REGISTERED NUMBER: 13207693 (England and Wales) |
GROUP STRATEGIC REPORT, DIRECTORS' REPORT AND |
AUDITED |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
FOR |
PEGA MINING LTD |
REGISTERED NUMBER: 13207693 (England and Wales) |
GROUP STRATEGIC REPORT, DIRECTORS' REPORT AND |
AUDITED |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
FOR |
PEGA MINING LTD |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
for the Year Ended 28 February 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Directors' Report | 6 |
Independent Auditors' Report | 8 |
Consolidated Income Statement | 11 |
Consolidated Other Comprehensive Income | 12 |
Consolidated Balance Sheet | 13 |
Company Balance Sheet | 14 |
Consolidated Statement of Changes in Equity | 15 |
Company Statement of Changes in Equity | 16 |
Consolidated Cash Flow Statement | 17 |
Notes to the Consolidated Cash Flow Statement | 18 |
Notes to the Consolidated Financial Statements | 20 |
PEGA MINING LTD |
COMPANY INFORMATION |
for the Year Ended 28 February 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditor |
New Derwent House |
69-73 Theobalds Road |
London |
WC1X 8TA |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
GROUP STRATEGIC REPORT |
for the Year Ended 28 February 2023 |
The directors present their Strategic Report for PEGA Mining Ltd ('the Parent Company') and its subsidiaries ('the Group') for the period ended 28 February 2023. |
The purpose of the Strategic Report is to inform shareholders and help them to assess how the directors have performed their duties to promote the success of PEGA Mining Ltd 'the Parent Company', with references made to 'the Group' relating to the Parent Company and its subsidiaries. The report, together with the further information in the Directors' Report, provides: |
- A fair and balanced review of the Parent Company's business including: |
i) The development and performance of the business during the year, and |
ii) The position of the Parent Company and the Group at the end of the year |
- A description of the principal risks and uncertainties facing the Parent Company and the Group. |
REVIEW OF BUSINESS |
PEGA Mining Ltd |
Aiming to become the largest bitcoin mining operator in the world, using only green energy. |
The beginning - Incorporated on 17 February 2021 |
Since we first opened our digital doors, PEGA Mining has been on a mission to evolve into the world's largest, cleanest, and greenest crypto mining company on the face of the Earth. We are devoted to the sole use of green energy sources to generate the power needed to produce new cryptocurrency. This process typically demands an alarming reliance on fossil fuels. |
The concept - Powering Technology Through Sustainability |
While most mining firms operate in Chinese-based facilitates through coal divisions, we are proudly based in Dorset, UK, ushering in a new crypto mining concept using mother nature's oldest resources: Hydropower and geothermal energy. We have chosen Iceland and Norway as the epicentres of our private data centres, and we have already established three colocations with some of the most reputable and forward-thinking data centre hubs on the planet. |
Our beliefs - The Future of Green Crypto Mining |
We firmly believe that the widespread, international implementation of green crypto mining can be achieved at scale. However, we need the support of the masses to reach our goals, starting with the global crypto mining community. |
Performance - On-Site Performance |
Our facility's integrated performance monitoring and repair system is up and running 24/7, 365 days a year - and 366 in a leap year. The cogs can never stop turning if we want to power the next generation of green crypto mining. This is also why our technicians are on duty around the clock, ensuring the uncompromised operation and safety of our miners. |
PRINCIPAL RISKS AND UNCERTAINTIES |
Management continually monitor the key risks facing the Group together with assessing the controls used for managing these risks. The board of directors formally reviews and documents the principal risks facing the business at least annually. |
The principal risks and uncertainties facing the Parent Company and the Group are as follows: |
Financial Instruments |
Financial instruments comprise of cash and working capital, i.e. the trade debtors and the trade creditors that arise during the course of the day to day business. This can result in a liquidity risk. The liquidity risk is controlled by maintaining a healthy balance between debtors and creditors. The debtor risk is controlled through the sale of cryptocurrency through the exchange Kraken at a price which is deemed acceptable by management. Trade creditor liquidity risks are managed by ensuring that sufficient funds are available to meet amounts as and when they fall due and in accordance with agreed payment terms. |
Turnover consists of two revenue sources being; mining of cryptocurrencies and sales of miners to third parties. |
The Parent Company has very limited exposure to financial instruments in respect of its own assets which comprise principally of cash in liquid resources, crypto asset accounts, directors loan accounts and trade creditors that arise directly from its operations. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
GROUP STRATEGIC REPORT |
for the Year Ended 28 February 2023 |
Business risk |
Principal risk relates to the Group's ability to continue to generate mining income. The key income driver is the Group's mission to be the largest sustainable crypto miner, which in turn is materially impacted by the market for cryptocurrencies, along with the ability to access green energy sources. |
Reputation risk |
Reputation risk relates to damage to an organisation through loss of its reputation or standing. This could include a variety of factors such as compliance failures, failure to properly oversee it's employees and failure to provide appropriate risk oversight. |
Operational risk |
Operational risk relates to risks to the Group when running the business. This would include the Group's disaster recovery solutions and risks to the Group's technology infrastructure. |
Liquidity risk |
Liquidity risk relates to the amount of assets the Group holds in highly liquid, marketable forms that are available should unexpected cash flows lead to a liquidity problem. |
Commodity price risk |
Commodity price risk is the possibility that commodity price changes (cryptocurrencies) will cause financial losses for commodity buyers or producers. The instability of the price of cryptocurrencies will have a major impact on the future of the profits of the business. |
Regulation risk |
Regulation risk is the possibility that new regulations have a negative impact on the business strategy and operation. It is the risk that new regulations could potentially have a major impact on the future profits of the business as they prevent the business operating as they currently are. |
Compliance risk |
Compliance risk is the possibility that the Group is not fully compliant with the regulations associated with cryptocurrency. This could be due to the fact that certain regulations negatively impact the strategy and operation of the Group and thus to prevent an impact on future profits the Group has chosen not to be compliant. |
OUR PROGRESS |
December 2020 - The Beginning |
It dawned on us that the crypto mining industry would lead the planet to ruin if left to its current devices. And so, we established our goal: To create the world's largest green crypto mining company committed to using purely renewable energy sources. The PEGA journey had begun. |
February 2021 - Company Formation |
PEGA Mining Ltd was officially registered in the UK, set to serve the world from its headquarters in Dorset. |
March 2021 - Bitcoin Miners |
Antminer S19's ordered directly with Bitmain, monthly deliveries scheduled until October 2022. |
April 2021 - New Hosting |
