due on 8 December 2024, for at least twelve months from the date of signing of the financial statements.

On 24 June 2024, the group restructured its financing by way of a loan novation.

 

$39.9m, representing a Namibian Dollar value of N$730.2m and included in investments in note 11, which was interest-free, unsecured, and owed by a subsidiary, has been novated to RP FC (Jersey) Limited ("RPFC"), a related party. As part of the novation, the loan's currency denomination has been converted from NAD to USD at the exchange rate as of the novation date, resulting in a revaluation to $40.3m, and as a result the Company was then owed this amount from RPFC. The replacement loan carries interest at 8% per annum, is unsecured, and is repayable to the Company on demand.

 

Subsequent to this transaction additional changes were entered into, as disclosed in note 21.

 

Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

On behalf of the board
Amy Lister
Director
1 November 2024
ANR RP LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 7 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, International Accounting Standard 1 requires that directors:

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

ANR RP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ANR RP LIMITED
- 8 -
Opinion

We have audited the financial statements of ANR RP Limited for the period ended 31 December 2023 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows, and the notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted International Financial Reporting Standards.

In our opinion:

 

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report.

 

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

ANR RP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ANR RP LIMITED
- 9 -

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

 

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the director's responsibilities statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

ANR RP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ANR RP LIMITED
- 10 -

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https:// www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to him in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Laura Pingree (Senior Statutory Auditor)
For and on behalf of Azets Audit Services Limited
1 November 2024
Chartered Accountants
Statutory Auditor
Regis House
45 King William Street
London
EC4R 9AN
ANR RP LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 11 -
Period
ended
31 December
2023
Notes
$'000
Administrative expenses
149
Transaction costs on investments
4
(531)
Operating (loss)/profit
5
(382)
Investment revenues
8
348
Finance costs
9
(1,624)
(Loss)/profit before taxation
(1,658)
Income tax expense
10
-
(Loss)/profit and total comprehensive income for the period
(1,658)
ANR RP LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 12 -
2023
Notes
$'000
Non-current assets
Investments
11
142,656
Current assets
Trade and other receivables
14
3,090
Cash and cash equivalents
2,665
5,755
Current liabilities
Trade and other payables
18
1,503
Borrowings
16
50,000
51,503
Net current liabilities
(45,748)
Net assets
96,908
Equity
Called up share capital
19
98,566
Retained earnings
(1,658)
Total equity
96,908
The financial statements were approved by the board of directors and authorised for issue on 1 November 2024 and are signed on its behalf by:
Amy Lister
Director
Company registration number 14875999 (England and Wales)
ANR RP LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 13 -
Share capital
Retained earnings
Total
Notes
$'000
$'000
$'000
Balance at 17 May 2023
-
0
-
0
-
0
Period ended 31 December 2023:
Loss and total comprehensive income
-
(1,658)
(1,658)
Transactions with owners:
Issue of share capital
19
98,566
-
98,566
Balance at 31 December 2023
98,566
(1,658)
96,908
ANR RP LIMITED
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 14 -
2023
Notes
$'000
$'000
Cash flows from operating activities
Cash absorbed by operations
24
(54)
Interest paid
(186)
Net cash outflow from operating activities
(240)
Investing activities
Acquisition of subsidiary
(136,911)
Acquisition of receivable from subsidiary
(2,880)
Interest received
138
Net cash used in investing activities
(139,653)
Financing activities
Proceeds from issue of shares
98,566
Proceeds from borrowings
50,000
Repayment of borrowings
(6,000)
Net cash generated from/(used in) financing activities
142,566
Net increase in cash and cash equivalents
2,673
Cash and cash equivalents at beginning of year
-
0
Effect of foreign exchange rates
(8)
Cash and cash equivalents at end of year
2,665
ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 15 -
1
Accounting policies
Company information

ANR RP Limited ("the company") is a private company limited by shares incorporated in England and Wales. The registered office is 100 Longwater Avenue, Green Park, Reading, RG2 6GP. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Reporting period

The company has selected 31 December as its year-end to align with other group companies. Therefore, these financial statements include a seven-month period and are hence not directly comparable to subsequent annual financial statements.

1.2
Accounting convention

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

The financial statements are prepared in US dollars, which is the functional currency of the company,

The financial statements have been prepared under the historical cost convention, except for the revaluation of investments. The principal accounting policies adopted are set out below.

The company and group are exempt from preparing consolidated financial statements as the investment is held as part of an investment portfolio. Therefore the group is exempt from producing consolidated financial statements under s405 of the Companies Act 2006 and paragraph 8A of IAS27 Consolidated and Separate Financial Statements.