We signed a colocation hosting agreement to host a portion of our bitcoin miners with a third-party data centre, AtNorth, in Iceland. This nation is committed to 100% green, sustainable energy - a region recognized for its ideal weather conditions for data centres. |
May 2021 - New Hosting |
We signed a colocation hosting agreement to host a portion of our bitcoin miners with a third-party data centre, ETIX Everywhere Borealis, also in Iceland. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
GROUP STRATEGIC REPORT |
for the Year Ended 28 February 2023 |
May 2021 - New Hosting |
We signed a colocation hosting agreement to host a portion of our bitcoin miners with a third-party data centre, HydroKraft, in Norway. Norway offers the ideal, cold climate for efficient green data centres. |
September 2021 - New Hosting |
We signed a colocation hosting agreement to host a portion of our bitcoin miners with a third-party data centre, Balooba, in Sweden. Sweden offers the ideal, cold climate for efficient green data centres. |
September 2022 - Additional Power |
We secured an additional 10MW of power with ETIX, in Iceland, almost tripling the operations we currently hold at this location. |
December 2023 - New Data Centre |
We opened our own data center, Sundall, in Norway, continuing to use green sustainable energy for all of our operations. |
Current year results |
The loss after taxation amounts to £30,657,736 (2022: £8,128,679 profit). The Group had net liabilities as at 28 February 2023 of £22,367,944 (2022:£1,957,466 net assets). |
Future developments |
The directors are reviewing the current position and contracts of the data centres that the miners are located in to achieve the most viable options for the future success of the Group. The directors have identified 3 further locations to operate green crypto mining from worldwide and increase the global reach of Pega Mining Limited. The directors expect the forthcoming years to reflect the strategic decisions that are currently being made. |
We draw attention to Note 25 in the financial statements where it states that after the year end, due to external factors surrounding Crypto, the value of the miners has significantly fallen in value. As at October 2024, the value of the miners was estimated at £8,683k. |
OUR STRATEGY |
Purpose |
Increase awareness of the current global impact of bitcoin mining with fossil fuels and pave the way to a greener Bitcoin Mining industry. |
Key Elements |
Disciplined Growth, Consistent Delivery, Strategic leadership. |
Vision |
Become the largest bitcoin mining operator in the world, using only green energy. |
Values |
Collaboration, Integrity, Quality, Transparency, Sustainability. |
How |
Maintain and enhance long-term customer relationships, whilst we tackle our industry's greatest challenge of lowering its carbon footprint and encourage others to join us in being part of the solution rather than the problem, positively changing the future of crypto mining. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
GROUP STRATEGIC REPORT |
for the Year Ended 28 February 2023 |
KEY PERFORMANCE INDICATORS (KPIS) |
Management use a range of performance measures to monitor and manage the business. As set out below the following financial key performance measures are considered by management to be the key performance indicators for the Group: |
2023 | 2022 |
£'000000 | £'000000 |
Turnover | 80,873 | 85,935 |
Gross profit | 18,893 | 38,941 |
Profit before tax | (29,642 | ) | 11,656 |
Shareholders' funds | (22,404 | ) | 1,957 |
Given the straight forward nature of the business the directors are of the opinion that further analysis using non-financial KPI's is not necessary for the understanding of the development, performance or position of the business. |
SECTION 172(1) STATEMENT |
The directors of the Parent Company, as those of all UK companies, must act in accordance with a set of general duties which are detailed in section 172 of the Companies Act 2006. The following paragraphs below summarise how the board of directors consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Parent Company as at 28 February 2023 for the benefit of its shareholders as a whole and in doing so have regard (amongst other matters) to: |
- Risk management - consideration of risks is an integral part of our operations which includes providing services to our clients in often highly regulated environment. See above for details of our principal risks and uncertainties; |
- Interests of our employees - being committed to being a responsible business in which our behaviour is aligned with the expectations of our people, clients, investors and society as whole; |
- Fostering business relationships - our strategy is to prioritise organic growth driven by providing services to both other group entities and our clients; |
- Impact of the Parent Company's operations on the community and environment - our approach is to create a positive approach to the clients and communities in which we interact with; and |
- Maintaining a reputation for high standards of business conduct - consideration of risks is an integral part of how the Parent Company operates on a daily basis which are reviewed and issued at Group level under its Corporate Governance Policies including whistleblowing. |
ON BEHALF OF THE BOARD: |
30 January 2025 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
DIRECTORS' REPORT |
for the Year Ended 28 February 2023 |
The directors present their report with the financial statements of the Company and the Group for the year ended 28 February 2023. |
DIVIDENDS |
No dividends will be distributed for the year ended 28 February 2023. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 March 2022 to the date of this report. |
DISCLOSURE IN THE STRATEGIC REPORT |
As permitted by paragraph 1A of Schedule 7 to the Large and Medium sized Companies and Groups (Accounts and Reports) Regulations 2008 certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report on pages 2 to 5. These matters relate to Future Developments and Financial Instruments. |
As permitted by the Companies (Miscellaneous Reporting) Regulations 2018 certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report on pages 2 to 5. These matters relate to the Parent Company's and the Group's business relationships with suppliers, customers and others. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Directors' 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 the Group and of the profit or loss of the Group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's and the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Group's auditors are aware of that information. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
DIRECTORS' REPORT |
for the Year Ended 28 February 2023 |
AUDITORS |
The audit business of Haines Watts London LLP was acquired by Cooper Parry Group Limited on 14 November 2023. Haines Watts London LLP has resigned as auditor and Cooper Parry Group Limited has been appointed in its place. |
ON BEHALF OF THE BOARD: |
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
PEGA MINING LTD |
Opinion |
We have audited the financial statements of Pega Mining Ltd (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 28 February 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the Group's and of the Parent Company affairs as at 28 February 2023 and of the Group's loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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 directors' 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 group's and the parent 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 directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Directors' Report, but does not include the financial statements and our Auditors' Report thereon. |
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. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements. |
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
PEGA MINING LTD |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page six, the directors are 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 directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and the parent 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 directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
Auditors' 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 Auditors' 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
We gained an understanding of the legal and regulatory framework applicable to the Parent Company and the Group and the industry in which they operate, and considered the risk of acts by the Parent Company and the Group that were contrary to applicable laws and regulations, including fraud. We discussed with the directors the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance. |
During the audit we focused on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. |
Our procedures in relation to fraud included but were not limited to: inquires of management whether they have any knowledge of any actual; suspected or alleged fraud and discussions amongst the audit team regarding risk of fraud such as opportunities for fraudulent manipulation of financial statements. We determined that the principal risks related to posting manual journal entries to manipulate financial performance and management bias through judgements in accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. |
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
PEGA MINING LTD |
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 more when 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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. In assessing the potential risks of material misstatement we obtained an understanding of; the entities operations, including the nature of its revenue sources and services and of its objectives and strategies to understand the classes of transactions, account balances, expected financial statement disclosures and business risks that may result in risks of material misstatement. We did not identify any matters relating to non-compliance with laws and regulations relating to fraud. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report. |
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 Auditors' 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. |
for and on behalf of |
Statutory Auditor |
New Derwent House |
69-73 Theobalds Road |
London |
WC1X 8TA |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
CONSOLIDATED |
INCOME STATEMENT |
for the Year Ended 28 February 2023 |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
Notes | £ | £ |
TURNOVER | 3 | 80,873,240 | 85,935,150 |
Cost of sales | 61,980,274 | 46,993,658 |
GROSS PROFIT | 18,892,966 | 38,941,492 |
Administrative expenses | 49,362,693 | 27,329,664 |
(30,469,727 | ) | 11,611,828 |
Other operating income | 383,466 | - |
OPERATING (LOSS)/PROFIT | (30,086,261 | ) | 11,611,828 |
Interest receivable and similar income | 445,042 | 52,749 |
(29,641,219 | ) | 11,664,577 |
Interest payable and similar expenses | 5 | 787 | 9,013 |
(LOSS)/PROFIT BEFORE TAXATION | 6 | (29,642,006 | ) | 11,655,564 |
Tax on (loss)/profit | 7 | 1,015,730 | 3,526,885 |
(LOSS)/PROFIT FOR THE FINANCIAL YEAR |
( |
) |
(Loss)/profit attributable to: |
Owners of the parent | (30,835,824 | ) | 8,128,679 |
Non-controlling interests | 178,088 | - |
(30,657,736 | ) | 8,128,679 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
CONSOLIDATED |
OTHER COMPREHENSIVE INCOME |
for the Year Ended 28 February 2023 |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
Notes | £ | £ |
(LOSS)/PROFIT FOR THE YEAR | (30,657,736 | ) | 8,128,679 |
OTHER COMPREHENSIVE INCOME |
Translation differences | 6,473,967 | (6,171,313 | ) |
Income tax relating to other comprehensive income |
- |
- |
OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
6,473,967 |
(6,171,313 |
) |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(24,183,769 |
) |
1,957,366 |
Total comprehensive income attributable to: |
Owners of the parent | (24,220,216 | ) | 1,957,366 |
Non-controlling interests | 36,447 | - |
(24,183,769 | ) | 1,957,366 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
CONSOLIDATED BALANCE SHEET |
28 February 2023 |
28.2.23 | 28.2.22 |
as restated |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 10 | 100,000 | - |
Tangible assets | 11 | 28,407,282 | 37,409,793 |
Investments | 12 |
Interest in associate | - | 50 |
28,507,282 | 37,409,843 |
CURRENT ASSETS |
Stocks | 13 | 6,780 | - |
Debtors | 14 | 16,175,688 | 32,362,606 |
Cryptocurrency balances | 15 | 5,216,436 | 7,111,362 |
Cash at bank | 6,604,965 | 27,279,957 |
28,003,869 | 66,753,925 |
CREDITORS |
Amounts falling due within one year | 16 | 78,308,647 | 102,206,302 |
NET CURRENT LIABILITIES | (50,304,778 | ) | (35,452,377 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
(21,797,496 |
) |
1,957,466 |
PROVISIONS FOR LIABILITIES | 19 | 570,448 | - |
NET (LIABILITIES)/ASSETS | (22,367,944 | ) | 1,957,466 |
CAPITAL AND RESERVES |
Called up share capital | 20 | 100 | 100 |
Translation reserve | 21 | 302,654 | (6,171,313 | ) |
Retained earnings | 21 | (22,707,145 | ) | 8,128,679 |
SHAREHOLDERS' FUNDS | (22,404,391 | ) | 1,957,466 |
NON-CONTROLLING INTERESTS | 22 | 36,447 | - |
TOTAL EQUITY | (22,367,944 | ) | 1,957,466 |
The financial statements were approved by the Board of Directors and authorised for issue on 30 January 2025 and were signed on its behalf by: |
D R Bungay - Director |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
COMPANY BALANCE SHEET |
28 February 2023 |
28.2.23 | 28.2.22 |
as restated |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 10 |
Tangible assets | 11 |
Investments | 12 |
CURRENT ASSETS |
Debtors | 14 |
Cryptocurrency balances | 15 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 16 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 20 |
Retained earnings | 21 |
SHAREHOLDERS' FUNDS |
Company's (loss)/profit for the financial year | (4,220,204 | ) | 14,155,680 |
The financial statements were approved by the Board of Directors and authorised for issue on |
.......................................................................... |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
for the Year Ended 28 February 2023 |
Called up |
share | Retained | Translation |
capital | earnings | reserve |
£ | £ | £ |
Changes in equity |
Issue of share capital | 100 | - | - |
Total comprehensive income | - | 8,128,679 | (6,171,313 | ) |
Balance at 28 February 2022 | 100 | 8,128,679 | (6,171,313 | ) |
Changes in equity |
Total comprehensive income | - | (30,835,824 | ) | 6,473,967 |
Balance at 28 February 2023 | 100 | (22,707,145 | ) | 302,654 |
Non-controlling | Total |
Total | interests | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | 100 | - | 100 |
Total comprehensive income | 1,957,366 | - | 1,957,366 |
Balance at 28 February 2022 | 1,957,466 | - | 1,957,466 |
Changes in equity |
Total comprehensive income | (24,361,857 | ) | 36,447 | (24,325,410 | ) |
Balance at 28 February 2023 | (22,404,391 | ) | 36,447 | (22,367,944 | ) |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
for the Year Ended 28 February 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - |
Total comprehensive income | - |
Balance at 28 February 2022 |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 28 February 2023 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
CONSOLIDATED CASH FLOW STATEMENT |
for the Year Ended 28 February 2023 |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 20,894,135 | 14,272,857 |
Interest paid | (787 | ) | (9,013 | ) |
Tax paid | (188,006 | ) | 14,606 |
Movement on cryptocurrency investments | 1,894,926 | (7,111,362 | ) |
Net cash from operating activities | 22,600,268 | 7,167,088 |
Cash flows from investing activities |
Purchase of intangible fixed assets | (1,644,326 | ) | - |
Purchase of tangible fixed assets | (38,850,984 | ) | (74,266,264 | ) |
Purchase of fixed asset investments | - | (50 | ) |
Sale of tangible fixed assets | 7,402,371 | 21,820,119 |