1.3
Going concern

As part of the regular budgeting and forecast process, the Directors have prepared cash flow forecasts covering a period in excess of 12 months from the date of approval of the financial statements and are satisfied that the company will have sufficient cash to meet its obligations as they fall due during this period.true

The company has received a support letter from its shareholders, Appian Natural Resources Fund GP III and Appian Natural Resources (UST) Fund III LP, which confirms they will provide support to the company, including not recalling the borrowings of $50m, which fall due on 8 December 2024, for at least twelve months from the date of signing of the financial statements.

On 24 June 2024, the group restructured its financing by way of a loan novation.

 

$39.9m, representing a Namibian Dollar value of N$730.2m and included in investments in note 11, which was interest-free, unsecured, and owed by a subsidiary, has been novated to RP FC (Jersey) Limited ("RPFC"), a related party. As part of the novation, the loan's currency denomination has been converted from NAD to USD at the exchange rate as of the novation date, resulting in a revaluation to $40.3m, and as a result the Company was then owed this amount from RPFC. The replacement loan carries interest at 8% per annum, is unsecured, and is repayable to the Company on demand.

 

Subsequent to this transaction additional changes were entered into, as disclosed in note 21.

 

Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Non-current investments

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.5
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.6
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

 

The company's investment portfolio is recognised at fair value through profit and loss. In the year of acquisition, changes between the acquisition date and year end are not considered to be significant so the acquisition cost is accepted as fair value.

Financial assets at fair value through profit or loss

Financial assets measured at fair value through profit or loss are recognised initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (e.g. trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Financial assets at fair value through other comprehensive income

Debt instruments are classified as financial assets measured at fair value through other comprehensive income where the financial assets are held within the company’s business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

 

A debt instrument measured at fair value through other comprehensive income is recognised initially at fair value plus transaction costs directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognised through other comprehensive income are directly transferred to profit or loss when the debt instrument is derecognised.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.7
Financial liabilities

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.8
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.9
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

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 goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end 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. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.10
Foreign exchange

The company's functional and presentation currency are the United States dollar.

 

Stamp duty denominated in British pounds has been translated into United States dollars at the spot rate for the transaction date of US$1=£0.7864.

 

Other transactions denominated in British pounds have been translated into United States dollars at the average rate for the year of US$1=£0.7975.

 

Monetary items denominated in British pounds at the year‐end have been translated at the closing rate at the last day of the reporting period of US$1=£0.7845.

 

Unrealised differences arising from the above and realised differences arising on settlement in the year are included in the appropriate income or expenditure category.

 

Transaction and balances

Transactions denominated in currencies other than the group’s functional currency, US dollar, are translated at the rate of exchange ruling at the transaction date. Monetary items denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Gains and losses arising on translation are credited to or charged to the statement of profit or loss and other comprehensive income.

 

Foreign currency hedges

Foreign currency hedges are dealt with in the financial instruments accounting policy.

1.11

Interest income

Interest income is recognised in the statement of comprehensive income using the effective interest method.

1.12

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 19 -
2
Adoption of new and revised standards and changes in accounting policies

In the current period, the following new and revised Standards and Interpretations have been adopted by the company and have an effect on the current period or a prior period or may have an effect on future periods:

Amendments to IAS 12 'Income Taxes
Deferred tax relating to assets and liabilities arising from a single transaction
Amendments to IAS 1 and IFRS Practice Statement 2
Disclosure of accounting policies
Amendments to IAS 8
Definition of an accounting estimate
Amendments to IAS 12 'Income Taxes'
International tax reform - Pillar Two Model Rules
Amendments to IAS 1 'Presentation of Financial Statements'
Non-current liabilities with covenants
Amendments to IAS 1 'Presentation of Financial Statements'
Classification of liabilities as current or non-current
Amendments to IAS 7 and IFRS 7
Supplier finance arrangements
3
Critical accounting estimates and judgements

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

Key sources of estimation uncertainty
Investment valuation

Interests in subsidiaries, associates and jointly controlled entities are initially recorded at cost but subsequently measured at fair value on the grounds the investment held is as part of an investment portfolio. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

 