Share in associate reclassified | 50 | - |
Due to minority interest | 36,447 | - |
Interest received | 445,042 | 52,749 |
Net cash from investing activities | (32,611,400 | ) | (52,393,446 | ) |
Cash flows from financing activities |
Amount introduced by directors | - | 68,029,572 |
Amount withdrawn by directors | (6,187,217 | ) | - |
Share issue | - | 100 |
Loans repaid / (paid) in year | (4,476,643 | ) | 4,476,643 |
Net cash from financing activities | (10,663,860 | ) | 72,506,315 |
(Decrease)/increase in cash and cash equivalents | (20,674,992 | ) | 27,279,957 |
Cash and cash equivalents at beginning of year |
2 |
27,279,957 |
- |
Cash and cash equivalents at end of year | 2 | 6,604,965 | 27,279,957 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
for the Year Ended 28 February 2023 |
1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
(Loss)/profit before taxation | (29,642,006 | ) | 11,655,564 |
Depreciation charges | 26,350,768 | 14,811,445 |
Foreign exchange reserve movement | 6,473,967 | (6,171,313 | ) |
Attributable to minority interest | (178,088 | ) | 224,907 |
Impairment of fixed assets | 15,642,883 | - |
Finance costs | 787 | 9,013 |
Finance income | (445,042 | ) | (52,749 | ) |
18,203,269 | 20,476,867 |
Increase in stocks | (6,780 | ) | - |
Decrease/(increase) in trade and other debtors | 17,019,754 | (32,195,442 | ) |
(Decrease)/increase in trade and other creditors | (14,322,108 | ) | 25,991,432 |
Cash generated from operations | 20,894,135 | 14,272,857 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 28 February 2023 |
28.2.23 | 1.3.22 |
£ | £ |
Cash and cash equivalents | 6,604,965 | 27,279,957 |
Period ended 28 February 2022 |
28.2.22 | 17.2.21 |
as restated |
£ | £ |
Cash and cash equivalents | 27,279,957 | - |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
for the Year Ended 28 February 2023 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1.3.22 | Cash flow | At 28.2.23 |
£ | £ | £ |
Net cash |
Cash at bank | 27,279,957 | (20,674,992 | ) | 6,604,965 |
27,279,957 | (20,674,992 | ) | 6,604,965 |
Liquid resources |
Current asset investments | 7,111,362 | (1,894,926 | ) | 5,216,436 |
7,111,362 | (1,894,926 | ) | 5,216,436 |
Debt |
Debts falling due within 1 year | (4,476,643 | ) | 4,476,643 | - |
(4,476,643 | ) | 4,476,643 | - |
Total | 29,914,676 | (18,093,275 | ) | 11,821,401 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
for the Year Ended 28 February 2023 |
1. | STATUTORY INFORMATION |
PEGA Mining Ltd (the "Company") is a private limited company, limited by shares, registered in England and Wales. The Company's registered number and registered office address can be found on the Company Information page. |
The principal activity of the Parent Company is that of mining Bitcoin ("BTC"), Ethereum ("ETH") and Tether ("USDT") and selling mining equipment to third parties. |
The principal activity of the subsidiaries are: |
PEGA Nordic AS - the principal activity of the Company in the year was to facilitate Bitcoin ("BTC"), Ethereum ("ETH") and Tether ("USDT") activities in the form of purchasing mining equipment and leasing it to PEGA Mining Limited. |
PEGA Mining Ehf. - the principal activity of the Company in the year was to facilitate Bitcoin ("BTC"), Ethereum ("ETH") and Tether ("USDT") activities in the form of purchasing mining equipment and leasing it to PEGA Mining Limited. |
PEGA Turbines AS - the principal activity of the Company in the year was to facilitate Bitcoin ("BTC"), Ethereum ("ETH") and Tether ("USDT") activities in the form of leasing mining equipment from Pega Nordic AS. |
Pega Pool Ltd - the principal activity of the Company in the year was to operate a mining pool to facilitate |
the mining of cryptocurrency on behalf of its customers. |
The presentation currency of the financial statements is the Pound Sterling (£), rounded to the nearest pound. |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Going concern |
These financial statements have been prepared assuming that the Group will continue as a going concern, which contemplates continuity of operations, realisation of assets, and liquidation of liabilities in the normal course of business. |
As reflected in the financial statements, the Group as of 28 February 2023 had a net liability position of £22,367k and net cash generated by operating activities amounted to £22,600k. To date, the Group's operations, including capital expenditures, have been substantially funded by loans from the directors. The directors have pledged not to recall their loans to the detriment of the Group. |
For the year ended 28 February 2023 revenues generated from mining of cryptocurrency amounted to £54,050k. The cryptocurrency mining industry is a highly volatile market with significant inherent risk. A significant decline in the market prices of cryptocurrencies, an increase in the difficulty of cryptocurrency mining, changes in the regulatory environment and adverse changes in other inherent risks can significantly negatively impact the Group's operations. Based on internally prepared forecasted cash flows that take into consideration what management of the Group considers reasonably possible scenarios, management believes the Group will be able to achieve positive cash flows. |
Based on the forecasted cash flows, the Group's management and board of directors believe that the Group will have sufficient funds to continue its operations and meet its obligations as they come due at least for a period of twelve months from the date these financial statements were available to be issued. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
2. | ACCOUNTING POLICIES - continued |
Basis of consolidation |
The consolidated financial statements present the results of the Group and its own subsidiaries ("the Group") as if they formed a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. |
The consolidated financial statements incorporate the results of the business combinations using the purchase method. In the Consolidated Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Income Statement from the date on which control is obtained. They are deconsolidated from the date control ceases. |
Three subsidiaries prepare their annual financial statements to the 31 December preceding the 28 February consolidation date. The statements for these subsidiaries are then adjusted using management accounts so the results and balance sheet positions are to 28 February. |
Changes in accounting estimate |
The directors are of the opinion that a straight line depreciation policy does not adequately reflect the rapid decrease in value of miners at an early stage. This is due to the computing power decreasing over time and changes in technology meaning more powerful computers are released which decreases the value of computers with lesser power. |
Therefore, the depreciation policy for mining equipment has been changed from 5 years straight line to 50% reducing balance. |
The prior period has been restated, which has resulted in the following adjustment to the 2022 financial period depreciation charge and accumulated depreciation: |
5 years SL policy | 50% RB policy | Increase in depreciation |
£7,615k | £15,036k | £7,421k |
This has increased the 2023 financial year depreciation charge for mining equipment as follows: |
5 years SL policy | 50% RB policy | Increase in depreciation |
£12,452k | £26,347k | £13,895k |
Cryptocurrency mining |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
The Group operates a cryptocurrency mining operation using specialized computers equipped with application-specific integrated circuit ("ASIC") chips (known as "miners") to solve complex cryptographic algorithms in support of the crypto blockchain (in a process known as "solving a block") in exchange for cryptocurrencies. |