The inputs to the valuation model are broadly unobservable, although in all instances relate to an underlying asset-backed investment which has a readily determinable open market value in current condition and use, which itself is predominantly based on the underlying cashflows associated with the life-of-mine model. The valuation uses a discounted cashflow model with key uncertainties being around the remaining value and quality of ore reserves in the ground, the cost of extraction, the sale price of the mined goods (being driven by global commodity prices), and the discount rates applied to the cashflows.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 20 -
4
Exceptional items
2023
$'000
Expenditure
Transaction costs on investments
531
5
Operating (loss)/profit
2023
Operating loss for the period is stated after charging/(crediting):
$'000
Exchnage (gain)/ loss
(268)
6
Auditor's remuneration
2023
Fees payable to the company's auditor and associates:
$'000
For audit services
Audit of the financial statements of the company
60
7
Employees

The average monthly number of persons (including directors) employed by the company during the period was:

2023
Number
Total
-
0
8
Investment income
2023
$'000
Interest income
Interest
138
Interest receivable from Rosh Pinah Zinc Corporation (Proprietary) Limited
210
Total interest revenue
348
Investment income above relates to interest income derived on deposits paid in advance of the completion of the acquisition and was calculated by multiplying the balance by the applicable interest rate.
ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 21 -
9
Finance costs
2023
$'000
Other interest payable
1,624

This interest was paid on loans from the investors and was calculated by mutliplying the balance by the applicable interest rate set in the loan agreement.

10
Income tax expense

The charge for the period can be reconciled to the loss per the income statement as follows:

2023
$'000
Loss before taxation
(1,658)
Expected tax credit based on a corporation tax rate of 25.00%
(415)
Effect of expenses not deductible in determining taxable profit
133
Change in unrecognised deferred tax assets
282
Taxation charge for the period
-

The corporation tax rate was 25% throughout the reporting period. All deferred tax balances are carried at 25%. As a result of the uncertainty of the timing of future taxable profits, tax losses carried forward and unrecognised total $1,127,000; if a deferred tax asset was recognised on this it would increase the net assets of the Company by $282,000.

11
Investments
Non-current
2023
$'000
Investments in subsidiaries
102,723
Loans to subsidiaries
39,933
142,656
ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
11
Investments
(Continued)
- 22 -
Movements in non-current investments
Shares in subsidiaries
Loans to subsidiaries
Total
$'000
$'000
$'000
Cost or valuation
At 17 May 2023
-
-
-
Additions
102,723
39,657
142,380
Foreign exchange gains
-
276
276
At 31 December 2023
102,723
39,933
142,656
Carrying amount
At 31 December 2023
102,723
39,933
142,656

On 23 June 2023, the Company acquired 100% of the issued share capital of GLCR Limited and its subsidiary undertakings, including the operating Rosh Pinah zinc mine, based in Namibia (as detailed in note 12) for a consideration of $145 million. The price paid for GLCR Limited was determined on an arm’s length basis from the previous owner, an unconnected third party, and accordingly the Directors have concluded that the value paid represents the fair value as at that date.

Given the short time period between the acquisition date, and the end of the company’s first reporting date, the Directors’ are of the opinion that there has been no significant change in the value of the investment.

A loan of $3.1m to Rosh Pinah Zinc Corporation (Proprietary) Limited also formed part of the transaction and is included in receivables below in note 14.

On acquisition of the GLCR Limited investment, the cashflows on acquisition represent the amounts paid, less a $6.00 million deposit paid by the controlling party prior to the incorporation of the Company (as detailed in note 25, plus transaction costs of $0.53 million.

 

The loans represent amounts advanced to Wilru Investments One Hundred and Thirty Four (Proprietary) Limited ("Wilru"), where the loan is interest-free with no fixed repayment terms. The underlying loan is denominated in Namibian Dollars and represents NAD$730.2m.

 

On 24 June 2024 the Company novated the entire loan owed from Wilru to a related party, which represented a partial settlement of the borrowings in note 16. Details of this are given in note 21.

 

 

12
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
12
Subsidiaries
(Continued)
- 23 -
Name of undertaking
Address
Principal activities
Class of
% Held
shares held
Direct
Indirect
GLCR Limited (1)
England & Wales
Holding company
Ordinary
100.00
-
Wilru Investments One Hundred and Thirty Four (Proprietary) Limited (2)
Namibia
Intermediate holding company
Ordinary
0
100.00
Rosh Pinah Base Metals (Proprietary) Limited (2)
Namibia
Non-trading
Ordinary
0
100.00
Rosh Pinah Mine Holdings (Proprietary) Limited (2)
Namibia
Non-trading
Ordinary
0
100.00
Rosh Pinah Zinc Corporation (Proprietary) Limited (2)
Namibia
Mining
Ordinary
0
90.54

Registered office addresses (all UK unless otherwise indicated):

1
100 Longwater Avenue, Green Park, Reading, England, RG2 6GP
2
Rosh Pinah Mine, Kahan Street, Rosh Pinah, Namibia
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
$'000
$'000
GLCR Limited (1)
(377)
(159)
Wilru Investments One Hundred and Thirty Four (Proprietary) Limited (2)
86,226
3,189
Rosh Pinah Base Metals (Proprietary) Limited (2)
3,466
-
Rosh Pinah Mine Holdings (Proprietary) Limited (2)
4,687
(215)
Rosh Pinah Zinc Corporation (Proprietary) Limited (2)
96,790
4,110
13
Joint ventures

Details of the company's joint ventures at 31 December 2023 are as follows:

Name of undertaking
Registered office
Principal activities
Interest
% Held
held
Direct
Indirect
Rosh Pinah Health Care (Proprietary) Limited
Sidadi Clinic, Rosh Pinah, Namibia
Ownership of healthcare assets
Ordinary
0
27.89
RoshSkor Township (Proprietary) Limited
RoshSkor Building, Rosh Pinah, Namibia
Ownership of the township
Ordinary
0
44.98
Gergarub Exploration and Mining (Proprietary) Limited
Rosh Pinah Mine, Rosh Pinah, Namibia
Mining
Ordinary
0
44.08
14
Trade and other receivables
2023
$'000
Amounts owed by subsidiary undertakings
3,090

Interest charged on the amounts owed from subsidiary companies is charged at a rate of 1.0% above the Scotiabank rate, on a compounding basis. The loan is repayable on 28 October 2032, or on an earlier date if demanded by the Company at an earlier date. As it is repayable on demand it is included in current assets even though no such demand is currently expected to be issued.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 24 -
15
Trade receivables - credit risk
Fair value of trade receivables

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

Expected credit losses

No significant receivable balances are impaired at the reporting end date.

 

The Company has no trade receivables as a result of its status as an investment entity, and accordingly applies the simplified model to determine expected credit losses. As its receivables represent trading balances from subsidiaries and investment loans to subsidiaries, the expected losses on these are inherently linked with the assessment of the fair value of the investment in those subsidiaries (as detailed in note 11).

 

At the period end the Company has determined that cost approximates to fair value. It therefore follows that the loans remain recoverable on the same basis as when the Company first acquired beneficial ownership of those loans from a third party. It therefore follows that expected credit losses are not considered significant by the Directors.

16
Borrowings
2023
$'000
Borrowings held at amortised cost:
Loans from shareholders
50,000

Borrowings represent funds advanced to the company from shareholders Appian Natural Resources Fund III LP and Appian Natural Resources (UST) Fund III LP, in order to fund the acquisition of GLCR Limited. The loans are repayable on demand by the lender, or if not demanded by no later than 23 December 2024. Interest is payable on the borrowings at a rate of 5% per annum, compounding on the basis of a 360 day year. The Company may prepay any part of the loan at any time. The capital outstanding is $50,000,000. The loan is unsecured.

17
Market risk
Financial risk management
Interest rate risk

The carrying amounts of financial liabilities which expose the company to cash flow interest rate risk are as follows:

2023
$'000
Borrowings
50,000

The Company's borrowings are on a 5% fixed basis until December 2024, as disclosed in note 16. Such borrowings are with related parties of the Company.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
17
Market risk
(Continued)
- 25 -
Commodity pricing risk

The value of the investment into GLCR Limited and its subsidiary which operates the Rosh Pinah mine is subject to a number of assumptions and macro-economic influences, meaning that determination of its value is predominantly based on the underlying cashflows associated with the life-of-mine model at Rosh Pinah and how the cashflows may derive from this. The life-of-mine model uses a discounted cashflow model with key uncertainties being around the remaining value and quality of ore reserves in the ground, the cost of extraction, the sale price of the mined goods (being driven by global commodity prices), and the discount rates applied to the cashflows. In particular, the price of commodity is an unknown input and is entirely outside the control of the Company, and therefore the Company's investment values carry significant exposure to these risks.

 

Foreign exchange risk

The Company is exposed to foreign exchange movements, predominantly on its investment loans to Wilru Investments One Hundred and Thirty Four (Proprietary) Limited ("Wilru"), which are shown in note 11. These loans are denominated in Namibian Dollars.

 

Had the Namibian Dollar depreciated against the US Dollar by 5%, this would have resulted in a loss of approximately US$1.996m (appreciated by 5% - a gain of US$1.996m).