The Group is focusing its efforts on mining Bitcoin. The Group participates in "mining pools" organized by "mining pool operators" in which its mining power (known as "hashrate") is combined with the hashrate generated by other miners participating in the pool to earn cryptocurrency. The mining pool operator provides a service that coordinates the computing power of the independent mining enterprises participating in the mining pool. The pool compensates the Group based on the pool’s expected rewards to be mined. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
2. | ACCOUNTING POLICIES - continued |
As of 28 February 2023, the Group operated various models of the AntMiner S19 & S19 PRO, a series of miners manufactured by Bitmain Technologies Limited ("Bitmain"). These miners use ASIC chips designed around the 256-bit secure hashing algorithm (SHA-256) used by the Bitcoin blockchain and, therefore, a vast majority of the cryptocurrency the Group seeks to mine is Bitcoin. |
Revenue recognition |
The Group recognises revenue under FRS 102 Section 23 Revenue. The core principle of the revenue standard is that the Group should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. |
The following five steps are applied to achieve that core principle: |
Step 1: Identify the contract with the customer |
Step 2: Identify the performance obligations in the contract |
Step 3: Determine the transaction price |
Step 4: Allocate the transaction price to the performance obligations in the contract |
Step 5: Recognise revenue when the Group satisfies a performance obligation |
To identify the performance obligations in a contract with a customer, an entity must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets the definition of a "distinct" good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: |
- Variable consideration |
- Constraining estimates of variable consideration |
- The existence of a significant financing component in the contract |
- Noncash consideration |
- Consideration payable to a customer |
Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognised when that performance obligation is satisfied, at a point in time, or overtime as appropriate. |
The Group has entered into an arrangement with digital asset mining pool operators to provide computing power to the mining pools. The Group views the mining pool operator as qualifying as a "customer" pursuant because the customer (i.e., the mining pool operator) has contracted with an entity (i.e., the Group) to obtain goods and services that is an output of the entity’s ordinary activities (i.e., the Group’s contribution of hashing power, which constitutes an output of its ordinary activities), in exchange for consideration (i.e., the Bitcoin awarded to the Group by the mining pool). |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
2. | ACCOUNTING POLICIES - continued |
The Group's service agreements with the mining pool operators are subject to termination at any time by either party thereto, the Group considers those agreements to have present enforceable rights and obligation only in respect of each individual day on which the Group contributes hashing power to the relevant mining pool. Accordingly, the Group accounts for those agreements as individual contracts entered into on a day-by-day basis, with the Group's enforceable right to payment beginning at the time the Group provides hashing power to the mining pool. The only Group's performance obligation is to provide hashing power to its customers which represent an output of the Group's ordinary activities. For the purpose of determining the transaction price for its contracts with mining pool operators, under which non-cash consideration (i.e., Bitcoin) constitutes the promised form of payment, the Group measures the value of Bitcoin at the time they are received and deposited into the Group's wallets by the mining pool operators in accordance with the daily payout terms of the relevant service agreements with the mining pool operators, which is not materially different than the fair value at the time of the contract’s inception or the time the has Group earned the award from the mining pool. |
In respect of each individual contract, the Group satisfies its performance obligation over time by continuously providing hashing power to the mining pools over the course of contract’s duration (one day). |
The Group has been compensated by the mining pool operators according to the Full-Pay-Per- Share (FPPS) payout scheme. Under a FPPS payout scheme, the Group is entitled to compensation in exchange for its contribution of hashing power provided to the mining pool, based on the pool’s expected rewards to be mined. The Group's compensation is not dependent on a successful block being placed by the mining pool (i.e., the mining pool operator bears the risk of successful placement of a block). In exchange for its contribution of hashing power to the mining pool, the Group is legally entitled to receive consideration based on the pool's expected rewards to be mined, which consideration is calculated on a basis net of the mining pool operating fees. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Depreciation is provided for at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life. |
Computer equipment | - | 50% reducing balance |
Containers | - | 15 years straight line |
Computer equipment is initially recognised at cost which is the purchase price plus any directly attributable costs. Subsequently computer equipment is measured at cost less accumulated depreciation and impairment losses. Assets are not depreciated until they come into use. |
Goodwill on consolidation |
Goodwill relates to the excess of the purchase price paid on the acquisition of a business over the fair value of the net assets acquired. Goodwill is shown at cost less impairment. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
2. | ACCOUNTING POLICIES - continued |
The Group evaluates goodwill at least on an annual basis and whenever events or changes in circumstances suggest that the carrying amount may not be recoverable. The Group performs a two-step test to assess goodwill for impairment. The first step of the goodwill impairment test requires a determination of whether the fair value of each reporting unit that generates the goodwill is less than its carrying value. If the fair value exceeds the carrying value, goodwill is not impaired and no further testing is performed. The second step is performed only if the carrying value exceeds the fair value. The second step involves an analysis reflecting the allocation of fair value determined in the first step (as if it was the purchase price in a business combination). This process may result in the determination of a new amount of goodwill. If the calculated fair value of the goodwill resulting from this allocation is lower than the carrying value of the goodwill in the reporting unit, the difference is reflected as a noncash impairment loss. The purpose of the second step is only to determine the amount of goodwill that should be recorded on the consolidated balance sheet. |
Impairment of assets |
At each reporting date the Group reviews the carrying value of its assets 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 in order to determine the extent of the impairment loss. |
The recoverable amount of an asset is the higher of fair value less costs to sell and value in use. Value in use is the present value of the future cash flows expected to be derived from the asset, or cash generating unit. The present value calculation involves estimating the future cash inflows and outflows to be derived from continuing use of the asset, and from its ultimate disposal, applying an appropriate discount rate to those future cash flows. |
Where the recoverable amount of an asset is less than the carrying amount, an impairment loss is recognised immediately in the Income Statement. An impairment loss recognised for all assets is reversed in a subsequent period if, and only if, the reasons for the impairment loss have ceased to apply. Impairment losses are charged to the Income Statement in administrative expenses. |
Cryptocurrencies |
Cryptocurrencies (Bitcoin, Ethereum and Tether) are included in current assets in the accompanying Balance Sheets. The classification of cryptocurrencies as a current asset has been made after the Group's consideration of the significant consistent daily trading volume of cryptocurrencies on readily available cryptocurrency exchanges, there are no limitations or restrictions on the Group's ability to sell cryptocurrencies. |
The Group performs an analysis periodically to identify whether events or changes in circumstances, principally decreases in the quoted (unadjusted) prices on the active exchange, indicate that it is more likely than not that any of its Bitcoin assets is impaired. In determining if an impairment has occurred, the Group considers the lowest daily closing price of one cryptocurrency quoted on CMC at any time since acquiring the specific cryptocurrency held. If the carrying value of a cryptocurrency exceeds that lowest closing price at any time during the period, an impairment loss is deemed to have occurred with respect to that cryptocurrency in the amount equal to the difference between its carrying value and such lowest price, and subsequent increases in the price of Bitcoin will not affect the carrying value of the Bitcoin. Gains (if any) are not recorded until the cryptocurrencies are derecognized, at which point they would be presented net of any impairment losses in the Consolidated Income Statement. |
Investments in associates |
Investments in associate undertakings are recognised at cost. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Stock relates to computers that are owned but not in use. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
Financial assets and liabilities are recognised when the Group becomes party to the contractual provisions of the financial instrument. The Group holds basic financial instruments which comprise cash and cash equivalents, trade and other receivables, investment in non-puttable ordinary shares, trade and other payables, and loans and borrowings. The Group has chosen to apply the provisions of Section 11 Basic Financial Instruments in full. |
Financial assets - classified as basic financial instruments |
(i) Cash and cash equivalents |
Cash and cash equivalents include cash in hand, deposits held with banks, repayable without penalty on notice of not more than 24 hours. |
In the consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management. |
(ii) Trade and other receivables |
Trade and other receivables are initially recognised at the transaction price, including any transaction costs, and subsequently measured at amortised cost including the effective interest method, less any provision for impairment. Amounts that are receivable within one year are measured at the undiscounted amount of the cash expected to be received, net of any impairment. |
At the end of each reporting period, the Company assesses whether there is objective evidence that a receivable amount may be impaired. A provision for impairment is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables. The amount of the provision is the difference between the asset's carrying amount and the present value of the estimated future cash flows, discounted at the effective interest rate. The amount of the provision is recognised immediately in the Consolidated Income Statement. |
Financial liabilities - classified as basic financial instruments. |
(iii) Trade and other payables and loans and borrowings |
Trade and other payables and loans and borrowings are initially measured at their fair value, net of any transaction costs, and subsequently measured at amortised cost using the effective interest method. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the Consolidated Balance Sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The Group operates a defined contribution pension scheme. Contributions payable to the Group's pension scheme are charged to the Consolidated Income Statement in the period to which they relate. The assets of the scheme are held in a separately administered fund. |
Risks associated with cryptocurrency |
Acceptance or widespread use of cryptocurrency is uncertain. There is still a relatively limited use of any cryptocurrency in the retail and commercial marketplace, thus contributing to price volatility that could adversely affect an investment in the securities of the Group. Banks and other established financial institutions may refuse to process funds for cryptocurrency transactions, process wire transfers to or from cryptocurrency exchanges, cryptocurrency-related companies or service providers, or maintain accounts for persons or entities transacting in cryptocurrency. Conversely, a significant portion of cryptocurrency demand is generated by investors seeking a long-term store of value or speculators seeking to profit from the short or long-term holding of the asset. Price volatility undermines any cryptocurrency's role as a medium of exchange, as retailers are less likely to accept it as a direct form of payment. Market capitalization for a cryptocurrency as a medium of exchange and payment method may always be low. |
The relative lack of acceptance of cryptocurrencies in the retail and commercial marketplace, or a reduction of such use, limits the ability of end users to use them to pay for goods and services. Such lack of acceptance or decline in acceptance could have a material adverse effect on the value of Bitcoin or any other cryptocurrencies, and consequently the business, prospects, financial condition and operating results of the Group. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
2. | ACCOUNTING POLICIES - continued |
Risk concentration with mining equipment |
The Group's business is highly dependent upon digital asset mining equipment suppliers, such as Bitmain and MicroBT, providing an adequate supply of new generation digital asset mining machines at economical prices to the Group. The market price and availability of new mining machines fluctuates with the price of Bitcoin and can be volatile. Higher Bitcoin prices increase the demand, and thus the cost, for mining equipment. |
Accordingly, the market price of new mining equipment is also influenced by the "difficulty" of the algorithmic solution necessary to mine a block. In addition, as more companies seek to enter the mining industry, the demand for machines may outpace supply and create mining equipment shortages. There are no assurances that digital asset mining equipment suppliers, such as Bitmain and MicroBT, will be able to keep pace with any surge in demand for mining equipment. Further, mining machine purchase contracts are not favorable to purchasers and the Group may have little or no recourse in the event a mining machine manufacturer defaults on its mining machine delivery commitments. If the Group is not able to obtain a sufficient number of digital asset mining machines at favorable prices, the growth expectations, liquidity, financial condition and results of operations will be negatively impacted. |
Additionally, if the third-party manufacturers and suppliers are late in delivery, cancel or default on their supply obligations or deliver underperforming or faulty equipment it could cause material delays or affect the performance of the Group's operations. Some of the supply contracts may contain equipment warranties and protections with respect to late delivery; however, these warranties may not be able to be successfully claimed against or may be inadequate to compensate for the impact on the Group's operating results and financial condition. |
The Group generally makes advance payments on its orders for mining equipment which eliminates or reduces the Group's exposure to increases in market prices and also ensures that the Group has priority in the delivery of the mining equipment when available. |
3. | TURNOVER |
The turnover and loss (2022 - profit) before taxation are attributable to the one principal activity of the Group. |