18
Trade and other payables
2023
$'000
Accruals
1,503

Included within accruals is $1,438,000 of accrued but unpaid interest which is payable on the borrowings as detailed in note 16.

19
Share capital
2023
2023
Ordinary share capital
Number
$'000
Issued and unpaid
Ordinary of $0.01 each
10,000
-
Issued and fully paid
Ordinary of $0.01 each
9,856,604,000
98,566
9,856,614,000
98,566

On incorporation, 10,000 ordinary shares of $0.01 were issued at par value. On 20 June 2023 a further 9,856,604,000 ordinary shares of $0.01 were issued at par value.

20
Capital risk management

The company is not subject to any externally imposed capital requirements.

ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 26 -
21
Events after the reporting date

On 24 June 2024, the group restructured its financing by way of a loan novation.

$39.9m, representing a Namibian Dollar value of N$730.2m and included in investments in note 11, which was interest-free, unsecured, and owed by a subsidiary, has been novated to RP FC (Jersey) Limited ("RPFC"), a related party by virtue of common control. As part of the novation, the loan's currency denomination has been converted from NAD to USD at the exchange rate as of the novation date, resulting in a revaluation to $40.3m, and as a result the Company was then owed this amount from RPFC. The replacement loan carries interest at 8% per annum, is unsecured, and is repayable to the Company on demand.

 

Subsequent to this transaction, on the same day the Company entered into a deed of waiver which released RPFC from its obligation to pay the Company. This transaction created a deemed distribution under UK company law, which was subsequently identified to be contrary to the provisions of company law as the Company did not have sufficient realised retained profits to make this distribution.

 

Accordingly, on 25 October 2024 the Company obtained approval from its shareholders of the reversal of this dividend via the obligations of those shareholders to return the shortfall in realised retained profits. This reversal of the dividend restored the Company's net assets and realised retained profits to the position in which these would have been had the waiver on 24 June 2024 not occurred.

22
Related party transactions
Remuneration of key management personnel

The Company has not paid remuneration to any key management personnel, including directors, during the year, as defined in IAS 24 Related Party Disclosures. However, the Company has paid Centralis UK Limited for commercial management of the Company's activities which includes provision of Adam Hewitson and Amy Lister as directors, for which fees of $40,000 have been expensed to the Income Statement.

Other transactions with related parties

Loan interest of $1,624,000 was paid to shareholders Appian Natural Resources Fund III LP and Appian Natural Resources (UST) Fund III LP and is included in the interest note.

The following amounts were outstanding and owed from related parties as at the period end date:

Amounts due to shareholders Appian Natural Resources Fund III LP and Appian Natural Resources (UST) Fund III LP
$'000
Loan included in borrowings note
50,000
Accrued interest included in creditors note
1,438

The following amounts were outstanding and owed from related parties as at the period end date:

2023
Amounts due from related parties
$'000
Loan to Rosh Pinah Zinc Corporation (Proprietary) Limited
3,090
Loan to Wilru Investments One Hundred and Thirty Four (Proprietary) Limited
39,933
43,023

Subsequent to the year end the loan from Wilru has been novated and subsequently waived, as explained in note 21.

23
Controlling party
ANR RP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
23
Controlling party
(Continued)
- 27 -

ANR RP Limited is under the control of Appian Natural Resources Fund GP III Limited, the ultimate controlling party incorporated in Jersey.

 

There is no party which consolidates the Company's results into its financial statements.

24
Cash absorbed by operations
2023
$'000
Loss for the period before income tax
(1,658)
Adjustments for:
Finance costs
1,624
Investment income
(348)
Foreign exchange on cash equivalents
8
Foreign exchange on investments
(276)
Transaction costs
531
Movements in working capital:
Increase in trade and other payables
65
Cash absorbed by operations
(54)
25
Analysis of changes in net debt
17 May 2023
Cash flows
Exchange rate movements
31 December 2023
$'000
$'000
$'000
$'000
Cash at bank and in hand
-
2,673
(8)
2,665
Borrowings excluding overdrafts
-
(50,000)
-
(50,000)
-
(47,327)
(8)
(47,335)

Major non-cash transaction

Prior to incorporation of the Company, a deposit of $6,000,000 was paid by the controlling party, on behalf of the company, in respect of the acquisition. This was netted off the acquisition cashflows and recognised as a loan to the controlling party on the Statement of Financial Position. This was repaid by the company prior to the year end.

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