An analysis of turnover by class of business is given below: |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Crypto mining | 54,050,448 | 41,420,538 |
Mining equipment sales | 21,394,227 | 36,713,534 |
Miner leasing income | 3,264,844 | 1,271 |
Gains on crypto invoices | 1,985,643 | 7,799,807 |
Wind turbine income | 178,078 | - |
80,873,240 | 85,935,150 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
4. | EMPLOYEES AND DIRECTORS |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Wages and salaries | 538,893 | 105,565 |
Social security costs | 43,334 | 8,029 |
Other pension costs | 12,794 | 4,190 |
595,021 | 117,784 |
The average number of employees during the year was as follows: |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
Operations |
The average number of employees by undertakings that were proportionately consolidated during the year was 1 (2022 - 1 ) . |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Directors' remuneration | - | - |
5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Bank loan interest | - | 1,425 |
Other interest payable | 787 | 7,588 |
787 | 9,013 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
6. | (LOSS)/PROFIT BEFORE TAXATION |
The loss (2022 - profit) is stated after charging: |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Other operating leases | 88,945 | 30,106 |
Depreciation - owned assets | 26,352,567 | 15,036,352 |
Auditors' remuneration | 190,989 | 140,000 |
The auditing of accounts of any associate of the company | - | 20,000 |
Taxation advisory services | - | 10,000 |
Foreign exchange differences | 4,411,075 | 11,603,210 |
Impairment of intangible fixed assets | 1,544,326 | - |
Impairment of fixed assets | 14,098,557 | - |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the loss for the year was as follows: |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Current tax: |
UK corporation tax | 250,149 | 3,693,204 |
Deferred tax | 765,581 | (166,319 | ) |
Tax on (loss)/profit | 1,015,730 | 3,526,885 |
UK corporation tax has been charged at 19 % . |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
7. | TAXATION - continued |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
Period |
17.2.21 |
Year Ended | to |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
(Loss)/profit before tax | (29,642,006 | ) | 11,655,564 |
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 19 % (2022 - 19 %) |
(5,631,981 |
) |
2,214,557 |
Effects of: |
Expenses not deductible for tax purposes | 72 | 1,914,301 |
Capital allowances in excess of depreciation | (10,273 | ) | (282,091 | ) |
Foreign tax payable | - | (166,319 | ) |
Consolidation adjustments | 5,256,508 | (153,563 | ) |
Losses carried forwards | 377,955 | - |
Foreign losses carried forwards | 765,581 | - |
Foreign tax adjustments | (79,632 | ) | - |
s455 tax charge | 337,500 | - |
Total tax charge | 1,015,730 | 3,526,885 |
Tax effects relating to effects of other comprehensive income |
28.2.23 |
Gross | Tax | Net |
£ | £ | £ |
Translation differences | 6,473,967 | - | 6,473,967 |
17.2.21 to 28.2.22 |
Gross | Tax | Net |
£ | £ | £ |
Translation differences | (6,171,313 | ) | - | (6,171,313 | ) |
8. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
9. | PRIOR YEAR ADJUSTMENT |
After the signing of the financial statements for the period ended 28 February 2022, the directors had reason to believe there were inconsistencies in the individual financial statements of the parent company, Pega Mining Limited. As such, the 2022 financial information was recalculated. The prior year adjustments that have arisen are as follows: |
Consolidated income statement | 2022 filed | 2022 revised | Difference |
£ s | £ s | £ s |
Turnover | 101,407 | 85,935 | (15,472 | ) |
Cost of sales | (55,627 | ) | (46,994 | ) | 8,633 |
Gross profit | 45,780 | 38,941 | (6,839 | ) |
Admin expenses | (24,741 | ) | (27,330 | ) | (2,589 | ) |
Operating profit | 21,039 | 11,611 | (9,428 | ) |
Interest receivable and similar income | 52 | 53 | 1 |
Interest payable and similar expenses | (8 | ) | (9 | ) | (1 | ) |
Profit before taxation | 21,083 | 11,655 | (9,428 | ) |
Tax on profit | (2,379 | ) | (3,527 | ) | (1,148 | ) |
Profit for the financial period | 18,704 | 8,128 | (10,576 | ) |
Profit attributable to owners of the parent | 18,704 | 8,128 | (10,576 | ) |
Profit for the period | 18,704 | 8,128 | (10,576 | ) |
Other comprehensive income: Translation | (201 | ) | (6,171 | ) | (5,970 | ) |
Total comprehensive income attributable to owners of the parent |
18,503 |
1,957 |
(16,546 |
) |
Consolidated balance sheet | 2022 filed | 2022 revised | Difference |
£ s | £ s | £ s |
Tangible assets | 85,592 | 37,410 | (48,172 | ) |
Debtors | 9,288 | 32,363 | 23,075 |
Cryptocurrency | 22,130 | 7,111 | (15,019 | ) |
Cash at bank | 12,619 | 27,280 | 14,661 |
Amounts falling due within one year | (111,127 | ) | (102,206 | ) | 8,921 |
Net current liabilities | (67,089 | ) | (35,452 | ) | 31,637 |
Total assets less current liabilities | 18,503 | 1,958 | (16,545 | ) |
Translation reserve | (201 | ) | (6,171 | ) | (5,970 | ) |
Retained earnings | 18,704 | 8,129 | (10,575 | ) |
Shareholders funds | 18,503 | 1,957 | (16,546 | ) |
The results disclosed for the parent company increased by £12,283k from £26,438k to £14,155k. |
Company balance sheet | 2022 filed | 2022 revised | Difference |
£ s | £ s | £ s |
Tangible Assets | 220 | 220 | - |
Investments | 5 | 7,117 | 7,112 |
Debtors | 102,290 | 72,462 | (29,828 | ) |
Cryptocurrency | 22,130 | 7,111 | (15,019 | ) |
Cash at bank | 12,075 | 26,736 | 14,661 |
Amounts falling due within one year | (110,282 | ) | (99,491 | ) | (10,791 | ) |
Net current assets | 26,214 | 6,818 | (19,396 | ) |
Total assets less current liabilities | 26,438 | 14,155 | (12,283 | ) |
Retained earnings | 26,438 | 14,155 | (12,283 | ) |
Shareholders funds | 26,438 | 14,155 | (12,283 | ) |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
10. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
Additions | 1,644,326 |
Impairments | (1,544,326 | ) |
At 28 February 2023 | 100,000 |
NET BOOK VALUE |
At 28 February 2023 | 100,000 |
11. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Freehold | Plant and | and | Computer |
property | machinery | fittings | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 March 2022 | - | - | - | 52,446,145 | 52,446,145 |
Additions | 2,055,106 | 1,396,708 | 122,052 | 35,277,118 | 38,850,984 |
Disposals | - | - | - | (7,402,371 | ) | (7,402,371 | ) |
At 28 February 2023 | 2,055,106 | 1,396,708 | 122,052 | 80,320,892 | 83,894,758 |
DEPRECIATION |
At 1 March 2022 | - | - | - | 15,036,352 | 15,036,352 |
Charge for year | - | 5,430 | - | 26,347,137 | 26,352,567 |
Impairments | - | - | - | 14,098,557 | 14,098,557 |
At 28 February 2023 | - | 5,430 | - | 55,482,046 | 55,487,476 |
NET BOOK VALUE |
At 28 February 2023 | 2,055,106 | 1,391,278 | 122,052 | 24,838,846 | 28,407,282 |
At 28 February 2022 | - | - | - | 37,409,793 | 37,409,793 |
None of the Company's or the Group's fixed assets have been pledged as security. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
11. | TANGIBLE FIXED ASSETS - continued |
Company |
Freehold | Computer |
property | equipment | Totals |
£ | £ | £ |
COST |
At 1 March 2022 |
Additions |
At 28 February 2023 |
DEPRECIATION |
At 1 March 2022 |
Charge for year |
At 28 February 2023 |
NET BOOK VALUE |
At 28 February 2023 |
At 28 February 2022 |
12. | FIXED ASSET INVESTMENTS |
Group |
Interest |
in |
associate |
£ |
COST |
At 1 March 2022 | 50 |
Reclassification/transfer | (50 | ) |
At 28 February 2023 | - |
NET BOOK VALUE |
At 28 February 2023 | - |
At 28 February 2022 | 50 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
12. | FIXED ASSET INVESTMENTS - continued |
Company |
Shares in | Interest |
group | in |
undertakings | associate | Totals |
£ | £ | £ |
COST |
At 1 March 2022 | 50 | 7,117,139 |
Additions | 968,409 |
Impairments | ( |
) | (868,409 | ) |
Reclassification/transfer | ( |
) | (50 | ) |
At 28 February 2023 | - | 7,217,089 |
NET BOOK VALUE |
At 28 February 2023 | 7,217,089 |
At 28 February 2022 | 7,117,139 |
The Group or the Company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Sam eydes vei 47, Glomjford, Norway, 8160 |
Nature of business: |
% |
Class of shares: | holding |
28.2.23 | 28.2.22 |
£ | £ |
Aggregate capital and reserves |
(Loss)/profit for the year/period | ( |
) |
Registered office: Efstaleiti 5, 103 Reykjavik |
Nature of business: |
% |
Class of shares: | holding |
28.2.23 | 28.2.22 |
£ | £ |
Aggregate capital and reserves | ( |
) | ( |
) |
Loss for the year/period | ( |
) | ( |
) |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
12. | FIXED ASSET INVESTMENTS - continued |
Registered office: Kungsportsavenyen 18, 411 36 Goteborg, Vastra Gotalands Ian, Sweden |
Nature of business: |
% |
Class of shares: | holding |
28.2.23 |
£ |
Aggregate capital and reserves | ( |
) |
Loss for the year | ( |
) |
Registered office: 10 John Street, London WC1N 2EB, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
28.2.23 |
£ |
Aggregate capital and reserves | ( |
) |
Loss for the year | ( |
) |
13. | STOCKS |
Group |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Stocks | 6,780 | - |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
28.2.23 | 28.2.22 | 28.2.23 | 28.2.22 |
as restated | as restated |
£ | £ | £ | £ |
Trade debtors | 34,728 | 1,142,319 |
Amounts owed by group undertakings | - | - |
Other debtors | 12,987,580 | 30,422,316 |
Directors' current accounts | 1,000,000 | - | 1,000,000 | - |
Deferred tax asset | - | 167,164 | - | - |
VAT | 1,305,566 | 630,807 |
Prepayments and accrued income | 847,814 | - |
16,175,688 | 32,362,606 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued |
The other debtor represents a loan which is receivable on 31 December 2024. The Group has security over this balance, that in the event of default the assets of the borrower over €500,000 can be reclaimed. |
15. | CURRENT ASSET INVESTMENTS |
Group | Company |
28.2.23 | 28.2.22 | 28.2.23 | 28.2.22 |
as restated | as restated |
£ | £ | £ | £ |
Bitcoin | 4,937,108 | 5,170,522 | 249,252 | 5,170,522 |
Ethereum | 778 | 60,130 | 778 | 60,130 |
Tether | 278,550 | 1,880,710 | 278,550 | 1,880,710 |
5,216,436 | 7,111,362 |
Market value of listed investments at 28 February 2023 held by the Group - £5,216,436 (2022 - £7,111,362). and by the Company - £ (778) (2022 - £ (60,130) ). |
16. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
28.2.23 | 28.2.22 | 28.2.23 | 28.2.22 |
as restated | as restated |
£ | £ | £ | £ |
Other loans (see note 17) | - | 4,476,643 |
Trade creditors | 2,302,544 | 10,369,326 |
Tax | 3,796,968 | 3,708,655 |
Social security and other taxes | 366,548 | 21,933 |
Other creditors | 8,402,748 | 11,925 |
Directors' current accounts | 62,842,355 | 68,029,572 | 62,842,355 | 68,029,572 |
Accruals and deferred income | 597,484 | 15,588,248 |
78,308,647 | 102,206,302 |
17. | LOANS |
An analysis of the maturity of loans is given below: |
Group | Company |
28.2.23 | 28.2.22 | 28.2.23 | 28.2.22 |
as restated | as restated |
£ | £ | £ | £ |
Amounts falling due within one year or on | demand: |
Other loans | - | 4,476,643 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
18. | FINANCIAL INSTRUMENTS |
The Group's financial instruments may be analysed as follows: |
28.2.23 | 28.2.22 |
£'000 | £'000 |
Financial assets |
Financial assets measured at amortised cost | 25,844 | 66,956 |
Financial assets that are equity instruments | - | - |
Financial liabilities |
Financial liabilities measured at amortised cost | 74,145 | 98,476 |
The Company's financial instruments may be analysed as follows: |
28.2.23 | 28.2.22 |
£'000 | £'000 |
Financial assets |
Financial assets measured at amortised cost | 74,256 | 106,309 |
Financial assets that are equity instruments | 7,217 | 7,117 |
Financial liabilities |
Financial liabilities measured at amortised cost | 71,523 | 96,220 |
Financial assets measured at amortised cost comprise cash, cryptocurrencies, trade debtors, other debtors and amounts owed by group undertakings. |
Financial assets that are equity instruments comprise investments in subsidiaries and investments in associates. |
Financial liabilities measured at amortised cost comprise trade creditors, loans and overdrafts, directors current accounts, other creditors and accruals. |
Information regarding the Group’s exposure to risks are included in the Strategic Report. |
19. | PROVISIONS FOR LIABILITIES |
Group |
28.2.23 | 28.2.22 |
as restated |
£ | £ |
Deferred tax | 570,448 | - |
Group |
Deferred |
tax |
£ |
Provided during year | 570,448 |
Balance at 28 February 2023 | 570,448 |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
20. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 28.2.23 | 28.2.22 |
value: | as restated |
£ | £ |
Ordinary | £1 | 100 | 100 |
21. | RESERVES |
Group |
Retained | Translation |
earnings | reserve | Totals |
£ | £ | £ |
At 1 March 2022 | 8,128,679 | (6,171,313 | ) | 1,957,366 |
Deficit for the year | (30,835,824 | ) | (30,835,824 | ) |
Movement on foreign exchange reserve |
- |
6,473,967 |
6,473,967 |
At 28 February 2023 | (22,707,145 | ) | 302,654 | (22,404,491 | ) |
Company |
Retained |
earnings |
£ |
At 1 March 2022 |
Deficit for the year | ( |
) |
At 28 February 2023 |
22. | NON-CONTROLLING INTERESTS |
The non-controlling interest relates to a 5% shareholding in Pega Pool Ltd. |
At beginning of the period the group owned 50% of the share capital of Pega Pool Ltd and acquired a further 45% during the year, Acquisition of subsidiary undertakings note refers. |
23. | ACQUISITION OF SUBSIDIARY UNDERTAKINGS |
On 23 August 2022 the group acquired the entire share capital of Pega Turbines AB (formerly VND Turbines AB), a company registered in Sweden. |
The consideration paid was 2,500,000 Swedish Krona. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
The assets acquired were as follows:- |
£ |
Fixed assets - wind turbines | 11,961 |
Cash at bank | 1,888 |
Other debtors | 1,296 |
Other creditors | (16,179 | ) |
Net liabilities acquired | (1,034 | ) |
Consideration | 200,971 |
Goodwill on consolidation | 202,005 |
On 22 July 2022 the group acquired a controlling interest in Pega Pool Limited, a company incorporated in the United Kingdom. Prior to this date the company owned 50% of the issued share capital and acquired a further 10% on this date. |
The assets acquired were as follows:- |
£ |
Other debtors | 50 |
Trade creditors | (5,162 | ) |
Creditor due to Pega Mining Ltd | (874,758 | ) |
Attributable to minority interest (40%) | 351,948 |
Net liabilities acquired | (527,922 | ) |
Consideration | 100,550 |
Goodwill on consolidation | 628,472 |
The group made further acquisitions of shares from the minority shareholder on 17 October - 10%, 1 November - 15% and 30 November - 10% for a total consideration of £602,659 with an increase in Goodwill on consolidation of £812,966. |
After the year end, but prior to the signing of the audit report, the directors have decided to cease operations of Pega Turbines AB and Pega Pool Ltd. As such, Goodwill has been impaired and losses recognised totalling £100,840 in relation to Pega Turbines AB and £1,443,490 in relation to Pega Pool Ltd. |
PEGA MINING LTD (REGISTERED NUMBER: 13207693) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Year Ended 28 February 2023 |
24. | RELATED PARTY DISCLOSURES |
The Company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the Group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. Pega Pool Ltd was an associate company until its acquisition on 22 July 2022. Prior to that date transactions between the entities were immaterial. Post acquisition details are disclosed in Note 22 Non-controlling interest and Note 23 Acquisition of subsidiary undertakings. |
At the year end, the Group owed the directors £62,842k (2022: £68,030k). |
25. | POST BALANCE SHEET EVENTS |
After the year end, due to external factors surrounding Crypto, the value of the miners have significantly fallen in value. As at October 2024, the value of the miners is estimated at £8,683k. |